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                                                                EXHIBIT 10.32



                                PLEDGE AGREEMENT


            This Pledge Agreement is made and entered into as of August 14,
1998, between Diana M. Laing ("Borrower"), and Arden Realty, Inc., a Maryland
corporation (the "Company").

                                    RECITALS

            A.    The Company has loaned to Borrower $1,000,000.00 as evidenced
by a promissory note dated as of August 14, 1998 (the "Note"), which was used by
Borrower to purchase an aggregate of 42,553 shares of the Company's common stock
(the "Pledged Shares") pursuant to the terms of The 1996 Stock Option and
Incentive Plan of Arden Realty, Inc. and Arden Realty Limited Partnership.

            B.    Borrower desires to grant a security interest in the Pledged
Shares to the Company to secure payment of the Note.

                                    AGREEMENT

            Now, therefore, in consideration of the above recitals and the
mutual covenants hereinafter set forth, the parties hereto agree as follows:

            1.    Creation of Security Interest. Borrower hereby grants to the
Company a security interest in all of Borrower's right, title and interest in
and to the collateral described in section 2 hereinbelow (the "Collateral") in
order to secure the payment and performance of the obligations described in
section 3 hereinbelow.

            2.    Collateral. The Collateral under this Pledge Agreement is:

                  (a)   The Pledged Shares;

                  (b)   All securities, certificates and instruments
      representing or evidencing ownership of the Collateral hereunder, and all
      proceeds and products of any 


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      Collateral hereunder, including without limitation, stock, cash, property
      or other dividends, securities, rights and other property now or hereafter
      at any time or from time to time received, receivable or otherwise
      distributed or distributable in respect of or in exchange for any or all
      of such Collateral; and

                  (c)   Any substituted or additional Collateral required to be
      supplied under the terms of this Pledge Agreement.

            3.    Secured Obligations of Borrower. The Collateral secures and
shall hereafter secure the payment to the Company of all indebtedness now or
hereafter owed to the Company by Borrower pursuant to the Note, this Agreement
and any extensions, modifications and renewals thereof.

            4.    Borrower's Representations and Warranties. Borrower represents
and warrants:

                  (a)   Borrower is (or to the extent that this Pledge Agreement
      states that the Collateral is to be acquired after the date hereof, will
      be) the sole owner of the Collateral; that the security interest hereunder
      in the Collateral is a first, prior and perfected security interest; that
      there are no security interests, liens or encumbrances upon, or adverse
      claims of title to, or any other interest whatsoever in, the Collateral or
      any portion thereof except that created by this Pledge Agreement; and that
      no financing statement covering the Collateral or any portion thereof
      exists or is on file in any public office; and

                  (b)   Borrower has full right, power and authority to enter
      into this Pledge Agreement and no consent of, or registration or filing
      with, any person or entity, 


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      including the California Corporations Commissioner or any other
      governmental officer or entity, is required.

            5.    Covenants of Borrower. Borrower covenants that:

                  (a)   Borrower will deliver to the Company each item of
      Collateral hereunder immediately upon Borrower's acquisition thereof, and
      will defend the Collateral against all claims and demands of all persons
      at any time claiming the same or any interest therein; and

                  (b)   If, while this Pledge Agreement is in effect, any stock
      dividend, stock split, reclassification, readjustment, reorganization,
      merger, consolidation or other change in the capital structure is declared
      or made, or proposed to be declared or made, by the Company or any issuer
      of the Collateral, all substituted and additional securities issued with
      respect to the Collateral shall be endorsed in blank by Borrower promptly
      upon receipt thereof or otherwise appropriately transferred to the Company
      in negotiable form, and all certificates or instruments evidencing such
      securities shall be delivered to the Company to be held under the terms of
      this Pledge Agreement in the same manner as and as part of the Collateral.
      Borrower shall have the right to exercise any subscription or other rights
      with respect to any Collateral, with the prior written approval of such
      exercise by the Company; provided, however, that any securities which may
      be issued upon exercise of any such rights shall be delivered to the
      Company, with any necessary stock power, endorsed in blank and with
      signatures guaranteed, to be included in the Collateral.


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            6.    Defaults and Remedies.

                  (a)   The occurrence of any one or more of the following
      events or conditions affecting Borrower shall constitute a default under
      this Pledge Agreement:

                        (i)   Borrower fails to pay any indebtedness, perform
            any obligation required to be performed by her, or discharge her
            liability to the Company in accordance with the terms of the Note;
            or

                        (ii)  Borrower fails to perform any obligation under
            this Agreement.

                  (b)   Upon the occurrence of a default hereunder, the Company
      may, at its option, without notice to or demand upon Borrower, do any one
      or more of the following:

                        (i)   Exercise any or all of the rights and remedies
            provided for by the applicable Uniform Commercial Code, specifically
            including, without limitation, the right to recover the attorneys'
            fees incurred by the Company in the enforcement of this Pledge
            Agreement or in connection with Borrower's redemption of the
            Collateral;

                        (ii)  Sell the Collateral, or any portion thereof, at
            any public or private sale or on any securities exchange or other
            recognized market, for cash, upon credit or for future delivery, as
            the Company shall deem appropriate;

                        (iii) Enforce one or more remedies hereunder,
            successively or concurrently, and such action shall not operate to
            estop or prevent the Company from pursuing any other or further
            remedy it may have, and any repossession or retaking or sale of the
            Collateral pursuant to the terms hereof shall not operate to 


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            release Borrower until full payment of any deficiency has been made
            in cash. Borrower shall reimburse the Company upon demand for, or
            the Company may apply any proceeds of Collateral to, the costs and
            expenses (including attorneys' fees, transfer taxes and other
            charges) incurred by the Company in connection with any sale,
            disposition or retention of any Collateral hereunder.

            7.    Miscellaneous Provisions.

                  (a)   Notices. Notices, requests and other communications
      hereunder shall be in writing and may be delivered personally or sent by
      telegram, telex or first class mail to the parties addressed as follows:

      To Borrower:                      Diana M. Laing
                                        c/o Arden Realty, Inc.
                                        11601 Wilshire Boulevard
                                        Fourth Floor
                                        Los Angeles, CA 90025-1740
                                        Facsimile:(310) 966-2699

      To the Company:                   Arden Realty, Inc.
                                        11601 Wilshire Boulevard
                                        Fourth Floor
                                        Los Angeles, CA 90025-1740
                                        Attn: President
                                        Facsimile:(310) 966-2699


      Such notices, requests and other communications sent as provided
      hereinabove shall be effective when received by the addressee thereof, but
      if sent by registered or certified mail, postage prepaid, shall be
      effective exactly three (3) business days after being deposited in the
      United States mail. The parties hereto may change their addresses by
      giving notice thereof to the other parties hereto in conformity with this
      section.


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                  (b)   Headings. The various headings in this Pledge Agreement
      are inserted for convenience only and shall not affect the meaning or
      interpretation of this Pledge Agreement or any provision hereof.

                  (c)   Choice of Law. This Pledge Agreement shall be construed
      in accordance with and all disputes hereunder shall be governed by the
      laws of the State of California, without giving effect to the conflicts of
      law principals thereof.

                  (d)   Amendments. This Pledge Agreement or any provision
      hereof may be changed, waived, or terminated only by a statement in
      writing signed by the party against which such change, waiver or
      termination is sought to be enforced.

                  (e)   No Waiver. No delay in enforcing or failure to enforce
      any right under this Pledge Agreement by the Company shall constitute a
      waiver by the Company of such right. No waiver by the Company of any
      default hereunder shall be effective unless in writing, nor shall any
      waiver operate as a waiver of any other default or of the same default on
      a future occasion.

                  (f)   Time of the Essence. Time is of the essence of each
      provision of this Pledge Agreement of which time is an element.

                  (g)   Binding Agreement. All rights of the Company hereunder
      shall inure to the benefit of its successors and assigns. Borrower shall
      not assign any of its interest under this Pledge Agreement without the
      prior written consent of the Company. Any purported assignment
      inconsistent with this provision shall, at the option of the Company, be
      null and void.


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                  (h)   Definitions. All terms not defined herein shall have the
      meaning set forth in the applicable Uniform Commercial Code, except where
      the context otherwise requires.

                  (i)   Entire Agreement. This Pledge Agreement, together with
      any other agreement executed in connection herewith, is intended by the
      parties as a final expression of their agreement and is intended as a
      complete and exclusive statement of the terms and conditions thereof.
      Acceptance of or acquiescence in a course of performance rendered under
      this Pledge Agreement shall not be relevant to determine the meaning of
      this Pledge Agreement even though the accepting or acquiescing party had
      knowledge of the nature of the performance and opportunity for objection.

                  (j)   Attorneys' Fees. If any legal action, arbitration or
      other proceeding, is brought for the enforcement of this Pledge Agreement,
      or because of an alleged dispute, breach or default in connection with any
      of the provisions of this Pledge Agreement, each of the parties hereto
      shall be responsible for payment of any attorneys' fees and other costs
      incurred by them in that action or proceeding, without regard to whomever
      is the prevailing party in such action or proceeding.

                  (k)   Severability. If any provision of this Pledge Agreement
      should be found to be invalid or unenforceable, all of the other
      provisions shall nonetheless remain in full force and effect to the
      maximum extent permitted by law.

                  (l)   Power of Attorney. Borrower hereby appoints and
      constitutes the Company as Borrower's attorney-in-fact for purposes of (i)
      collecting any Collateral, and (ii) conveying any item of Collateral to
      any purchaser thereof. This power of attorney is coupled with an interest
      and is irrevocable by Borrower. Notwithstanding the foregoing, 


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      the Company agrees that it shall not exercise its power of attorney
      granted under this Section 7(l) unless and until there is a default under
      this Pledge Agreement.

                  (m)   Counterparts. This Pledge Agreement may be executed in
      one or more counterparts, each of which shall be deemed an original but
      all of which shall together constitute one and the same agreement.

                  (n)   Termination of Pledge. This Pledge Agreement and the
      security interest and pledge hereunder shall not terminate until the full
      and final payment and performance of all indebtedness and obligations
      secured hereunder. At such time, the Company shall reassign and deliver to
      Borrower all of the Collateral hereunder which has not been sold, disposed
      of, retained or applied by the Company in accordance with the terms
      hereof. Such reassignment and redelivery shall be without warranty by or
      recourse to the Company, and shall be at the expense of Borrower. Without
      limiting the generality of the foregoing, the security interest and pledge
      hereunder shall not be terminated by the transfer of any of the Collateral
      hereunder from the Company to Borrower, or any person designated by
      Borrower, for the purpose of ultimate sale, exchange, presentation,
      collection, renewal or registration of transfer or for any other purpose.

                  (o)   Release of Collateral. Borrower shall be permitted to
      sell any of the shares of Collateral and the Company shall release such
      shares from Borrower's pledge hereunder provided, however, that (i) so
      long as Borrower has not sold more than the aggregate shares of common
      stock of the Company beneficially owned by Borrower on or after the
      employment anniversary dates as specified below, (or the Company has
      consented in writing to such a sale prior to such sale):


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<TABLE>
<CAPTION>
                               PERCENTAGE OF SHARES THAT MAY BE     PERCENTAGE OF REMAINING SHARES THAT            
        ANNIVERSARY              SOLD ON OR AFTER ANNIVERSARY       MAY BE SOLD ON OR AFTER ANNIVERSARY            
<S>                            <C>                                  <C>
 Prior to Third Anniversary                  None                                   None
           Three                              15%                                    15%
           Four                               25%                                    40%
           Five                               30%                                    70%
           Six                                30%                                   100%
</TABLE>

      Borrower shall pay to the Company that percentage of the net (after-tax)
      proceeds from the sale of such shares equal to the percentage of shares of
      common stock of the Company pledged by the Borrower to the Company as
      security under this or any other agreement for obligations owing by
      Borrower to the Company so sold and provided further, that if as a result
      of any such sale the value of the remaining Collateral would be less than
      the aggregate amount owing under the Note after such repayment plus any
      other obligations of Borrower secured by the Collateral, Borrower shall
      pay to the Company the lesser of (x) all of the net (after-tax) proceeds
      from such sale and (y) as much of the net (after-tax) proceeds of such
      sale as would be required to result in the value of the remaining
      collateral being equal to or greater than the aggregate amount owing under
      the Note after such repayment plus any other obligations of Borrower
      secured by the Collateral and (ii) if Borrower has sold more than the
      aggregate shares of common stock of the Company beneficially owned by
      Borrower permitted to be sold in accordance with the table set forth above
      during any fiscal quarter of the Company, Borrower shall pay to the
      Company all of the net (after-tax) proceeds of the sale of such shares.


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            IN WITNESS WHEREOF, the parties hereto have caused this Pledge
Agreement to be duly executed the day and year first above written. ARDEN
REALTY, INC. BORROWER



By_________________________                 _____________________________
      Victor J. Coleman                             Diana M. Laing
      President


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