LBA Properties, Inc.
Proposed Ticker:LBP 4440 Von Karman Avenue, Suite 150
Exchange:New York Stock Exchange Newport Beach, CA 92660
Industry:Financial (SIC Code 6798) (714) 833-0400

Filing Information
Type of Shares:Common Shares Filing Date:10/17/97
U.S. Shares Filed:0 Filing Price: -
Non-U.S. Shares Filed:0 Offering Amount: $378,496,650
Primary Shares:0 Expenses: -
Secondary Shares:0 Shares Out After:

Primary Underwriting Group
ManagerTierPhone
Lehman Brothers IncorporatedLead Manager (212) 526-8100
Smith Barney Inc.Co-manager (212) 723-7300

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Goodwin Procter & Hoar
Bank's Law Firm: Gibson, Dunn & Crutcher
Auditor: Ernst & Young

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
6 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 6/30/97 6/30/96 6/30/97
Revenue:$13.97$13.68$6.13Assets:$269.81
Net Income:$0.83$1.85$1.02Curr Assets:
EPS:Liabilities:$136.79
Prior EPS:-$15.96-$3.62Curr Liabilities:
Cash Flow/Oper:$0.16$131.60$55.77Equity:$133.01
Cash Flow/Fin:$101.19-$118.83-$51.92Cash:$3.88
Cash Flow/Inv:-$95.97-$118.83

Business Description
The company is a real estate investment trust, (REIT). The company is engaged in the owning, acquiring, managing, leasing, developing and redeveloping office and industrial properties throughout Southern California. The Company operates from its Newport Beach, California headquarters and its three regional offices in Los Angeles, San Diego and the Inland Empire. The Company is a full service real estate company with in-house expertise in acquisitions, development, redevelopment, asset management, property management, leasing, construction and disposition services. The Company believes that current and anticipated trends in the Southern California economy provide an attractive environment for owning, operating and acquiring office and industrial properties. Southern California is in the midst of an ongoing economic recovery from a severe recession that extended into the early 1990s. The combined six-county Southern California area experienced a 31% decrease in the unemployment rate from December 1992 to June 1997. In addition, according to a study prepared by Cognetics, Inc., an economic consulting firm, metropolitan Los Angeles (which includes Los Angeles County and Orange County) is projected to be the number one market in the United States for primary office employment growth during the period from 1995 to 2006, and five of the six counties that comprise Southern California are on the U.S. Department of Commerce's 1996 list of the 20 Fastest Growing U.S. Metropolitan Areas, 1993-- 2005.

Competition
The Company will be competing with other owners and developers that have greater resources and more experience than the Company. Additionally, the number of competitive properties in any particular market in which the Company's Properties are located could have a material adverse effect on both the Company's ability to lease space at the Properties or any newly-acquired property and on the rents charged at the Properties. The Company believes that the Offering, the Credit Facility and the access to the capital markets that will be afforded to the Company as a public company to raise funds during periods when conventional sources of financing may be unavailable or prohibitively expensive will provide the Company with substantial competitive advantages over private competitors. Further, the Company believes that the recessionary market conditions and tight credit markets during the early 1990s as well as the reluctance on the part of more conventional financing sources to fund development and acquisition projects have resulted in a decrease in the number of real estate development firms that are active in Southern California.

Use of Proceeds
The proceeds from the proposed offering will be used to repay indebtedness, to pay a portion of the consideration for the Properties in the Formation Transactions and for general corporate purposes and working capital.

Executive Officers and Directors
Officer NameTitleAge
Phil A. BellingChairman and Chief Executive Officer38
Perry S. SchonfeldChief Financial Officer, Senior Vice President and Operations Director39
Thomas C. RutherfordController37
David C. ThomasExecutive Vice President, Director of Leasing37
Steven R. BriggsExecutive Vice president, Portfolio Manager34
Steven R. LaytonPresident, Chief Operating Officer and Director38

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