UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM 10-Q

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[X]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
             SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2003

OR

[  ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

For the transition period from ________to _________

Commission file number 333-44467-01

Essex Portfolio, L.P.



|Maryland                                                       | 77-0369575                             
|-------------------------------------------------------------- | ---------------------------------------
|(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification Number)

925 East Meadow Drive
Palo Alto, California     94303

(650) 494-3700







Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file reports), and (2) has been subject to such filing
requirements for the past 90 days. YES [X] NO [   ]

Indicate by check mark whether the registrant is an accelerated filer (as defined
in Rule 12b-2 of the Securities Exchange Act of 1934). YES [X] NO [   ]







ESSEX PORTFOLIO, L.P.
                                    FORM 10-Q
                                     INDEX

PART I.   FINANCIAL INFORMATION

Page No.Item 1.   Financial Statements
                  (unaudited):

3Consolidated Balance Sheets as of June 30, 2003
         and December 31, 2002

4Consolidated Statements of Operations for the three
          
         and six months ended June 30, 2003 and 2002

5Consolidated Statements of Partners' Capital for the six months
          
         ended June 30, 2003 and the year ended December 31, 2002

6Condensed Consolidated Statements of Cash Flows
          
         for the six months ended June 30, 2003 and 2002

7Notes to Consolidated Financial Statements

8Item 2.   Management's Discussion and Analysis of Financial
                      Condition and Results of Operations

18Item 3.   Quantitative and Qualitative Disclosures About Market Risk

28



  Item 4.   Controls and Procedures

28PART II.  OTHER INFORMATIONItem 6.   Exhibits and Reports on Form 8-K

29Signature

302Part I -- Financial Information


Item 1. Financial Statements (Unaudited)Essex Portfolio, L.P., a California limited partnership, (the "Operating
Partnership") effectively holds the assets and liabilities and conducts the
operating activities of Essex Property Trust, Inc. ("Essex" or the
"Company").  Essex Property Trust, Inc., a real estate investment
trust incorporated in the State of Maryland, is the sole general partner of the
Operating Partnership.

The information furnished in the accompanying consolidated unaudited balance
sheets, statements of operations, partners' capital and cash flows of the
Operating Partnership reflects all adjustments which are, in the opinion of
management, necessary for a fair presentation of the aforementioned consolidated
financial statements for the interim periods.

The accompanying unaudited consolidated financial statements should be read
in conjunction with the notes to such consolidated financial statements and
Management's Discussion and Analysis of Financial Condition and Results of
Operations.3ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

                           Consolidated Balance Sheets

                                   (Unaudited)

                             (Dollars in thousands)June 30,    December 31,
                                                              2003          2002
                                                          ------------  ------------
                         Assets
Real estate:
  Rental properties:
     Land and land improvements                          $    392,041  $    368,712
     Buildings and improvements                             1,208,843     1,147,244
                                                          ------------  ------------
                                                            1,600,884     1,515,956
     Less accumulated depreciation                           (214,993)     (191,821)
                                                          ------------  ------------
                                                            1,385,891     1,324,135
  Investments                                                  68,642        61,212
  Real estate under development                                88,831       143,756
                                                          ------------  ------------
                                                            1,543,364     1,529,103
Cash and cash equivalents-unrestricted                          8,854         8,562
Cash and cash equivalents-restricted                            9,079         9,265
Notes receivable from investees and related parties            25,990        24,081
Notes and other receivables                                    32,921        31,318
Prepaid expenses and other assets                              12,255        11,133
Deferred charges, net                                           5,757         6,272
                                                          ------------  ------------
                                                         $  1,638,220  $  1,619,734
                                                          ============  ============

           Liabilities and Partners' Capital
Mortgage notes payable                                   $    662,712  $    677,563
Lines of credit                                               165,000       126,500
Accounts payable and accrued liabilities                       33,334        35,791
Dividends payable                                              20,425        17,879
Other liabilities                                               8,385         8,157
                                                          ------------  ------------
          Total liabilities                                   889,856       865,890
Minority interests                                              5,689         5,727

Partners' capital:
    General partner - common equity                           484,175       491,314

    Limited partners:
       Common equity                                           54,010        52,313
       Preferred equity                                       204,490       204,490
                                                          ------------  ------------
                                                              258,500       256,803
                                                          ------------  ------------
          Total partners' capital                             742,675       748,117
                                                          ------------  ------------
Commitments and contingencies
                                                         $  1,638,220  $  1,619,734
                                                          ============  ============
See accompanying notes to the consolidated unaudited financial statements.4ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

                      Consolidated Statements of Operations

                                   (Unaudited)

                (Dollars in thousands, except per unit amounts)Three Months Ended        Six Months Ended
                                                                 June 30,                  June 30,
                                                         ------------------------  ------------------------
                                                            2003         2002         2003         2002
                                                         -----------  -----------  -----------  -----------
Revenues:
   Rental                                               $    53,538  $    41,769  $   107,700  $    83,888
   Other property                                             1,743        1,396        3,477        2,712
                                                         -----------  -----------  -----------  -----------
      Total property                                         55,281       43,165      111,177       86,600
   Interest and other                                         3,166        7,818        6,265       13,795
                                                         -----------  -----------  -----------  -----------
      Total revenues                                         58,447       50,983      117,442      100,395
                                                         -----------  -----------  -----------  -----------
Expenses:
   Property operating expenses:
      Maintenance and repairs                                 4,063        2,356        7,936        5,165
      Real estate taxes                                       4,361        3,119        8,737        6,269
      Utilities                                               3,075        2,253        5,712        4,284
      Administrative                                          4,588        3,045       10,573        6,671
      Advertising                                             1,002          732        1,862        1,354
      Insurance                                                 865          490        1,581          833
      Depreciation and amortization                          11,556        9,114       23,165       18,100
                                                         -----------  -----------  -----------  -----------
                                                             29,510       21,109       59,566       42,676
   Interest                                                  10,531        8,652       21,330       17,441
   Amortization of deferred financing costs                     318          147          492          295
   General and administrative                                 1,692        1,565        3,530        3,265
                                                         -----------  -----------  -----------  -----------
      Total expenses                                         42,051       31,473       84,918       63,677
                                                         -----------  -----------  -----------  -----------
      Income from continuing operations before
        minority interests and discontinued
        operations                                           16,396       19,510       32,524       36,718
   Minority interests                                           (27)         (46)         (58)         (78)
                                                         -----------  -----------  -----------  -----------
      Income from continuing operations                      16,369       19,464       32,466       36,640

Discontinued operations:
   Income from real estate sold                                  --           77           --          253
   Gain on sale of real estate                                   --        9,051           --        9,051
                                                         -----------  -----------  -----------  -----------
   Income from discontinued operations                           --        9,128           --        9,304
                                                         -----------  -----------  -----------  -----------
      Net income                                             16,369       28,592       32,466       45,944
Dividends on preferred units-limited partner                 (4,580)      (4,580)      (9,160)      (9,159)
                                                         -----------  -----------  -----------  -----------
      Net income available to common units              $    11,789  $    24,012  $    23,306  $    36,785
                                                         ===========  ===========  ===========  ===========
Per common Operating Partnership unit data:
   Basic:
      Income from continuing operations available to
        common units                                    $      0.51  $      0.71  $      1.00  $      1.31
      Income from discontinued operations                        --         0.44           --         0.45
                                                         -----------  -----------  -----------  -----------
      Net income                                        $      0.51  $      1.15  $      1.00  $      1.76
                                                         ===========  ===========  ===========  ===========
      Weighted average number of common partnership
        units outstanding during the period              23,305,564   20,924,671   23,286,493   20,873,660
                                                         ===========  ===========  ===========  ===========
   Diluted:
      Income from continuing operations available to
        common units                                    $      0.50  $      0.71  $      0.99  $      1.31
      Income from discontinued operations                        --         0.43           --         0.44
                                                         -----------  -----------  -----------  -----------
      Net income                                        $      0.50  $      1.14  $      0.99  $      1.75
                                                         ===========  ===========  ===========  ===========
      Weighted average number of common partnership
        units outstanding during the period              23,558,314   21,115,264   23,511,387   21,046,919
                                                         ===========  ===========  ===========  ===========

   Distributions per Operating Partnership common units $      0.78  $      0.77  $      1.56  $      1.54
                                                         ===========  ===========  ===========  ===========

See accompanying notes to the consolidated unaudited financial statements.5ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES
                 Consolidated Statements of Partners' Capital

                For the six months ended June 30, 2003 and the

                          year ended December 31, 2002

                         (Dollars and units in thousands)General Partner                  Limited Partners
                                  -------------------------------  -------------------------------
                                                        Preferred                        Preferred
                                     Common Equity       Equity        Common Equity      Equity
                                  --------------------  ---------  --------------------  ---------
                                    Units     Amount     Amount      Units     Amount     Amount       Total
                                  ---------  ---------  ---------  ---------  ---------  ---------   ---------
Balances at December 31, 2001       18,428  $ 381,674  $      --      2,286  $  45,563  $ 204,490   $ 631,727

Issuance of common units under
   stock-based compensation plan       246      3,376         --         --         --         --       3,376
Shares purchased by
   Operating Partnership              (411)   (19,715)        --         --         --         --     (19,715)
Redemption of limited partner
   common units                         --         --         --         (6)      (309)        --        (309)
Vested series Z incentive units         --         --         --         40        647         --         647
Issuance of common units             2,720    136,809         --         --         --         --     136,809
Reallocation of partners' capital       --     (6,937)        --         --      6,937         --          --
Net income                              --     52,874         --         --      6,694     18,319      77,887
Partners' distributions                 --    (56,767)        --         --     (7,219)   (18,319)    (82,305)
                                  ---------  ---------  ---------  ---------  ---------  ---------   ---------
Balances at December 31, 2002       20,983  $ 491,314  $      --      2,320  $  52,313  $ 204,490   $ 748,117

Issuance of common units under
   stock-based compensation plan        72      2,462         --         --         --         --       2,462
Issuance of limited partner
   common units                         --         --         --        110      5,768         --       5,768
Redemption of limited partner
   common units                         --         --         --        (11)      (542)        --        (542)
Vested series Z incentive units         --         --         --         16        259         --         259
Reallocation of partners' capital       --      2,327         --         --     (2,327)        --          --
Net income                              --     20,881         --         --      2,425      9,160      32,466
Partners' distributions                 --    (32,809)        --         --     (3,886)    (9,160)    (45,855)
                                  ---------  ---------  ---------  ---------  ---------  ---------   ---------
Balances at June 30, 2003           21,055  $ 484,175  $      --      2,435  $  54,010  $ 204,490   $ 742,675
                                  =========  =========  =========  =========  =========  =========   =========
See accompanying notes to consolidated unaudited financial statements.6ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES

                 Condensed Consolidated Statements of Cash Flows

                                   (Unaudited)

                             (Dollars in thousands)Six Months Ended
                                                                                                June 30,
                                                                                          --------------------
                                                                                              2003       2002
                                                                                          ---------  ---------
Net cash provided by operating activities                                                $  50,100  $  45,359
                                                                                          ---------  ---------
Cash flows from investing activities:
   Additions to real estate:
       Improvements to recent acquisitions                                                  (2,245)    (1,688)
       Redevelopment                                                                          (736)    (4,810)
       Revenue generating capital expenditures                                                (105)      (430)
       Non-revenue generating capital expenditures                                          (4,210)    (2,837)
   Decrease in restricted cash                                                                 186       (712)
   Additions to notes receivable from investees, other
      related parties and other receivables                                                 (5,962)    (9,151)
   Repayment of notes receivable from investees, other
      related parties and other receivables                                                    318      4,440
   Additions to real estate under development                                              (13,399)   (30,202)
   Net distributions from (contributions to) investments in corporations
      and limited partnerships                                                              (5,518)    12,623
                                                                                          ---------  ---------
       Net cash used in investing activities                                               (31,671)   (32,767)
                                                                                          ---------  ---------
Cash flows from financing activities:
   Proceeds from mortgage and other notes payable and lines of credit                       49,140     39,000
   Repayment of mortgage and other notes payable and lines of credit                       (25,491)    (9,981)
   Additions to deferred charges                                                              (115)    (1,041)
   Contribution from stock options exercised and shares issued through
      dividend reinvestment plan - general partner                                           2,004      2,196
   Contributions from minority interest partners                                                --        (14)
   Distributions to limited partners and minority interest                                 (10,140)   (12,514)
   General partner shares purchased by limited partners                                         --       (499)
   Redemption of limited partnership units                                                    (542)      (309)
   Distributions to general partner                                                        (32,993)   (27,206)
                                                                                          ---------  ---------
      Net cash used in financing activities                                                (18,137)   (10,368)
                                                                                          ---------  ---------
Net increase in cash and cash equivalents                                                      292      2,224
Cash and cash equivalents at beginning of period                                             8,562      6,440
                                                                                          ---------  ---------
Cash and cash equivalents at end of period                                               $   8,854  $   8,664
                                                                                          =========  =========
Supplemental disclosure of cash flow information:
   Cash paid for interest, net of $1,869 and $3,244 capitalized                          $  19,144  $  14,706
                                                                                          =========  =========

Supplemental disclosure of non-cash investing and financing activities:
   Proceeds from disposition of real estate held by exchange
      facilitator and classified as other asset                                          $      --  $  19,477
                                                                                          =========  =========

   Additional investment in limited partnership:
      Investments                                                                        $      --  $   3,681
      Accounts payable                                                                          --     (3,681)
                                                                                          ---------  ---------
                                                                                         $      --  $      --
                                                                                          =========  =========

   Issuance of limited partner common units in connection with the purchase of real estat$   5,768  $      --
                                                                                          =========  =========

   Real estate under development transferred to rental property                          $  72,711  $      --
                                                                                          =========  =========

   Issuance of general partner common units pursuant to phantom stock plan               $     458  $      --
                                                                                          =========  =========

See accompanying notes to the consolidated unaudited financial statements.7ESSEX PORTFOLIO, L.P. AND SUBSIDIARIES
                        Notes to Consolidated Financial Statements 
                                 June 30, 2003 and 2002
                                      (Unaudited) 
                (Dollars in thousands, except per share and per unit amounts)



(1)	Organization and Basis of PresentationEssex Portfolio, L.P. (the "Operating Partnership") was formed in
March 1994 and commenced operations on June 13, 1994, when Essex Property Trust,
Inc. (the "Company"), the general partner of the Operating
Partnership, completed its initial public offering (the "Offering") in
which it issued 6,275,000 shares of common stock at $19.50 per share.  The net
proceeds from the Offering of $112,071 were used by the Company to acquire a
77.2% interest in the Operating Partnership.  The Company has elected to be
treated as a real estate investment trust ("REIT") under the Internal
Revenue Code of 1986 (the "Code"), as amended.

The unaudited consolidated financial statements of the Operating Partnership
are prepared in accordance with accounting principles generally accepted in the
United States of America for interim financial information and in accordance
with the instructions to Form 10-Q.  In the opinion of management, all
adjustments necessary for a fair presentation of the financial position, results
of operations and cash flows for the periods presented have been included and
are normal and recurring in nature.  These unaudited consolidated financial
statements should be read in conjunction with the audited consolidated financial
statements included in the Operating Partnership's annual report on Form 10-K
for the year ended December 31, 2002.

The Company is the sole general partner in the Operating Partnership, with a
90.1%, 90.0% and 89.0% general partnership interest as of June 30, 2003,
December 31, 2002 and June 30, 2002, respectively.

As of June 30, 2003, the Operating Partnership operates and has ownership
interests in 118 multifamily properties (containing 25,125 units), five
recreational vehicle parks (comprising 1,717 spaces), four office buildings
(with approximately 63,540 square feet) and two manufactured housing communities
(containing 607 sites), (collectively, the "Properties").  The
Properties are located in Southern California (Los Angeles, Ventura, Orange and
San Diego counties), Northern California (the San Francisco Bay Area), the
Pacific Northwest (the Seattle, Washington and Portland, Oregon metropolitan
areas) and other areas (Houston, Texas, Las Vegas, Nevada and Hemet,
California).

Essex Apartment Value Fund, L.P. (the "Fund"), is an investment
fund organized by the Operating Partnership and will be, subject to specific
exceptions, the Operating Partnership's exclusive investment vehicle for new
investments until the Fund's committed capital has been invested or committed
for investments, or if earlier, December 31, 2003. An affiliate of the Operating
Partnership, Essex VFGP, L.P. ("VFGP"), is a 1% general partner and is
a 20.4% limited partner. The Operating Partnership owns a 99% limited
partnership interest in VFGP. The Fund has total capital commitments of $250
million and is expected to utilize leverage of approximately 65% of the value of
the underlying real estate portfolio.  The Operating Partnership is committed to
invest 21.4% of the aggregate capital committed to the Fund.  In addition, Essex
will be compensated by the Fund for its asset management, property management,
development and redevelopment services and may receive incentive payments if the
Fund exceeds certain financial return benchmarks. At June 30, 2003 the Fund was
approximately 90% invested.

The Operating Partnership invests in joint ventures, which generally involve
multifamily property acquisitions. For joint ventures entered into prior to
January 31, 2003, the Operating Partnership accounts for these investments under
the equity or consolidation methods of accounting based on the voting control it
exercises through its ownership interests in these affiliates. For joint
ventures entered into after January 31, 2003, the Operating Partnership follows
the guidance provided by FASB Interpretation No 46 (FIN 46), "Consolidation
of Variable Interest Entities." The Operating Partnership did not enter
into any new joint ventures during the quarter ended June 30, 2003. Under the
equity method of accounting, the investment is carried at the cost of assets
contributed or distributed, plus the Operating Partnership's equity in
undistributed earnings or losses since its initial investment. The individual
assets, liabilities, revenues and expenses of the joint venture are not recorded
in the Operating Partnership's consolidated financial statements.

8Included in the Operating Partnership's investments accounted for under the
equity method are limited partnership interests in 17 partnerships
(Down REIT entities), which collectively own ten multifamily properties,
comprised of 1,831 units. These investments were made under arrangements whereby
Essex Management Corporation (EMC) became the general partner, the Operating
Partnership became a special minority interest limited partner, and the other
limited partners were granted rights of redemption for their interests. Such
partners can request to be redeemed and the Operating Partnership can elect to
redeem their rights for cash or by issuing shares of Essex's common stock on a
one share per unit basis. Conversion values will be based on the market value of
the Company's common stock at the time of redemption multiplied by the number of
units stipulated under the above arrangements. The other limited partners
receive distributions based on the Company's current dividend rate times the
number of redemption shares. At June 30, 2003, the maximum number of shares that
could be required to meet redemption of these Down REIT entities is 1,468,198.
The equity in income or loss reported by the Operating Partnership under the
equity method of accounting for these down REIT entities is the net income of
these down REIT entities as reduced by the income allocated to the other limited
partners which is equal to the distributions they received.

All significant intercompany balances and transactions have been eliminated
in the consolidated financial statements.

The Operating Partnership's equity in income from investments accounted for
using the equity method was $1,809 and $2,798 for the three months ended June
30, 2003 and 2002, respectively, and $3,610 and $5,300 for the six months ended
June 30, 2003 and 2002, respectively, and is classified as "Interest and
other income" in the accompanying consolidated statement of operations.
Certain prior year balances have been reclassified to conform to the current
year presentation.9Stock-based Compensation

The Operating Partnership applies APB Opinion No. 25 (APB 25) and related
interpretations in accounting for its stock-based compensation plans granted to
employees and directors of the Operating Partnership. Under APB 25, no
compensation cost has been recognized for stock options granted to employees and
directors of the Operating Partnership since all such stock options were granted
with an exercise price equal to the fair market value of the underlying common
stock. For the Operating Partnership's long-term incentive plan and phantom
stock plan, no compensation expense recognized during the three months ended
June 30, 2003 and 2002 and $408 and $911 and was recognized for the six months
ended June 30, 2003 and 2002, respectively. Had compensation cost for these
stock options and the Operating Partnership's other plans been determined based
on the fair value at the grant dates consistent with the fair value method
pursuant to FAS 123, the Operating Partnership's net income applicable to common
units for the three and six months ended June 30, 2003 and 2002 would have been
reduced to the pro forma amounts indicated below:


Three Months Ended      Six Months Ended
                                                  June 30,              June 30,
                                            --------------------  --------------------
                                              2003       2002       2003       2002
                                            ---------  ---------  ---------  ---------
Net income available to common units:
   As reported                             $  11,789  $  24,012  $  23,306  $  36,785
   Pro forma                                  11,662     23,886     23,052     36,533

Basic earnings per common share:
   As reported                             $    0.51  $    1.15  $    1.00  $    1.76
   Pro forma                                    0.50       1.14       0.99       1.75

Diluted earnings per common share:
   As reported                             $    0.50  $    1.14  $    0.99  $    1.75
   Pro forma                                    0.50       1.13       0.98       1.74

Weighted-average fair value of stock
   options granted during the periods
   presented                               $    3.86  $    4.69  $    3.86  $    4.69


The fair value of stock options granted each period was estimated on the date
of grant using the Black-Scholes option pricing model with the following
weighted average assumptions used for grants:

Three Months Ended      Six Months Ended
                                    June 30,                June 30,
                             ----------------------- -----------------------
                                2003        2002        2003        2002
                             ----------- ----------- ----------- -----------
Risk-free interest rates     2.58%-2.78% 3.08%-4.62% 2.17%-2.78% 3.08%-4.62%
Expected lives                 6 years     6 years     6 years     6 years
Volatility                     17.89%      18.92%    17.89%-17.91  18.92%
Dividend yield               5.75%-5.91%    6.30%    5.75%-6.12%    6.30%10(2)	Significant Transactions for the Quarter ended
June 30, 2003

Development CommunitiesThe Operating Partnership defines development communities as new
apartment properties that are being constructed or are newly constructed and in
a phase of lease-up and have not yet reached stabilized operations. At June 30,
2003, the Operating Partnership (including the Fund's development communities)
had ownership interests in six development communities, with an aggregate of
1,368 multifamily units and an estimated total cost of $246,300 of which
approximately $107,700 remains to be expended and of which approximately $49,300
is the Operating Partnership's commitment.

During the second quarter, the Operating Partnership neared construction
completion and continued lease-up at The San Marcos (Phase I), a 312-unit
apartment community located in Richmond, California. The Operating Partnership
projects that The San Marcos (Phase I) will reach stabilized operations during
the third quarter of 2003.  During the quarter, the Operating Partnership
committed to an additional 120 units at this project (Phase II) at an estimated
cost of $23,900.  It is anticipated that construction of these additional units
will be completed in the second quarter of 2004 and is expected to reach
stabilized operations in the fourth quarter of 2004.

Also during the quarter the Operating Partnership continued construction of
Hidden Valley, a 324-unit apartment community located in Simi Valley,
California.  The Operating Partnership expects initial occupancy to take place
in the fourth quarter of 2003 and to reach stabilized operations in the third
quarter of 2004.  The Operating Partnership has a 75 percent ownership interest
in this development project.

Redevelopment Communities

The Operating Partnership defines redevelopment communities as existing
properties owned or recently acquired which have been targeted for investment by
the Operating Partnership with the expectation of increased financial returns
through property improvement.  Redevelopment communities typically have
apartment units that are not available for rent and, as a result, may have less
than stabilized operations.  At June 30, 2003, the Operating Partnership
(including the Fund's redevelopment communities) has ownership interests in two
redevelopment communities, which contain an aggregate of 782 units and an
estimated total cost of $6,900 of which approximately $5,200 remains to be
expended and of which approximately $3,500 is the Operating Partnership's
commitment.

DebtSubsequent to the quarter end the Operating Partnership expanded its
existing $165,000 unsecured revolving credit facility to $185,000.  No other
terms of this facility were revised.

Other

In August 2000 an affiliate of the Operating Partnership sold a vacant 110,000 square foot
office building located in Irvine, California to a third party for $15,000. The Operating
Partnership loaned the buyer $15,000 as a secured first mortgage on the property. In addition, after
the buyer expended $500 for such items as tenant improvements, leasing commissions, and
carrying costs, the Operating Partnership would lend an additional $4,500 to the buyer for these
related items. The current balance of the mezzanine loan is approximately $3,800, of which $1,700 is
guaranteed by the principal shareholder. The Operating Partnership has evaluated the realization
potential of the first and mezzanine loan and effective June 2002, ceased accruing interest income
on these notes until it is clearer as to the cash flow that the office building will generate
upon lease up. The loan matured in March 2003 and management is currently evaluating its course
of action.



Acquisition Activities of the Essex Apartment Value
Fund

On May 1, 2003 the Fund purchased Huntington Villas, a 400-unit apartment
community located in Huntington Beach, California, for a contract price of
$58,200. In connection with this transaction the Fund obtained a non-recourse
mortgage in the amount of $38,514, with a 4.64% fixed interest rate, which
matures in May 2010.

On May 1, 2003 the Fund purchased three multifamily properties comprised of
288 apartment homes located in San Dimas, California. The Villas at San Dimas
Canyon, a 156-unit apartment community was purchased for a contract price of
$20,010. In connection with this transaction the Fund obtained a non-recourse
mortgage in the amount of $13,007, with a 4.67% fixed interest rate, which
matures in May 2010. The Villas at San Bonita, a 102-unit apartment community
was purchased for a contract price of $12,730. In connection with this
transaction the Fund obtained a non-recourse mortgage in the amount of $8,275,
with a 4.67% fixed interest rate, which matures in May 2010. The Villas, a 30-
unit apartment community was purchased for a contract price of $3,910. This
property is not encumbered by any mortgage.

11

---



On May 29, 2003 the Fund purchased Villa Venetia Apartments, a 468-unit apartment
community located in Costa Mesa, California, for a contract price of $74,000. In connection
with this transaction the Fund obtained a non-recourse mortgage in the amount of $54,000,
with a 4.58% fixed interest rate for a 9-year term, which matures in June 2012, with an
option to extend the maturity for one year thereafter at a floating rate of 2.5% over Freddie
Mac's Reference Bill. During the extension period, the loan may be paid in full with no
prepayment penalty.

Development Communities of the Fund

At June 30, 2003 the Fund has three development communities with an
aggregate of 612 multifamily units and an estimated total cost of $124,100 of
which $74,300 remains to be expended and approximately $15,900 is the Operating
Partnership's commitment.

Debt Transactions of the Fund

On April 11, 2003, the Fund obtained a non-recourse mortgage on a previously unencumbered
property in the amount of $10,000, with a 5.42% fixed interest rate for a 9-year term,
which matures in May 2013, with an option to extend the maturity for one year thereafter at a
floating rate of 2.5% over Freddie Mac's Reference Bill. During the extension period, the loan may
be paid in full with no prepayment penalty.

Subsequent Event

On July 11, 2003, the Fund acquired an ownership interest in Coronado
North and South, located in Newport Beach, California, for approximately $33,700
from an unrelated co-investment partner.

12

---



(3)	Related Party Transactions

All general and administrative expenses of the Operating Partnership and
Essex Management Corporation, an unconsolidated preferred stock subsidiary of
the Operating Partnership ("EMC"), are initially borne by the
Operating Partnership, with a portion subsequently allocated to EMC.  Expenses
allocated to EMC for the three months ended June 30, 2003 and 2002 totaled $692
and $708, respectively, and $1,292 and $1,478 for the six months ended June 30,
2003 and 2002, respectively. The allocation is reflected as a reduction in
general and administrative expenses in the accompanying consolidated statements
of operations.

Interest and other income includes interest income earned on notes receivable
from investees of $79 and $1,097 for the three months ended June 30, 2003 and
2002, respectively, and $158 and $2,158 for the six months ended June 30, 2003
and 2002, respectively.  Other income also includes management fee income and
investment income from the Operating Partnership's investees of $2,761 and
$3,010 for the three months ended June 30, 2003 and 2002, respectively, and
$5,777 and $5,589 for the six months ended June 30, 2003 and 2002, respectively.

Notes receivable from investees and other related party receivables as of
June 30, 2003 and December 31, 2002 consist of the following:

`June 30,    December 31,
                                                                                      2003          2002
                                                                                  ------------  ------------
   Notes receivable from joint venture investees:

      Note receivable from Highridge Apartments, secured, bearing
      interest at 10%, due on demand                                             $      2,950  $      2,950

      Notes receivable from Essex Fidelity I Corp ("EFC"), secured,
      bearing interest at LIBOR + 2.5%, due 2004                                       15,069        14,979

      Note receivable from EFC, unsecured, bearing interest at 7.5%, due 2011             390           726

      Receivable from Newport Beach North, LLC and Newport Beach South, LLC,
      unsecured, non interest bearing, due on demand                                    1,361           376

   Other related party receivables:

      Loans to officers prior to July 31, 2002, secured, bearing interest at 8%,
      due April 2006                                                                      633           633

      Other related party receivables, substantially due on demand                      5,587         4,417
                                                                                  ------------  ------------
                                                                                 $     25,990  $     24,081
                                                                                  ============  ============`

The Company's officers and directors do not have substantial economic
interest in these joint venture investees.

Other related party receivables consist primarily of accrued interest income
on notes receivable from joint venture investees and loans to officers, advances
and accrued management fees from joint venture investees and unreimbursed
expenses due from EMC.

13

---



(4) 	New Accounting Pronouncements

In January 2003, the FASB approved for issuance FASB Interpretation
No. 46 (FIN 46), "Consolidation of Variable Interest Entities." FIN 46
clarifies the application of Accounting Research Bulletin No. 51,
"Consolidated Financial Statements" to certain entities in which
equity investors do not have the characteristics of a controlling financial
interest or do not have sufficient equity at risk for the entity to finance its
activities without additional subordinated financial support from other parties.
FIN 46 applies immediately to variable interest entities created after January
31, 2003, and to variable interest entities in which an enterprise obtains an
interest after that date. It applies in the first fiscal year or interim period
beginning after June 15, 2003, to variable interest entities in which an
enterprise holds a variable interest that it acquired before February 1, 2003.
FIN 46 may be applied prospectively with a cumulative-effect adjustment as of
the date on which it is first applied or by restating previously issued
financial statements for one or more years with a cumulative-effect adjustment
as of the beginning of the first year restated.  The disclosure requirements of
FIN 46 are effective for all financial statements initially issued after January
31, 2003. It is reasonably possible that certain of the entities through which
and with which the Operating Partnership conducts business, including those
described in Notes 3(b) and 5 of the Operating Partnership's December 31, 2002
consolidated financial statements will be deemed to be Variable Interest
Entities (VIEs) under the provisions of FIN 46. The total assets and liabilities
net of intercompany balances of such entities were estimated at $77,216 and
$47,098 at June 30, 2003.  The Operating Partnership's estimated maximum
exposure to loss would be equal to its investments in these arrangements, which
totaled $30,485, as of June 30, 2003.  The disclosures provided reflect
management's understanding and analysis of FIN 46 based upon information
currently available.  The evaluation of the Operating Partnership's various
arrangements is ongoing and is subject to change in the event additional
interpretive guidance is provided by the Financial Accounting Standards Board or
others.

In May 2003, the FASB issued Statement of Financial Accounting Standard No.
150 ("FAS 150"), "Accounting for Certain Financial Instruments
with Characteristics of both Liabilities and Equity".  FAS 150 requires
issuers to classify as liabilities (or assets in some circumstances) three
classes of freestanding financial instruments that embody obligations for the
issuer.  Previously, many such instruments had been classified as equity.  A
freestanding financial instrument is an instrument that is entered into
separately and apart from any of the entity's other financial instruments or
equity transactions, or that is entered into in conjunction with some other
transaction and is legally detachable and separately exercisable, such as
certain put and call options.  These provisions are effective for financial
instruments entered into or modified after May 31, 2003, and otherwise is
effective at the beginning of the first interim period beginning after June 15,
2003.  The Operating Partnership is currently evaluating the impact of adopting
FAS 150.

14

---



(5) 	Segment Information

The Operating Partnership defines its reportable operating segments as the
three geographical regions in which its properties are located: Southern
California, Northern California and the Pacific Northwest. Excluded from segment
revenues are properties outside of these regions and interest and other income.
Nonsegment revenues and net operating income included in the following schedule
also consists of revenue generated from the commercial properties, recreational
vehicle parks, and manufactured housing communities. Other nonsegment assets
include investments, real estate under development, cash, notes receivables,
other assets and deferred charges. The revenues, net operating income, and
assets for each of the reportable operating segments are summarized as follows
for the periods presented.

`Three Months Ended
                                                                June 30,
                                                        ------------------------
                                                           2003         2002
                                                        -----------  -----------
Revenues:
    Southern California                                $    26,669  $    18,018
    Northern California                                     15,503       14,443
    Pacific Northwest                                       10,214       10,567
    Other non-segment areas                                  2,895          137
                                                        -----------  -----------
                                                            55,281       43,165
Interest and other income                                    3,166        7,818
                                                        -----------  -----------
        Total revenues                                 $    58,447  $    50,983
                                                        ===========  ===========
Net operating income:
    Southern California                                $    18,649  $    13,036
    Northern California                                     10,810       10,921
    Pacific Northwest                                        6,496        7,093
    Other non-segment areas                                  1,372          120
                                                        -----------  -----------
        Total net operating income                          37,327       31,170
Interest and other income                                    3,166        7,818
Depreciation and amortization:
    Southern California                                     (5,060)      (3,491)
    Northern California                                     (3,043)      (2,759)
    Pacific Northwest                                       (2,669)      (2,790)
    Other non-segment areas                                   (784)         (74)
                                                        -----------  -----------
                                                           (11,556)      (9,114)
Interest:
    Southern California                                     (3,418)      (1,856)
    Northern California                                     (2,803)      (2,831)
    Pacific Northwest                                       (1,014)      (1,526)
    Other non-segment areas                                 (3,296)      (2,439)
                                                        -----------  -----------
                                                           (10,531)      (8,652)
Amortization of deferred financing costs                      (318)        (147)
General and administrative                                  (1,692)      (1,565)
                                                        -----------  -----------
        Income from continuing operations before
          minority interests and discontinued
          operations                                   $    16,396  $    19,510
                                                        ===========  ===========`

15

---



(5)	Segment Information (continued)

`Six Months Ended
                                                                June 30,
                                                        ------------ -----------
                                                           2003         2002
                                                        -----------  -----------
Revenues:
    Southern California                                $    53,075  $    35,436
    Northern California                                     31,107       29,674
    Pacific Northwest                                       20,535       21,212
    Other non-segment areas                                  6,460          278
                                                        -----------  -----------
        Total segment revenues                             111,177       86,600
Interest and other income                                    6,265       13,795
                                                        -----------  -----------
        Total revenues                                 $   117,442  $   100,395
                                                        ===========  ===========
Net operating income:
    Southern California                                $    36,706  $    24,991
    Northern California                                     21,700       22,479
    Pacific Northwest                                       13,226       14,401
    Other non-segment areas                                  3,144          153
                                                        -----------  -----------
        Total segment net operating income                  74,776       62,024
Interest and other income                                    6,265       13,795
Depreciation and amortization:
    Southern California                                    (10,303)      (6,853)
    Northern California                                     (6,213)      (5,511)
    Pacific Northwest                                       (5,411)      (5,588)
    Other non-segment areas                                 (1,238)        (148)
                                                        -----------  -----------
                                                           (23,165)     (18,100)
Interest:
    Southern California                                     (6,889)      (3,694)
    Northern California                                     (5,590)      (5,641)
    Pacific Northwest                                       (2,081)      (3,047)
    Other non-segment areas                                 (6,770)      (5,059)
                                                        -----------  -----------
                                                           (21,330)     (17,441)
Amortization of deferred financing costs                      (492)        (295)
General and administrative                                  (3,530)      (3,265)
                                                        -----------  -----------
        Income from continuing operations before
          minority interests and discontinued
          operations                                   $    32,524  $    36,718
                                                        ===========  ===========`

`June 30,    December 31,
                                                           2003         2002
                                                        -----------  -----------
Assets:
  Net real estate assets:
    Southern California                                $   694,669  $   700,877
    Northern California                                    366,685      293,541
    Pacific Northwest                                      247,091      251,252
    Other non-segment areas                                 77,446       78,465
                                                        -----------  -----------
        Total net real estate assets                     1,385,891    1,324,135
  Other non-segment assets                                 252,329      295,599
                                                        -----------  -----------
        Total assets                                   $ 1,638,220  $ 1,619,734
                                                        ===========  ===========`

16

---



(6)	Net Income Per Unit

`Three Months Ended                Three Months Ended
                                                   June 30, 2003                     June 30, 2002
                                          --------------------------------  --------------------------------
                                                      Weighted      Per                 Weighted      Per
                                                       Average      Unit                 Average      Unit
                                           Income       Units      Amount    Income       Units      Amount
                                          ---------  -----------  --------  ---------  -----------  --------
Basic:
  Income from continuing operations
    available to common units            $  11,789   23,305,564  $   0.51  $  14,884   20,924,671  $   0.71
  Income from discontinued operations           --   23,305,564        --      9,128   20,924,671      0.44
                                          ---------               --------  ---------               --------
                                            11,789               $   0.51     24,012               $   1.15
                                                                  ========                          ========
  Effect of Dilutive Securities:
    Stock options (1)                           --      196,750                   --      190,593
    Vested series Z incentive units             --       56,000                   --           --
                                          ---------  -----------            ---------  -----------
                                                --      252,750                   --      190,593
                                          ---------  -----------            ---------  -----------
Diluted:
  Income from continuing operations
    available to common units               11,789   23,558,314  $   0.50     14,884   21,115,264  $   0.71
  Income from discontinued operations           --   23,558,314        --      9,128   21,115,264      0.43
                                          ---------               --------  ---------               --------
                                         $  11,789               $   0.50  $  24,012               $   1.14
                                          =========               ========  =========               ========


                                                 Six Months Ended                  Six Months Ended
                                                  June 30, 2003                     June 30, 2002
                                          --------------------------------  --------------------------------
                                                      Weighted      Per                 Weighted      Per
                                                       Average      Unit                 Average      Unit
                                           Income       Units      Amount    Income       Units      Amount
                                          ---------  -----------  --------  ---------  -----------  --------
Basic:
  Income from continuing operations
    available to common units            $  23,306   23,286,493  $   1.00  $  27,481   20,873,660  $   1.31
  Income from discontinued operations           --   23,286,493        --      9,304   20,873,660      0.45
                                          ---------               --------  ---------               --------
                                            23,306               $   1.00     36,785               $   1.76
                                                                  ========                          ========
  Effect of Dilutive Securities:
    Stock options (1)                           --      169,071                   --      173,259
    Vested series Z incentive units             --       55,823                   --           --
                                          ---------  -----------            ---------  -----------
                                                --      224,894                   --      173,259
                                          ---------  -----------            ---------  -----------
Diluted:
  Income from continuing operations
    available to common units               23,306   23,511,387  $   0.99     27,481   21,046,919  $   1.31
  Income from discontinued operations           --   23,511,387        --      9,304   21,046,919      0.44
                                          ---------               --------  ---------               --------
                                         $  23,306               $   0.99  $  36,785               $   1.75
                                          =========               ========  =========               ========`

(1)	The following stock options are not included in
the diluted earnings per unit calculation because the exercise price of the
option was greater than the average market price of the common share for the
quarter and, therefore, would be anti-dilutive:

`Three Months Ended              Six Months Ended
                                  June 30,                        June 30,
                        ----------------------------    ----------------------------
                             2003         2002               2003          2002
                        -------------  -------------    -------------  -------------
Number of options           20,000        4,000             23,500       66,250
Range of exercise prices    $57.57     $52.19-54.25      $54.02-57.57  $50.48-54.25`

17

---

Item 2: Management's Discussion
and Analysis of Financial Condition and Results of Operations

The following discussion is based primarily on the consolidated unaudited
financial statements of Essex Portfolio, L.P. (the "Operating
Partnership") for the three and six months ended June 30, 2003 and 2002.
This information should be read in conjunction with the accompanying
consolidated unaudited financial statements and notes thereto. These
consolidated financial statements include all adjustments which are, in the
opinion of management, necessary to reflect a fair statement of the results and
all such adjustments are of a normal recurring nature.

The Operating Partnership holds, directly or indirectly, all of the Company's
interests in the Operating Partnership's properties and all of the Company's
operations relating to the Company's properties are conducted through the
Operating Partnership. The Company is the sole general partner of the Operating
Partnership and, as of June 30, 2003, December 31, 2002 and June 30, 2002, with
a 90.1%, 90.0% and 89.0% general partnership interest in the Operating
Partnership, respectively

General Background

The Operating Partnership's property revenues are generated primarily from
multifamily property operations, which accounted for greater than 95% of its
property revenues for the three and six months ended June 30, 2003 and 2002. The
Operating Partnership's multifamily properties (the "Properties") are
located in Southern California (Los Angeles, Ventura, Orange and San Diego
counties), Northern California (the San Francisco Bay Area), the Pacific
Northwest (the Seattle, Washington and Portland, Oregon metropolitan areas) and
other areas (Houston, Texas, Las Vegas, Nevada and Hemet, California).

Essex Apartment Value Fund, L.P. (the "Fund"), is an investment
fund organized by the Operating Partnership in 2001. The Fund will be, subject
to specific exceptions, the Operating Partnership's exclusive investment vehicle
for new investments until the Fund's committed capital has been invested or
committed for investments, or if earlier, December 31, 2003. The Fund has total
capital commitments of $250 million and is expected to utilize leverage of
approximately 65% of the value of the underlying real estate portfolio. The
Operating Partnership is committed to invest 21.4% of the aggregate capital
committed to the Fund. In addition, the Operating Partnership will be
compensated by the Fund for its asset management, property management,
development and redevelopment services and may receive incentive payments if the
Fund exceeds certain financial return benchmarks. Since its formation, the Fund
has acquired fifteen multifamily residential properties, representing 3,479
apartment units with an aggregate purchase price of approximately $413 million,
excluding redevelopment expenses, and disposed of one multifamily residential
property, consisting of 500 apartment units at a gross sales price of
approximately $69.0 million resulting in a net realized gain of approximately
$5.7 million. In addition, three development land parcels, where approximately
612 apartment units are planned for construction, have been purchased by the
Fund with a total estimated cost for the projects of approximately $124.1
million. As of June 30, 2003, the remaining commitments to fund these projects
is approximately $74.3 million of which approximately $15.9 million is the
Operating Partnership's commitment.

Since the Operating Partnership began operations in June 1994, the Operating
Partnership has acquired ownership interests in 105 multifamily residential
properties, its headquarters building, three Southern California office
buildings, five recreational vehicle parks, and two manufactured housing
communities. With respect to the multifamily residential properties that the
Operating Partnership acquired, 14 are located in Northern California, 69 are
located in Southern California, 15 are located in the Seattle Metropolitan Area,
five are located in the Portland Metropolitan Area and two are located in other
areas. In total, these acquisitions consist of 22,236 units with total
capitalized acquisition costs of approximately $2,012.7 million. Additionally,
since its IPO, the Operating Partnership has developed and has ownership
interests in ten multifamily properties that have reached stabilized operations.
These development properties consist of 2,406 units with total capitalized
development costs of $309.5 million. As part of its active portfolio management
strategy, the Operating Partnership has disposed of, since its IPO, twelve
multifamily residential properties (six in Northern California, five in Southern
California and one in the Pacific Northwest) consisting of a total of 2,014
units, six retail shopping centers in the Portland, Oregon metropolitan area and
its former headquarters building located in Northern California at an aggregate
gross sales price of approximately $259.5 million resulting in a net realized
gain of approximately $53.8 million.

18

---



The Operating Partnership (excluding the Fund's development communities) has
ownership interests in and is developing three multifamily residential
communities, with an aggregate of 756 multifamily units. In connection with
these development projects, the Operating Partnership has directly entered into
contractual construction related commitments with unrelated third parties and
the total projected estimated cost for these projects is approximately $122.2
million. As of June 30, 2003, the remaining commitment to fund these projects is
approximately $33.4 million.

Results of Operations

Comparison of the Three Months Ended June 30, 2003 to the Three Months
Ended June 30, 2002

Average financial occupancy rates of the Operating Partnership's multifamily
Quarterly Same Store Properties (stabilized properties consolidated by the
Operating Partnership for each of the three months ended June 30, 2003 and 2002)
was 95.5% and 94.3%, for the three months ended June 30, 2003 and 2002,
respectively. "Financial occupancy" is defined as the percentage
resulting from dividing actual rental revenue by total possible rental revenue.
Actual rental revenue represents contractual rental revenue pursuant to leases
without considering delinquency and concessions. Total possible rental revenue
represents the value of all apartment units, with occupied units valued at
contractual rental rates pursuant to leases and vacant units valued at estimated
market rents. We believe that financial occupancy is a meaningful measure of
occupancy because it considers the value of each vacant unit at its estimated
market rate. Financial occupancy rates disclosed by other REITs may not be
comparable to our calculation of financial occupancy.

The regional breakdown of average financial occupancy for the multifamily
Quarterly Same Store Properties for the three months ended June 30, 2003 and
2002 are as follows:

`Three months ended
                                                 June 30,
                                          ----------------------
                                            2003        2002
                                          ---------  -----------
Southern California                           95.9%        94.4%
Northern California                           95.3%        95.1%
Pacific Northwest                             95.2%        93.0%`

19

---



Total Revenues increased by $7,464,000 or 14.6% to $58,447,000 in the
second quarter of 2003 from $50,983,000 in the second quarter of 2002. The
following table sets forth a breakdown of these revenue amounts, including the
revenues attributable to the Quarterly Same Store Properties.

`Three Months Ended
                                                     June 30,
                                   Number of   --------------------   Dollar   Percentage
                                  Properties     2003       2002      Change     Change
                                  -----------  ---------  ---------  --------- -----------
Revenues:
  Property revenues - quarterly
    Quarterly Same Store Properties
      Southern California                 22  $  17,538  $  16,855  $     683         4.1 %
      Northern California                 16     12,841     13,938     (1,097)       (7.9)
      Pacific Northwest                   23     10,214     10,567       (353)       (3.3)
                                  -----------  ---------  ---------  --------- -----------
          Properties                      61     40,593     41,360       (767)       (1.9)
  Property revenues - properties
    acquired subsequent to
    March 31, 2002 (1)                           14,688      1,805     12,883       713.7
                                               ---------  ---------  --------- -----------
      Total property revenues                    55,281     43,165     12,116        28.1
Interest and other income                         3,166      7,818     (4,652)      (59.5)
                                               ---------  ---------  --------- -----------
      Total revenues                          $  58,447  $  50,983  $   7,464        14.6 %
                                               =========  =========  ========= ===========`

(1) Also includes four office buildings, five
recreational vehicle parks, two manufactured housing communities, redevelopment
communities, and development communities.

As set forth in the above table, the $7,464,000 net
increase in total revenues was mainly attributable to an increase of $12,883,000
attributable to multifamily properties acquired subsequent to March 31, 2002,
four office buildings, five recreational vehicle parks, two manufactured housing
communities, redevelopment communities and development communities, which was
offset in part by a decrease in interest and other income of $4,652,000 and a
decrease in revenues from the Quarterly Same Store Properties of $767,000.
Subsequent to March 31, 2002, the Operating Partnership acquired interests in 21
multifamily properties, two office buildings, five recreational vehicle parks,
two manufactured housing communities and achieved stabilized operations in three
redevelopment communities and one development community (the "Quarterly
Acquisitions Properties").

Interest and other income decreased by $4,652,000 or 59.5% to $3,166,000 in
the second quarter of 2003 from $7,818,000 in the second quarter of 2002. The
decrease primarily relates to the payoff or conversion to non-accrual of
interest on notes receivable resulting in the decrease in interest income on
notes receivables and the sale of co-investment assets resulting in the decrease
in income earned on the Operating Partnership's co-investments.

Property revenues from the Quarterly Same Store Properties decreased by
$767,000 or 1.9% to $40,593,000 in the second quarter of 2003 from $41,360,000
in the second quarter of 2002. The majority of this decrease was attributable to
the 16 Quarterly Same Store Properties located in Northern California and the 23
Quarterly Same Store Properties located in the Pacific Northwest. The property
revenues of the Quarterly Same Store Properties in Northern California decreased
by $1,097,000 or 7.9% to $12,841,000 in the second quarter of 2003 from
$13,938,000 in the second quarter of 2002. The decrease in Northern California
is primarily attributable to rental rate decreases offset by an increase in
financial occupancy to 95.3% in the second quarter of 2003 from 95.1% in the
second quarter of 2002. The property revenues of the Quarterly Same Store
Properties in the Pacific Northwest decreased by $353,000 or 3.3% to $10,214,000
in the second quarter of 2003 from $10,567,000 in the second quarter of 2002.
The $353,000 decrease in the Pacific Northwest is primarily attributable to
rental rate decreases offset by an increase in financial occupancy to 95.2% in
the second quarter of 2003 from 93.0% in the second quarter of 2002. The 22
Quarterly Same Store Properties located in Southern California offset the net
decrease in total property revenues from the other Quarterly Same Store
Properties. The property revenues for these properties increased by $683,000 or
4.1% to $17,538,000 in the second quarter of 2003 from $16,855,000 in the second
quarter of 2002. The $683,000 increase is primarily attributable to rental rate
increases and an increase in financial occupancy to 95.9% in the second quarter
of 2003 from 94.4% in the second quarter of 2002.

20

---



Total Expenses increased by $10,578,000 or approximately 33.6% to
$42,051,000 in the second quarter of 2003 from $31,473,000 in the second quarter
of 2002. This increase was mainly due to an increase in interest expense of
$1,879,000 or 21.7% to $10,531,000 in the second quarter of 2003 from $8,652,000
in the second quarter of 2002. The increase in interest expense is due to
increases in the mortgage notes payable and line of credit balances. Property
operating expenses increased by $8,401,000 or 39.8% to $29,510,000 in the second
quarter of 2003 from $21,109,000 in the second quarter of 2002. Of such
operating expense increase $8,152,000 was attributable to the Quarterly
Acquisition Properties.

Discontinued operations decreased by $8,133,000 to $0 in the second
quarter of 2003 from $8,133,000 in the second quarter in 2002. This decrease is
due to the reduction of gain on sale of real estate and operating income from
Tara Village, a 168-unit apartment community located in Tarzana, California,
which was sold on June 18, 2002.

Net income decreased by $12,223,000 or 50.9% to $11,789,000 in the
second quarter of 2003 from $24,012,000 in the second quarter of 2002. The
decrease in net income is mainly attributable to the factors noted above.

Comparison of the Six Months Ended June 30, 2003 to the Six Months Ended June
30, 2002

Average financial occupancy rates of the Operating Partnership's multifamily
Same Store Properties (stabilized properties consolidated by the Operating
Partnership for each of the six months ended June 30, 2003 and 2002) was 95.4%
and 93.5%, for the six months ended June 30, 2003 and 2002, respectively.

The regional breakdown of average financial occupancy for the multifamily
Same Store Properties for the six months ended June 30, 2003 and 2002 are as
follows:

`Six Months Ended
                                                June 30,
                                          ----------------------
                                            2003        2002
                                          ---------  -----------
Southern California                           95.5%        93.2%
Northern California                           95.6%        95.1%
Pacific Northwest                             94.8%        91.9%`

21

---



Total Revenues increased by $17,047,000 or 17.0% to $117,442,000 in the
six months ended June 30, 2003 from $100,395,000 in the six months ended June
30, 2002. The following table sets forth a breakdown of these revenue amounts,
including the revenues attributable to the Same Store Properties.

`Six Months Ended
                                                     June 30,
                                   Number of   --------------------   Dollar   Percentage
                                  Properties     2003       2002      Change     Change
                                  -----------  ---------  ---------  --------- -----------
Revenues:
  Property revenues
  Same Store Properties
    Southern California                   22  $  35,008  $  33,149  $   1,859         5.6 %
    Northern California                   16     25,992     28,576     (2,584)       (9.0)
    Pacific Northwest                     23     20,535     21,212       (677)       (3.2)
                                  -----------  ---------  ---------  --------- -----------
          Properties                      61     81,535     82,937     (1,402)       (1.7)
  Property revenues - properties
    acquired subsequent to
    December 31, 2001 (1)                        29,642      3,663     25,979       709.2
                                               ---------  ---------  --------- -----------
      Total property revenues                   111,177     86,600     24,577        28.4
Interest and other income                         6,265     13,795     (7,530)      (54.6)
                                               ---------  ---------  --------- -----------
      Total revenues                          $ 117,442  $ 100,395  $  17,047        17.0 %
                                               =========  =========  ========= ===========`

(

As set forth in the above table, the $17,047,000 net
increase in total revenues was mainly attributable to an increase of $25,979,000
attributable to multifamily properties acquired subsequent to December 31, 2001,
four office buildings, five recreational vehicle parks, two manufactured housing
communities, redevelopment communities and development communities, which was
offset in part by a decrease in interest and other income of $7,530,000 and a
decrease in revenue from the Same Store Properties of $1,402,000. Subsequent to
December 31, 2001, the Operating Partnership acquired interests in 21
multifamily properties, two office buildings, five recreational vehicle parks,
two manufactured housing communities and achieved stabilized operations in three
redevelopment communities and one development community (the "Acquisitions
Properties").

Interest and other income decreased by $7,530,000 or 54.6% to $6,265,000 in
the six months ended June 30, 2003 from $13,795,000 in the six months ended June
30, 2002. The decrease primarily relates to the payoff or conversion to non-
accrual of interest on notes receivable resulting in the decrease in interest
income on notes receivables and the sale of co-investment assets resulting in
the decrease in income earned on the Operating Partnership's co-investments.

Property revenues from the Same Store Properties decreased by $1,402,000 or
1.7% to $81,535,000 in the six months ended June 30, 2003 from $82,937,000 in
the six months ended June 30, 2002. The majority of this decrease was
attributable to the 16 Same Store Properties located in Northern California and
the 23 Same Store Properties located in the Pacific Northwest. The property
revenues of the Same Store Properties in Northern California decreased by
$2,584,000 or 9.0% to $25,992,000 in the six months ended June 30, 2003 from
$28,576,000 in the six months ended June 30, 2002. The decrease in Northern
California is primarily attributable to rental rate decreases offset by an
increase in financial occupancy to 95.6% in the six months ended June 30, 2003
from 95.1% in the six months ended June 30, 2002. The property revenues of the
Same Store Properties in the Pacific Northwest decreased by $677,000 or 3.2% to
$20,535,000 in the six months ended June 30, 2003 from $21,212,000 in the six
months ended June 30, 2002. The $677,000 decrease in the Pacific Northwest is
primarily attributable to rental rate decreases offset by an increase in
financial occupancy to 94.8% in the six months ended June 30, 2003 from 91.9% in
the six months ended June 30, 2002. The 22 multifamily residential properties
located in Southern California offset the net decrease in total property
revenues from the other Same Store Properties. The property revenues for these
properties increased by $1,859,000 or 5.6% to $35,008,000 in the six months
ended June 30, 2003 from $33,149,000 in the six months ended June 30, 2002. The
$1,859,000 increase is primarily attributable to rental rate increases and an
increase in financial occupancy to 95.5% in the six months ended June 30, 2003
from 93.2% in the six months ended June 30, 2002.

22

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Total Expenses increased by $21,241,000 or approximately 33.4% to
$84,918,000 in the six months ended June 30, 2003 from $63,677,000 in the six
months ended June 30, 2002. This increase was mainly due to an increase in
interest expense $3,889,000 or 22.3% to $21,330,000 in the six months ended June
30, 2003 from $17,441,000 in the six months ended June 30, 2002. The increase in
interest expense is due to increases in the mortgage notes payable and line of
credit balances. Property operating expenses increased by $16,890,000 or 39.6%
to $59,566,000 in the six months ended June 30, 2003 from $42,676,000 in the six
months ended June 30, 2002. Of such operating expense increase $15,813,000 was
attributable to the Acquisition Properties.

Discontinued operations decreased by $8,286,000 to $0 in the six
months ended June 30, 2003 from $8,286,000 in the six months ended June 30,
2002. This decrease is due to the reduction of gain on sale of real estate and
operating income from Tara Village, a 168-unit apartment community located in
Tarzana, California, which was sold on June 18, 2002.

Net income decreased by $13,479,000 or 36.6% to $23,306,000 in the six
months ended June 30, 2003 from $36,785,000 in six months ended June 30, 2002.
The decrease in net income is mainly attributable to the factors noted
above.

Liquidity and Capital Resources

At June 30, 2003, the Operating Partnership had $8,854,000 of
unrestricted cash and cash equivalents. The Operating Partnership expects to
meet its short-term liquidity requirements by using its working capital, cash
generated from operations, and amounts available under lines of credit or other
financings. The Operating Partnership believes that its current net cash flows
will be adequate to meet operating requirements and to provide for payment of
dividends by the Company in accordance with REIT qualification requirements. The
Operating Partnership expects to meet its long-term liquidity requirements
relating to property acquisitions and development (beyond the next 12 months)
and balloon debt maturities by using a combination of some or all of the
following sources: working capital, amounts available on lines of credit, net
proceeds from public and private debt and equity issuances, and proceeds from
the disposition of properties that may be sold from time to time. There can,
however, be no assurance that the Operating Partnership will have access to the
debt and equity markets in a timely fashion to meet such future funding
requirements or that future working capital and borrowings under the lines of
credit will be available, or if available, will be sufficient to meet the
Operating Partnership's requirements or that the Operating Partnership will be
able to dispose of properties in a timely manner and under terms and conditions
that the Operating Partnership deems acceptable.

The Operating Partnership has two outstanding unsecured lines of credit for
an aggregate amount of $195,000,000. The first line, in the amount of
$165,000,000, matures in May 2004, with an option to extend it for one year
thereafter. Outstanding balances under this line of credit bear interest at a
rate, which uses a tiered rate structure tied to the Company's corporate
ratings, if any, and leverage rating, which has been priced at LIBOR plus 1.10%.
At June 30, 2003 the Operating Partnership had $135,000,000 outstanding on this
line of credit. In July, 2003 the Operating Partnership expanded this line to
$185,000,000. No other terms of this facility were revised. A second line of
credit in the amount of $30,000,000 matures in December 2003. Outstanding
balances, if any, on this second line bear interest based on a tiered rate
structure currently at LIBOR plus 1.10%. At June 30, 2003 the Operating
Partnership had $30,000,000 outstanding on this line of credit. At June 30,
2003, these lines of credit bore interest rates of approximately 2.5%. The
credit agreements contain debt covenants related to limitations on indebtedness
and liabilities, maintenance of minimum levels of consolidated earnings before
depreciation, interest and amortization and maintenance of minimum tangible net
worth.

In addition, the Fund, the investment fund managed by the Operating
Partnership, has an unsecured line of credit for an aggregate amount of
$125,000,000. This line matures in December 2003. The line bears interest at
LIBOR plus 0.875%. As of June 30, 2003, the line had an outstanding balance of
$102,950,000. The line provides for debt covenants relating to limitations on
mortgage indebtedness.

In addition to the Operating Partnership's unsecured lines of credit, the
Operating Partnership had $662,712,000 of secured indebtedness at June 30, 2003.
Such indebtedness consisted of $596,650,000 in fixed rate debt with interest
rates varying from 5.5% to 8.2% and maturity dates ranging from 2005 to 2026.
The indebtedness also includes $66,062,000 of tax-exempt variable rate demand
bonds with interest rates paid during the six months ended June 30, 2003 which
averaged 2.7% and maturity dates ranging from 2020 to 2032. The tax-exempt
variable rate demand bonds are capped at interest rates ranging from 7.1% to
7.3%.

23

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The Operating Partnership's unrestricted cash balance increased by $292,000
from $8,562,000 as of December 31,2002 to $8,854,000 as of June 30, 2003. The
Operating Partnership generated $50,100,000 in cash from operating activities,
used $31,671,000 cash in investing activities and used $18,137,000 cash in
financing activities. The $31,671,000 net cash used in investing activities was
primarily a result of $13,399,000 used to fund real estate under development,
$7,296,000 used to upgrade rental properties and $5,962,000 used in additions to
notes receivables from investees, other related parties and other receivables.
The $18,137,000 net cash used in financing activities was primarily a result of
$32,993,000 of distributions to the general partner, $25,491,000 of repayments
of mortgages and other notes payable and lines of credit, $10,140,000 of
distributions to limited partners and minority interest offset by $49,140,000 of
proceeds from mortgages and other notes and line of credit.

Non-revenue generating capital expenditures are improvements and upgrades
that extend the useful life of the property and are not related to preparing a
multifamily property unit to be rented to a tenant. The Operating Partnership
expects to incur approximately $375 per weighted average occupancy unit in non-
revenue generating capital expenditures for the year ended December 31, 2003.
These expenditures do not include the improvements required in connection with
the origination of mortgage loans, expenditures for acquisition properties'
renovations and improvements, which are expected to generate additional revenue,
and renovation expenditures required pursuant to tax-exempt bond financings. The
Operating Partnership expects that cash from operations and/or its lines of
credit will fund such expenditures. However, there can be no assurance that the
actual expenditures incurred during 2003 and/or the funding thereof will not be
significantly different than the Operating Partnership's current expectations.

The Operating Partnership is currently developing six multifamily residential
projects, with an aggregate of 1,368 multifamily units. Such projects involve
certain risks inherent in real estate development. See "Other Matters/ Risk
Factors--Risks that Development Activities Will be Delayed or Not Completed
and/or Fail to Achieve Expected Results" in Item 1 of the Operating
Partnership's Annual Report on Form 10-K for the year ended December 31, 2002.
In connection with these development projects, the Operating Partnership has
directly, or in some cases through its joint venture partners entered into
contractual construction related commitments with unrelated third parties and
the total projected estimated cost for these projects is approximately
$246,300,000. As of June 30, 2003, the remaining commitment to fund these
development projects is approximately $107,700,000, of which approximately
$49,300,000 is the Operating Partnership's commitment. The Operating Partnership
expects to fund such commitments by using a combination of some or all of the
following sources: its working capital, amounts available on its lines of
credit, net proceeds from public and private equity and debt issuances, and
proceeds from the disposition of properties, if any.

Pursuant to existing shelf registration statements, the Company has the
capacity to issue up to $342,000,000 of equity securities and the Operating
Partnership has the capacity to issue up to $250,000,000 of debt securities.

The Company pays quarterly dividends from cash available for distribution.
Until it is distributed, cash available for distribution is invested by the
Company primarily in short-term investment grade securities or is used by the
Company to reduce balances outstanding under its line of credit.

Essex Apartment Value Fund, L.P. (the "Fund"), is an investment fund
organized by the Operating Partnership in 2001. The Fund will be, subject to
specific exceptions, the Operating Partnership's exclusive investment vehicle
for new investments until the Fund's committed capital has been invested or
committed for investments, or if earlier, December 31, 2003. The Fund has total
capital commitments of $250 million and is expected to utilize leverage of
approximately 65% of the value of the underlying real estate portfolio. The
Operating Partnership is committed to invest 21.4% of the aggregate capital
committed to the Fund. In addition, Essex will be compensated by the Fund for
its asset management, property management, development and redevelopment
services and may receive incentive distributions if the Fund exceeds certain
financial return benchmarks. At June 30, 2003 the Fund was approximately 90%
invested.

24

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Contractual Obligations and Commercial Commitments

The following table summarizes our contractual obligations and other
commitments at June 30, 2003, and the effect such obligations could have on our
liquidity and cash flow in future periods:

`Less Than     2-3        4-5      Over 5
                                 1 Year      Years      Years      Years      Total
(In thousands)                  ---------  ---------  ---------  ---------  ---------
Mortgage notes payable         $   3,315  $  48,904  $  83,527  $ 526,966  $ 662,712
Lines of credit                   30,000    135,000         --         --    165,000
Development commitments(1)        49,300         --         --         --     49,300
Redevelopment commitments(2)       3,500         --         --         --      3,500
Essex Apartment Value Fund, L.P.
   capital commitment             35,615         --         --         --     35,615
                                ---------  ---------  ---------  ---------  ---------
                               $ 121,730  $ 183,904  $  83,527  $ 526,966  $ 916,127
                                =========  =========  =========  =========  =========`

1. $28,731 of these commitments relate to actual contracts as of June 30,
2003.
2. $1,016 of these commitments relate to actual contracts as of June 30,
2003.

New Accounting Pronouncements

In January 2003, the FASB approved for issuance FASB Interpretation No.
46 (FIN 46), "Consolidation of Variable Interest Entities." FIN 46
clarifies the application of Accounting Research Bulletin No. 51,
"Consolidated Financial Statements" to certain entities in which
equity investors do not have the characteristics of a controlling financial
interest or do not have sufficient equity at risk for the entity to finance its
activities without additional subordinated financial support from other parties.
FIN 46 applies immediately to variable interest entities created after January
31, 2003, and to variable interest entities in which an enterprise obtains an
interest after that date. It applies in the first fiscal year or interim period
beginning after June 15, 2003, to variable interest entities in which an
enterprise holds a variable interest that it acquired before February 1, 2003.
FIN 46 may be applied prospectively with a cumulative-effect adjustment as of
the date on which it is first applied or by restating previously issued
financial statements for one or more years with a cumulative-effect adjustment
as of the beginning of the first year restated.  The disclosure requirements of
FIN 46 are effective for all financial statements initially issued after January
31, 2003. It is reasonably possible that certain of the entities through which
and with which the Operating Partnership conducts business, including those
described in Notes 3(b) and 5 of the Operating Partnership's December 31, 2002
consolidated financial statements will be deemed to be Variable Interest
Entities (VIEs) under the provisions of FIN 46. The total assets and liabilities
net of intercompany balances of such entities were estimated at $77,216 and
$47,098 at June 30, 2003.  The Operating Partnership's estimated maximum
exposure to loss would be equal to its investments in these arrangements, which
totaled $30,485, as of June 30, 2003.  The disclosures provided reflect
management's understanding and analysis of FIN 46 based upon information
currently available.  The evaluation of the Operating Partnership's various
arrangements is ongoing and is subject to change in the event additional
interpretive guidance is provided by the Financial Accounting Standards Board or
others.

In May 2003, the FASB issued Statement of Financial Accounting Standard No.
150 ("FAS 150"), "Accounting for Certain Financial Instruments
with Characteristics of both Liabilities and Equity."  FAS 150 requires
issuers to classify as liabilities (or assets in some circumstances) three
classes of freestanding financial instruments that embody obligations for the
issuer.  Previously, many such instruments had been classified as equity.  A
freestanding financial instrument is an instrument that is entered into
separately and apart from any of the entity's other financial instruments or
equity transactions, or that is entered into in conjunction with some other
transaction and is legally detachable and separately exercisable, such as
certain put and call options.  These provisions are effective for financial
instruments entered into or modified after May 31, 2003, and otherwise is
effective at the beginning of the first interim period beginning after June 15,
2003.  The Operating Partnership is currently evaluating the impact of
FAS 150.

25

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Forward Looking Statements

Certain statements in this "Management's Discussion and Analysis of
Financial Condition and Results of Operations," and elsewhere in this
quarterly report on Form 10-Q which are not historical facts may be considered
forward looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of
1934, as amended, including statements regarding the Operating Partnership's
expectations, hopes, intentions, beliefs and strategies regarding the future.
Forward looking statements include statements regarding the Operating
Partnership's expectations as to the timing of completion of current development
projects and the stabilization dates of such projects, expectation as to the
total projected costs and rental rates of current development projects, beliefs
as to the adequacy of future cash flows to meet operating requirements and to
provide for dividend payments in accordance with REIT requirements, expectations
as to the amount of capital expenditures, expectations as to the amount of non-
revenue generating capital expenditures, future acquisitions and developments,
the anticipated performance of the Essex Apartment Value Fund, L.P., the
anticipated performance of existing properties, and statements regarding the
Operating Partnership's financing activities. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors including, but
not limited to, that the Operating Partnership will fail to achieve its business
objectives, that the actual completion of development projects will be subject
to delays, that the stabilization dates of such projects will be delayed, that
the total projected costs of current development projects will exceed
expectations, that such development projects will not be completed, that
development projects and acquisitions will fail to meet expectations, that
estimates of future income from an acquired property may prove to be inaccurate,
that future cash flows will be inadequate to meet operating requirements and/or
will be insufficient to provide for dividend payments in accordance with REIT
requirements, that the actual non-revenue generating capital expenditures will
exceed the Operating Partnership's current expectations, that the Essex
Apartment Value Fund will fail to perform as anticipated, that the Operating
Partnership's partners in this Fund fail to fund capital commitments as
contractually required, that there may be a downturn in the markets in which the
Operating Partnership's properties are located, and that the terms of any
refinancing may not be as favorable as the terms of existing indebtedness, as
well as those risks, special considerations, and other factors discussed under
the caption "Potential Factors Affecting Operating Results" below and
those discussed under the caption "Other Matters/Risk Factors" in Item
1 of the Operating Partnership's Annual Report on Form 10-K for the year ended
December 31, 2002, and those other risk factors and special considerations set
forth in the Operating Partnership's other filings with the Securities and
Exchange Commission (the "SEC") which may cause the actual results,
performance or achievements of the Operating Partnership to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements.

Potential Factors Affecting Future Operating Results

Many factors affect the Operating Partnership's actual financial performance
and may cause the Operating Partnership's future results to be different from
past performance or trends. These factors include those factors discussed under
the caption "Other Matters/Risk Factors" in Item 1 of the Operating
Partnership's Annual Report on Form 10-K for the year ended December 31, 2002
and the following:

Economic Environment and Impact on Operating Results

Both the national economy and the economies of the western states in which
the Operating Partnership owns, manages and develops properties, some of which
are located in high-tech sectors, have been and may
continue to be in a recession. The impacts of such recession on
operating results can include, and are not limited to, reduction in rental
rates, occupancy levels, property valuations and increases in operating costs
such as advertising, turnover and repair and maintenance expense.

The Operating Partnership's property type and diverse geographic locations
provide some degree of risk moderation but are not immune to a prolonged down
cycle in the real estate markets in which the Operating Partnership operates.
Although the Operating Partnership believes it is well positioned to meet the
challenges ahead, it is possible that further reductions in occupancy and market
rental rates will result in reduction of rental revenues, operating income, cash
flows, and market value of the Company's shares. Prolonged recession could also
affect the Operating Partnership's ability to obtain financing at acceptable
rates of interest and to access funds from the disposition of properties at
acceptable prices.

26

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Development and Redevelopment Activities

The Operating Partnership pursues multifamily residential properties and
development and redevelopment projects from time to time. Development projects
generally require various government and other approvals, the receipt of which
cannot be assured. The Operating Partnership's development and redevelopment
activities generally entail certain risks, including the following:

- funds may be expended and management's time devoted to projects that may not be completed;
- construction costs of a project may exceed original estimates possibly making the project
economically unfeasible;
- projects may be delayed due to, among other things, adverse weather conditions;
- occupancy rates and rents at a completed project may be less than anticipated; and
- expenses at a completed development project may be higher than anticipated.

These risks may reduce the funds available for distribution to the Company's
stockholders. Further, the development and redevelopment of properties is also
subject to the general risks associated with real estate investments.

Interest Rate Fluctuations

The Operating Partnership monitors changes in interest rates and believes
that it is well positioned from both a liquidity and interest rate risk
perspective. However, current interest rates are at historic lows and
potentially could increase rapidly to levels more in line with recent levels.
The immediate effect of significant and rapid interest rate increases would
result in higher interest expense on the Operating Partnership's variable
interest rate debt. The effect of prolonged interest rate increases could
negatively impact the Operating Partnership's ability to make acquisitions and
develop properties at economic returns on investment and the Operating
Partnership's ability to refinance existing borrowings at acceptable rates.

Inflation /Deflation

Substantial inflationary or deflationary pressures would likely have a
negative effect on rental rates and property operating expenses. The Operating
Partnership believes it effectively manages its property and other expenses but
understands that substantial annual rates of inflation or deflation could
adversely impact operating results.

27

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Item 3: Quantitative and Qualitative Disclosures About Market Risk

The Operating Partnership is exposed to interest rate changes primarily
as a result of its line of credit and long-term debt used to maintain liquidity
and fund capital expenditures and expansion of the Operating Partnership's real
estate investment portfolio and operations. The Operating Partnership's interest
rate risk management objective is to limit the impact of interest rate changes
on earnings and cash flows and to lower its overall borrowing costs. To achieve
its objectives the Operating Partnership borrows primarily at fixed rates and
may enter into derivative financial instruments such as interest rate swaps,
caps and treasury locks in order to mitigate its interest rate risk on a related
financial instrument. The Operating Partnership does not enter into derivative
or interest rate transactions for speculative purposes.

The Operating Partnership's interest rate risk is monitored using a variety
of techniques. The table below presents the principal amounts and weighted
average interest rates by year of expected maturity to evaluate the expected
cash flows and sensitivity to interest rate changes.

`For the Years Ended           2003      2004      2005       2006      2007    Thereafter        Total     Fair value
                            --------  --------  ---------  --------  --------  -----------     ---------   ---------
Fixed rate debt
   (In thousands)
Amount                     $  3,315  $  7,901  $  41,003  $ 20,397  $ 63,130  $   460,904     $ 596,650   $ 576,894
Average interest rate           6.9%      6.9%       6.9%      6.9%      6.9%         6.8%

Variable rate debt
   (In thousands)
Amount                     $ 30,000  $135,000  $      --  $     --  $     --  $    66,062 (1) $ 231,062   $ 231,062
Average interest                2.7%      2.5%        --        --        --          3.0%`

(1) Capped at interest rates ranging
from 7.1% to 7.3%.

The table incorporates only those
exposures that exist as of June 30, 2003; it does not consider those exposures
or positions that could arise after that date. As a result, our ultimate
realized gain or loss, with respect to interest rate fluctuations, would depend
on the exposures that arise during the period, our hedging strategies at the
time, and interest rates.

Item 4: Controls and Procedures

As of June 30, 2003, we carried out an evaluation, under the supervision
and with the participation of management, including the Chief Executive Officer
and Chief Financial Officer of Essex Property Trust, Inc., our general partner,
of the effectiveness of the design and operation of our disclosure controls and
procedures pursuant to Rules 13a-15 of the Securities Exchange Act of 1934, as
amended.  Based upon that evaluation, the Chief Executive Officer and Chief
Financial Officer concluded that our disclosure controls and procedures are
effective in timely alerting management to material information relating to the
Operating Partnership that is required to be included in our periodic filings
with the Securities and Exchange Commission.  There were no changes in the
Operating Partnership's internal control over financial reporting, that occurred
during the quarter ended June 30, 2003, that have materially affected, or are
reasonably likely to materially affect, the Operating Partnership's internal
control over financial reporting.

28

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Part II -- Other Information

Item 6: Exhibits and Reports on Form 8-K

1. Exhibits

* Management contract or compensatory plan or
agreements.



None.

29

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SIGNATURE

Pursuant to the requirements of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.

ESSEX PROPERTY TRUST, INC.
                  (Registrant)

August 13, 2003

By: /s/ MARK J. MIKL

Mark J. Mikl
                  First Vice President, Treasurer and Controller(Authorized Officer and Principal Accounting Officer)

30

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