Catellus Earnings Before Depreciation and Deferred Taxes Per Share Up 40%

Press Release
November 9, 2000
SAN FRANCISCO, CA -- Catellus Development Corporation (NYSE:CDX) yesterday reported earnings before depreciation and deferred taxes (EBDDT) of $45.7 million for the third quarter of 2000 compared to $33.3 million for the third quarter of 1999. On a diluted per share basis, EBDDT for the quarter was $0.42 per share, a 40% increase over $0.30 per share in the third quarter of 1999. Net income for the third quarter of 2000 was $35.6 million, or $0.33 per share on a diluted basis, versus $19.1 million, or $0.18 per share on a diluted basis for the third quarter of 1999.

For the nine months ended September 30, 2000, EBDDT was $121.7 million versus $96.0 million for the same period in 1999. On a diluted per share basis, EBDDT for the nine months ended September 30, 2000 was $1.12 per share, a 27% increase over $0.88 per share for the first nine months of 1999. Net income through the end of the third quarter of 2000 was $96.4 million, or $0.89 per share on a diluted basis, versus $53.3 million, or $0.49 per share on a diluted basis for the same period in 1999.

Chairman and chief executive officer of Catellus, Nelson C. Rising, commented, ``Clearly, the 40% increase we reported today puts us ahead of our projected growth rate of 15% for the year, and we expect earnings to grow 20% for the full year 2000 over 1999.'' He went on to add, ``We are extremely confident that Catellus will continue to exhibit strong growth based on the number of transactions we have announced and are currently negotiating, which are expected to impact earnings in the coming years.''

Third Quarter Highlights and Subsequent Announcements

-- Catellus and Cisco Systems sign agreement for up to 3.4 million 
square feet in Pacific Commons. In early November Catellus signed 
a 34-year ground lease with a subsidiary of Cisco Systems. The 
agreement includes infrastructure funding, purchase options, and a 
development and construction management contract. The execution of 
these agreements is a major step toward completion of the overall 
transaction between Catellus and Cisco. 
-- The agreements call for Cisco to prepay a substantial portion of 
the expected ground rent in two installments. The first 
installment totals $66.7 million for 84 acres based on 
satisfaction of certain conditions and is expected to be received 
by early January 2001. Cisco will lease the remaining 59 acres, 
subject to the satisfaction of various conditions (anticipated for 
mid-2001), with a prepayment of $35.2 million. This would result 
in total cash payments to Catellus of approximately $101.9 million 
by the end of the second quarter of 2001. Cisco will also 
contribute its pro rata share of the cost of the Pacific Commons 
infrastructure as it is constructed. 
-- The agreement also includes options for Cisco to purchase the 
property encumbered by the ground lease in four different 
transactions of approximately equal entitlement commencing after 
the seventh year. If the purchase options were eventually 
exercised, the total value of the transaction, including the 
pre-paid rent, the infrastructure contribution, and the 
development and construction management fees, would be in excess 
of $200 million on an undiscounted basis. 

-- The brisk pace of activity continues at Mission Bay:

-- Catellus signs full building lease with first tenant at new 
development outside Denver. Catellus signed a 121,000 square foot 
lease with American Skandia Life Assurance Company and its 
affiliates for an 11-year term at CirclePoint Corporate Center in 
Westminster, a suburb of Denver, Colorado. 

-- Catellus subsidiary acquires former steel mill site in Southern 
California's Inland Empire. The property is located in one of the 
nation's most active distribution centers near the intersection of 
Interstates 15 and 10. The site is served by both Union Pacific 
and Burlington Northern Santa Fe railroads and is proximate to 
Ontario International Airport. The site was purchased for 
approximately $16 million from Kaiser Ventures, Inc. Plans for the 
development, Kaiser Commerce Center, include a 6 million square 
foot industrial park and truck plaza. 

-- Intel signs lease for industrial building at Pacific Commons and 
acquires option to lease office building. Intel has signed a 
ten-year lease for a 74,000 square foot light industrial building 
including an option to purchase the project upon its completion 
scheduled for the first quarter of 2001. Intel also has an option 
to lease an additional 100,000 square feet of office space at 
market rates in the next phase of development. 

-- Catellus completes merchant housing transactions. Catellus sold a 
majority of its merchant housing assets to a newly formed limited 
liability company managed by Brookfield Homes of California, Inc. 
for $139 million in cash and a retained interest in the new 
company valued at $22.5 million. In a separate transaction, 
Standard Pacific Corporation paid $23 million for an 80-lot site 
in San Francisco, California, partially owned by Catellus, 
generating a pre-tax gain of approximately $6 million to Catellus. 

-- Second major desert land sale completed. Catellus received a total 
cash consideration of $20 million in exchange for approximately 
180,500 acres, bringing the total for the year to $45 million in 
desert land sale proceeds. This transaction substantially 
completes the disposition of non-strategic assets that began in 
late 1995. To date, the Company has received $320 million in 
proceeds from its non-strategic land sale program. 

Catellus Commercial Group

The commercial group contributed $33.1 million to pre-tax EBDDT during the third quarter versus a contribution of $26.6 million in the third quarter 1999. The group started construction of 1.2 million square feet of commercial space in the quarter. Also during the quarter, approximately 428,000 square feet of commercial space was completed and added to the rental portfolio at an approximate cost of $14.3 million. When stabilized, the new space is expected to make an annual contribution to operating income of $1.6 million versus the $254,000 it contributed during the third quarter.

At quarter-end, the commercial group had 5.7 million square feet under construction, 4.7 million square feet of which the company expects to add to its portfolio. Approximately 64% of this space is pre-leased to tenants. When complete and fully leased, the 4.7 million square feet is expected to cost $188.5 million and contribute approximately $22.6 million to operating income on an annual basis.

The commercial group sold $30.5 million in commercial and other properties (excluding sales of non-strategic assets) during the third quarter, contributing $8.4 million to pre-tax EBDDT. At September 30, 2000, the commercial group had an additional $55.6 million of property sales under contract but not yet closed and owned or controlled industrial/suburban commercial land capable of supporting development up to an estimated 34.4 million square feet, including the recently approved space at Pacific Commons.

At September 30, 2000, the company's core portfolio included 26.4 million square feet of industrial, office and retail space and was 96.7% occupied. Operating income from the wholly owned portfolio of rental buildings and land leases was $36.8 million in the third quarter of 2000 versus $29.7 million for the same period a year ago. This 24% increase is primarily from the net addition of 2.9 million square feet to Catellus' portfolio since the third quarter of 1999.

The final approval of Pacific Commons in Fremont, California came at a time when market conditions are extremely favorable. The company began construction on 239,000 square feet in July, including the 74,000 square feet of industrial space leased to Intel Corporation.

Catellus Residential Group

During the quarter, the residential group contributed $18.6 million to pre-tax EBDDT versus a contribution of $9.4 million for the quarter a year ago, primarily due to the sale of the merchant housing division, and higher sale activities from joint ventures. Approximately $20 million of the retained interest in the merchant housing sale is expected to be realized over the next several quarters.

Excluding assets in the merchant housing division, 1,083 lots were sold during the quarter, consisting of 726 lots from unconsolidated joint ventures and 357 lots from wholly owned projects.

Total sales proceeds from wholly owned and consolidated joint venture projects were $182.7 million, with a net contribution to operating income of $28 million. Total sales proceeds from unconsolidated joint venture projects were $72.5 million resulting in a net contribution to Catellus operating income of $9.2 million.

Catellus Residential Group has a backlog of sales under contract but not yet closed of $42.0 million at September 30, 2000. In addition, we received approval on the tentative tract map and parcel map for Victoria-by-the-Bay, our 800-lot residential development on the site of a former oil refinery in Hercules, California. Marketing to homebuilders has begun on the first two sites and has been met with strong demand. Sales of these sites are expected to close during the next several months.

Catellus Residential Group and its joint ventures owned or controlled land capable of supporting the development of up to 9,776 lots or single-family homes.

Catellus Urban Group

In October, Catellus announced plans for two Class A office towers at Santa Fe Place, its 15-acre development in downtown San Diego. Construction of the first building is not expected to begin until 2002 upon substantial pre-leasing, with completion expected in 2004.

At September 30, 2000 the Urban Group had a total backlog of sales under contract but not yet closed of $26 million consisting of two parcels in San Diego expected to close in the first and third quarters of 2001. Additionally, the announced sale of a 100-unit condominium site for $13.5 million is expected to close by mid-year 2001.

We expect the variability of our quarterly and annual EBDDT and net income to continue. The timing of development sales and sales of non-strategic assets have resulted in significant variability in our historic operating results, particularly on a quarterly basis. Many of the company's projects require a lengthy process to complete the development cycle before they are sold. Sales of real estate assets are generally subject to lengthy negotiations and contingencies that need to be resolved before closing. These factors tend to ``bunch'' income in particular periods rather than producing a more even pattern throughout a year. In addition, gross margins vary significantly as the mix of properties varies. The cost basis of the properties sold varies because a number of properties have been owned for many years while some properties were acquired within the last few years; because properties are owned in various geographical locations; and because development projects have varying infrastructure and build-out periods.

Catellus Development Corporation is one of the nation's premier diversified real estate development companies. The Company specializes in developing, managing and investing in a broad range of product types including industrial, residential, office, retail and major urban development projects. It owns one of the largest portfolios of developable land in the Western United States capable of supporting over 49.7 million square feet of new commercial development and an estimated 14,800 residential lots and units. More information on the Company is available at www.catellus.com

We will hold a conference call to discuss this quarter's results and this earnings report today, November 8, 2000, at 9:00 AM Pacific Standard Time (12:00 PM EST). The dial-in phone number for the call is 800/230-1059 or the call can be listened to live or via audio replay on our website.

A copy of the Third Quarter 2000 Supplemental Disclosure Package will be available after 5 PM on November 10, 2000 in the Investor Relations section of our website at www.catellus.com. These materials are also available by contacting Catellus Development Corporation at 415/974-4500 or by writing to:

Investor Relations Catellus Development Corporation 201 Mission Street, 2nd Floor San Francisco, CA 94105 InvestorRelations@catellus.com

Except for historical matters, the matters discussed in this release and in the Supplemental Disclosure Package are forward-looking statements that involve risks and uncertainties. We have tried, wherever practical, to identify these forward-looking statements by using words like ``anticipate,'' ``believe,'' ``estimate,'' ``project,'' ``expect,'' and similar expressions. Forward-looking statements include, but are not limited to, statements about plans; opportunities; negotiations; markets and economic conditions; development, construction, and sales activities; availability of financing; and property values.

We caution you not to place undue reliance on these forward-looking statements, which reflect our current beliefs and are based on information currently available to us. We do not undertake any obligation to publicly revise these forward-looking statements to reflect future events or changes in circumstances.

These forward-looking statements are subject to risks and uncertainties that could cause our actual results, performance, or achievements to differ materially from those expressed in or implied by these statements. In particular, among the factors that could cause actual results to differ materially are:

For further information, you should refer to our report on Form 10-K for the fiscal year ended December 31, 1999, and our report on Form 10-Q for the quarter ended June 30, 2000, filed with the Securities and Exchange Commission.

-0-

                   CATELLUS DEVELOPMENT CORPORATION
                      CONSOLIDATED BALANCE SHEET
                            (In thousands)
                              (Unaudited)

                                        September 30,    December 31,
                                            2000            1999
                                         -----------    -----------
Assets

Properties                               $ 1,968,327    $ 1,944,017
Less accumulated depreciation               (309,577)      (294,846)
                                         -----------    -----------
                                           1,658,750      1,649,171

Other assets and deferred charges, net        98,434         93,021
Notes receivable, less allowance              28,791         32,890
Accounts receivable, less allowance           16,238         24,820
Restricted cash and investments               86,389         19,565
Cash and cash equivalents                    115,389         35,410
                                         -----------    -----------
                                         $ 2,003,991    $ 1,854,877
                                         ===========    ===========

Liabilities and stockholders' equity

Mortgage and other debt                  $   924,167    $   875,564
Accounts payable and accrued expenses         76,291         92,791
Deferred credits and other liabilities        46,848         58,751
Deferred income taxes                        235,587        185,592
                                         -----------    -----------
Total liabilities                          1,282,893      1,212,698
                                         -----------    -----------
Minority interests                            52,854         51,207
                                         ===========    ===========

Stockholders' equity

Common stock -- 108,056 and 107,185
 shares issued at September 30, 2000
 and December 31, 1999, respectively           1,081          1,072
Paid-in capital                              493,017        483,503
Treasury stock, at cost (1,997 shares
 at September 30, 2000)                      (28,660)            --
Accumulated earnings                         202,806        106,397
                                         -----------    -----------
Total stockholders' equity                   668,244        590,972
                                         -----------    -----------
Total                                    $ 2,003,991    $ 1,854,877
                                         ===========    ===========


                   CATELLUS DEVELOPMENT CORPORATION
                 CONSOLIDATED STATEMENT OF OPERATIONS
                 (In thousands, except per share data)
                              (Unaudited)

                      Three Months Ended        Nine Months Ended
                         September 30,             September 30,
                       2000          1999        2000        1999
                     ---------    ---------    ---------    ---------

Rental properties
 Rental revenue      $  52,523    $  43,081    $ 153,179    $ 125,851
 Property
  operating costs      (14,251)     (11,897)     (40,640)     (34,655)
 Equity in
  earnings of
  operating joint
  ventures, net          1,324        1,517        7,913        8,106
                     ---------    ---------    ---------    ---------
                        39,596       32,701      120,452       99,302
                     ---------    ---------    ---------    ---------
Property sales
 and fee services
 Sales revenue         213,190       98,123      396,189      242,217
 Cost of sales        (172,512)     (77,013)    (292,894)    (189,230)
                     ---------    ---------    ---------    ---------
   Gain on
    property sales      40,678       21,110      103,295       52,987
 Management and
  development fees       2,749        3,936        9,342       10,611
 Equity in
  earnings of
  development
  joint ventures,
  net                    9,238        3,239       12,084        7,658
 Selling, general
  and administrative
  expenses             (14,249)      (5,564)     (33,581)     (17,038)
 Other, net             (3,043)      (1,840)      (7,963)           7
                     ---------    ---------    ---------    ---------
                        35,373       20,881       83,177       54,225
                     ---------    ---------    ---------    ---------
Interest expense       (12,957)     (10,404)     (33,529)     (29,450)
Depreciation and
 amortization          (11,661)     (10,039)     (33,910)     (28,623)
Corporate
 administrative
 costs                  (3,656)      (3,727)     (11,376)     (11,321)
Gain on
 non-strategic
 asset sales            18,662        2,529       46,131        6,419
Other, net                (743)         116       (1,495)      (1,229)
                     ---------    ---------    ---------    ---------
 Income before
  minority
  interests and
  income taxes          64,614       32,057      169,450       89,323

Minority
 interests              (5,294)          45       (8,768)          54
                     ---------    ---------    ---------    ---------

 Income before
  income taxes          59,320       32,102      160,682       89,377
                     ---------    ---------    ---------    ---------
Income tax expense

Current                 (2,378)      (2,054)     (12,255)     (11,264)
Deferred               (21,338)     (10,922)     (52,018)     (24,800)
                     ---------    ---------    ---------    ---------
                       (23,716)     (12,976)     (64,273)     (36,064)
                     ---------    ---------    ---------    ---------
Net income           $  35,604    $  19,126    $  96,409    $  53,313
                     =========    =========    =========    =========
Net income per
  share

Basic                $    0.34    $    0.18    $    0.90    $    0.50
                     =========    =========    =========    =========
Assuming dilution    $    0.33    $    0.18    $    0.89    $    0.49
                     =========    =========    =========    =========

Average number of
 common shares
 outstanding --
 basic                 106,039      107,085      106,723      106,964
                     =========    =========    =========    =========
Average number of
 common shares
 outstanding --
 diluted               109,398      109,266      108,884      109,261
                     =========    =========    =========    =========


                   CATELLUS DEVELOPMENT CORPORATION
      SUMMARY OF EARNINGS BEFORE DEPRECIATION AND DEFERRED TAXES
                 (In thousands, except per share data)
                              (Unaudited)

                        Three Months Ended          Nine Months Ended
                         September 30,               September 30,
                       2000          1999          2000        1999
                     ---------    ---------    ---------    ---------

Net income           $  35,604    $  19,126    $  96,409    $  53,313

 Depreciation and
  amortization          11,661       10,039       33,910       28,623
 Deferred income
  taxes                 21,338       10,922       52,018       24,800
 Gain on
  non-strategic
  asset sales          (18,662)      (2,529)     (46,131)      (6,419)
 Depreciation
  recapture             (4,289)      (4,290)     (14,486)      (4,290)
                     ---------    ---------    ---------    ---------

Earnings before
 depreciation and
 deferred taxes      $  45,652    $  33,268    $ 121,720    $  96,027
                     =========    =========    =========    =========
Earnings before
 depreciation and
 deferred taxes
 per share of
 common stock
 - basic             $    0.43    $    0.31    $    1.14    $    0.90
                     =========    =========    =========    =========
Earnings before
 depreciation and
 deferred taxes
 per share of
 common stock -
 assuming dilution   $    0.42    $    0.30    $    1.12    $    0.88
                     =========    =========    =========    =========
Average number of
 common shares
 outstanding
 - basic               106,039      107,085      106,723      106,964
                     =========    =========    =========    =========
Average number of
 common shares
 outstanding
 - diluted             109,398      109,266      108,884      109,261
                     =========    =========    =========    =========

    NOTE: We use a supplemental performance measure, earnings before
depreciation and deferred taxes (EBDDT), along with net income, to
report our operating results. EBDDT is not a measure of operating
results or cash flows from operating activities as defined by
generally accepted accounting principles. Further, EBDDT is not
necessarily indicative of cash available to fund cash needs and should
not be considered as an alternative to cash flows as a measure of
liquidity. We believe that EBDDT provides relevant information about
our operations and is useful, along with net income, for an
understanding of our operating results.

    EBDDT is calculated by making various adjustments to net income.
Depreciation expense, amortization and deferred income taxes are added
back to net income as they represent non-cash charges. Since
depreciation expense is added back to net income in arriving at EBDDT,
the portion of gain on property sales attributable to depreciation
recapture is excluded from EBDDT. In addition, gains on the sale of
non-strategic assets represent unusual and/or non-recurring items and
are excluded from the EBDDT calculation. A reconciliation from net
income to EBDDT is provided.

                   CATELLUS DEVELOPMENT CORPORATION
                        ADDITIONAL INFORMATION
                  (In thousands, except percentages)
                              (Unaudited)

PRE-TAX EBDDT by SEGMENT

                     Three Months Ended        Nine Months Ended
                        September 30,            September 30,
                      2000        1999         2000         1999
                    --------    --------    ---------    ---------
Commercial          $ 33,105    $ 26,562    $ 115,242    $  93,755
Residential           18,558       9,449       26,169       17,453
Urban Development        893       1,481        3,580        4,033
Corporate             (4,526)     (2,170)     (11,016)      (7,950)
                    --------    --------    ---------    ---------
  Pre-tax EBDDT       48,030      35,322      133,975      107,291
Current taxes         (2,378)     (2,054)     (12,255)     (11,264)
                    --------    --------    ---------    ---------
 Total              $ 45,652    $ 33,268    $ 121,720    $  96,027
                    ========    ========    =========    =========

PROPERTIES
                               September 30, 2000
             Commercial   Residential  Urban Dev. Corporate   Total
             -----------  -----------  ---------- ---------  --------
Rental
 properties  $ 1,152,993  $      --  $      --  $     --  $ 1,152,993
Development
 properties      208,753     45,496    345,119        --      599,368
Work-in-
 process         127,658      7,144         --        --      134,802
Investments
 in joint
 ventures        (16,648)    73,751         --        --       57,103
Other                 --      1,844         --    22,217       24,061
             -----------  ---------  ---------  --------  -----------
 Subtotal      1,472,756    128,235    345,119    22,217    1,968,327
Accumulated
 depreciation   (281,481)    (1,106)   (12,826)  (14,164)    (309,577)
             -----------  ---------  ---------  --------  -----------
 Total       $ 1,191,275  $ 127,129  $ 332,293  $  8,053  $ 1,658,750
             ===========  =========  =========  ========  ===========
Mortgage
 debt        $   872,091  $  30,631  $  21,164  $    281  $   924,167
             ===========  =========  =========  ========  ===========

                               December 31, 1999
             Commercial  Residential Urban Dev. Corporate    Total
            -----------  ----------- ---------- ---------   --------
Rental
 properties  $ 1,096,648  $     380  $      --  $     --  $ 1,097,028
Development
 properties      208,976    114,133    325,508        --      648,617
Work-in-
 process          65,245     65,154         --        --      130,399
Investments
 in joint
 ventures         (2,482)    47,491         --        --       45,009
Other                 --      2,014         --    20,950       22,964
             -----------  ---------  ---------  --------  -----------
 Subtotal      1,368,387    229,172    325,508    20,950    1,944,017
Accumulated
 depreciation   (269,445)    (1,048)   (11,637)  (12,716)    (294,846)
             -----------  ---------  ---------  --------  -----------
 Total       $ 1,098,942  $ 228,124  $ 313,871  $  8,234  $ 1,649,171
             ===========  =========  =========  ========  ===========
Mortgage
 debt        $   759,078  $  94,271  $  21,781  $    434  $   875,564
             ===========  =========  =========  ========  ===========

                   CATELLUS DEVELOPMENT CORPORATION
                        ADDITIONAL INFORMATION
                  (In thousands, except percentages)
                              (Unaudited)

                         Three Months Ended     Nine Months Ended
                           September 30,           September 30,
                       2000         1999        2000         1999
                    --------    ---------    ---------    ---------
COMMERCIAL

Rental Properties
 Rental revenue     $ 49,050    $  39,760    $ 142,115    $ 116,569
 Property
  operating costs    (12,267)     (10,110)     (35,160)     (29,656)
 Equity in
  earnings of
  operating
  joint ventures       1,324        1,517        7,913        8,106
                    --------    ---------    ---------    ---------
                      38,107       31,167      114,868       95,019
                    --------    ---------    ---------    ---------
Property Sales
 and Fee Services

 Sales revenue        30,468       46,918      120,970      163,991
 Cost of
  sales (1)          (22,041)     (40,905)     (81,951)    (135,234)
                    --------    ---------    ---------    ---------
   Gain on
    property
    sales              8,427        6,013       39,019       28,757
 Management and
  development
  fees                 2,647        2,970        8,154        8,357
 Equity in
  earnings of
  development
  joint
  ventures                --           --           14          (23)
 Selling,
  general and
  administrative
  expense             (3,730)      (2,108)     (11,441)      (6,585)
 Other                 1,318           94        3,174        1,579
                    --------    ---------    ---------    ---------
                       8,662        6,969       38,920       32,085
                    --------    ---------    ---------    ---------
Interest expense     (12,113)     (11,574)     (33,891)     (33,349)
Minority
 interest             (1,551)          --       (4,655)          --
                    --------    ---------    ---------    ---------
Pre-tax EBDDT       $ 33,105    $  26,562    $ 115,242    $  93,755
                    ========    =========    =========    =========

                      Six Months Ended
                          June 30,
                      2000          1999
                    --------    ---------
COMMERCIAL

Rental
 Properties

 Rental revenue     $ 93,065    $  76,809
 Property
  operating costs    (22,893)     (19,546)
 Equity in
  earnings of
  operating
  joint ventures       6,589        6,589
                    --------    ---------
                      76,761       63,852
                    --------    ---------
Property Sales
 and Fee Services

 Sales revenue        90,502      117,073
 Cost of
  sales (1)          (59,910)     (94,329)
                    --------    ---------
  Gain on
   property
   sales              30,592       22,744
 Management and
  development
  fees                 5,507        5,387
 Equity in
  earnings of
  development
  joint
  ventures                14          (23)
 Selling,
  general and
  administrative
  expense             (7,711)      (4,477)
 Other                 1,856        1,485
                    --------    ---------
                      30,258       25,116
                    --------    ---------
Interest expense     (21,778)     (21,775)
Minority
 interest             (3,104)          --
                    --------    ---------
Pre-tax EBDDT       $ 82,137    $  67,193
                    ========    =========


    (1) Cost of sales for the three and nine months ended September
        30, 2000 includes is $4.3 million and $14.5 million,
        respectively, of depreciation recapture which is included in
        net income, but not in EBDDT.


Buildings owned and
 leasing statistics:      September 30,
                        2000          1999
                       --------    ---------

Industrial buildings
   Square feet owned    23,868    20,929
   Square feet leased   23,153    19,117
   Percent leased         97.0%     91.3%
Office buildings
   Square feet owned     1,623     1,622
   Square feet leased    1,495     1,485
   Percent leased         92.1%     91.6%
Retail buildings
   Square feet owned       880       881
   Square feet leased      843       790
   Percent leased         95.8%     89.7%
Total
   Square feet owned    26,371    23,432
   Square feet leased   25,491    21,392
   Percent leased         96.7%     91.3%

                              Three Months            Nine Months
                                Ended                  Ended
                              September 30,          September 30,
                            2000 vs. 1999            2000 vs. 1999
                               % Change               % Change
                            ---------------         -------------

Same space NOI (1)(2)           6.0%                   6.0%
                            ===============         =============

    (1) Same space properties have been owned and operated for all of
        1999 and through September 30, 2000.

    (2) Change in same space NOI is adjusted for
        one-time/non-recurring items.

                         As of or for the    As of or for the
                        Three Months Ended   Nine Months Ended
                           September 30,      September 30,
                         2000     1999       2000     1999
                        ------    ------    ------    ------
                        (in square feet)     (in square feet)
Development Activity:
 Under construction,
  beginning of period    4,962     4,644     4,641     5,037
 Construction starts     1,204     1,501     3,862     3,067
 Completed - retained
  in portfolio            (428)   (1,809)   (2,765)   (2,760)
 Completed -
  design-build or
  sold                     (80)     (693)      (80)   (1,701)
                        ------    ------    ------    ------
 Under
  construction,
  end of period          5,658     3,643     5,658     3,643
                        ======    ======    ======    ======
Contracts signed,
 construction not
 started                                        --       581
                                            ======    ======

                                                September 30,
                                            2000            1999
                                          ---------       --------
Commercial Property Sales Backlog:
 Sales under contract but not closed      $ 55,585        $ 69,553
                                          =========       ========

RESIDENTIAL
Pre-tax EBDDT

                    Three Months Ended        Nine Months Ended
                       September 30,            September 30,
                     2000        1999         2000        1999
                  ---------    --------    ---------    ---------
Sales proceeds --
 Owned and
 consolidated
 JV's             $ 182,721    $ 51,205    $ 275,218    $  78,226
Cost of Sales      (154,758)    (40,398)    (225,427)     (58,286)
                  ---------    --------    ---------    ---------
 Gain                27,963      10,807       49,791       19,940
                  ---------    --------    ---------    ---------
Sales proceeds --
 Unconsolidated
 JV's                72,491      32,072      121,468      105,918
Cost of Sales       (55,600)    (25,092)     (92,267)     (78,553)
                  ---------    --------    ---------    ---------
 Gain                16,891       6,980       29,201       27,365
Minority
 interest and
 other               (7,653)     (3,741)     (17,131)     (19,684)
                  ---------    --------    ---------    ---------
 Unconsolidated
  JV income           9,238       3,239       12,070        7,681
Selling,
 general and
 administrative      (9,981)     (3,249)     (20,555)     (10,103)
Other                (8,662)     (1,348)     (15,137)         (65)
                  ---------    --------    ---------    ---------
                  $  18,558    $  9,449    $  26,169    $  17,453
                  =========    ========    =========    =========


                                                      September 30,
Property sales backlog - sales under contract:      2000        1999
                                                   --------   -------

Residential Development
 Owned projects and consolidated joint ventures

  Units                                            $ 14,541   $60,827
                                                   ========   =======
  Lots                                             $     --   $ 6,370
                                                   ========   =======

 Unconsolidated joint venture projects (1)

  Units                                            $     --   $ 7,592
                                                   ========   =======
  Lots                                             $ 27,488   $ 9,866
                                                   ========   =======

    (1) The Company is entitled to receive 25% - 67% of the net
        profits from these joint ventures.

URBAN DEVELOPMENT
Pre-tax EBDDT

                       Three Months Ended     Nine Months Ended
                          September 30,         September 30,
                        2000       1999       2000       1999
                       -------    -------    -------    -------
Net operating income   $ 1,489    $ 1,449    $ 5,402    $ 4,033
Management and
 development fees           13        526        631      1,126
Selling, general and
 admin. expenses          (538)      (207)    (1,585)      (350)
Interest expenses         (136)      (241)      (890)      (623)
Other                       65        (46)        22       (153)
                       -------    -------    -------    -------
                       $   893    $ 1,481    $ 3,580    $ 4,033
                       =======    =======    =======    =======


-----------------------------------------------------------

Contact: 
     Catellus Development Corporation
     Pamela Matthews, 415/974-4616 (Corporate Communications)
     Minnie Wright, 415/974-4649 (Investor Relations)