Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
RITCHEY RAYMOND A
   2. Issuer Name and Ticker or Trading Symbol
BOSTON PROPERTIES INC [BXP] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President
(Last)
(First)
(Middle)
C/O BOSTON PROPERTIES, INC., 505 9TH STREET, NW		 3. Date of Earliest Transaction (Month/Day/Year)
06/06/2008
(Street)

WASHINGTON, DC 20004		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
LTIP Units (1) 06/06/2008   M(2)     14,336   (3)   (1) Common Stock 14,336 $ 0.25 76,769 D  
Common OP Units (4) 06/06/2008   M(2)   14,336     (4)   (4) Common Stock 14,336 $ 0 250,570 D  
Common OP Units (4)               (4)   (4) Common Stock 14,336   14,336 I (5) By LLC
Common OP Units (4)               (4)   (4) Common Stock 35,244   35,244 I By LLC
Common OP Units (4)               (4)   (4) Common Stock 356   356 I By Spouse

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
RITCHEY RAYMOND A
C/O BOSTON PROPERTIES, INC.
505 9TH STREET, NW
WASHINGTON, DC 20004		       Executive Vice President  

Signatures

 /s/ Kelli A. DiLuglio, Attorney-in-Fact   06/10/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents units of limited partnership interest in Boston Properties Limited Partnership (BPLP), of which the Issuer is the general partner, issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into a common unit of limited partnership interest in BPLP (Common OP Unit).
(2) The LTIP Units were converted into Common OP Units by the Reporting Person.
(3) 15,990 LTIP Units (9,594 of which were converted) vest over five years, 0% vested in the first two years, 25% vested on February 1, 2007, 35% vested on February 1, 2008, and 40% vesting on February 1, 2009. 18,969 LTIP Units (4,742 of which were converted) vest over five years, 0% vested in the first two years, 25% vested on February 1, 2008, 35% vesting on February 1, 2009, and 40% vesting on February 1, 2010. 13,594 LTIP Units vest over five years, 0% vested in the first two years, 25% vesting on January 15, 2009, 35% vesting on January 15, 2010, and 40% vesting on January 15, 2011. 14,974 LTIP Units vest in four equal annual installments beginning January 15, 2008. 27,578 vest in four equal annual installments beginning January 15, 2009.
(4) Each Common OP Unit may be redeemed, at the election of the holder, for cash equal to the fair market value of a share of the Issuer's Common Stock except that the Issuer may, at its election as directed by BPLP, acquire each Common OP Unit so presented for redemption for one share of Common Stock.
(5) On June 6, 2008, the Reporting Person contributed 14,336 Common OP Units to the Ritchey, LLC, of which the Reporting Person is the sole manager and which is owned by a grantor retained annuity trust of which the Reporting Person is the sole trustee and beneficiary.

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