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NEWS RELEASE
 BROOKFIELD ANNOUNCES
THIRD QUARTER 2005 RESULTS  C$2 Billion O&Y Acquisition Nears Completion
    INVESTMENT AND FINANCING ACTIVITY
 Completed the acquisition of O&Y Properties Corporation on October 21, 2005.




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Reached an agreement to sell the companys 50% interest in Colorado State Bank building
 Acquired remaining 50% interest in the Bay Adelaide development site
 Repurchased 483,500 common shares of the company
 OPERATING HIGHLIGHTS
 Earned $163 million of net operating income from commercial property operations
  New York
 
    
    New 17-year lease of 197,200 square feet with American Express at Three World
Financial Center. American Express occupies 408,000 square feet or 34% of Brookfields
portion of Three World Financial Center.
 Washington, D.C.
 
    
    New nine-year lease for 32,900 square feet with Finmeccanica at 1625 Eye Street, N.W.
 Toronto
 
    
    Ten-year renewal and expansion for 31,000 square feet with the Boston Consulting
Group at Bay Wellington Tower
    
    New 15-year lease for 29,000 square feet with TNS Canadian Facts at Hudson Bay Centre
 Calgary
 
    
    New ten-year lease for 23,300 square feet with Crescent Point Energy at Petro-Canada
Centre




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Minneapolis
 
    
    Ten-year extension for 15,400 square feet with M & I Bank at Gaviidae Common.
 Earned $24 million of net operating income from residential development operations
 BROOKFIELDS NEWEST ASSET: FIRST CANADIAN PLACE
  OUTLOOK
   Accounting Change
  Dividend Declaration




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Conference Call
 www.brookfieldproperties.com
 Supplemental Information
  Brookfield Profile
  Contact




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STATEMENT OF INCOME
 Three months ended Sept. 30
    
    
    Nine months ended Sept. 30(US Millions, except per share amounts)
    
    2005
    
    
    2004
    
    
    2005
    
    
    2004Total revenue
    
    $
    378
    
    
    $
    345
    
    
    $
    1,075
    
    
    $
    1,052Net operating incomeCommercial property operations
    
    $
    163
    
    
    $
    168
    
    
    $
    497
    
    
    $
    513Lease termination income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    60Total commercial property operations
    
    
    163
    
    
    
    168
    
    
    
    497
    
    
    
    573Development operations
    
    
    24
    
    
    
    11
    
    
    
    61
    
    
    
    29Interest and other
    
    
    10
    
    
    
    11
    
    
    
    31
    
    
    
    36197
    
    
    
    190
    
    
    
    589
    
    
    
    638ExpensesInterest
    
    
    85
    
    
    
    77
    
    
    
    247
    
    
    
    228Administrative and development
    
    
    11
    
    
    
    10
    
    
    
    33
    
    
    
    31Minority interests of others in properties
    
    
    4
    
    
    
    5
    
    
    
    12
    
    
    
    1697
    
    
    
    98
    
    
    
    297
    
    
    
    363Depreciation and amortization
    
    
    42
    
    
    
    37
    
    
    
    119
    
    
    
    106Unrealized foreign exchange on preferred
share restatement
    
    
    
    
    
    
    28
    
    
    
    
    
    
    
    22Future income taxes and other provisions
    
    
    22
    
    
    
    22
    
    
    
    61
    
    
    
    99Net income
    
    $
    33
    
    
    $
    11
    
    
    $
    117
    
    
    $
    136Funds from operations per share  dilutedPrior to lease termination income
    
    $
    0.41
    
    
    $
    0.41
    
    
    $
    1.26
    
    
    $
    1.28Lease termination income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.25$
    0.41
    
    
    $
    0.41
    
    
    $
    1.26
    
    
    $
    1.53Net income per share  dilutedPrior to lease termination income
    
    $
    0.14
    
    
    $
    0.05
    
    
    $
    0.49
    
    
    $
    0.43Lease termination income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.15$
    0.14
    
    
    $
    0.05
    
    
    $
    0.49
    
    
    $
    0.58
 Notes:(i)
    
    The 2004 results have been restated to reflect the impact of the reclassification of certain
preferred share dividends to interest expense and foreign exchange on the reclassification of
certain preferred shares to liabilities.(ii)
    
    Per share amounts include the effect of three-for-two common stock split.




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CONSOLIDATED BALANCE SHEET
 (US Millions)
    
    September 30, 2005
    
    
    December 31, 2004AssetsCommercial properties
    
    $
    7,043
    
    
    $
    6,693Development properties
    
    
    547
    
    
    
    716Receivables and other
    
    
    822
    
    
    
    698Marketable securities
    
    
    207
    
    
    
    285Cash and cash equivalents
    
    
    164
    
    
    
    112Assets held for sale
    
    
    19
    
    
    
    $
    8,802
    
    
    $
    8,504LiabilitiesCommercial property debt
    
    $
    4,731
    
    
    $
    4,550Accounts payable and other liabilities
    
    
    497
    
    
    
    424Future income tax liability
    
    
    123
    
    
    
    96Liabilities related to assets held for sale
    
    
    12
    
    
    
    Capital securities
    
    
    1,101
    
    
    
    1,069Shareholders interestsMinority interests of others in properties
    
    
    58
    
    
    
    53Preferred sharesSubsidiaries
    
    
    331
    
    
    
    320Corporate
    
    
    45
    
    
    
    45Common shares
    
    
    1,904
    
    
    
    1,947$
    8,802
    
    
    $
    8,504
 Note: The 2004 results include the restatement of certain of the corporations preferred shares
as liabilities under the caption Capital securities.