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NEWS RELEASE

BROOKFIELD REPORTS 37% INCREASE
IN FUNDS FROM OPERATIONS
FOR FIRST QUARTER OF 2004

NEW YORK, April 28, 2004 Brookfield Properties Corporation (BPO: NYSE, TSX)
today announced strong financial results for the first quarter ended March 31,
2004.

Funds from operations (FFO) increased 37% to $0.70 per share for the three
months ended March 31, 2004, over $0.51 per share during the same period in
2003.

|                            |                       |                |   |                |  |  |   |      | 
|--------------------------- | --------------------- | -------------- | - | -------------- |  |  | - | ---- | 
|Three months ended          |                       | March 31, 2004 |   | March 31, 2003
|                            |                       |                |   |               
|Funds from operations (FFO) |                       |                |   |                |  |  |   |     
|                            | - $ (millions)        |                | $ | 120            |  |  | $ | 86   | 
|                            | - per share  diluted |                | $ | 0.70           |  |  | $ | 0.51 | 
|Net income                  |                       |                |   |                |  |  |   |     
|                            | - $ (millions)        |                | $ | 56             |  |  | $ | 50   | 
|                            | - per share  diluted |                | $ | 0.30           |  |  | $ | 0.29 | 

Net income increased $6 million for the three months ended March 31, 2004 to
$56 million or $0.30 per share, compared to $50 million or $0.29 per share for
2003.

Our focused strategy of investing in high-barrier, high-growth markets,
pro-actively leasing to solid tenants, along with disciplined asset and capital
management programs, has enabled us to produce consistently strong results,
said Ric Clark, President and CEO of Brookfield.

MAJOR INITIATIVES IN THE FIRST QUARTER OF 2004



| |  | Acquired Edison Place, 701 9th Street, N.W., in Washington, D.C. for
$167.1 million, including the assumption of $151.6 million of
long-term mortgage debt. The 547,000 square foot, 10-story office
building was completed in 2001 and is fully occupied by the Potomac
Electric Power Company under a 25-year master lease. The transaction
marks Brookfields second acquisition of a major Class A office
building in Washington, D.C., following the purchase of 1625 Eye St.,
N.W., in December 2003.
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | Refinanced Republic Plazain Denver with a $170 million ten-year
non-recourse mortgage financing at a fixed interest rate of 5.13%,
representing a reduction of approximately 400 basis points from the
prior fixed-rate mortgage financing.                                                                                                                                                                                                                                                                





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| |  | Sold the companys 20% interest in Gulf Canada Squarein Calgary. The
sale occurred following the successful renewal of a 400,000 square
foot lease with Canadian Pacific Railway Company and marked the completion of the companys strategy to
invest, reposition, and monetize unsurfaced value from this asset, all
within a 14-month time frame.
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | Repurchased 650,400 common sharesof the company year-to-date at an
average price of $29.59 per share. This brings the total number of
shares repurchased since the inception of the normal course issuer bid
to 11.4 million at an average price of $18.91 per share.                                                                               
| 
| |  | Agreed to issue C$200 million of preferred shareswith a dividend rate
of 5.0% subsequent to quarter-end. The issuance further strengthens
the companys balance sheet and reduces its overall cost of capital.
Closing is expected to occur on April 30, 2004.                                                                                      

OPERATING HIGHLIGHTS

Brookfields markets are beginning to improve, as evidenced by the absorption
of sublease space and modestly declining vacancy rates. At quarter-end, the
company had an occupancy rate of 96.7% in its core markets of New York, Boston,
Washington, D.C., Toronto and Calgary, and an occupancy rate of 93.10% across
the portfolio.



| |  | Increased current commercial property operating income by $37 million.
During the first quarter of 2004, net operating income from current
commercial property operations was $179 million, compared with $142
million in 2003. The increase includes the contribution from 300 Madison
Avenue and 1625 Eye Street, the $16 million net leasing fee realized upon
the successful completion of the sublease at 300 Madison Avenue, and an
increment of $5 million of straight-line rent due to the change in
accounting policy.
|- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | Leased 1.2 million square feetof space during the first quarter of 2004,
approximately five times the amount contractually expiring, including:                                                                                                                                                                                                                                                                                                                                                                                



| | New York    |                                                                                                                                                                                                                                                                                                 
| | ----------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |            | a twenty-year lease with Cadwalader, Wickersham & Taft for
460,000 square feet in One World Financial Center. The transaction
will result in a one-time $60 million net gain in the second
quarter of 2004 upon the termination of the existing lease on the
space which Cadwalader will occupy;
| |            | a fifteen-year lease renewal with Dow Jones & Company for
151,000 square feet in One World Financial Center; and                                                                                                                                                                                
| |            | a ten-year lease renewal with Fleming, Zulack & Williamson
for 44,000 square feet in One Liberty Plaza.                                                                                                                                                                                         
|
| | Toronto     |                                                                                                                                                                                                                                                                                                 
| |            | a five-year renewal with TD Bank for 187,000 square feet at
BCE Place, the third of BCE Places three anchor tenants to renew in
the past twelve months, further reducing the 2005 rollover exposure
in this market.                                                                            
|
| | Minneapolis |                                                                                                                                                                                                                                                                                                 
| |            | a ten-year lease with Target for 94,000 square feet at 33 South Sixth Street; and                                                                                                                                                                                                               
| |            | a twelve-year lease with Rider Bennett for 88,000 square
feet at 33 South Sixth Street.                                                                                                                                                                                                         





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| |  | Earned $8 million from residential land development operations, an
increase of $1 million over the first quarter of 2003, as the housing
market across North America remains strong.
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

OUTLOOK

As we look to the balance of the year, we expect our pro-active leasing
strategy of reaching out to tenants in advance of maturities wherever possible
will continue to strengthen our financial results. In addition, we will strive
to continue enhancing value for shareholders through the implementation of our
solid growth strategy which includes the acquisition of high-quality properties
in stable, high-growth markets, concluded Clark.

***********

Change in Accounting Policy

Historically, Brookfields accounting policy has been to record revenues in
accordance with the actual payments received under the terms of the companys
leases, which typically increase over time, and to record depreciation on a
sinking-fund basis. However, commencing January 1, 2004, accounting standards
require both straight-line rent recognition and straight-line depreciation.
This change resulted in additional revenue of $5 million and additional
depreciation of $13 million before the effect of taxes for the three months
ended March 31, 2004. A schedule reconciling FFO to a non straight-line rent
basis can be found in the supplemental information package to allow for
comparability with prior periods.

Dividend Declaration

The Board of Directors of Brookfield declared a quarterly common share dividend
of $0.15 per share, payable on June 30, 2004 to shareholders of record at the
close of business on June 1, 2004. Shareholders resident in the United States
will receive payment in U.S. dollars and shareholders resident in Canada will
receive their dividends in Canadian dollars at the exchange rate on the record
date, unless they elect otherwise. The quarterly dividends payable for the
Class AAA, Series F, G, H, I and J preferred shares were also declared payable
on June 30, 2004 to shareholders of record at the close of business on June 15,
2004.

Conference Call

Brookfields first-quarter investor conference call can be accessed by
teleconference on April 28, 2004 at 3:00 p.m. E.T. at 1-888-789-0089 or
416-695-9753. The archived teleconference may be accessed by dialing
1-866-518-1010 or 416-695-5275 through May 6, 2004. The conference call can
also be accessed by Webcast on the Brookfield Web site at
www.brookfieldproperties.com. In addition, Brookfields Annual General Meeting
for shareholders will be Webcast on Brookfields Web site on April 28, 2004 at
11:30 a.m. (E.T.).

Supplemental Information

Investors, analysts and other interested parties can access Brookfields
Supplemental Information Package on Brookfields Web site under the Investor
Information/Financial Reports section. This additional financial information
should be read in conjunction with this press release.





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Brookfield Profile

Brookfield Properties Corporation owns, develops and manages premier North
American office properties. The Brookfield portfolio comprises 47 commercial
properties and development sites totaling 45 million square feet, including landmark properties such as the
World Financial Center in New York and BCE Place in Toronto. Brookfield is
inter-listed on the New York and Toronto Stock Exchanges under the symbol BPO.

Contact

Melissa Coley, Vice President, Investor Relations and Communications, tel.
(212) 4177215, or via email at: mcoley@brookfieldproperties.com.

***********

Note: This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. The words believe,
expect, anticipate, intend, estimate, and other expressions which are
predictions of or indicate future events and trends and which do not relate to
historical matters, identify forward looking statements. Reliance should not be
placed on forward-looking statements because they involve known and unknown
risks, uncertainties and other factors, which may cause the actual results,
performance or achievements of the company to differ materially from
anticipated future results, performance or achievement expressed or implied by
such forward-looking statements. Factors that could cause actual results to
differ materially from those set forward in the forward-looking statements
include general economic conditions, local real estate conditions, timely
re-leasing of occupied square footage upon expiration, interest rates,
availability of equity and debt financing and other risks detailed from time to
time in the documents filed by the company with the securities regulators in
Canada and the United States. The company undertakes no obligation to publicly
update or revise any forward looking statements, whether as a result of new
information, future events or otherwise.





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CONSOLIDATED STATEMENT OF INCOME

|                                          |                                          |                            |      |      |  |   |      |     | 
|----------------------------------------- | ---------------------------------------- | -------------------------- | ---- | ---- |  | - | ---- | --- | 
|Unaudited                                 |                                          | Three months ended Mar. 31
|                                          |                                          |                           
|(US Millions, except per share amounts)   |                                          | 2004                       |      | 2003
|                                          |                                          |                            |      |     
|Total revenue                             |                                          | $                          | 326  |      |  | $ | 295  |    
|                                          |                                          |                            |      |      |  |   |      |    
|Net operating income                      |                                          |                            |      |      |  |   |      |    
|Commercial property operations            |                                          |                            |      |      |  |   |      |    
|                                          | Operating income from current properties |                            | $    | 179  |  |   | $    | 142 | 
|                                          | Operating income from properties sold    |                            |      |     |  |   |      | 8   | 
|                                          |                                          |                            |      |      |  |   |      |    
|Total commercial property operations      |                                          |                            | 179  |      |  |   | 150  |    
|                                          |                                          |                            |      |      |  |   |      |    
|Development and residential operations    |                                          |                            | 8    |      |  |   | 7    |    
|Interest and other                        |                                          |                            | 14   |      |  |   | 15   |    
|                                          |                                          |                            |      |      |  |   |      |    
|                                          |                                          |                            | 201  |      |  |   | 172  |    
|                                          |                                          |                            |      |      |  |   |      |    
|Expenses                                  |                                          |                            |      |      |  |   |      |    
|Interest                                  |                                          |                            | 66   |      |  |   | 70   |    
|Administrative and development            |                                          |                            | 10   |      |  |   | 11   |    
|Interests of others in properties         |                                          |                            | 5    |      |  |   | 5    |    
|                                          |                                          |                            |      |      |  |   |      |    
|Income before undernoted                  |                                          |                            | 120  |      |  |   | 86   |    
|                                          |                                          |                            |      |      |  |   |      |    
|Depreciation and amortization             |                                          |                            | 34   |      |  |   | 18   |    
|Taxes and other non-cash items            |                                          |                            | 30   |      |  |   | 18   |    
|                                          |                                          |                            |      |      |  |   |      |    
|Net income                                |                                          | $                          | 56   |      |  | $ | 50   |    
|                                          |                                          |                            |      |      |  |   |      |    
|Funds from operations per share  diluted |                                          | $                          | 0.70 |      |  | $ | 0.51 |    
|                                          |                                          |                            |      |      |  |   |      |    
|Net income per share  diluted            |                                          | $                          | 0.30 |      |  | $ | 0.29 |    
|                                          |                                          |                            |      |      |  |   |      |    





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CONSOLIDATED BALANCE SHEET

|                                       |              |           |          |         |          |   |       |     | 
|-------------------------------------- | ------------ | --------- | -------- | ------- | -------- | - | ----- | --- | 
|                                       |              |           | Mar. 31, |         | Dec. 31,
|                                       |              |           | 2004     |         | 2003    
|                                       |              |           |          |         |         
|(US Millions)                          |              | Unaudited |          | Audited
|                                       |              |           |          |        
|Assets                                 |              |           |          |         |          |   |       |    
|Commercial properties                  |              | $         | 6,493    |         |          | $ | 6,297 |    
|Development properties                 |              |           | 725      |         |          |   | 684   |    
|Receivables and other                  |              |           | 646      |         |          |   | 717   |    
|Marketable securities                  |              |           | 317      |         |          |   | 267   |    
|Cash and cash equivalents              |              |           | 148      |         |          |   | 132   |    
|                                       |              |           |          |         |          |   |       |    
|                                       |              | $         | 8,329    |         |          | $ | 8,097 |    
|                                       |              |           |          |         |          |   |       |    
|Liabilities                            |              |           |          |         |          |   |       |    
|Commercial property debt               |              | $         | 4,582    |         |          | $ | 4,537 |    
|Accounts payable and other liabilities |              |           | 717      |         |          |   | 545   |    
|Future income tax liability            |              |           | 53       |         |          |   | 18    |    
|                                       |              |           |          |         |          |   |       |    
|Shareholders interests                |              |           |          |         |          |   |       |    
|Interests of others in properties      |              |           | 47       |         |          |   | 81    |    
|Preferred shares                       |              |           |          |         |          |   |       |    
|                                       | Subsidiaries |           |          | 412     |          |   |       | 415 | 
|                                       | Corporate    |           |          | 586     |          |   |       | 586 | 
|Common shares                          |              |           | 1,932    |         |          |   | 1,915 |    
|                                       |              |           |          |         |          |   |       |    
|                                       |              | $         | 8,329    |         |          | $ | 8,097 |    
|                                       |              |           |          |         |          |   |       |    

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