UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 14A

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Trizec Properties, Inc.

(Name of Registrant as Specified In Its Charter)

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News		Investor Contacts:				Media Contact:
		Dennis C. Fabro		Andrew Joa		Paige Steers
		Senior Vice President,		Director,		Director,
		Investor Relations		Investor Relations		Public Relations
		(312) 798-6290		(312) 798-6295		(312) 798-6118

Trizec Reports Second Quarter 2006 Results

     CHICAGO, August 3, 2006 – Trizec Properties, Inc. (NYSE: TRZ) (the “Company”) today reported financial and operating results for the second quarter ended June 30, 2006.

     The Company reported funds from operations available to common stockholders (“FFO”) of $62.8 million, or $0.39 per diluted share/unit, for the second quarter of 2006, compared to $69.7 million, or $0.44 per diluted share, for the same period a year earlier.

     For the second quarter of 2006, net loss available to common stockholders, the generally accepted accounting principles (“GAAP”) measurement most directly comparable to FFO was $3.4 million, or $0.02 per diluted share. This compares to net income available to common stockholders of $45.2 million, or $0.29 per diluted share, for the second quarter of 2005 which included a $20.9 million, or $0.13 per diluted share, net gain on disposition of discontinued real estate. The attached financial information contains the reconciliation between net income available to common stockholders and FFO.

     The financial statements for the three and six months ended June 30, 2005 included in this release and the attached financial information have been restated to reflect the properties that the Company has reclassified as discontinued operations since July 1, 2005, in accordance with GAAP. Such reclassification, however, does not impact the net income available to common stockholders for the three and six months ended June 30, 2005 as previously reported.

     Second quarter 2006 total consolidated revenues from continuing operations were $214.1 million, compared to $178.7 million during the three months ended June 30, 2005. This increase was primarily due to the revenues from the office properties that the Company acquired subsequent to July 1, 2005.

     At June 30, 2006, occupancy was 88.1 percent based on the Company’s owned area, which includes its wholly-owned properties and its pro rata share of joint venture properties. Occupancy based on total area, which includes 100 percent of the Company’s consolidated properties and 100 percent of its unconsolidated joint venture properties, was 88.0 percent at June 30, 2006, with consolidated properties at 88.3 percent and unconsolidated joint venture properties at 87.1 percent.

		Trizec Properties, Inc.		T: (312) 798-6000
		10 South Riverside Plaza, Suite 1100		F: (312) 466-0185
		Chicago, Illinois 60606		www.trz.com

		Trizec Reports Second Quarter 2006 Results

     FFO for the first six months of 2006 totaled $128.7 million, or $0.80 per diluted share/unit, compared to $139.5 million, or $0.89 per diluted share, for the six months ended June 30, 2005.

     For the six months ended June 30, 2006, the Company reported net income available to common stockholders of $41.6 million, or $0.26 per diluted share. This compares to net income available to common stockholders of $70.5 million, or $0.45 per diluted share, for the first six months of 2005.

     Total revenues for the six months ended June 30, 2006 were $402.6 million, compared to $353.5 million during the same period last year. This increase was primarily due to the office properties that the Company acquired subsequent to April 1, 2005.

Proposed Merger with Affiliate of Brookfield Properties Corporation

     On June 5, 2006, Trizec announced a definitive merger and arrangement agreement with Brookfield Properties Corporation for Brookfield Properties to acquire both Trizec and Trizec Canada Inc. (TSX: TZC) in a transaction valued at $8.9 billion. Brookfield Properties is joined in the acquisition of Trizec by The Blackstone Group. Under the terms of the merger and arrangement agreement, Brookfield Properties will acquire all outstanding shares of common stock of Trizec that are not owned by Trizec Canada for $29.01 per share in cash plus an additional cash amount that represents a pro rata portion of the regular quarterly dividend payable on Trizec’s common stock and allocable to the quarter in which the proposed merger closes, and will acquire all outstanding subordinate voting shares and multiple voting shares of Trizec Canada for $30.97 (Cdn $34.09) per share in cash. The additional $1.96 cash consideration per Trizec Canada share reflects the value of Trizec Canada’s net assets other than its approximate 38 percent interest in Trizec. It is expected that the closing of the transaction will occur during the fourth quarter of 2006 and is contingent upon customary closing conditions and the approval of the stockholders of both Trizec and Trizec Canada. As a result of the proposed merger, Trizec is not providing earnings guidance and is not hosting a conference call to discuss its second quarter results.

     Consolidated financial information is attached. In addition, the Company has updated its quarterly supplemental financial and operating package, which can be found at Trizec’s Web site, www.trz.com.

Additional Information About the Merger and Where to Find It

     This communication is a result of the proposed merger transaction involving Trizec and affiliates of Brookfield Properties. In connection with the transaction, Trizec will file a proxy statement with the Securities and Exchange Commission. Stockholders are urged to read the

		Trizec Reports Second Quarter 2006 Results

proxy statement carefully and in its entirety when it becomes available because it will contain important information about the proposed transaction.

     The final proxy statement will be mailed to Trizec stockholders. In addition, the proxy statement and other documents will be available free of charge at the Securities and Exchange Commission’s Internet Web site, www.sec.gov. When available, the proxy statement and other pertinent documents also may be obtained for free at Trizec’s Web site, www.trz.com, or by contacting Dennis Fabro, Senior Vice President, Investor Relations, telephone (312) 798-6000. Trizec and its directors and officers and other members of management and employees may be deemed to be participants in the solicitation of proxies in respect to the proposed transactions. Information regarding Trizec’s directors and executive officers is detailed in its proxy statements and annual reports on Form 10-K, previously filed with the Securities and Exchange Commission, and the proxy statement relating to the proposed transactions, when it becomes available.

     Trizec Properties, Inc., a real estate investment trust (“REIT”) headquartered in Chicago, is one of the largest owners and operators of commercial office properties in the United States. The Company has ownership interests in and manages a high-quality portfolio of 61 office properties totaling approximately 40 million square feet concentrated in the metropolitan areas of seven major U.S. markets. The Company trades on the New York Stock Exchange under the symbol TRZ. For more information, visit Trizec’s Web site at www.trz.com or call toll free at (800) 891-7017.

This release contains forward-looking statements, within the meaning of the federal securities laws, relating to our business and financial outlook which are based on our current expectations, beliefs, projections, forecasts, future plans and strategies, and anticipated events or trends. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or the negative of these terms or other comparable terminology. We intend these forward-looking statements, which are not guarantees of future performance and financial condition, to be covered by the safe harbor provisions for forward-looking statements contained in the federal securities laws. Forward-looking statements are not historical facts. Instead, such statements reflect estimates and assumptions and are subject to certain risks and uncertainties that are difficult to predict or anticipate. Therefore, actual outcomes and results may differ materially from those projected or anticipated in these forward-looking statements. You should not place undue reliance on these forward-looking statements. A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements, including, without limitation, the risks described under “Item 1A. Risk Factors” in our 2005 Form 10-K, filed with the Securities and Exchange Commission on March 14, 2006 and our Form 10-Q for the three months ended March 31, 2006, filed with the Securities and Exchange Commission on May 5, 2006. These factors include, without limitation, the following: the satisfaction of the conditions to consummate the proposed mergers with Brookfield Properties Corporation, including our stockholders’ adoption of the merger agreement and Trizec Canada’s shareholders’ approval of the arrangement; the actual terms of certain financings that will be obtained for the mergers and the arrangement; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; the outcome of the legal proceedings that have been or may be instituted against us or Trizec Canada following announcement of the mergers and the arrangement; the failure of the mergers or the arrangement to close for any other reason; the amount of the costs, fees, expenses and charges related to the mergers and the arrangement; changes in national and local economic conditions, including those

		Trizec Reports Second Quarter 2006 Results

economic conditions in our seven core markets; the extent, duration and strength of any economic recovery; our ability to maintain occupancy and to timely lease or re-lease office space; the extent of any tenant bankruptcies and insolvencies; our ability to sell our non-core office properties in a timely manner; our ability to acquire office properties selectively in our core markets; our ability to integrate and realize the full benefits from our acquisitions, including our acquisition of certain office properties and undeveloped land parcels that were formerly owned by Arden Realty, Inc; our ability to maintain REIT qualification and changes to U.S. tax laws that affect REITs; material increases in the amount of special dividends payable to affiliates of Trizec Canada Inc. on shares of our special voting stock as a result of increases in the applicable cross-border withholding tax rates; Canadian tax laws that affect treatment of investment in U.S. real estate companies; the competitive environment in which we operate; the cost and availability of debt and equity financing; the effect of any impairment charges associated with changes in market conditions; the sale or other disposition of shares of our common stock owned by Trizec Canada Inc.; our ability to obtain, at a reasonable cost, adequate insurance coverage for catastrophic events, such as earthquakes and terrorist acts; and other risks and uncertainties detailed from time to time in our filings with the Securities and Exchange Commission.

		Consolidated Balance Sheets (unaudited)

		June 30				December 31
$ in thousands, except per share amounts		2006				2005
Assets
Real estate		$	6,038,888			$	4,570,824
Less: accumulated depreciation			(713,014	)			(673,443	)
Real estate, net			5,325,874				3,897,381
Cash and cash equivalents			21,937				36,498
Escrows and restricted cash			69,081				70,004
Investment in unconsolidated real estate joint ventures			147,117				206,602
Office tenant receivables (net of allowance for doubtful accounts of $3,412 and $3,718 at June 30, 2006 and December 31, 2005, respectively)			11,275				13,087
Deferred rent receivables (net of allowance for doubtful accounts of $804 and $1,438 at June 30, 2006 and December 31, 2005, respectively)			150,213				139,135
Other receivables (net of allowance for doubtful accounts of $1,785 and $3,080 at June 30, 2006 and December 31, 2005, respectively)			7,591				7,384
Deferred charges (net of accumulated amortization of $79,075 and $82,365 at June 30, 2006 and December 31, 2005, respectively)			164,416				124,061
Prepaid expenses and other assets, net			340,422				216,098
Total Assets		$	6,237,926			$	4,710,250
Liabilities and Stockholders’ Equity
Liabilities
Mortgage debt and other loans		$	3,228,166			$	1,863,273
Unsecured credit facility			382,500				347,000
Trade, construction and tenant improvements payables			22,776				19,127
Accrued interest expense			10,228				5,697
Accrued operating expenses and property taxes			76,832				108,099
Other accrued liabilities			266,258				181,798
Dividends/distributions payable			32,531				32,329
Taxes payable			24,787				27,508
Total Liabilities			4,044,078				2,584,831
Commitments and Contingencies			—				—
Minority Interest – Operating Company			60,951				—
Minority Interest – Real Estate Joint Ventures			9,001				8,134
Special Voting and Class F Convertible Stock			200				200
Stockholders’ Equity
Preferred stock, 50,000,000 shares authorized, $0.01 par value, none issued and outstanding at June 30, 2006 and December 31, 2005, respectively			—				—
Common stock, 500,000,000 shares authorized, $0.01 par value, 157,453,690 and 156,478,409 issued at June 30, 2006 and December 31, 2005, respectively, and 157,388,162 and 156,419,864 outstanding at June 30, 2006 and December 31, 2005, respectively			1,575				1,565
Additional paid in capital			2,305,572				2,283,591
Accumulated deficit			(185,126	)			(163,049	)
Treasury stock, at cost, 65,528 and 58,545 shares at June 30, 2006 and December 31, 2005, respectively			(897	)			(750	)
Unearned compensation			—				(446	)
Accumulated other comprehensive income (loss)			2,572				(3,826	)
Total Stockholders’ Equity			2,123,696				2,117,085
Total Liabilities and Stockholders’ Equity		$	6,237,926			$	4,710,250

		Consolidated Statements of Operations (unaudited)

		For the three months ended								For the six months ended
		June 30								June 30
$ in thousands, except per share amounts		2006				2005				2006				2005
Revenues
Rentals		$	150,512			$	122,323			$	280,056			$	243,639
Recoveries from tenants			29,397				26,474				59,365				52,662
Parking and other			32,400				27,873				59,736				53,622
Fee income			1,799				1,983				3,394				3,593
Total Revenues			214,108				178,653				402,551				353,516
Expenses
Operating			72,477				59,057				138,395				118,290
Property taxes			24,489				22,258				47,850				44,534
General and administrative			12,012				10,007				21,286				19,015
Depreciation and amortization			60,752				40,820				107,889				79,429
Total Expenses			169,730				132,142				315,420				261,268
Operating lncome			44,378				46,511				87,131				92,248
Other lncome (Expense)
Interest and other income			2,158				2,050				3,235				3,247
Loss on early debt retirement			—				—				(312	)			(14	)
Recovery on insurance claims			—				—				113				—
Interest expense			(50,650	)			(33,391	)			(84,889	)			(66,804	)
Lawsuit settlement			417				—				417				760
Total Other Expense			(48,075	)			(31,341	)			(81,436	)			(62,811	)
(Loss) Income before Income Taxes, Minority Interest, Income from Unconsolidated Real Estate Joint Ventures, Discontinued Operations and Gain on Disposition of Real Estate, Net			(3,697	)			15,170				5,695				29,437
(Provision) Benefit for income and other corporate taxes, net			(1,406	)			2,737				(1,318	)			2,316
Minority interest			(519	)			(400	)			(1,196	)			(435	)
Income from unconsolidated real estate joint ventures			2,595				4,504				5,529				8,577
(Loss) Income from Continuing Operations			(3,027	)			22,011				8,710				39,895
Discontinued Operations
Income from discontinued operations			25				3,227				2,036				11,632
Gain on disposition of discontinued real estate, net			—				20,872				31,557				21,079
(Loss) Income Before Gain on Disposition of Real Estate, Net			(3,002	)			46,110				42,303				72,606
Gain on disposition of real estate, net			—				256				—				256
Net (Loss) Income			(3,002	)			46,366				42,303				72,862
Special voting and Class F convertible stockholders’ dividends			(359	)			(1,175	)			(731	)			(2,384	)
Net (Loss) Income Available to Common Stockholders		$	(3,361	)		$	45,191			$	41,572			$	70,478

		Earnings Per Share Calculation (unaudited)

		For the three months ended								For the six months ended
		June 30,								June 30,
		2006				2005				2006				2005
Earnings per common share
(Loss) Income from Continuing Operations Available to Common Stockholders per Weighted Average Common Share Outstanding:
Basic		$	(0.02	)		$	0.14			$	0.05			$	0.25
Diluted		$	(0.02	)		$	0.13			$	0.05			$	0.24
Net (Loss) Income Available to Common Stockholders per Weighted Average Common Share Outstanding:
Basic		$	(0.02	)		$	0.29			$	0.26			$	0.46
Diluted		$	(0.02	)		$	0.29			$	0.26			$	0.45
Weighted average shares outstanding
Basic			157,195,035				154,536,290				156,944,685				153,817,403
Diluted			157,195,035				156,745,758				161,436,298				155,961,321

		Earnings Per Share Calculation (unaudited)

		For the three months ended								For the six months ended
		June 30,								June 30,
$ in thousands, except per share amounts		2006				2005				2006				2005
Computation of Basic Earnings per Share
(Loss) Income from continuing operations		$	(3,027	)		$	22,011			$	8,710			$	39,895
Gain on disposition of real estate, net			—				256				—				256
Less: Special voting and Class F convertible stockholders’ dividends			(359	)			(1,175	)			(731	)			(2,384	)
(Loss) Income from Continuing Operations Available to Common Stockholders			(3,386	)			21,092				7,979				37,767
Discontinued operations			25				24,099				33,593				32,711
Net (Loss) Income Available to Common Stockholders		$	(3,361	)		$	45,191			$	41,572			$	70,478
Basic Earnings per Common Share
(Loss) Income from continuing operations available to common stockholders		$	(0.02	)		$	0.14			$	0.05			$	0.25
Discontinued operations			—				0.16				0.21				0.21
Net (Loss) Income Available to Common Stockholders per Weighted Average Common Share Outstanding – Basic(1)		$	(0.02	)		$	0.29			$	0.26			$	0.46
Weighted average shares outstanding
Basic			157,195,035				154,536,290				156,944,685				153,817,403

		Earnings Per Share Calculation (unaudited)

		For the three months ended								For the six months ended
		June 30,								June 30,
$ in thousands, except per share amounts		2006				2005				2006				2005
Computation of Diluted Earnings per Share
(Loss) Income from continuing operations		$	(3,027	)		$	22,011			$	8,710			$	39,895
Loss from continuing operations attributable to Operating Company units			—				—				(142	)			—
Gain on disposition of real estate, net			—				256				—				256
Less: Special voting and Class F convertible stockholders’ dividends			(359	)			(1,175	)			(731	)			(2,384	)
(Loss) Income from Continuing Operations Available to Common Stockholders			(3,386	)			21,092				7,837				37,767
Discontinued operations			25				24,099				33,593				32,711
Net (Loss) Income Available to Common Stockholders		$	(3,361	)		$	45,191			$	41,430			$	70,478
Diluted Earnings per Common Share
(Loss) Income from continuing operations available to common stockholders		$	(0.02	)		$	0.13			$	0.05			$	0.24
Discontinued operations			—				0.15				0.21				0.21
Net (Loss) Income Available to Common Stockholders per Weighted Average Common Share Outstanding – Diluted(1)		$	(0.02	)		$	0.29			$	0.26			$	0.45
Weighted average shares outstanding
Basic			157,195,035				154,536,290				156,944,685				153,817,403
Dilutive effect of securities			—				2,209,468				4,491,613				2,143,918
Diluted			157,195,035				156,745,758				161,436,298				155,961,321

		Reconciliation of Funds from Operations

     Funds from operations is a non-GAAP financial measure. Funds from operations is defined by the Board of Governors of the National Association of Real Estate Investment Trusts, or NAREIT, as net income, computed in accordance with accounting principles generally accepted in the United States, or GAAP, excluding gains or losses from sales of properties and cumulative effect of a change in accounting principle, plus real estate related depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect funds from operations on the same basis.

     The Company believes that funds from operations is helpful to investors as one of several measures of the performance of an equity REIT. The Company further believes that by excluding the effects of depreciation, amortization and gains or losses from sales of real estate, all of which are based on historical costs and which may be of limited relevance in evaluating current performance, funds from operations can facilitate comparisons of operating performance between periods and between other equity REITs. Investors should review funds from operations, along with GAAP net income and cash flows from operating activities, investing activities and financing activities, when trying to understand an equity REIT’s operating performance. As discussed above, the Company computes funds from operations in accordance with current standards established by NAREIT, which may not be comparable to funds from operations reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently than the Company does. While funds from operations is a relevant and widely used measure of operating performance of equity REITs, it does not represent cash generated from operating activities in accordance with GAAP, nor does it represent cash available to pay distributions and should not be considered as an alternative to net income, determined in accordance with GAAP, as an indication of the Company’s financial performance, or to cash flows from operating activities, determined in accordance with GAAP, as a measure of the Company’s liquidity, nor is it indicative of funds available to fund the Company’s cash needs, including its ability to make cash distributions.

     The following tables set forth the reconciliation of the Company’s funds from operations to net (loss) income available to common stockholders, both on an aggregate and per share/unit basis, for the three and six months ended June 30, 2006 and 2005:

		Reconciliation of Funds from Operations (unaudited)

		For the three months ended								For the six months ended
		June 30,								June 30,
$ in thousands		2006				2005				2006				2005
Net (loss) income available to common stockholders		$	(3,361	)		$	45,191			$	41,572			$	70,478
Add/(deduct):
Gain on disposition of real estate, net			—				(256	)			—				(256	)
Gain on disposition of discontinued real estate, net			—				(20,872	)			(31,557	)			(21,079	)
Loss attributable to Operating Company units			(142	)			—				(142	)			—
Depreciation and amortization (real estate related) including share of unconsolidated real estate joint ventures and discontinued operations			66,278				45,650				118,785				90,383
Funds from operations available to common stockholders/unitholders		$	62,775			$	69,713			$	128,658			$	139,526

		Reconciliation of Funds from Operations per Share/Unit, Basic (unaudited)

		For the three months ended								For the six months ended
		June 30,								June 30,
		2006				2005				2006				2005
Net (loss) income available to common stockholders/unitholders		$	(0.02	)		$	0.29			$	0.26			$	0.46
Add/(deduct):
Gain on disposition of real estate, net			—				—				—				—
Gain on disposition of discontinued real estate, net			—				(0.14	)			(0.20	)			(0.14	)
Loss attributable to Operating Company units			—				—				—				—
Depreciation and amortization (real estate related) including share of unconsolidated real estate joint ventures and discontinued operations			0.42				0.30				0.75				0.59
Funds from operations available to common stockholders/unitholders per weighted average common share/unit outstanding – basic (1)		$	0.40			$	0.45			$	0.82			$	0.91
Weighted average shares/units outstanding – basic			158,842,510				154,536,290				157,772,974				153,817,403

		Reconciliation of Funds from Operations per Share/Unit, Diluted (unaudited)

		For the three months ended								For the six months ended
		June 30,								June 30,
		2006				2005				2006				2005
Net (loss) income available to common stockholders		$	(0.02	)		$	0.29			$	0.26			$	0.45
Add/(deduct):
Gain on disposition of real estate, net			—				—				—				—
Gain on disposition of discontinued real estate, net			—				(0.13	)			(0.20	)			(0.14	)
Loss attributable to Operating Company units			—				—				—				—
Depreciation and amortization (real estate related) including share of unconsolidated real estate joint ventures and discontinued operations			0.41				0.29				0.74				0.58
Funds from operations available to common stockholders/unitholders per weighted average common share/unit outstanding – diluted (1)		$	0.39			$	0.44			$	0.80			$	0.89
Weighted average shares/units outstanding – diluted			162,587,553				156,745,758				161,436,298				155,961,321

Supplemental Operating and Financial Data
for the Quarter ended June  30, 2006

www.trz.com

This Supplemental Operating and Financial Data
is not an offer to sell or solicitation to buy any
securities of the Company and should be read in
conjunction with the financial statements and
related notes of the Company and all of the public
filings of the Company with the Securities and
Exchange Commission. Any offers to sell or
solicitations of the Company shall be made by
means of a prospectus.

Second Quarter 2006

Trizec Properties, Inc., a real estate investment trust (REIT) headquartered in Chicago, is one of the largest owners and operators of commercial office properties in the United States. As of June 30, 2006, the company had ownership interests in and managed a high-quality portfolio of 61 office properties totaling approximately 40 million square feet concentrated in the metropolitan areas of seven major U.S. markets. Trizec trades on the New York Stock Exchange under the symbol TRZ. For more information, visit Trizec’s Web site at www.trz.com or call toll free at 1 (800) 891-7017.

Table of Contents

		Page
Investor Information			1
Financial Highlights			2
Segmented Financial Information			3
Consolidated Balance Sheet Information			4
Additional Financial Information			5
Same-Property Performance			6
Unconsolidated Real Estate Joint Venture Financial Information			7-8
Office Portfolio Analysis			9-14
Property Listing			15
Mortgage Debt and Other Loans			16-17
Discontinued Operations			18
2006 Acquisition/Disposition Summary			19
Appendix:
A) Financial Information			20

This report contains forward-looking statements, within the meaning of the federal securities laws, relating to our business and financial outlook which are based on our current expectations, beliefs, projections, forecasts, future plans and strategies, and anticipated events or trends. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or the negative of these terms or other comparable terminology. We intend these forward-looking statements, which are not guarantees of future performance and financial condition, to be covered by the safe harbor provisions for forward-looking statements contained in the federal securities laws. Forward-looking statements are not historical facts. Instead, such statements reflect estimates and assumptions and are subject to certain risks and uncertainties that are difficult to predict or anticipate. Therefore, actual outcomes and results may differ materially from those projected or anticipated in these forward-looking statements. You should not place undue reliance on these forward-looking statements. A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements, including, without limitation, the risks described under “Item 1A. Risk Factors” in our 2005 Form 10-K, filed with the Securities and Exchange Commission on March 14, 2006 and our Form 10-Q for the three months ended March 31, 2006, filed with the Securities and Exchange Commission on May 5, 2006. These factors include, without limitation, the following: the satisfaction of the conditions to consummate the proposed mergers with Brookfield Properties Corporation, including our stockholders’ adoption of the merger agreement and Trizec Canada’s shareholders’ approval of the arrangement; the actual terms of certain financings that will be obtained for the mergers and the arrangement; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; the outcome of the legal proceedings that have been or may be instituted against us or Trizec Canada following announcement of the mergers and the arrangement; the failure of the mergers or the arrangement to close for any other reason; the amount of the costs, fees, expenses and charges related to the mergers and the arrangement; changes in national and local economic conditions, including those economic conditions in our seven core markets; the extent, duration and strength of any economic recovery; our ability to maintain occupancy and to timely lease or re-lease office space; the extent of any tenant bankruptcies and insolvencies; our ability to sell our non-core office properties in a timely manner; our ability to acquire office properties selectively in our core markets; our ability to integrate and realize the full benefits from our acquisitions, including our acquisition of certain office properties and undeveloped land parcels that were formerly owned by Arden Realty, Inc; our ability to maintain REIT qualification and changes to U.S. tax laws that affect REITs; material increases in the amount of special dividends payable to affiliates of Trizec Canada Inc. on shares of our special voting stock as a result of increases in the applicable cross-border withholding tax rates; Canadian tax laws that affect treatment of investment in U.S. real estate companies; the competitive environment in which we operate; the cost and availability of debt and equity financing; the effect of any impairment charges associated with changes in market conditions; the sale or other disposition of shares of our common stock owned by Trizec Canada Inc.; our ability to obtain, at a reasonable cost, adequate insurance coverage for catastrophic events, such as earthquakes and terrorist acts; and other risks and uncertainties detailed from time to time in our filings with the Securities and Exchange Commission.

		Investor Information
Second Quarter 2006

Corporate Office:
Trizec Properties, Inc.		Tel:		(312) 798-6000
10 S. Riverside Plaza, Suite 1100		Fax:		(312) 798-6270
Chicago, IL 60606		Toll Free:		(800) 891-7017
		Web site:		www.trz.com
		E-mail:		investor.relations@trz.com

Selected Corporate Officers:
Peter Munk		Chairman
Tim Callahan		President and Chief Executive Officer
Mike Colleran		Chief Financial Officer
Bill Tresham		Chief Operating Officer
Brian Lipson		Chief Investment Officer
Research Coverage:
Goldman Sachs		Jay Habermann / Sloan Bohlen		(917) 343-4260 / (212) 902-2796
Green Street Advisors		Jim Sullivan / Cedrik Lachance		(949) 640-8780
Lehman Brothers		David Harris / David Toti		(212) 526-1790/2002
Merrill Lynch		Steve Sakwa / Ian Weissman		(212) 449-0335/6255
Morgan Stanley Dean Witter		Matthew Ostrower / David Cohen		(212) 761-6284/8564
Stifel Nicolaus		John Guinee / Eli Fleminger		(410) 454-5520/4830
Wachovia Securities		Christopher Haley		(443) 263-6773
Canaccord Adams		Shant Poladian / Sandy Poklar		(416) 869-6595/3060
CIBC World Markets		Rossa O’Reilly / Alex Avery		(416) 594-7296/8179
Griffiths McBurney		Anoop Prihar / Dana Merber		(416) 943-6127/6674
RBC Capital Markets		Neil Downey / Anil Jamani		(416) 842-7835/7897
TD Newcrest		Sam Damiani / Mandy Samols		(416) 983-9640/4767

Stock Exchange Listing:		NYSE
Trading Symbol:		TRZ
Index Listings:		MSCI U.S. REIT Index
		S&P REIT Composite Index
		Wilshire REIT Index
		Russell 1000 Index
Dividend per share:

Amount

Declared

Record

Paid

Q3-05:

$

0.20

13-Sep

30-Sep

17-Oct

Q4-05:

$

0.20

13-Dec

30-Dec

17-Jan

Q1-06:

$

0.20

9-Mar

31-Mar

17-Apr

Q2-06:

$

0.20

13-Jun

30-Jun

17-Jul

Shares outstanding (June 30, 2006) :			157,388,162
Operating Company Units outstanding (June 30, 2006) :			2,498,671
Total Market Cap ($ mil. at June 30, 2006) :			8,675.8

Share Activity (NYSE):
Source: Bloomberg

																		12 Months
																		Ended
		Q3-05				Q4-05				Q1-06				Q2-06				6/30/2006
Share Prices:
High			23.73				23.14				26.39				28.77				28.77
Low			20.40				20.45				22.62				22.35				20.40
Close			23.06				22.92				25.73				28.64				28.64
Avg. Daily Vol. (000’s):			500				498				467				1,350				704

Investor						Transfer
Relations:		Dennis C. Fabro		Andrew Joa		Agent:		Mellon Investor Services LLC
		Senior Vice President, Investor Relations		Director, Investor Relations				Newport Office Center VII
		10 S. Riverside Plaza, Suite 1100		10 S. Riverside Plaza, Suite 1100				480 Washington Boulevard
		Chicago, IL 60606		Chicago, IL 60606				Jersey City, NJ 07310
		Tel: (312) 798-6290 Fax: (312) 798-6270		Tel: (312) 798-6295 Fax: (866) 784-8609				Toll Free: (800) 852-0037
		E-mail: dennis.fabro@trz.com		E-mail: andrew.joa@trz.com				E-mail: shrrelations@melloninvestor.com

		Financial Highlights
Second Quarter 2006 ($ 000’s, except per share amounts)

		Three Months Ended												Six Months Ended
		30-Jun-06				30-Jun-05				% Change				30-Jun-06				30-Jun-05				% Change
Consolidated Property Revenues		$	214,108			$	178,653				20	%		$	402,551			$	353,516				14	%
Operating Expenses			72,477				59,057				23	%			138,395				118,290				17	%
Property Taxes			24,489				22,258				10	%			47,850				44,534				7	%
Consolidated Property Expenses		$	96,966			$	81,315				19	%		$	186,245			$	162,824				14	%
Consolidated Property Revenues Less Property Expenses		$	117,142			$	97,338				20	%		$	216,306			$	190,692				13	%
Property Revenues Less Property Expenses from Unconsolidated Joint Ventures (Pro rata)			15,561				13,975				11	%			30,584				27,541				11	%
Property Revenues Less Property Expenses from Discontinued Operations			183				8,105				-98	%			1,737				21,275				-92	%
Total Property Revenues Less Property Expenses		$	132,886			$	119,418				11	%		$	248,627			$	239,508				4	%
Net Income Available to Common Stockholders		$	(3,361	)		$	45,191				-107	%		$	41,572			$	70,478				-41	%
Net Income Available to Common Stockholders per Weighted Average Common Share Outstanding
Basic		$	(0.02	)		$	0.29				-107	%		$	0.26			$	0.46				-42	%
Diluted		$	(0.02	)		$	0.29				-107	%		$	0.26			$	0.45				-43	%
Weighted Average Common Shares Outstanding:
Basic			157,195,035				154,536,290								156,944,685				153,817,403
Diluted			157,195,035				156,745,758								161,436,298				155,961,321
Funds from Operations Available to Common Stockholders/Unitholders (FFO) 1		$	62,775			$	69,713				-10	%		$	128,658			$	139,526				-8	%
FFO per share/unit
Basic		$	0.40			$	0.45				-12	%		$	0.82			$	0.91				-10	%
Diluted		$	0.39			$	0.44				-13	%		$	0.80			$	0.89				-11	%
Weighted Average Common Shares/Units Outstanding:
Basic			158,842,510				154,536,290								157,772,974				153,817,403
Diluted			162,587,553				156,745,758								161,436,298				155,961,321

		Segmented Financial Information
Second Quarter 2006 ($ 000’s)		(Includes discontinued operations and Trizec’s pro rata share of unconsolidated real estate joint ventures)

Three Months Ended

																		Los Angeles				New York				Washington, D.C.				Other				Total				Corporate
		Atlanta				Chicago				Dallas				Houston				/ San Diego Area				Area				Area				Markets				Office				& Other				Total
June 30, 2006
Property revenues		$	19,234				16,437				21,568				31,665				57,539				48,933				35,064				10,442				240,882				2,408			$	243,290
Property expenses			(8,074	)			(8,351	)			(12,843	)			(16,371	)			(23,904	)			(21,685	)			(13,239	)			(5,084	)			(109,551	)			(853	)			(110,404	)
Property revenues less property expenses		$	11,160				8,086				8,725				15,294				33,635				27,248				21,825				5,358				131,331				1,555			$	132,886
June 30, 2005
Property revenues		$	19,304				18,468				21,299				29,407				24,108				51,186				34,889				18,245				216,906				2,699			$	219,605
Property expenses			(7,506	)			(8,497	)			(11,284	)			(14,805	)			(11,558	)			(24,128	)			(12,526	)			(9,382	)			(99,686	)			(501	)			(100,187	)
Property revenues less property expenses		$	11,798				9,971				10,015				14,602				12,550				27,058				22,363				8,863				117,220				2,198			$	119,418
Six Months Ended
June 30, 2006
Property revenues		$	38,758				33,433				43,028				61,799				89,588				99,525				69,776				22,475				458,382				4,629			$	463,011
Property expenses			(16,220	)			(17,008	)			(25,111	)			(32,741	)			(37,868	)			(46,585	)			(26,136	)			(11,850	)			(213,519	)			(865	)			(214,384	)
Property revenues less property expenses		$	22,538				16,425				17,917				29,058				51,720				52,940				43,640				10,625				244,863				3,764			$	248,627
June 30, 2005
Property revenues		$	38,993				37,759				42,558				57,281				50,733				100,954				67,894				36,279				432,451				5,325			$	437,776
Property expenses			(15,820	)			(17,073	)			(22,602	)			(29,245	)			(23,021	)			(48,538	)			(24,853	)			(20,117	)			(201,269	)			3,001				(198,268	)
Property revenues less property expenses		$	23,173				20,686				19,956				28,036				27,712				52,416				43,041				16,162				231,182				8,326			$	239,508