920522--3/14/2006--ESSEX_PROPERTY_TRUST

related topics

{investment, property, distribution}

{loan, real, estate}

{stock, price, share}

{condition, economic, financial}

{provision, law, control}

{debt, indebtedness, cash}

{stock, price, operating}

{loss, insurance, financial}

{personnel, key, retain}

{acquisition, growth, future}

{tax, income, asset}

{product, candidate, development}

We depend on our key personnel Uncertainty of our ability to refinance balloon payments Debt financing on properties may result in insufficient cash flow Risk of rising interest rates Risk of losses on interest rate hedging arrangement Bond compliance requirements may limit income from certain properties Adverse effect to property income and value due to general real estate investment risks - Economic environment and impact on operating results Risks that acquisitions will fail to meet expectations Risks that development activities will be delayed, not completed, and/or not achieve expected results The geographic concentration of our Properties and fluctuations in local markets may adversely impact our financial condition and operating results Competition in the multifamily residential market may adversely affect operations and the rental demand for our Properties Dividend requirements as a result of preferred stock may lead to a possible inability to sustain dividends Resale of shares pursuant to our effective registration statement may have an adverse effect on the market price of the shares The exchange and repurchase rights of Exchangeable Senior Notes may be detrimental to holders of common stock - Our Chairman is involved in other real estate activities and investments, which may lead to conflicts of interest - The influence of executive officers, directors and significant stockholders may be detrimental to holders of common stock The voting rights of preferred stock may allow holders of preferred stock to impede actions that otherwise benefit holders of common stock The redemption rights of the Series B preferred units, Series D preferred units and Series F preferred stock may be detrimental to holders of Essex common stock Maryland business combination law may not allow certain transactions between Essex and its affiliates to proceed without compliance with such law Anti-takeover provisions contained in the Operating Partnership agreement, charter, bylaws, and certain provisions of Maryland law could delay, defer or prevent a change in control Essex s joint ventures and joint ownership of properties and partial interests in corporations and limited partnerships could limit Essex s ability to control such Properties and partial interests Dedicated investment activities and other factors specifically related to Fund II Investments in mortgages and other real estate securities Changes in real estate tax and other laws Changes in financing policy; no limitation on debt - We are subject to certain tax risks

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920522--3/14/2006--ESSEX_PROPERTY_TRUST_INC