##### Table of Contents



UNITED
    STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C.
    20549
    Form 10-K
   ANNUAL REPORT
    PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934
  For the fiscal year ended December 31, 2006
  Commission file number: 1-32261
  
  BIOMED REALTY TRUST,
    INC.
 (Exact name of registrant as
    specified in its charter)
  Maryland

20-1142292(State or other jurisdiction
    of

(I.R.S. Employer Identification
    No.)incorporation or
    organization)17140 Bernardo Center Drive,
    Suite 222

92128San Diego,
    California

(Zip Code)(Address of Principal Executive
    Offices)  (858) 485-9840
 (Registrants telephone
    number, including area code)
  Securities
    registered pursuant to Section 12(b) of the Act:
  Title of Each Class

Name of Each Exchange on Which RegisteredCommon Stock, $0.01 Par Value

New York Stock Exchange7.375% Series A Cumulative
    Redeemable Preferred Stock, $0.01 Par Value

New York Stock Exchange   Securities
    registered pursuant to Section 12(g) of the Act:
    None
  þ o
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2
  Large accelerated filer
    þ     Accelerated
    filer
    o     Non-accelerated
    filer o
  Rule 12b-2 o þ
      DOCUMENTS
    INCORPORATED BY REFERENCE




---



##### 



BIOMED
    REALTY TRUST, INC.FORM 10-K 
    ANNUAL REPORT
    FOR THE YEAR ENDED DECEMBER 31, 2006
    TABLE OF CONTENTS
  PagePART IItem 1

Business


2Item 1A

Risk
    Factors


9Item 1B

Unresolved Staff
    Comments


25Item 2

Properties


25Item 3

Legal
    Proceedings


29Item 4

Submission of
    Matters to a Vote of Security Holders


29PART IIItem 5

Market for
    Registrants Common Equity, Related Stockholder Matters and
    Issuer Purchases of Equity Securities


30Item 6

Selected Financial
    Data


30Item 7

Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations


32Item 7A

Quantitative and
    Qualitative Disclosures About Market Risk


51Item 8

Financial
    Statements and Supplementary Data


52Item 9

Changes in and
    Disagreements with Accountants on Accounting and Financial
    Disclosure


91Item 9A

Controls and
    Procedures


91Item 9B

Other
    Information


92PART IIIItem 10

Directors,
    Executive Officers and Corporate Governance


92Item 11

Executive
    Compensation


92Item 12

Security Ownership
    of Certain Beneficial Owners and Management and Related
    Stockholder Matters


92Item 13

Certain
    Relationships and Related Transactions, and Director
    Independence


92Item 14

Principal
    Accountant Fees and Services


93PART IVItem 15

Exhibits and
    Financial Statement Schedules


93EXHIBIT 10.1EXHIBIT 10.26EXHIBIT 10.74EXHIBIT 10.75EXHIBIT 10.76EXHIBIT 10.77EXHIBIT 21.1EXHIBIT 23.1EXHIBIT 31.1EXHIBIT 31.2EXHIBIT 32.1   1




---



##### Table of Contents



PART I  Item 1.
    Business  Forward-Looking
    Statements
    
    adverse economic or real estate developments in the life science
    industry or in our target markets,
    general economic conditions,
    our ability to compete effectively,
    defaults on or non-renewal of leases by tenants,
    increased interest rates and operating costs,
    our failure to obtain necessary outside financing,
    our ability to successfully complete real estate acquisitions,
    developments and dispositions,
    risks and uncertainties affecting property development and
    construction,
    our failure to successfully operate acquired properties and
    operations,
    our failure to maintain our status as a real estate investment
    trust, or REIT,
    government approvals, actions and initiatives, including the
    need for compliance with environmental requirements,
    financial market fluctuations, and
    changes in real estate and zoning laws and increases in real
    property tax rates.    General
   2




---



##### Table of Contents



(858) 485-9840. Form 10-K, Form 10-Q, Form 8-K
  2006
    Highlights
  20-year triple-net
           3




---



##### Table of Contents



| |
  |
  15-year
      Subsequent
    Events
    15-year
   4




---



##### Table of Contents



Growth
    Strategy
      
    an ability to capitalize on managements extensive
    acquisition expertise and extensive industry relationships among
    life science tenants, property owners and real estate brokers,
    a focus on acquiring properties leased to high quality life
    science tenants at attractive yields and acquiring properties
    with potential upside through
    lease-up,
    redevelopment or additional development,
    the selective development of life science space in target market
    locations, and
    an emphasis on the location of potential acquisitions in
    relation to academic and research institutions to support
    long-term value.    
    access to cost-effective capital, enabling us to finance tenant
    improvements and lease available space to high quality,
    long-term tenants,
    predictable and consistent earnings growth through annual
    contractual rental rate increases,
    close monitoring of our existing tenants to address
    opportunities to renew, extend or modify existing leases and
    identify additional expansion opportunities,
    redevelopment opportunities to convert existing office and
    warehouse space into laboratory space,
    the ability to leverage tenant-financed improvements to
    encourage tenant renewals or to substantially increase rental
    rates at the end of a lease, and
    pre-leasing and construction of new laboratory and office space
    on land held for development.  Target
    Markets
    Positive
    Life Science Industry Trends
    
    the aging of the U.S. population resulting from the
    transition of baby boomers to senior citizens, which has
    increased the demand for new drugs and health care treatment
    alternatives,
    the existing high level of, and continuing increase in, research
    and development expenditures, as represented by a recent
    Pharmaceutical Research and Manufacturers of America (PhRMA)
    survey indicating that research and development spending by its
    members climbed to a record $43.0 billion in 2006 from
    $39.9 billion in the prior year, and when combined with
    non-member companies, totaled a record $55.2 billion in
    2006, and
    escalating health care costs, which drive the demand for better
    drugs, less expensive treatments and more services in an attempt
    to manage such costs. 5




---



##### Table of Contents



Experienced
    Management
    Regulation
  General
    Americans
    with Disabilities Act
    Environmental
    Matters
  clean-up clean-up clean-up
  and/or
 6




---



##### Table of Contents



7




---



##### Table of Contents



Insurance
    Competition
    
    our expertise in understanding the real estate needs of life
    science industry tenants,
    our ability to identify, acquire and develop properties with
    generic laboratory infrastructure that appeal to a wide range of
    life science industry tenants, and
    our expertise in identifying and evaluating life science
    industry tenants.    Foreign
    Operations
   8




---



##### Table of Contents



Item 1A.
    Risk
    Factors    Risks
    Related to Our Properties, Our Business and Our Growth
    Strategy
  Because we lease our properties to a limited number of
    tenants, and to the extent we depend on a limited number of
    tenants in the future, the inability of any single tenant to
    make its lease payments could adversely affect our business and
    our ability to make distributions to our stockholders.
    Tenants in the life science industry face high levels of
    regulation, expense and uncertainty that may adversely affect
    their ability to pay us rent and consequently adversely affect
    our business.
    
    Our tenants require significant outlays of funds for the
    research and development and clinical testing of their products
    and technologies. If private investors, the government or other
    sources of funding are unavailable to support such development,
    a tenants business may fail.
    The research and development, clinical testing, manufacture and
    marketing of some of our tenants products require federal,
    state and foreign regulatory approvals. The approval process is
    typically long, expensive and uncertain. Even if our tenants
    have sufficient funds to seek approvals, one or all of their
    products may fail to obtain the required regulatory approvals on
    a timely basis or at all. Furthermore, our tenants may only have
    a small number of products under development. If one product
    fails to receive the required approvals at any stage of
    development, it could significantly adversely affect our
    tenants entire business and its ability to pay rent.
    Our tenants with marketable products may be adversely affected
    by health care reform efforts and the reimbursement policies of
    government or private health care payors.
    Our tenants may be unable to adequately protect their
    intellectual property under patent, copyright or trade secret
    laws. Failure to do so could jeopardize their ability to profit
    from their efforts and to protect their products from
    competition.
    Collaborative relationships with other life science entities may
    be crucial to the development, manufacturing, distribution or
    marketing of our tenants products. If these other entities
    fail to fulfill their obligations under these collaborative
    arrangements, our tenants businesses will suffer.   9




---



##### Table of Contents



Because particular upgrades are required for life science
    tenants, improvements to our properties involve greater
    expenditures than traditional office space, which costs may not
    be covered by the rents our tenants pay.
    
    reinforced concrete floors,
    upgraded roof structures for greater load capacity,
    increased
    floor-to-ceiling
    clear heights,
    heavy-duty HVAC systems,
    enhanced environmental control technology,
    significantly upgraded electrical, gas and plumbing
    infrastructure, and
    laboratory benchwork.    Because of the unique and specific improvements required for
    our life science tenants, we may be required to incur
    substantial renovation costs to make our properties suitable for
    other life science tenants or other office tenants, which could
    adversely affect our operating performance.
      The geographic concentration of our properties in Boston,
    Maryland and California makes our business particularly
    vulnerable to adverse conditions affecting these markets.
   10




---



##### Table of Contents



Our tax indemnification and debt maintenance obligations
    require us to make payments if we sell certain properties or
    repay certain debt, which could limit our operating
    flexibility.
      Our expansion strategy may not yield the returns expected,
    may result in disruptions to our business, may strain our
    management resources and may adversely affect our operations.
     11




---



##### Table of Contents



We may be unable to acquire, develop or operate new
    properties successfully, which could harm our financial
    condition and ability to pay distributions to our
    stockholders.
    
    changing market conditions, including competition from others,
    may diminish our opportunities for acquiring a desired property
    on favorable terms or at all. Even if we enter into agreements
    for the acquisition of properties, these agreements are subject
    to customary conditions to closing, including completion of due
    diligence investigations to our satisfaction,
    we may be unable to obtain financing on favorable terms (or at
    all),
    we may spend more time or money than we budget to improve or
    renovate acquired properties or to develop new properties,
    we may be unable to quickly and efficiently integrate new
    properties, particularly if we acquire portfolios of properties,
    into our existing operations,
    we may fail to obtain the financial results expected from the
    properties we acquire or develop, making them unprofitable,
    market and economic conditions may result in higher than
    expected vacancy rates and lower than expected rental rates,
    we may fail to retain tenants that have pre-leased our
    properties under development if we do not complete the
    construction of these properties in a timely manner or to the
    tenants specifications,
    if we develop properties, we may encounter delays or refusals in
    obtaining all necessary zoning, land use, building, occupancy
    and other required governmental permits and authorizations,
    we are less familiar with the development of properties in
    markets outside of California,
    acquired and developed properties may have defects we do not
    discover through our inspection processes, including latent
    defects that may not reveal themselves until many years after we
    put a property in service, and
    we may acquire land, properties or entities owning properties,
    which are subject to liabilities and for which, in the case of
    unknown liabilities, we may have limited or no recourse.  |
    Our success depends on key personnel with extensive
    experience dealing with the real estate needs of life science
    tenants, and the loss of these key personnel could threaten our
    ability to operate our business successfully.
   12




---



##### Table of Contents



The bankruptcy of a tenant may adversely affect the income
    produced by and the value of our properties.
    Compliance with changing regulation of corporate governance
    and public disclosure may result in additional expenses and may
    have a negative impact on our business.
    Future acts of terrorism or war or the risk of war may have a
    negative impact on our business.
   13




---



##### Table of Contents



Risks
    Related to the Real Estate Industry
  Significant competition may decrease or prevent increases in
    our properties occupancy and rental rates and may reduce
    our investment opportunities.
    Uninsured and underinsured losses could adversely affect our
    operating results and our ability to make distributions to our
    stockholders.
      Our performance and value are subject to risks associated
    with the ownership and operation of real estate assets and with
    factors affecting the real estate industry.
    
    local oversupply, increased competition or reduced demand for
    life science office and laboratory space,
    inability to collect rent from tenants, 14




---



##### Table of Contents




    vacancies or our inability to rent space on favorable terms,
    increased operating costs, including insurance premiums,
    utilities and real estate taxes,
    the ongoing need for capital improvements, particularly in older
    structures,
    costs of complying with changes in governmental regulations,
    including tax laws,
    the relative illiquidity of real estate investments,
    changing submarket demographics, and
    civil unrest, acts of war and natural disasters, including
    earthquakes, floods and fires, which may result in uninsured and
    underinsured losses.    
    periods of economic slowdown or recession,
    rising interest rates,
    declining demand for real estate, or
    the public perception that any of these events may occur.    Illiquidity of real estate investments may make it difficult
    for us to sell properties in response to market conditions and
    could harm our financial condition and ability to make
    distributions.
  triple-net
  We may be unable to renew leases, lease vacant space or
    re-lease space as leases expire, which could adversely affect
    our business and our ability to pay distributions to our
    stockholders.
   15




---



##### Table of Contents



We could incur significant costs related to government
    regulation and private litigation over environmental matters
    involving the presence, discharge or threat of discharge of
    hazardous or toxic substances, which could adversely affect our
    operations, the value of our properties, and our ability to make
    distributions to our stockholders.
    
    our knowledge of the contamination,
    the timing of the contamination,
    the cause of the contamination, or
    the party responsible for the contamination.        
    may require the removal or upgrade of underground storage tanks,
    regulate storm water, wastewater and water pollutant discharge,
    regulate air pollutant emissions,
    regulate hazardous materials generation, management and
    disposal, and
    regulate workplace health and safety.   16




---



##### Table of Contents



We could incur significant costs related to governmental
    regulation and private litigation over environmental matters
    involving asbestos-containing materials, which could adversely
    affect our operations, the value of our properties, and our
    ability to make distributions to our stockholders.
    Our properties may contain or develop harmful mold, which
    could lead to liability for adverse health effects and costs of
    remediating the problem, which could adversely affect the value
    of the affected property and our ability to make distributions
    to our stockholders.
    Compliance with the Americans with Disabilities Act and
    similar laws may require us to make significant unanticipated
    expenditures.
    We may incur significant unexpected costs to comply with
    fire, safety and other regulations, which could adversely impact
    our financial condition, results of operations, and ability to
    make distributions.
   17




---



##### Table of Contents



Risks
    Related to Our Organizational Structure
  Conflicts of interest could result in our management acting
    other than in our stockholders best interests.
  We may choose not to enforce, or to enforce less
    vigorously, our rights under contribution agreements because of
    conflicts of interest with certain of our
    officers.
  Our charter and Maryland law contain provisions that may
    delay, defer or prevent a change of control transaction and may
    prevent stockholders from receiving a premium for their
    shares.
  Our charter and the articles supplementary with respect to
    our preferred stock contain 9.8% ownership limits that may
    delay, defer or prevent a change of control
    transaction.
  We could authorize and issue stock without stockholder
    approval that may delay, defer or prevent a change of control
    transaction.
  Certain provisions of Maryland law could inhibit changes
    in control that may delay, defer or prevent a change of control
    transaction.
  
    business combination provisions that, subject to
    limitations, prohibit certain business combinations between us
    and an interested stockholder for certain periods.
    An interested stockholder is generally any person
    who beneficially owns 10% or more of the voting power of our
    shares or an affiliate or associate of ours who, at any time
    within the two-year period prior to the date in question, was
    the beneficial owner of 10% or more of the voting power of our
    then outstanding voting stock. A person is not an interested
    stockholder under the statute if the board of directors approved
    in advance the transaction by which he otherwise would have
    become an interested stockholder. The business combinations are
    prohibited for five 18




---



##### Table of Contents



years after the most recent date on which the stockholder
    becomes an interested stockholder. After that period, the MGCL
    imposes special voting requirements on such
    combinations, and  
    control share provisions that provide that
    control shares of our company acquired in a
    control share acquisition have no voting rights
    unless holders of two-thirds of our voting stock (excluding
    interested shares) consent. Control shares are
    shares that, when aggregated with other shares controlled by the
    stockholder, entitle the stockholder to exercise one of three
    increasing ranges of voting power in electing directors. A
    control share acquisition is the direct or indirect
    acquisition of ownership or control of control
    shares.      Our board of directors may amend our investing and financing
    policies without stockholder approval, and, accordingly, our
    stockholders would have limited control over changes in our
    policies that could increase the risk we default under our debt
    obligations or that could harm our business, results of
    operations and share price.
  debt-to-total
  We may invest in properties with other entities, and our lack
    of sole decision-making authority or reliance on a
    co-venturers financial condition could make these joint
    venture investments risky.
    
    might become bankrupt or fail to fund their share of required
    capital contributions,
    may have economic or other business interests or goals that are
    inconsistent with our business interests or goals, and
    may be in a position to take actions contrary to our policies or
    objectives.   19




---



##### Table of Contents



and/or
  
    we structure a joint venture or conduct business in a manner
    that is deemed to be a general partnership with a third party,
    in which case we could be liable for the acts of that third
    party,
    third-party managers incur debt or other liabilities on behalf
    of a joint venture which the joint venture is unable to pay, and
    the joint venture agreement provides for capital calls, in which
    case we could be liable to make contributions as set forth in
    any such joint venture agreement, or
    we agree to cross-default provisions or to cross-collateralize
    our properties with the properties in a joint venture, in which
    case we could face liability if there is a default relating to
    those properties in the joint venture or the obligations
    relating to those properties.  Risks
    Related to Our Capital Structure
  Debt obligations expose us to increased risk of property
    losses and may have adverse consequences on our business
    operations and our ability to make distributions.
    
    Required payments of principal and interest may be greater than
    our cash flow from operations.
    We may be forced to dispose of one or more of our properties,
    possibly on disadvantageous terms, to make payments on our debt.
    If we default on our debt obligations, the lenders or mortgagees
    may foreclose on our properties that secure those loans.
    Further, if we default under a mortgage loan, we will
    automatically be in default on any other loan that has
    cross-default provisions, and we may lose the properties
    securing all of these loans.
    A foreclosure on one of our properties will be treated as a sale
    of the property for a purchase price equal to the outstanding
    balance of the secured debt. If the outstanding balance of the
    secured debt exceeds our tax basis in the property, we would
    recognize taxable income on foreclosure without realizing any
    accompanying cash proceeds to pay the tax (or to make
    distributions based on REIT taxable income).
    We may not be able to refinance or extend our existing debt. If
    we cannot repay, refinance or extend our debt at maturity, in
    addition to our failure to repay our debt, we may be unable to
    make distributions to our stockholders at expected levels or at
    all.
    Even if we are able to refinance or extend our existing debt,
    the terms of any refinancing or extension may not be as
    favorable as the terms of our existing debt. If the refinancing
    involves a higher interest rate, it could adversely affect our
    cash flow and ability to make distributions to stockholders.  |
  Our credit facilities include restrictive covenants relating
    to our operations, which could limit our ability to respond to
    changing market conditions and our ability to make distributions
    to our stockholders.
   20




---



##### Table of Contents



We have and may continue to engage in hedging transactions,
    which can limit our gains and increase exposure to losses.
    
    Available interest rate hedging may not correspond directly with
    the interest rate risk for which we seek protection.
    The duration of the hedge may not match the duration of the
    related liability.
    The party owing money in the hedging transaction may default on
    its obligation to pay.
    The credit quality of the party owing money on the hedge may be
    downgraded to such an extent that it impairs our ability to sell
    or assign our side of the hedging transaction.
    The value of derivatives used for hedging may be adjusted from
    time to time in accordance with accounting rules to reflect
    changes in fair value. Downward adjustments, or
    mark-to-market
    losses, would reduce our stockholders equity.  |
  Increases in interest rates could increase the amount of our
    debt payments and adversely affect our ability to pay
    distributions to our stockholders.
   21




---



##### Table of Contents



If we fail to obtain external sources of capital, which is
    outside of our control, we may be unable to make distributions
    to our stockholders, maintain our REIT qualification, or fund
    growth.
    
    general market conditions,
    the markets perception of our growth potential,
    with respect to acquisition financing, the markets
    perception of the value of the properties to be acquired,
    our current debt levels,
    our current and expected future earnings,
    our cash flow and cash distributions, and
    the market price per share of our common stock or preferred
    stock.    Risks
    Related to Our REIT Status
  Our failure to qualify as a REIT under the Code would result
    in significant adverse tax consequences to us and would
    adversely affect our business and the value of our stock.
      
    we would not be allowed to deduct distributions to stockholders
    in computing our taxable income and would be subject to federal
    income tax at regular corporate rates,
    we could also be subject to the federal alternative minimum tax
    and possibly increased state and local taxes, and 22




---



##### Table of Contents




    unless we are entitled to relief under applicable statutory
    provisions, we could not elect to be taxed as a REIT for four
    taxable years following the year in which we were disqualified.    To maintain our REIT status, we may be forced to borrow funds
    during unfavorable market conditions to make distributions to
    our stockholders.
    
    differences in timing between the actual receipt of cash and
    inclusion of income for federal income tax purposes,
    the effect of non-deductible capital expenditures,
    the creation of reserves, or
    required debt or amortization payments.    To maintain our REIT status, we may be forced to forego
    otherwise attractive opportunities.
    Risks
    Related to the Ownership of Our Stock
  The market price and trading volume of our common stock may
    be volatile.
      
    actual or anticipated variations in our quarterly operating
    results or dividends,
    changes in our funds from operations or earnings estimates,
    publication of research reports about us or the real estate
    industry,
    increases in market interest rates that lead purchasers of our
    shares to demand a higher yield,
    changes in market valuations of similar companies,
    adverse market reaction to any additional debt we incur or
    acquisitions we make in the future,
    additions or departures of key management personnel,
    actions by institutional stockholders, 23




---



##### Table of Contents




    speculation in the press or investment community,
    the realization of any of the other risk factors presented in
    this report, and
    general market and economic conditions.  An increase in market interest rates may have an adverse
    effect on the market price of our securities.
    Broad market fluctuations could negatively impact the market
    price of our common stock or preferred stock.
    Our distributions to stockholders may decline at any time.
    
    cash available for distribution,
    operating results,
    our financial condition, especially in relation to our
    anticipated future capital needs,
    then current expansion plans,
    the distribution requirements for REITs under the Code, and
    other factors our board deems relevant.  The number of shares of our common stock available for future
    sale could adversely affect the market price of our common
    stock.
     24




---



##### Table of Contents




    sales of substantial amounts of shares of our common stock in
    the public market, or the perception that such sales might occur,
    the exchange of units for common stock,
    the exercise of any options granted to certain directors,
    executive officers and other employees under our incentive award
    plan,
    issuances of preferred stock with liquidation or distribution
    preferences, and
    other issuances of our common stock.     Item 1B.  Unresolved
    Staff Comments    Item 2.
    Properties  Existing
    Portfolio
      Percent











Annualizedof








Percent of


Base RentNumber


Rentable


Rentable





Annualized


Annualized


per Leasedof


Square


Square


Percent


Base Rent


Base Rent


Square FootMarket

Properties


Feet


Feet


Leased(1)


Current(2)


Current


Current(In thousands)Boston(3)


12



1,297,786



16.7
%


98.8
%

$
49,304



26.7
%

$
38.44San Francisco


10



2,460,417



31.2
%


96.0
%


25,180



13.6
%


19.92San Diego(4)


12



755,034



9.5
%


83.3
%


20,008



10.9
%


31.82New York/New Jersey


3



873,369



11.1
%


95.0
%


14,838



8.1
%


19.94Pennsylvania


7



778,251



9.9
%


99.0
%


14,846



8.1
%


21.20Seattle


4



253,329



3.2
%


100.0
%


8,485



4.6
%


37.93Maryland


4



1,093,787



14.0
%


100.0
%


42,285



23.0
%


38.66University Related 
    Other


4



343,157



4.4
%


100.0
%


9,116



5.0
%


26.56Total/Weighted Average


56



7,855,130



100.0
%


96.3
%

$
184,062



100.0
%

$
29.31  25




---



##### Table of Contents



(1)
    
    Percentage of leasable square footage in operating portfolio
    currently subject to an existing lease.(2)
    
    In this and other tables, annualized current base rent is the
    monthly contractual rent under existing leases at
    December 31, 2006, multiplied by 12 months. Includes
    contractual amounts to be received pursuant to master lease
    agreements with the sellers on certain properties, which are not
    included in rental income for U.S. generally accepted
    accounting principles, or GAAP.(3)
    
    Excludes parking revenue of approximately $1.1 million for
    47 Erie Street parking structure.(4)
    
    Includes the McKellar Court property, consisting of
    72,863 square feet. We own the general partnership interest
    in the unconsolidated limited partnership that owns the McKellar
    Court property, which entitles us to 75% of the gains upon a
    sale of the property and 21% of the operating cash flows.    Rentable


PercentSquare Feet


LeasedBostonAlbany Street


75,003



100.0
%Center for Life
    Science|Boston(1)






Charles Street


47,912



100.0
%Coolidge Avenue


37,400



100.0
%21 Erie Street


49,247



100.0
%40 Erie Street


100,854



100.0
%Fresh Pond Research Park


90,702



100.0
%Kendall Square A


302,919



96.7
%Kendall Square D


349,325



98.5
%Sidney Street


191,904



100.0
%Vassar Street


52,520



100.0
%47 Erie Street Parking Structure


447 Stalls



100.0
%San FranciscoArdentech Court


55,588



100.0
%Ardenwood Venture(2)


72,500



100.0
%Bayshore Boulevard


183,344



100.0
%Bridgeview Technology Park I


212,673



64.1
%Bridgeview Technology Park II


50,400



100.0
%Dumbarton Circle


44,000



100.0
%Eccles Avenue


152,145



100.0
%Industrial Road


169,490



88.1
%Kaiser Drive


87,953



0.0
%Pacific Research Center(3)


1,432,324



29.3
%San DiegoBalboa Avenue


35,344



100.0
%Bernardo Center Drive


61,286



100.0
%Faraday Avenue


28,704



100.0
%John Hopkins Court


69,946



0.0
%McKellar Court(4)


72,863



100.0
%Nancy Ridge Drive


42,138



100.0
%Road to the Cure


64,800



100.0
% 26




---



##### Table of Contents



Rentable


PercentSquare Feet


LeasedSan Diego Science Center


105,364



46.6
%Science Center Drive


53,740



100.0
%Sorrento Valley Boulevard


54,924



100.0
%Towne Centre Drive(5)


115,870



100.0
%Waples Street(6)


50,055



100.0
%New York/New JerseyGraphics Drive(3)


72,300



44.3
%Landmark at Eastview(7)


751,648



94.8
%One Research Way(8)


49,421



0.0
%PennsylvaniaEisenhower Road


27,750



0.0
%George Patterson Boulevard


71,500



100.0
%King of Prussia(9)


427,109



100.0
%Phoenixville Pike


104,400



58.8
%Spring Mill Drive


76,378



90.7
%900 Uniqema Boulevard(10)


11,293



100.0
%1000 Uniqema Boulevard(10)


59,821



100.0
%SeattleElliott Avenue


134,989



100.0
%Fairview Avenue(11)






Monte Villa Parkway


51,000



100.0
%217th Place(3)


67,340



56.0
%MarylandBeckley Street


77,225



100.0
%Belward Campus Drive


289,912



100.0
%Shady Grove Road


635,058



100.0
%Tributary Street


91,592



100.0
%University Related 
    OtherColorow Drive(12)


93,650



100.0
%Lucent Drive(13)


21,500



100.0
%Trade Centre Avenue(14)


78,023



100.0
%Walnut Street(15)


149,984



100.0
%Total/Weighted
    Average


7,855,130



80.0
%     (1)
    
    The entire property was under development at December 31,
    2006.(2)
    
    We own an 87.5% membership interest in the limited liability
    company that owns this property.(3)
    
    A portion of the property was undergoing redevelopment at
    December 31, 2006.(4)
    
    We own the general partnership interest in the limited
    partnership that owns the McKellar Court property, which
    entitles us to 75% of the gains upon a sale of the property and
    21% of the operating cash flows.(5)
    
    A previously undeveloped portion of the property was undergoing
    development at December 31, 2006. 27




---



##### Table of Contents



(6)
    
    We own 70% of the limited liability company that owns the Waples
    Street property, which entitles us to 90% of the cash flow from
    operations up to a 9.5% cumulative annual return, and then 75%
    of such distributions thereafter.(7)
    
    We own a leasehold interest in the property through a
    99-year
    ground lease, which will convert into a fee simple interest upon
    the completion of certain property subdivisions. A previously
    undevelopment portion of the property was undergoing development
    at December 31, 2006.(8)
    
    The entire property was undergoing redevelopment at
    December 31, 2006.(9)
    
    We own an 88.5% limited partnership interest and a 0.5% general
    partnership interest in the limited partnership that owns this
    property.  (10)
    
    Located in New Castle, Delaware.(11)
    
    We own an 70% membership interest in the limited liability
    company that owns this property, which is currently under
    development at December 31, 2006.(12)
    
    Located in Salt Lake City, Utah. We own a leasehold interest in
    the property through a ground lease that expires in December
    2043, subject to our option to renew the ground lease for one
    additional ten-year period.(13)
    
    Located in Lebanon, New Hampshire.(14)
    
    Located in Longmont, Colorado.(15)
    
    Located in Boulder, Colorado.  Tenant
    Information
    Annualized


Percent ofBase Rent


AnnualizedAnnualized


per Leased


Base Rent -


LeaseLeased


Base Rent


Square Foot


Current


ExpirationTenant

Square Feet


Current


Current


Total Portfolio


Date(s)(In thousands)Human Genome Sciences, Inc.


924,970


$
39,500


$
42.70



21.5
%

May 2026Vertex Pharmaceuticals


604,702



23,765



39.30



12.9
%

April 2018(1)Genzyme Corporation


343,000



15,440



45.01



8.4
%

July 2018Centocor, Inc. (Johnson &
    Johnson)


331,398



8,047



24.28



4.4
%

March 2010Array BioPharma, Inc.


228,007



6,668



29.24



3.6
%

August 2016(2)Sun Microsystems, Inc.


420,253



5,446



12.96



3.0
%

January 2008Regeneron Pharmaceuticals,
    Inc.


227,932



4,206



18.45



2.3
%

Multiple(3)Illumina, Inc.


115,870



4,057



35.01



2.2
%

August 2014Nektar Therapeutics


79,917



3,888



48.65



2.1
%

October 2016InterMune, Inc.


71,308



3,750



52.59



2.0
%

April 2011Total/Weighted
    Average(4)


3,347,357


$
114,767


$
34.29



62.4
%     (1)
    
    41,532 square feet expires March 2009, 191,904 square
    feet expires August 2010, 59,322 square feet expires
    December 2010, 290,716 square feet expires April 2018, and
    21,228 square feet expires May 2012.(2)
    
    149,984 square feet expires July 2016 and
    78,023 square feet expires August 2016.(3)
    
    200,911 square feet expires March 2009, which will be
    replaced with a 15-year 194,000 square foot lease at the
    new buildings to be constructed at the Landmark at Eastview
    property, and 27,021 square feet expires March 2024. 28




---



##### Table of Contents



(4)
    
    Without regard to any lease terminations
    and/or
    renewal options.  Lease
    Distribution
  triple-net. Triple-net
  Lease
    Expirations
    Rentable


Percent of








AnnualizedSquare


Total Rentable





Percent of


Base RentFeet of


Square Feet of


Annualized


Annualized


per LeasedExpiring


Expiring


Base Rent


Base Rent


Square FootYear of Lease Expiration

Leases


Leases


Current


Current


Current(In thousands)2007(1)


576,046



9.2
%

$
14,664



8.0
%

$
25.462008


712,733



11.3
%


12,774



6.9
%


17.922009


622,199



9.9
%


13,080



7.1
%


21.022010


777,056



12.4
%


19,723



10.7
%


25.382011


216,657



3.4
%


7,205



3.9
%


33.262012


238,435



3.8
%


6,391



3.5
%


26.812013


228,336



3.6
%


3,626



2.0
%


15.882014


238,252



3.8
%


7,125



3.9
%


29.912015


148,666



2.4
%


3,760



2.0
%


25.292016


393,954



6.3
%


12,765



6.9
%


32.40Thereafter


2,128,314



33.9
%


82,949



45.1
%


38.97Total/Weighted Average


6,280,648



100.0
%

$
184,062



100.0
%

$
29.31     (1)
    
    Includes current month to month leases.  Item 3.
    Legal
    Proceedings    Item 4.
    Submission
    of Matters to a Vote of Security Holders   29




---



##### Table of Contents



PART II  Item 5.
    Market
    for Registrants Common Equity, Related Stockholder Matters
    and Issuer Purchases of Equity Securities    Cash DividendPeriod

High


Low


Last


per ShareFirst Quarter 2005

$
22.40


$
19.40


$
20.60


$
0.27Second Quarter 2005

$
24.47


$
19.39


$
23.85


$
0.27Third Quarter 2005

$
25.60


$
22.30


$
24.80


$
0.27Fourth Quarter 2005

$
26.06


$
22.25


$
24.40


$
0.27First Quarter 2006

$
29.86


$
23.75


$
29.64


$
0.29Second Quarter 2006

$
29.94


$
25.95


$
29.94


$
0.29Third Quarter 2006

$
31.99


$
28.28


$
30.34


$
0.29Fourth Quarter 2006

$
32.41


$
27.71


$
28.60


$
0.29       Form 10-K.
  Item 6.
    Selected
    Financial Data (not covered by Report of Independent Registered
    Public Accounting Firm)   30




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND BIOMED REALTY TRUST PREDECESSOR
    (Dollars in thousands, except per share data)
  BioMed Realty Trust, Inc.


PredecessorPeriod


PeriodAugust 11,


January 1,2004 through


2004 throughYear Ended December 31,


December 31,


August 17,2006


2005


2004


2004


2003


2002Statements of Income:Revenues:Rental

$
166,732


$
92,650


$
19,432


$
3,339


$
6,275


$
5,869Tenant recoveries


54,590



42,232



9,222



375



744



718Other income


88



3,974















Total revenues


221,410



138,856



28,654



3,714



7,019



6,587Expenses:Rental operations


61,585



46,373



11,619



353



830



821Depreciation and amortization


65,610



39,378



7,853



600



955



955General and administrative


18,085



13,278



3,130











Total expenses


145,280



99,029



22,602



953



1,785



1,776Income from operations


76,130



39,827



6,052



2,761



5,234



4,811Equity in net income (loss) of
    unconsolidated partnership


83



119



(11
)










Interest income


1,102



1,333



190







1



3Interest expense


(40,672
)


(23,226
)


(1,180
)


(1,760
)


(2,901
)


(3,154
)Income before minority interests


36,643



18,053



5,051



1,001



2,334



1,660Minority interest in consolidated
    partnerships


137



267



145











Minority interests in operating
    partnership


(1,747
)


(1,274
)


(414
)










Net income

$
35,033


$
17,046


$
4,782


$
1,001


$
2,334


$
1,660Basic earnings per share

$
0.63


$
0.44


$
0.15











Diluted earnings per share

$
0.62


$
0.44


$
0.15











Weighted average common shares
    outstanding  basic


55,928,595



38,913,103



30,965,178











Weighted average common shares
    outstanding  diluted


59,018,004



42,091,195



33,767,575











Cash dividends declared per common
    share

$
1.16


$
1.08


$
0.4197











Balance Sheet Data (at period
    end):Investments in real estate, net

$
2,457,538


$
1,129,371


$
468,530






$
47,025


$
47,853Total assets


2,692,642



1,337,310



581,723







50,056



50,732Mortgage notes payable, net


403,836



246,233



102,236







37,208



37,743Secured construction loan


286,355



















Secured term loan


250,000



250,000















Exchangeable senior notes


175,000



















Unsecured line of credit


228,165



17,000















Total liabilities


1,458,610



586,162



137,639







37,597



38,560Minority interest


19,319



20,673



22,267











Stockholders equity and
    partners capital


1,214,713



730,475



421,817







12,459



12,169Total liabilities and equity


2,692,642



1,337,310



581,723







50,056



50,732Other Data:Cash flows from/(used in):(1)Operating activities


101,535



54,762



14,497







2,416



1,762Investing activities


(1,339,463
)


(601,805
)


(457,218
)






(105
)


(159
)Financing activities


1,243,280



539,486



470,433







(2,666
)


(1,210
)     (1)
    
    Cash flow information for 2004 is combined for BioMed Realty
    Trust and the Predecessor. 31




---



##### Table of Contents



Item 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  The following discussion should be read in conjunction with
    the financial statements and notes thereto appearing elsewhere
    in this report. We make statements in this section that are
    forward-looking statements within the meaning of the federal
    securities laws. For a complete discussion of forward-looking
    statements, see the section above entitled Item 1.
    Business  Forward-Looking Statements. Certain
    risk factors may cause our actual results, performance or
    achievements to differ materially from those expressed or
    implied by the following discussion. For a discussion of such
    risk factors, see the section above entitled Item 1A.
    Risk Factors.
  Overview
    Business Combinations
  20-year triple-net
         32




---



##### Table of Contents



| |
          Factors
    Which May Influence Future Operations
   33




---



##### Table of Contents



|
      Critical
    Accounting Policies
    REIT
    Compliance
     34




---



##### Table of Contents



Investments
    in Real Estate
    Buildings and improvements

40 yearsGround lease

Term of the related leaseTenant improvements

Shorter of the useful lives or the
    terms of the related leasesFurniture, fixtures, and equipment

3 to 5 yearsAcquired in-place leases

Non-cancelable term of the related
    leaseAcquired management agreements

Non-cancelable term of the related
    agreement   lease-up lease-up
    lease-up lease-up
  Capitalization of Interest
    Cost Accounting for Costs and
    the Initial Rental Operations of Real Estate
    Properties.
 35




---



##### Table of Contents



Revenue
    Recognition
    
    whether the lease stipulates how and on what a tenant
    improvement allowance may be spent; 36




---



##### Table of Contents




    whether the tenant or landlord retain legal title to the
    improvements;
    the uniqueness of the improvements;
    the expected economic life of the tenant improvements relative
    to the length of the lease;
    the responsible party for construction cost overruns; and
    who constructs or directs the construction of the improvements.      No. 99-19, Reporting Revenue Gross as a Principal versus Net as an Agent (EITF 99-19). EITF 99-19
      85-27, Recognition of Receipts from
    Made-Up
    Rental Shortfalls.
  Investments
    in Partnerships
  Consolidation of
    Variable Interest Entities Consolidated Financial Statements No. 04-5, Determining Whether a General Partner, or the General
    Partners as a Group, Controls a Limited Partnership or Similar
    Entity When the Limited Partners Have Certain Rights (EITF 04-5), The
    Equity Method of Accounting for Investments in Common Stock
 37




---



##### Table of Contents



04-5 states EITF 04-5
  EITF 04-5,
    Results
    of Operations
     38




---



##### Table of Contents



BioMed Realty Trust, Inc.Year Ended December 31,2006


2005


ChangeYears Ended December 31,
    2006 and 2005:Revenues:Rental

$
166,732


$
92,650


$
74,082Tenant recoveries


54,590



42,232



12,358Other income


88



3,974



(3,886
)Total revenues


221,410



138,856



82,554Expenses:Rental operations


61,585



46,373



15,212Depreciation and amortization


65,610



39,378



26,232General and administrative


18,085



13,278



4,807Total expenses


145,280



99,029



46,251Income from operations


76,130



39,827



36,303Equity in net income/(loss) of
    unconsolidated partnership


83



119



(36
)Interest income


1,102



1,333



(231
)Interest expense


(40,672
)


(23,226
)


(17,446
)Income before minority interests


36,643



18,053



18,590Minority interests


(1,610
)


(1,007
)


(603
)Net income

$
35,033


$
17,046


$
17,987   39




---



##### Table of Contents



Year Ended December 31, 2004CombinedContributionBioMed Realty Trust, Inc.


Predecessor


PropertiesPeriod


Period


Period


Year Ended


CombinedAugust 11,


January 1,


January 1,


December 31,


Year EndedYear Ended


2004 through


2004 through


2004 through


2004


December 31,December 31,


December 31,


August 17,


the Date of


Combining


20042005


2004


2004


Contribution


Entries


Total


ChangeYears Ended December 31,
    2005 and 2004:Revenues:Rental

$
92,650


$
19,432


$
3,339


$
2,831






$
25,602


$
67,048Tenant recoveries


42,232



9,222



375



479







10,076



32,156Other income


3,974























3,974Total revenues


138,856



28,654



3,714



3,310







35,678



103,178Expenses:Rental operations


46,373



11,619



353



353







12,325



34,048Depreciation and amortization


39,378



7,853



600



543







8,996



30,382General and administrative


13,278



3,130







97







3,227



10,051Total expenses


99,029



22,602



953



993







24,548



74,481Income from operations


39,827



6,052



2,761



2,317







11,130



28,697Equity in net income/(loss) of
    unconsolidated partnership


119



(11
)














(11
)


130Interest income


1,333



190







10







200



1,133Interest expense


(23,226
)


(1,180
)


(1,760
)


(1,594
)






(4,534
)


(18,692
)Income before minority interests


18,053



5,051



1,001



733







6,785



11,268Minority interests


(1,007
)


(269
)






(223
)


(582
)


(1,074
)


67Net income

$
17,046


$
4,782


$
1,001


$
510


$
(582
)

$
5,711


$
11,335   Comparison
    of the Year Ended December 31, 2006 to the Year Ended
    December 31, 2005
  Rental Revenues.
  Tenant Recoveries.
  Other Income.
 40




---



##### Table of Contents



Rental Operations Expenses.
  Depreciation and Amortization
    Expense.
  General and Administrative Expenses.
  Interest Income.
  Interest Expense.
  Minority Interests.
  Comparison
    of the Year Ended December 31, 2005 to the Year Ended
    December 31, 2004
  Business
    Combinations.
 41




---



##### Table of Contents



Rental Revenues.
  Tenant Recoveries.
  Other Income.
  Rental Operations Expenses.
  Depreciation and Amortization
    Expense.
  General and Administrative Expenses.
  Interest Income.
  Interest Expense.
  Minority Interests.
 42




---



##### Table of Contents



Cash
    Flows
    Year Ended December 31,BioMedRealty Trust,BioMed


BioMed


Inc. andRealty Trust,


Realty Trust,


PredecessorInc. 2006


Inc. 2005


2004Net cash provided by operating
    activities

$
101,535


$
54,762


$
14,497Net cash used in investing
    activities


(1,339,463
)


(601,805
)


(457,218
)Net cash provided by financing
    activities


1,243,280



539,486



470,433Ending cash and cash equivalents
    balance


25,664



20,312



27,869     Comparison
    of the Year Ended December 31, 2006 to the Year Ended
    December 31, 2005
        Comparison
    of the Year Ended December 31, 2005 to the Year Ended
    December 31, 2004
     43




---



##### Table of Contents



Liquidity
    and Capital Resources
    
    interest expense and scheduled principal payments on outstanding
    mortgage indebtedness and exchangeable senior notes,
    general and administrative expenses,
    future distributions expected to be paid to our stockholders
    (including holders of preferred stock), and
    capital expenditures, tenant improvements and leasing
    commissions.  triple-net
         44




---



##### Table of Contents



|
     45




---



##### Table of Contents



| |
 46




---



##### Table of Contents



Effective


Principal BalanceStated Fixed


Interest


December 31,Interest Rate


Rate


2006


2005


Maturity DateArdentech Court


7.25
%


5.06
%

$
4,658


$
4,746


July 1, 2012Bayshore Boulevard


4.55
%


4.55
%


15,730



16,107


January 1, 2010Bridgeview Technology Park I


8.07
%


5.04
%


11,625



11,732


January 1, 2011Eisenhower Road


5.80
%


4.63
%


2,164



2,211


May 5, 2008Elliott Avenue


7.38
%


4.63
%


16,020



16,526


November 24, 200740 Erie Street


7.34
%


4.90
%


18,676



19,575


August 1, 2008Kendall Square D


6.38
%


5.45
%


70,963



72,395


December 1, 2018Lucent Drive


5.50
%


5.50
%


5,733



5,899


January 21, 2015Monte Villa Parkway


4.55
%


4.55
%


9,576



9,805


January 1, 2010Nancy Ridge Drive


7.15
%


5.38
%


6,872



6,952


September 1, 2012Road to the Cure


6.70
%


5.78
%


15,657






January 31, 2014Science Center Drive


7.65
%


5.04
%


11,444



11,577


July 1, 2011Shady Grove Road


5.97
%


5.97
%


147,000






September 1, 2016Sidney Street


7.23
%


5.11
%


30,732



31,426


June 1, 2012Towne Centre Drive


4.55
%


4.55
%


21,872



22,396


January 1, 2010900 Uniqema Boulevard


8.61
%


5.61
%


1,648






May 1, 2015390,370



231,347Unamortized premiums










13,466



14,886$
403,836


$
246,233       2007

$
21,5572008


24,4532009


519,5452010


297,4452011


26,219Thereafter


440,671$
1,329,890   |
 47




---



##### Table of Contents



48




---



##### Table of Contents



Contractual
    Obligations
  Obligation

2007


2008-2009


2010-2011


Thereafter


Total(In thousands)Mortgage notes payable(1)

$
21,557


$
29,478


$
73,664


$
265,671


$
390,370Secured term loan










250,000







250,000Secured acquisition and
    construction loan(2)






286,355











286,355Exchangeable senior notes














175,000



175,000Unsecured line of credit(3)






228,165











228,165Share of mortgage debt of
    unconsolidated partnership


27



61



2,142







2,230Interest payments on debt
    obligations(4)


82,081



149,170



59,194



184,959



475,404Ground lease obligation(5)


185



401



428



11,544



12,558Construction projects


123,169



9,344











132,513Tenant obligations(6)


100,250



22,271











122,521Lease commissions


824



3,998











4,822Total

$
328,093


$
729,243


$
385,428


$
637,174


$
2,079,938     (1)
    
    Balance excludes $13.5 million of unamortized debt premium.(2)
    
    The construction loan matures on November 16, 2009, but we
    may extend the maturity date to November 16, 2010 after
    satisfying certain conditions and paying an additional fee.(3)
    
    At our sole discretion, we may extend the maturity date of the
    unsecured revolving credit facility to June 27, 2010 after
    satisfying certain conditions and paying an extension fee based
    on the then current facility commitment.(4)
    
    Interest payments are based on the interest in effect on
    December 31, 2006 including the effect of the interest rate
    swap on the secured term loan.(5)
    
    We have a ground lease obligation on the Colorow Drive property
    expiring December 2043.(6)
    
    Committed tenant-related obligations based on executed leases as
    of December 31, 2006.  Funds
    from Operations
   49




---



##### Table of Contents



Year Ended December 31,2006


2005Net income

$
35,033


$
17,046AdjustmentsMinority interests in operating
    partnership


1,747



1,274Depreciation and
    amortization  real estate assets


65,690



39,428Funds from operations

$
102,470


$
57,748Funds from operations per
    share  diluted

$
1.74


$
1.37Weighted-average common shares
    outstanding  diluted


59,018,004



42,091,195   Off
    Balance Sheet Arrangements
      Cash
    Distribution Policy
  i.e.
   50




---



##### Table of Contents



Inflation
     Item 7A.  Quantitative
    and Qualitative Disclosures About Market Risk



Our future income, cash flows and fair values relevant to
    financial instruments depend upon prevailing market interest
    rates. Market risk is the exposure to loss resulting from
    changes in interest rates, foreign currency exchange rates,
    commodity prices and equity prices. The primary market risk to
    which we believe we are exposed is interest rate risk. Many
    factors, including governmental monetary and tax policies,
    domestic and international economic and political considerations
    and other factors that are beyond our control contribute to
    interest rate risk.



At December 31, 2006, our debt consisted of 17 fixed-rate
    notes (including the Notes) with a carrying value of
    $578.8 million (including $13.5 million of debt
    premium) and a weighted-average interest rate of 5.73%, our
    revolving unsecured credit facility with an outstanding balance
    of $228.2 million at a weighted average interest rate of
    6.55%, our secured term loan with an outstanding balance of
    $250.0 million, and our secured construction loan with an
    outstanding balance of $286.4 million at a weighted average
    interest rate of 6.58%. We have entered into an interest rate
    swap agreement, which has the effect of fixing the interest rate
    on the secured term loan at 6.4%. To determine fair value, the
    fixed-rate debt is discounted at a rate based on an estimate of
    current lending rates, assuming the debt is outstanding through
    maturity and considering the notes collateral. At
    December 31, 2006, the aggregate fair value of our fixed
    rate debt was estimated to be $540.8 million compared to
    the carrying value of $578.8 million. We do not believe
    that the interest rate risk represented by our fixed rate debt
    was material as of December 31, 2006 in relation to total
    assets of $2.7 billion and equity market capitalization of
    $2.0 billion of our common stock and operating units. As of
    December 31, 2006, the fair value of our proportionate
    share of debt in the unconsolidated partnership approximated its
    carrying value.



Based on our revolving credit facility and construction loan
    balances at December 31, 2006, a 1% change in interest
    rates would change our interest costs by $5.1 million per
    year. This amount was determined by considering the impact of
    hypothetical interest rates on our financial instruments. This
    analysis does not consider the effect of any change in overall
    economic activity that could occur in that environment. Further,
    in the event of a change of the magnitude discussed above, we
    may take actions to further mitigate our exposure to the change.
    However, due to the uncertainty of the specific actions that
    would be taken and their possible effects, this analysis assume
    no changes in our financial structure.



In order to modify and manage the interest rate characteristics
    of our outstanding debt and to limit the effects of interest
    rate risks on our operations, we may utilize a variety of
    financial instruments, including interest rate swaps, caps and
    treasury locks in order to mitigate our interest rate risk on a
    related financial instrument. The use of these types of
    instruments to hedge our exposure to changes in interest rates
    carries additional risks, including counterparty credit risk,
    the enforceability of hedging contracts and the risk that
    unanticipated and significant changes in interest rates will
    cause a significant loss of basis in the contract. To limit
    counterparty credit risk we will seek to enter into such
    agreements with major financial institutions with high credit
    ratings. There can be no assurance that we will be able to
    adequately protect against the foregoing risks and will
    ultimately realize an economic benefit that exceeds the related
    amounts incurred in connection with engaging in such hedging
    activities. We do not enter into such contracts for speculative
    or trading purposes.

51




---



##### 



Item 8.
    Financial
    Statements and Supplementary Data  INDEX TO
    CONSOLIDATED FINANCIAL STATEMENTS
  PageReports of
    Independent Registered Public Accounting Firm


53Consolidated
    Balance Sheets of BioMed Realty Trust, Inc. as of
    December 31, 2006 and 2005


56Consolidated
    Statements of Income of BioMed Realty Trust, Inc. for the years
    ended December 31, 2006 and 2005 and for the period from
    August 11, 2004 through December 31, 2004, and
    Statement of Income of Inhale 201 Industrial Road, L.P.
    (Predecessor) for the period from January 1, 2004 through
    August 17, 2004


57Consolidated
    Statements of Stockholders Equity of BioMed Realty Trust,
    Inc. for the years ended December 31, 2006 and 2005 and for
    the period from August 11, 2004 through December 31,
    2004, and Statement of Owners Equity of Inhale 201
    Industrial Road, L.P. (Predecessor) for the period from
    January 1, 2004 through August 17, 2004


58Consolidated
    Statements of Comprehensive Income of BioMed Realty Trust, Inc.
    for the years ended December 31, 2006 and 2005 and for the
    period from August 11, 2004 through December 31, 2004


59Consolidated
    Statements of Cash Flows of BioMed Realty Trust, Inc. for the
    years ended December 31, 2006 and 2005 and Consolidated and
    Combined Statement of Cash Flows of BioMed Realty Trust, Inc.
    and Inhale 201 Industrial Road, L.P. (Predecessor) for the year
    ended December 31, 2004


60Notes to
    Consolidated Financial Statements


62Financial
    Statement  Schedule III


88   52




---



##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM                 53




---



##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
  The Board of
    Directors
    BioMed Realty Trust, Inc.:
           54




---



##### Table of Contents



55




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC.CONSOLIDATED BALANCE SHEETS(In thousands, except share data)
  December 31,2006


2005ASSETSInvestments in real estate, net

$
2,457,538


$
1,129,371Investment in unconsolidated
    partnership


2,436



2,483Cash and cash equivalents


25,664



20,312Restricted cash


6,426



5,487Accounts receivable, net


5,985



9,873Accrued straight-line rents, net


20,446



8,731Acquired above market leases, net


7,551



8,817Deferred leasing costs, net


129,322



136,640Deferred loan costs, net


17,608



4,855Prepaid expenses


3,627



2,164Other assets


16,039



8,577Total assets

$
2,692,642


$
1,337,310LIABILITIES AND
    STOCKHOLDERS EQUITYMortgage notes payable, net

$
403,836


$
246,233Secured construction loan


286,355



Secured term loan


250,000



250,000Exchangeable senior notes


175,000



Unsecured line of credit


228,165



17,000Security deposits


7,704



6,905Dividends and distributions payable


19,847



13,365Accounts payable, accrued expenses
    and other liabilities


62,602



23,012Acquired below market leases, net


25,101



29,647Total liabilities


1,458,610



586,162Minority interests


19,319



20,673Stockholders equity:Preferred stock, $.01 par
    value, 15,000,000 shares authorized, none issued or
    outstanding






Common stock, $.01 par value,
    100,000,000 shares authorized, 65,425,598 and
    46,634,432 shares issued and outstanding at
    December 31, 2006 and 2005, respectively


654



466Additional paid-in capital


1,272,243



757,591Accumulated other comprehensive
    income


8,417



5,922Dividends in excess of earnings


(66,601
)


(33,504
)Total stockholders equity


1,214,713



730,475Total liabilities and
    stockholders equity

$
2,692,642


$
1,337,310    56




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)CONSOLIDATED STATEMENTS OF INCOME
    (In thousands, except per share data)
  INHALE201 INDUSTRIAL ROAD,BIOMED REALTY TRUST, INC.


L.P. (PREDECESSOR)Period


PeriodAugust 11, 2004


January 1, 2004through


throughYear Ended December 31,


December 31,


August 17,2006


2005


2004


2004Revenues:Rental

$
166,732


$
92,650


$
19,432


$
3,339Tenant recoveries


54,590



42,232



9,222



375Other income


88



3,974







Total revenues


221,410



138,856



28,654



3,714Expenses:Rental operations


41,001



34,505



9,236



131Real estate taxes


20,584



11,868



2,383



222Depreciation and amortization


65,610



39,378



7,853



600General and administrative


18,085



13,278



3,130



Total expenses


145,280



99,029



22,602



953Income from operations


76,130



39,827



6,052



2,761Equity in net income (loss) of
    unconsolidated partnership


83



119



(11
)


Interest income


1,102



1,333



190



Interest expense


(40,672
)


(23,226
)


(1,180
)


(1,760
)Income before minority interests


36,643



18,053



5,051



1,001Minority interest in consolidated
    partnerships


137



267



145



Minority interests in operating
    partnership


(1,747
)


(1,274
)


(414
)


Net income

$
35,033


$
17,046


$
4,782


$
1,001Basic earnings per share

$
0.63


$
0.44


$
0.15Diluted earnings per shares

$
0.62


$
0.44


$
0.15Weighted-average common shares
    outstanding:Basic


55,928,595



38,913,103



30,965,178Diluted


59,018,004



42,091,195



33,767,575    57




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)CONSOLIDATED STATEMENTS OF STOCKHOLDERS
    EQUITY AND
    STATEMENTS OF OWNERS EQUITY(In thousands, except share data)
  AccumulatedNumber





Additional


Other


Dividends inof


Common


Paid-In


Comprehensive


Excess of


OwnersShares


Stock


Capital


Income


Earnings


Equity


TotalThe PredecessorBalance at December 31,
    2003





$



$



$



$



$
12,459


$
12,459Distributions






















(1,215
)


(1,215
)Net income






















1,001



1,001Balance at August 11,
    2004






















12,245



12,245The CompanyBuyout of owners equity of
    Predecessor






















(12,245
)


(12,245
)Net proceeds from sale of common
    stock


31,050,000



311



429,024















429,335Issuance of unvested restricted
    common stock


336,333



3



(3
)














Vesting of share-based awards










872















872Dividends


















(13,172
)






(13,172
)Net income


















4,782







4,782Balance at December 31,
    2004


31,386,333



314



429,893







(8,390
)






421,817Net proceeds from sale of common
    stock


15,122,500



151



323,869















324,020Net issuances of unvested
    restricted common stock


125,599



1



(1
)














Vesting of share-based awards










3,830















3,830Dividends


















(42,160
)






(42,160
)Net income


















17,046







17,046Unrealized gain on cash flow hedge














5,922











5,922Balance at December 31,
    2005


46,634,432



466



757,591



5,922



(33,504
)






730,475Net proceeds from sale of common
    stock


18,428,750



184



506,587















506,771Net proceeds from exercise of
    warrant


270,000



3



4,047















4,050Net issuances of unvested
    restricted common stock


92,416



1



(1
)














Vesting of share-based awards










4,019















4,019Dividends


















(68,130
)






(68,130
)Net income


















35,033







35,033Unrealized gain on cash flow hedge














2,495











2,495Balance at December 31,
    2006


65,425,598


$
654


$
1,272,243


$
8,417


$
(66,601
)

$



$
1,214,713    58




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC.
  CONSOLIDATED
    STATEMENTS OF COMPREHENSIVE INCOME
 (In
    thousands)
  Balance at August 11,
    2004

$
Net income


4,782Balance at December 31,
    2004

$
4,782Net income

$
17,046Unrealized gain on cash flow hedge


5,922Balance at December 31,
    2005

$
22,968Net income

$
35,033Unrealized gain on cash flow hedges


2,495Balance at December 31,
    2006

$
37,528     59




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)CONSOLIDATED AND COMBINED STATEMENTS OF CASH
    FLOWS(In thousands)
  BioMed RealtyTrust, Inc. andInhaleBioMed Realty


201 Industrial Road,Trust, Inc.


L.P. (Predecessor)Year Ended December 31,20052006


(revised  See note 2)


2004Operating activities:Net income

$
35,033


$
17,046


$
5,783Adjustments to reconcile net income
    to net cash provided by operating activities:Depreciation and amortization


65,610



39,378



8,453Minority interests in consolidated
    partnerships


(137
)


(267
)


(145
)Minority interests in operating
    partnership


1,747



1,274



414Bad debt expense


193



257



158Revenue reduction attributable to
    acquired above market leases


2,471



1,524



538Revenue recognized related to
    acquired below market leases


(4,811
)


(3,332
)


(251
)Compensation expense related to
    restricted common stock


4,019



3,830



872Amortization of deferred loan costs


1,925



1,002



216Write off of deferred loan costs
    due to repayment and extinguishment of debt






2,002



Amortization of debt premium on
    mortgage notes payable


(2,148
)


(1,761
)


(307
)(Income)/loss from unconsolidated
    partnership


(83
)


(119
)


11Distributions received from
    unconsolidated partnership


130



106



27Changes in operating assets and
    liabilities:Restricted cash


(939
)


(3,017
)


(2,470
)Accounts receivable


3,695



(8,293
)


(1,987
)Accrued straight-line rents


(11,715
)


(5,425
)


(887
)Deferred leasing costs


(3,070
)


(1,196
)


Prepaid expenses


(1,463
)


(633
)


(1,531
)Other assets


(2,157
)


820



(201
)Due to affiliates






(53
)


53Security deposits


79



1,000



Accounts payable, accrued expenses
    and other liabilities


13,156



10,619



5,751Net cash provided by operating
    activities


101,535



54,762



14,497Investing activities:Purchases of interests in and
    additions to investments in real estate and related intangible
    assets


(1,340,204
)


(604,462
)


(458,165
)Minority interest investment in
    consolidated partnerships


449



594



Receipts of master lease payments


726



2,025



1,327Security deposits received from
    prior owners of real estate


720



1,074



4,831Redemption of operating partnership
    units for cash






(173
)


Funds held in escrow for
    acquisitions






(200
)


(1,700
)Additions to non-real estate assets


(1,154
)


(663
)


(511
)Repayment of related party payables










(3,000
)Net cash used in investing
    activities


(1,339,463
)


(601,805
)


(457,218
) 60




---



##### Table of Contents



BioMed RealtyTrust, Inc. andInhaleBioMed Realty


201 Industrial Road,Trust, Inc.


L.P. (Predecessor)Year Ended December 31,20052006


(revised  See note 2)


2004Financing activities:Proceeds from common stock offering


528,783



340,257



465,753Proceeds from exercise of stock
    warrant


4,050







Payment of offering costs


(21,989
)


(16,678
)


(36,415
)Payment of deferred loan costs


(14,675
)


(6,192
)


(1,701
)Line of credit proceeds


620,476



244,175



33,900Line of credit repayments


(409,311
)


(227,175
)


(33,900
)Secured term loan proceeds






250,000



Unsecured term loan proceeds






100,000



Unsecured term loan payments






(100,000
)


Secured bridge loan proceeds


150,000







Secured bridge loan payments


(150,000
)






Exchangeable senior notes proceeds


175,000







Construction loan proceeds


286,355







Mortgage notes proceeds


147,000







49,300Principal payments on mortgage
    notes payable


(5,401
)


(3,759
)


(234
)Tenant improvement loan


(2,000
)






Tenant improvement loan repayments


53







Distributions to operating
    partnership unit holders


(3,312
)


(3,098
)


(357
)Dividends paid


(61,749
)


(38,044
)


(4,698
)Distributions to owners of
    Predecessor










(1,215
)Net cash provided by financing
    activities


1,243,280



539,486



470,433Net increase (decrease) in cash and
    cash equivalents


5,352



(7,557
)


27,712Cash and cash equivalents at
    beginning of year


20,312



27,869



157Cash and cash equivalents at end of
    year

$
25,664


$
20,312


$
27,869Supplemental disclosure of cash
    flow information:Cash paid for interest (net of
    amounts capitalized of $7,614, $708 and $0, respectively)

$
33,965


$
20,291


$
3,040Supplemental disclosure of non-cash
    investing and financing activities:Accrual for dividends declared


18,973



12,591



8,474Accrual for distributions declared
    for operating partnership unit and LTIP unit holders


874



773



775Mortgage loans assumed (includes
    premium of $1,037, $11,312, and $5,642, respectively)


18,460



149,517



53,477Accrued additions to real estate
    and related intangible assets


29,680



4,812



29Historic cost basis of assets
    transferred from Predecessor (including $2,189 of accrued
    straight-line rents as of August 17, 2004)










48,569Operating partnership units issued
    for interests in certain contributed properties










21,810Investment in unconsolidated
    partnership acquired by issuing operating partnership units










2,508Distributions in excess of equity
    balance to owners of Predecessor










5,131    61




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)NOTES TO CONSOLIDATED FINANCIAL
    STATEMENTS
  1.
    Organization
    and Description of Business        Business Combinations
  2.
    Basis of
    Presentation and Summary of Significant Accounting
    Policies  Principles
    of Consolidation
   62




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
    Investments
    in Partnerships
  Consolidation of Variable Interest
    Entities Consolidated
    Financial Statements
  No. 04-5, Determining Whether a General Partner, or the General
    Partners as a Group, Controls a Limited Partnership or Similar
    Entity When the Limited Partners Have Certain Rights 04-5), 04-5 states 04-5
  04-5,
   63




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
   Investments
    in Real Estate
    Buildings and improvements

40 yearsGround lease

Term of the related leaseTenant improvements

Shorter of the useful lives or the
    terms of the related leasesFurniture, fixtures, and equipment
    (other assets)

3 to 5 yearsAcquired in-place leases

Non-cancelable term of the related
    leaseAcquired management agreements

Non-cancelable term of the related
    agreement     December 31,2006


2005Land

$
270,286


$
146,340Ground lease


14,210



14,210Land under development


85,362



81Buildings and improvements


1,598,384



962,482Construction in progress


497,971



8,582Tenant improvements


51,904



19,5802,518,117



1,151,275Accumulated depreciation


(60,579
)


(21,904
)$
2,457,538


$
1,129,371   lease-up lease-up
   64




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
     December 31,2006


2005Acquired above market leases

$
12,084


$
10,879Accumulated amortization


(4,533
)


(2,062
)$
7,551


$
8,817     December 31,2006


2005Acquired below market leases

$
33,495


$
33,230Accumulated amortization


(8,394
)


(3,583
)$
25,101


$
29,647     2007


2008


2009


2010


2011


Thereafter


TotalAmortization of:Acquired above market leases

$
(2,430
)

$
(1,383
)

$
(1,250
)

$
(1,190
)

$
(548
)

$
(750
)

$
(7,551
)Acquired below market leases


5,062



4,991



4,937



3,826



1,329



4,956



25,101Net rental revenues 
    increase

$
2,632


$
3,608


$
3,687


$
2,636


$
781


$
4,206


$
17,550   lease-up lease-up
  Capitalization of Interest Cost Accounting for Costs and the Initial
    Rental Operations of Real Estate Properties.
 65




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
      Impairment
    of Long-Lived Assets and Long-Lived Assets to be
    Disposed
    Cash
    and Cash Equivalents
    Restricted
    Cash
    Statements
    of Cash Flows
   66




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
     Deferred
    Leasing Costs
      Balance at


AccumulatedDecember 31, 2006


Amortization


NetAcquired in-place leases

$
162,935


$
(47,066
)

$
115,869Acquired management agreements


12,601



(4,574
)


8,027Deferred leasing and other direct
    costs


6,122



(696
)


5,426$
181,658


$
(52,336
)

$
129,322     Balance at


AccumulatedDecember 31, 2005


Amortization


NetAcquired in-place leases

$
149,312


$
(22,577
)

$
126,735Acquired management agreements


10,717



(2,505
)


8,212Deferred leasing and other direct
    costs


2,026



(333
)


1,693$
162,055


$
(25,415
)

$
136,640     2007

$
24,3392008


21,7642009


19,4612010


12,2912011


9,068Thereafter


42,399$
129,322   Deferred
    Loan Costs
   67




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
    Revenue
    Recognition
    
    whether the lease stipulates how and on what a tenant
    improvement allowance may be spent;
    whether the tenant or landlord retain legal title to the
    improvements;
    the uniqueness of the improvements;
    the expected economic life of the tenant improvements relative
    to the length of the lease;
    the responsible party for construction cost overruns; and
    who constructs or directs the construction of the improvements.     68




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
   EITF 99-19, Reporting Revenue Gross as a Principal versus Net as an Agent (EITF 99-19). EITF 99-19
    85-27, Recognition of Receipts from
    Made-Up
    Rental Shortfalls.
  Allowance
    for Doubtful Accounts
    Share-Based
    Payments
  Share-Based Payment Accounting for Stock-Based
    Compensation
 69




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
     Equity
    Offering Costs
    Income
    Taxes
        Dividends
    and Distributions
   70




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
     For the year ended December 31,2006


2005


2004Per Share


%


Per Share


%


Per Share


%Ordinary income

$
1.06



99.07
%

$
1.01



100.00
%

$
0.28



100.00
%Return of capital


.01



.93
%






0.00
%






0.00
%Total

$
1.07



100.00
%

$
1.01



100.00
%

$
0.28



100.00
%   Managements
    Estimates
      Reclassifications
    3.
    Minority
    Interests   71




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
    one-for-one
  4.
    Mortgage
    Notes Payable    Effective


Principal BalanceStated Fixed


Interest


December 31,Interest Rate


Rate


2006


2005


Maturity DateArdentech Court


7.25
%


5.06
%

$
4,658


$
4,746


July 1, 2012Bayshore Boulevard


4.55
%


4.55
%


15,730



16,107


January 1, 2010Bridgeview Technology Park I


8.07
%


5.04
%


11,625



11,732


January 1, 2011Eisenhower Road


5.80
%


4.63
%


2,164



2,211


May 5, 2008Elliott Avenue


7.38
%


4.63
%


16,020



16,526


November 24, 200740 Erie Street


7.34
%


4.90
%


18,676



19,575


August 1, 2008Kendall Square D


6.38
%


5.45
%


70,963



72,395


December 1, 2018Lucent Drive


5.50
%


5.50
%


5,733



5,899


January 21, 2015Monte Villa Parkway


4.55
%


4.55
%


9,576



9,805


January 1, 2010Nancy Ridge Drive


7.15
%


5.38
%


6,872



6,952


September 1, 2012Road to the Cure


6.70
%


5.78
%


15,657






January 31, 2014Science Center Drive


7.65
%


5.04
%


11,444



11,577


July 1, 2011Shady Grove Road


5.97
%


5.97
%


147,000






September 1, 2016Sidney Street


7.23
%


5.11
%


30,732



31,426


June 1, 2012Towne Centre Drive


4.55
%


4.55
%


21,872



22,396


January 1, 2010900 Uniqema Boulevard


8.61
%


5.61
%


1,648






May 1, 2015390,370



231,347Unamortized premiums










13,466



14,886$
403,836


$
246,233  72




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
      5.
    Credit
    Facilities, Exchangeable Notes, and Other Debt
    Instruments         73




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
       74




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
       2007

$
21,5572008


24,4532009


519,5452010


297,4452011


26,219Thereafter


440,671$
1,329,890   6.
    Earnings
    Per Share   75




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
   Earnings per Share
  Period August 11,2004 throughYear Ended December 31,


December 31,2006


2005


2004Net income attributable to common
    shares

$
35,033


$
17,046


$
4,782Minority interests in operating
    partnership


1,747



1,274



414Adjusted net income attributable
    to common shares

$
36,780


$
18,320


$
5,196Weighted-average common shares
    outstanding:Basic


55,928,595



38,913,103



30,965,178Incremental shares from assumed
    conversion/exercise:Stock warrant


94,155



92,488



51,681Vesting of restricted stock


131,690



215,078



90,173Operating partnership units


2,863,564



2,870,526



2,660,543Diluted


59,018,004



42,091,195



33,767,575Earnings per share 
    basic

$
0.63


$
0.44


$
0.15Earnings per share 
    diluted

$
0.62


$
0.44


$
0.15   7.
    Fair
    Value of Financial Instruments  Disclosure about Fair Value of
    Financial Instruments
      Accounting for Derivative Investment
    and Hedging Activities
 76




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
     8.
    Incentive
    Award Plan    lock-up lock-up
     77




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
        WeightedUnvested Restricted


Average Grant-Shares/LTIP units


Date Fair ValueBalance at December 31, 2003





$
0.00Granted


336,333



15.03Balance at December 31, 2004


336,333



15.03Granted


129,674



22.31Vested


(117,440
)


15.02Forfeited


(4,075
)


20.99Balance at December 31, 2005


344,492



17.70Granted


243,232



27.75Vested


(163,194
)


16.82Forfeited


(150
)


26.70Balance at December 31, 2006


424,380


$
23.79   9.
    Investments
    in Partnerships     78




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
    10.
    Derivative
    and Other Financial Instruments           79




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
             11.
    Segment
    Information  Disclosures about Segments of an Enterprise and Related
    Information
 80




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
    triple-net
  12.
    Future
    Lease Revenue    2007

$
172,4782008


181,1912009


193,3742010


177,0812011


164,897Thereafter


1,598,130$
2,487,151   13.
    Commitments
    and Contingencies  Ground
    Leases
  99-year
 81




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
     2007

$
1852008


1872009


2142010


2142011


214Thereafter


11,544$
12,558   Concentration
    of Credit Risk
      Capital
    Commitments
    Insurance
   82




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
   Environmental
    Matters
    Repurchase
    Agreements
      Other
    Agreements
    Tax
    Indemnification Agreements and Minimum Debt
    Requirements
   83




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
    Legal
    Proceedings
    14.
    Property
    Acquisitions    Above


Deferred Leasing Costs


Below


Mortgage


MortgageAcquisition


Investment in


Market


In-Place


Management


Market


Note


Note


Total CashProperty

Date


Real Estate


Lease


Lease


Fee


Lease


Assumed


Premium


ConsiderationArdenwood Venture


6/14/2006


$
14,153


$



$
313


$
10


$
(74
)

$



$



$
14,402Belward Campus Drive


5/24/2006



200,974



























200,974Center for Life Science |
    Boston


11/17/2006



467,417







4,155



1,370















472,942Charles Street


4/7/2006



12,033



327



1,043







(178
)










13,225Fairview Avenue


1/12/2006



2,703



























2,703John Hopkins Court


8/16/2006



23,086



























23,086One Research Way


5/31/2006



8,267



























8,267Pacific Research Center


7/11/2006



214,900



























214,900Road to the Cure


12/14/2006



23,559



145



462



54







(15,657
)


(801
)


7,762Shady Grove Road


5/24/2006



226,149



























226,149Sorrento Valley Boulevard


12/7/2006



19,174



19



1,055



91















20,339Spring Mill Drive


7/20/2006



9,022



13



704



87



(12
)










9,814Trade Centre Avenue


8/9/2006



18,679







1,947



92















20,718900 Uniqema Boulevard


1/13/2006



4,096



700



310











(1,766
)


(236
)


3,104Walnut Street


7/7/2006



41,268







3,634



180















45,082217th Place


11/21/2006



10,654



























10,654$
1,296,134


$
1,204


$
13,623


$
1,884


$
(264
)

$
(17,423
)

$
(1,037
)

$
1,294,121Weighted average intangible
    amortization life (in months)










74



113



150



20







92



    84




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
     Above


Deferred Leasing Costs


Below


Mortgage


MortgageAcquisition


Investment in


Market


In-Place


Management


Market


Note


Note


Total CashProperty

Date


Real Estate


Lease


Lease


Fee


Lease


Assumed


Premium


ConsiderationAlbany Street


5/31/2005


$
33,235


$
620


$
4,232


$
363


$



$



$



$
38,450Bridgeview Technology Park II


3/16/2005



14,588







2,166



242



(778
)










16,218Colorow Drive


12/22/2005



19,369



























19,369Coolidge Avenue


4/5/2005



9,862







977



















10,839Dumbarton Circle


5/27/2005



7,819







1,012



127















8,958Eccles Avenue


12/1/2005



21,856



1,826



2,235



115















26,03221 Erie Street


5/31/2005



21,738







1,301



264



(1,170
)










22,13340 Erie Street


5/31/2005



41,371







5,441



289







(20,192
)


(1,338
)


25,571Faraday Avenue


9/19/2005



8,560



























8,560Fresh Pond Research Park


4/5/2005



21,822







1,617







(2,637
)










20,802George Patterson Boulevard


10/28/2005



13,001







1,976



211















15,188Graphics Drive


3/17/2005



7,377







400



10















7,787Kaiser Drive


8/25/2005



9,523



























9,523Kendall Square D


5/31/2005



169,880







28,072











(73,189
)


(5,520
)


119,243Lucent Drive


5/31/2005



6,153







995











(6,014
)






1,134Nancy Ridge Drive


4/21/2005



12,407







1,158



95







(7,001
)


(768
)


5,891Phoenixville Pike


4/5/2005



12,083







1,121



43















13,247Sidney Street


5/31/2005



58,068







10,031



644



(14,032
)


(31,809
)


(3,686
)


19,2161000 Uniqema Boulevard


9/30/2005



14,568







1,735



















16,303Vassar Street


5/31/2005



15,881







2,434



163



(621
)










17,857Waples Street


3/1/2005



5,377



























5,377West Kendall Square A


5/31/2005



126,104







24,746



















150,850$
650,642


$
2,446


$
91,649


$
2,566


$
(19,238
)

$
(138,205
)

$
(11,312
)

$
578,548Weighted average intangible
    amortization life (in months)










44



122



85



70







118



   15.
    Newly
    Issued Accounting Pronouncements  Accounting for Uncertainty in Income Taxes, an Interpretation
    of FASB Statement No. 109
  Fair Value Measurements
 85




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
   Considering the Effects of Prior
    Year Misstatements when Quantifying Misstatements in Current
    Year Financial Statements
  16.
    Subsequent
    Events    15-year
      17.
    Quarterly
    Financial Information (unaudited)    2006 Quarter EndedDecember 31


September 30


June 30


March 31Total revenues

$
63,648


$
64,510


$
49,459


$
43,793Income before minority interests

$
13,122


$
11,311


$
7,514


$
4,696Minority interests

$
(533
)

$
(499
)

$
(356
)

$
(222
)Net income

$
12,589


$
10,812


$
7,158


$
4,474Net income per share 
    basic(1)

$
0.19


$
0.18


$
0.14


$
0.10Net income per share 
    diluted(1)

$
0.19


$
0.18


$
0.14


$
0.10   86




---



##### Table of Contents



BIOMED
    REALTY TRUST, INC. AND
    INHALE 201 INDUSTRIAL ROAD, L.P. (PREDECESSOR)
    NOTES TO CONSOLIDATED
    FINANCIAL STATEMENTS  (Continued)
  2005 Quarter EndedDecember 31


September 30


June 30


March 31Total revenues

$
44,492


$
41,330


$
28,529


$
24,505Income before minority interests

$
4,804


$
5,479


$
1,505


$
6,265Minority interests

$
(235
)

$
(278
)

$
(65
)

$
(429
)Net income

$
4,569


$
5,201


$
1,440


$
5,836Net income per share 
    basic and diluted

$
0.10


$
0.11


$
0.05


$
0.19     (1)
    The sum of quarterly financial data may vary from the annual
    data due to rounding. 87




---



##### Table of Contents



SCHEDULE III 
    REAL ESTATE AND ACCUMULATED DEPRECIATION
    As of December 31, 2006
    (In thousands)  Gross amount carried at December 31,Initial Cost

Costs

2006Year







Buildings

Capitalized





BuildingsBuilt/





Ground

and

Subsequent



Ground

and



AccumulatedProperty

Renovated

Encumbrances

Land

Lease

Improvements

to Acquisition

Land

Lease

Improvements

Total

Depreciation

Net(1)















(2)

(3)Albany Street

1922/1998

$



$
1,942


$



$
31,293


$
48


$
1,942


$



$
31,341


$
33,283


$
(1,242
)

$
32,041Ardentech Court

1997/2001


4,658



2,742







5,379



29



2,742







5,408



8,150



(286
)


7,864Ardenwood Venture

1985






3,550







10,603







3,550







10,603



14,153



(206
)


13,947Balboa Avenue

1968/2000






1,316







9,493



134



1,316







9,627



10,943



(588
)


10,355Bayshore Boulevard

2000


15,730



3,667







22,593



7,124



3,667







29,717



33,384



(1,558
)


31,826Beckley Street

1999






1,480







17,590







1,480







17,590



19,070



(897
)


18,173Bernardo Center Drive

1974/1992






2,580







13,714



4



2,580







13,718



16,298



(815
)


15,483Belward Campus Drive

2001






4,160







196,814







4,160







196,814



200,974



(3,092
)


197,882Center for Life Science |
    Boston(4)




286,355



60,000







407,417



42,764



60,000







450,181



510,181







510,181Bridgeview Technology Park I

1977/2002


11,625



1,315







14,716



2,535



1,315







17,251



18,566



(997
)


17,569Bridgeview Technology Park II

1977/2002






1,522







13,066







1,522







13,066



14,588



(585
)


14,003Charles Street

1986






5,000







7,033







5,000







7,033



12,033



(165
)


11,868Colorow Drive

2004














19,369



9











19,378



19,378



(548
)


18,830Coolidge Avenue

1962/1999






2,760







7,102







2,760







7,102



9,862



(303
)


9,559Dumbarton Circle

1990






2,723







5,096







2,723







5,096



7,819



(636
)


7,183Eccles Avenue

1965/1995






21,257







599



273



21,257







872



22,129



(316
)


21,813Eisenhower Road

1973/2000


2,164



416







2,614



58



416







2,672



3,088



(122
)


2,966Elliott Avenue

1925/2004


16,020



10,124







38,911



88



10,124







38,999



49,123



(2,310
)


46,81321 Erie Street

1925/2004






3,366







18,372



42



3,366







18,414



21,780



(730
)


21,05040 Erie Street

1996


18,676



7,593







33,778



108



7,593







33,886



41,479



(1,342
)


40,137Fairview Avenue(4)








2,703







694



1,603



2,735







2,265



5,000







5,000Faraday Avenue

1986






1,370







7,190



11



1,370







7,201



8,571



(228
)


8,343Fresh Pond Research Park

1948/2002






3,500







18,322



221



3,500







18,543



22,043



(798
)


21,245George Patterson Boulevard

1996/2005






1,575







11,426



(147
)


1,575







11,279



12,854



(320
)


12,534Graphics Drive

1992/2001






800







6,577



1,539



800







8,116



8,916



(331
)


8,585Industrial Road

2001/2005






12,000







41,718



14,064



12,000







55,782



67,782



(4,609
)


63,173John Hopkins Court

1991






3,560







19,526



837



3,560







20,363



23,923







23,923Kaiser Drive

1990






3,430







6,093



966



3,430







7,059



10,489







10,489Kendall Square D

2002


70,963



3,572







166,308



474



3,572







166,782



170,354



(6,622
)


163,732King of Prussia Road

1954/2004






12,813







66,675



239



12,813







66,914



79,727



(4,014
)


75,713Landmark at Eastview

1958/1999










14,210



61,996



11,243



223



14,210



73,016



87,449



(4,811
)


82,638 88




---



##### Table of Contents



Gross amount carried at December 31,Initial Cost

Costs

2006Year







Buildings

Capitalized





BuildingsBuilt/





Ground

and

Subsequent



Ground

and



AccumulatedProperty

Renovated

Encumbrances

Land

Lease

Improvements

to Acquisition

Land

Lease

Improvements

Total

Depreciation

Net(1)















(2)

(3)Lucent Drive

2004


5,733



265







5,888







265







5,888



6,153



(233
)


5,920Monte Villa Parkway

1996/2002


9,576



1,020







10,711







1,020







10,711



11,731



(636
)


11,095Nancy Ridge Drive

1983/2001


6,872



2,344







10,063



32



2,344







10,095



12,439



(473
)


11,966One Research Way

1980






1,813







6,454



533



1,813







6,987



8,800







8,800Pacific Research Center

2000






74,017







140,883



5,311



74,017







146,194



220,211



(2,770
)


217,441Phoenixville Pike

1989






1,204







10,879



2,708



1,204







13,587



14,791



(549
)


14,242Road to the Cure

1977


15,657



4,430







19,129



7



4,430







19,136



23,566



(41
)


23,525San Diego Science Center

1973/2002






3,871







21,875



40



3,871







21,915



25,786



(1,211
)


24,575Science Center Drive

1995


11,444



2,630







16,365



75



2,630







16,440



19,070



(939
)


18,131Shady Grove Road

2003


147,000



28,601







197,548



2



28,603







197,548



226,151



(3,153
)


222,998Sidney Street

2000


30,732



7,580







50,488







7,580







50,488



58,068



(2,003
)


56,065Sorrento Valley Boulevard

1982






4,140







15,034







4,140







15,034



19,174



(41
)


19,133Spring Mill Drive

1988






1,074







7,948







1,074







7,948



9,022



(136
)


8,886Trade Centre Avenue

1997






3,275







15,404







3,275







15,404



18,679



(197
)


18,482Towne Centre Drive

2001


21,872



10,720







31,504



727



10,720







32,231



42,951



(1,871
)


41,080Tributary Street

1983/1998






2,060







10,597







2,060







10,597



12,657



(541
)


12,116900 Uniqema Boulevard

2000


1,648



404







3,692







404







3,692



4,096



(98
)


3,9981000 Uniqema Boulevard

1999






1,350







13,218



11



1,350







13,229



14,579



(413
)


14,166Vassar Street

1950/1998






2,040







13,841







2,040







13,841



15,881



(548
)


15,333Waples Street

1983/2005






2,470







2,907



7,374



2,470







10,281



12,751



(923
)


11,828Walnut Street

2004






5,200







36,068







5,200







36,068



41,268



(535
)


40,733West Kendall Square A

2002






4,922







121,182







4,922







121,182



126,104



(4,797
)


121,307217th Place

1987






7,125







3,529



146



7,125







3,675



10,800







10,800Total



$
676,725


$
355,391


$
14,210


$
2,047,284


$
101,232


$
355,648


$
14,210


$
2,148,259


$
2,518,117


$
(60,579
)

$
2,457,538     (1)
    
    Includes secured construction loan secured by the Center for
    Life Science | Boston
    property, but excludes unamortized debt premium of $13,466.(2)
    
    The aggregate gross cost of the Companys rental property
    for federal income tax purposes approximated $2.5 billion
    as of December 31, 2006 (unaudited).(3)
    
    Depreciation of the ground lease and building and improvements
    are recorded on a straight-line basis over the estimated useful
    lives ranging from the life of the lease to 40 years.(4)
    
    The entire property was under development as of
    December 31, 2006. 89




---



##### Table of Contents



Predecessor(5)BioMed Realty Trust, Inc.(5)


August 11,


January 1,Year Ended


Year Ended


thru


thruDecember 31,


December 31,


December 31,


August 17,2006


2005


2004


2004Investment in real
    estate:Balance at beginning of period/year

$
1,151,275


$
471,799


$



$
49,588Property acquisitions


1,296,134



650,642



471,467



Improvements


70,708



28,834



332



Balance at end of period/year

$
2,518,117


$
1,151,275


$
471,799


$
49,588Accumulated
    Depreciation:Balance at beginning of period/year

$
(21,904
)

$
(3,269
)

$



$
(2,563
)Depreciation expense


(38,675
)


(18,635
)


(3,269
)


(586
)Balance at end of period/year

$
(60,579
)

$
(21,904
)

$
(3,269
)

$
(3,149
)     (5)
    
    BioMed Realty Trust, Inc. commenced operations on
    August 11, 2004 after completion of our Offering.
    Industrial Road is the largest of the properties acquired in the
    Offering and therefore has been identified as the accounting
    acquirer, or Predecessor, pursuant to paragraph 17 of
    SFAS 141. As such, the information presented herein for our
    Predecessor were prepared on a stand-alone basis up to and
    including the acquisition date, August 17, 2004. Upon
    completion of the Offering, the interest in the Predecessor
    acquired from affiliates was recorded at historic cost. The
    acquisitions of the unaffiliated interests in the Predecessor
    and the interests in all of the other properties have been
    accounted for as a purchase in accordance with SFAS 141.   90




---



##### Table of Contents



Item 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure    Item 9A.
    Controls
    and Procedures  Evaluation
    of Disclosure Controls and Procedures
  Rule 13a-15(b)
  Managements
    Report on Internal Control Over Financial Reporting
      Rule 13a-15(f)
 91




---



##### Table of Contents



Changes
    in Internal Control over Financial Reporting
    Item 9B.
    Other
    Information   PART III  Item 10.
    Directors,
    Executive Officers and Corporate Governance  Form 10-K,
    Form 10-K,
  Form 10-K,
  Item 11.
    Executive
    Compensation    Item 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters    Item 13.
    Certain
    Relationships and Related Transactions, and Director
    Independence   92




---



##### Table of Contents



Item 14.
    Principal
    Accountant Fees and Services    Item 15.
    Exhibits
    and Financial Statement Schedules  (b)  Exhibits
  ExhibitNumber

Description3
.1

Articles of Amendment and
    Restatement of BioMed Realty Trust, Inc.(1)3
.2

Amended and Restated Bylaws of
    BioMed Realty Trust, Inc.(1)3
.3

Articles Supplementary
    Classifying BioMed Realty Trust, Inc.s 7.375%
    Series A Cumulative Redeemable Preferred Stock.(2)4
.1

Form of Certificate for Common
    Stock of BioMed Realty Trust, Inc.(3)4
.2

Form of Certificate for 7.375%
    Series A Cumulative Redeemable Preferred Stock of BioMed
    Realty Trust, Inc.(2)4
.3

Indenture, dated
    September 25, 2006, among BioMed Realty, L.P., BioMed
    Realty Trust, Inc. and U.S. Bank National Association, as
    trustee, including the form of 4.50% Exchangeable Senior Notes
    due 2026.(4)10
.1

Fourth Amended and Restated
    Agreement of Limited Partnership of BioMed Realty, L.P. dated as
    of January 18, 2007.(5)10
.2

Registration Rights Agreement
    dated as of August 13, 2004 among BioMed Realty Trust, Inc.
    and the persons named therein.(1)10
.3

2004 Incentive Award Plan, as
    amended.(6)10
.4

Form of Restricted Stock Award
    Agreement under the 2004 Incentive Award Plan.(7)10
.5

Form of Long Term Incentive Plan
    Unit Award Agreement.(6)10
.6

Form of Indemnification Agreement
    between BioMed Realty Trust, Inc. and each of its directors and
    officers.(3)10
.7

Employment Agreement between
    BioMed Realty Trust, Inc. and Alan D. Gold dated as of
    August 6, 2004.(1)10
.8

Employment Agreement between
    BioMed Realty Trust, Inc. and Gary A. Kreitzer dated as of
    August 6, 2004.(1)10
.9

First Amendment to Employment
    Agreement between BioMed Realty Trust, Inc. and Gary A. Kreitzer
    dated as of September 15, 2006.(8)10
.10

Employment Agreement between
    BioMed Realty Trust, Inc. and John F. Wilson, II dated as
    of August 6, 2004.(1)10
.11

First Amendment to Employment
    Agreement between BioMed Realty Trust, Inc. and John F.
    Wilson, II dated as of March 27, 2006.(9)10
.12

Employment Agreement between
    BioMed Realty Trust, Inc. and Matthew G. McDevitt dated as of
    August 6, 2004.(1)10
.13

First Amendment to Employment
    Agreement between BioMed Realty Trust, Inc. and Matthew G.
    McDevitt dated as of February 27, 2006.(10)10
.14

Employment Agreement between
    BioMed Realty Trust, Inc. and R. Kent Griffin dated as of
    March 27, 2006.(9)10
.15

Contribution Agreement between
    Alan D. Gold and BioMed Realty, L.P. dated as of May 4,
    2004.(3)10
.16

Contribution Agreement between
    Gary A. Kreitzer and BioMed Realty, L.P. dated as of May 4,
    2004.(3)10
.17

Contribution Agreement between
    John F. Wilson, II and BioMed Realty, L.P. dated as of
    May 4, 2004.(3)10
.18

Contribution Agreement between
    Matthew G. McDevitt and BioMed Realty, L.P. dated as of
    May 4, 2004.(3) 93




---



##### Table of Contents



ExhibitNumber

Description10
.19

Form of Contribution Agreement
    between the additional contributors and BioMed Realty, L.P.
    dated as of May 4, 2004.(3)10
.20

Stock Purchase Warrant issued to
    Raymond James & Associates, Inc. dated as of
    August 11, 2004.(10)10
.21

BioMed Realty 401(k) Retirement
    Savings Plan.(7)10
.22

First Amendment to the BioMed
    Realty 401(k) Retirement Savings Plan.(7)10
.23

Second Amendment to the BioMed
    Realty 401(k) Retirement Savings Plan.(7)10
.24

Good Faith Amendment to the BioMed
    Realty 401(k) Retirement Savings Plan.(10)10
.25

Third Amendment to the BioMed
    Realty 401(k) Retirement Savings Plan.(10)10
.26

Amendment to the BioMed Realty
    401(k) Retirement Savings Plan.(5)10
.27

Agreement for Purchase of Real
    Estate, dated as of April 15, 2005, between BioMed Realty,
    L.P. and The Lyme Timber Company.(11)10
.28

Secured Term Loan Agreement, dated
    as of May 31, 2005, by and among BioMed Realty, L.P.,
    KeyBank National Association, as Administrative Agent, and
    certain lenders party thereto.(12)10
.29

Form of Secured Term Loan Note.(12)10
.30

First Amendment to Secured Term
    Loan Agreement, dated as of June 28, 2006, by and among
    BioMed Realty, L.P., KeyBank National Association, as
    Administrative Agent, and certain lenders party thereto.(13)10
.31

Second Amendment to Secured Term
    Loan Agreement, dated as of November 3, 2006, by and among
    BioMed Realty, L.P., KeyBank National Association, as
    Administrative Agent, and certain lenders party thereto.(14)10
.32

Unsecured Credit Agreement, dated
    as of May 31, 2005, by and among BioMed Realty, L.P.,
    KeyBank National Association, as Administrative Agent, and
    certain lenders party thereto.(12)10
.33

Form of Line Note under Unsecured
    Credit Agreement.(12)10
.34

Form of Term Note under Unsecured
    Credit Agreement.(12)10
.35

First Amended and Restated
    Unsecured Credit Agreement, dated as of June 28, 2006, by
    and among BioMed Realty, L.P., KeyBank National Association, as
    Administrative Agent, and certain lenders party thereto.(13)10
.36

First Amendment to First Amended
    and Restated Unsecured Credit Agreement, dated as of
    November 3, 2006, by and among BioMed Realty, L.P., KeyBank
    National Association, as Administrative Agent, and certain
    lenders party thereto.(14)10
.37

Assumption, Consent and Loan
    Modification Agreement, dated as of May 31, 2005, by and
    among KS Parcel D, LLC, The Lyme Timber Company, BioMed Realty
    Trust, Inc., BMR  500 Kendall Street LLC and The
    Variable Annuity Life Insurance Company.(12)10
.38

Promissory Note, dated as of
    November 21, 2003, to The Variable Annuity Life Insurance
    Company.(12)10
.39

Mortgage, Security Agreement,
    Fixture Filing, Financing Statement and Assignment of Leases and
    Rents, dated as of November 21, 2003, in favor of The
    Variable Annuity Life Insurance Company.(12)10
.40

Lease, dated as of
    January 18, 2001, by and between Kendall Square, LLC and
    Vertex Pharmaceuticals Incorporated.(12)10
.41

First Amendment to Lease, dated as
    of May 9, 2002, by and between Kendall Square, LLC and
    Vertex Pharmaceuticals Incorporated.(12)10
.42

Second Amendment to Lease, dated
    as of September 16, 2003, by and between KS Parcel A, LLC,
    as successor to Kendall Square, LLC, and Vertex Pharmaceuticals
    Incorporated.(12)10
.43

Third Amendment to Lease, dated as
    of December 22, 2003, by and between KS Parcel A, LLC, as
    successor to Kendall Square, LLC, and Vertex Pharmaceuticals
    Incorporated.(12)10
.44

Fourth Amendment to Lease, dated
    as of September 30, 2004, by and between KS Parcel A, LLC,
    as successor to Kendall Square, LLC, and Vertex Pharmaceuticals
    Incorporated.(12)10
.45

Fifth Amendment to Lease, dated as
    of April 15, 2005, by and between KS Parcel A, LLC, as
    successor to Kendall Square, LLC, and Vertex Pharmaceuticals
    Incorporated.(12) 94




---



##### Table of Contents



ExhibitNumber

Description10
.46

Sixth Amendment to Lease, dated as
    of September 23, 2005, by and between BMR-675 West
    Kendall Street LLC, as successor to Kendall Square, LLC, and
    Vertex Pharmaceuticals Incorporated.(15)10
.47

Seventh Amendment to Lease, dated
    as of January 23, 2006, by and between BMR-675 West
    Kendall Street LLC, as successor to Kendall Square, LLC, and
    Vertex Pharmaceuticals Incorporated.(10)10
.48

Lease, dated as of
    September 17, 1999, by and between Trustees of
    Fort Washington Realty Trust and Vertex Pharmaceuticals
    Incorporated.(12)10
.49

Lease, dated March 3, 1995,
    by and between Fort Washington Limited Partnership and
    Vertex Pharmaceuticals Incorporated.(12)10
.50

First Amendment to Lease, dated as
    of December 1996, by and between David E. Clem and David M.
    Roby, as Trustees of Fort Washington Realty Trust, and
    Vertex Pharmaceuticals Incorporated.(12)10
.51

Second Amendment to Lease, dated
    as of June 13, 1997, by and between David E. Clem and David
    M. Roby, as Trustees of Fort Washington Realty Trust, and
    Vertex Pharmaceuticals Incorporated.(12)10
.52

Third Amendment to Lease, dated as
    of October 1, 1998, by and between David E. Clem and David
    M. Roby, as Trustees of Fort Washington Realty Trust, and
    Vertex Pharmaceuticals Incorporated.(12)10
.53

Fourth Amendment to Lease, dated
    as of February 22, 2000, by and between David E. Clem and
    David M. Roby, as Trustees of Fort Washington Realty Trust,
    and Vertex Pharmaceuticals Incorporated.(12)10
.54

Fifth Amendment to Lease, dated as
    of May 1, 1999, by and between David E. Clem and David M.
    Roby, as Trustees of Fort Washington Realty Trust, and
    Vertex Pharmaceuticals Incorporated.(12)10
.55

Sixth Amendment to Lease, dated as
    of April 6, 2005, by and between David E. Clem and David M.
    Roby, as Trustees of Fort Washington Realty Trust, and
    Vertex Pharmaceuticals Incorporated.(12)10
.56

Lease, dated November 14,
    2006, between BMR-21 Erie Street LLC and Vertex Pharmaceuticals
    Incorporated.(16)10
.57

Agreement of Purchase and Sale,
    dated as of May 2, 2006, between Human Genome Sciences,
    Inc. and BioMed Realty, L.P.(17)10
.58

Lease Agreement, dated as of
    May 24, 2006, between BMR-Belward Campus Drive LSM LLC and
    Human Genome Sciences, Inc. (18)10
.59

Lease Agreement, dated as of
    May 24, 2006, between BMR-Shady Grove Road HQ LLC and Human
    Genome Sciences, Inc. (18)10
.60

Secured Bridge Loan Agreement,
    dated as of May 24, 2006, by and among BioMed Realty, L.P.,
    KeyBank National Association, as Administrative Agent, and
    certain lenders party thereto.(18)10
.61

Form of Note under Secured Bridge
    Loan Agreement.(18)10
.62

First Amendment to Secured Bridge
    Loan Agreement, dated as of July 5, 2006, by and among
    BioMed Realty, L.P. and KeyBank National Association,
    individually and as Administrative Agent.(19)10
.63

Purchase and Sale Agreement, dated
    as of June 7, 2006, between Sun Microsystems, Inc. and
    BioMed Realty, L.P.(20)10
.64

First Amendment to Purchase and
    Sale Agreement, dated as of June 22, 2006, between Sun
    Microsystems, Inc. and BioMed Realty, L.P.(20)10
.65

Second Amendment to Purchase and
    Sale Agreement, dated as of June 23, 2006, between Sun
    Microsystems, Inc. and BioMed Realty, L.P.(20)10
.66

Registration Rights Agreement,
    dated September 25, 2006, among BioMed Realty Trust, Inc.,
    BioMed Realty, L.P., Credit Suisse Securities (USA) LLC and
    Morgan Stanley & Co. Incorporated.(4)10
.67

Promissory Note, dated
    August 23, 2006, by BMR-Shady Grove B LLC in favor of
    KeyBank National Association.(21)10
.68

Indemnity Deed of Trust,
    Assignment of Leases and Rents, Security Agreement, and Fixture
    Filing, dated August 23, 2006, by BMR-Shady Grove Road HQ
    LLC in favor of KeyBank National Association.(21)10
.69

Real Estate Purchase and Sale
    Agreement, dated as of October 20, 2006, among BioMed
    Realty, L.P., CLSB I, LLC and CLSB II, LLC.(22)10
.70

First Amendment to Real Estate
    Purchase and Sale Agreement, dated as of November 2, 2006,
    among BioMed Realty, L.P., CLSB I, LLC and CLSB II,
    LLC.(14) 95




---



##### Table of Contents



ExhibitNumber

Description10
.71

Secured Acquisition and
    Construction Loan Agreement, dated as of November 17, 2006,
    among BMR-Blackfan Circle LLC, KeyBank National Association, as
    Administrative Agent, and certain other lenders party
    thereto.(16)10
.72

Promissory Note, dated
    November 17, 2006, by BMR-Blackfan Circle LLC in favor of
    KeyBank National Association.(16)10
.73

Amended and Restated Secured
    Acquisition and Construction Loan Agreement, dated as of
    December 21, 2006, among BMR-Blackfan Circle LLC, KeyBank
    National Association, as Administrative Agent, and certain other
    lenders party thereto.(23)10
.74

Purchase and Sale Agreement, dated
    as of January 29, 2007, among Rogers Street, LLC,
    Lyme/Houston Development I, LP, Kendall Square LLC and
    BioMed Realty, L.P.(5)10
.75

First Amendment to Real Estate
    Purchase and Sale Agreement, dated as of February 16, 2007,
    among Rogers Street, LLC, Lyme/Houston Development I, LP,
    Kendall Square LLC and BioMed Realty, L.P.(5)10
.76

Purchase and Sale Agreement, dated
    as of January 29, 2007, among
    SP-K
    Development, LLC,
    SP-B1
    Development, LLC, SP-A Development, LLC, SP-B2 Development, LLC,
    SP-D Development, LLC,
    SP-E
    Development, LLC,
    SP-J
    Development, LLC, 110 Munson Street, LLC, SP-C Development, LLC,
    Lyme Properties LLC and BioMed Realty, L.P.(5)10
.77

First Amendment to Real Estate
    Purchase and Sale Agreement, dated as of February 16, 2007,
    among SP-K
    Development, LLC, SP-B1 Development, LLC,
    SP-A
    Development, LLC, SP-B2 Development, LLC, SP-D Development, LLC,
    SP-E Development, LLC, SP-J Development, LLC, 110 Munson Street,
    LLC, SP-C Development, LLC, Lyme Properties LLC and BioMed
    Realty, L.P.(5)10
.78

Director Compensation Policy.(24)21
.1

List of Subsidiaries of BioMed
    Realty Trust, Inc.(5)23
.1

Consent of KPMG LLP.(5)31
.1

Certification of Chief Executive
    Officer pursuant to Section 302 of the Sarbanes-Oxley Act
    of 2002.(5)31
.2

Certification of Chief Financial
    Officer pursuant to Section 302 of the Sarbanes-Oxley Act
    of 2002.(5)32
.1

Certifications of Chief Executive
    Officer and Chief Financial Officer pursuant to 18 U.S.C.
    Section 1350, as adopted pursuant to Section 906 of
    the Sarbanes-Oxley Act of 2002.(5)     (1)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Quarterly Report on
    Form 10-Q
    filed with the Securities and Exchange Commission on
    September 20, 2004.(2)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Registration Statement on
    Form 8-A
    filed with the Securities and Exchange Commission on
    January 17, 2007.(3)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Registration Statement of
    Form S-11,
    as amended (File
    No. 333-115204),
    filed with the Securities and Exchange Commission on May 5,
    2004.(4)
    
    Incorporated herein by reference to BioMed Realty Trust,
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    September 26, 2006.(5)
    
    Filed herewith.(6)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    January 5, 2007.(7)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    January 14, 2005.(8)
    
    Incorporated herein by reference to BioMed Realty Trust,
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    September 15, 2006.(9)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    March 15, 2006. 96




---



##### Table of Contents



(10)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Annual Report on
    Form 10-K
    filed with the Securities and Exchange Commission on
    March 15, 2006.(11)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    April 19, 2005.(12)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    June 3, 2005.(13)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    July 3, 2006.(14)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Quarterly Report on
    Form 10-Q
    filed with the Securities and Exchange Commission on
    November 8, 2006.(15)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    September 29, 2005.(16)
    
    Incorporated herein by reference to BioMed Realty Trust,
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    November 20, 2006.(17)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on May 5,
    2006.(18)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    May 26, 2006.(19)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Quarterly Report on
    Form 10-Q
    filed with the Securities and Exchange Commission on
    August 8, 2006.(20)
    
    Incorporated herein by reference to BioMed Realty Trust
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    July 17, 2006.(21)
    
    Incorporated herein by reference to BioMed Realty Trust,
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    August 28, 2006.(22)
    
    Incorporated herein by reference to BioMed Realty Trust,
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    October 24, 2006.(23)
    
    Incorporated herein by reference to BioMed Realty Trust,
    Inc.s Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    December 28, 2006.(24)
    
    Incorporated by reference to BioMed Realty Trust, Inc.s
    Current Report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    February 6, 2007. 97




---



##### Table of Contents



SIGNATURES
      ALAN
    D. GOLD
         KENT
    GRIFFIN
         KAREN
    A. SZTRAICHER
             Signature

Title

Date/s/  BARBARA
    R. CAMBONBarbara
    R. Cambon

Director

February 28, 2007/s/  EDWARD
    A. DENNISEdward
    A. Dennis

Director

February 28, 2007/s/  GARY
    A. KREITZERGary
    A. Kreitzer

Executive Vice President, General
    Counsel, Secretary and Director

February 28, 2007/s/  MARK
    J. RIEDYMark
    J. Riedy

Director

February 28, 2007/s/  THEODORE
    D. ROTHTheodore
    D. Roth

Director

February 28, 2007/s/  M.
    FAYE WILSONM.
    Faye Wilson

Director

February 28, 2007  98