THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT

 THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT

	Third Amendment made and entered into this 18th day of February 1997, by 
and between John Hancock Mutual Life Insurance Company ("Seller") and Arden 
Realty Limited Partnership ("Buyer").

WITNESSETH THAT:

	WHEREAS, Seller and Buyer executed a Purchase and Sale Agreement dated 
January 10, 1997, as amended by a First Amendment to Purchase and Sale 
Agreement dated January 31, 1997 and a Second Amendment to Purchase and Sale 
Agreement dated February 14, 1997 (the "Agreement"), pursuant to which buyer 
has agreed to Purchase and Seller has agreed to sell the premises commonly 
known as 10780 Santa Monica Boulevard, Los Angeles, California, a multi-story 
office building ("Premises") as more fully described in the Agreement; and

	WHEREAS, Buyer and Seller wish to amend certain of the terms of the 
Agreement;

	NOW, THEREFORE, in consideration of the mutual covenants hereinafter set 
forth and other good and valuable consideration, the receipt and sufficiency 
of which is hereby acknowledged, the Agreement is amended as follows:

	1.  Buyer's Review.  Section 4 of the Agreement is hereby amended to 
acknowledge that Buyer has approved of all of the matters and things subject 
to its review and approval, subject only to the (1) receipt and approval of 
the Tenant Estoppels as provided for under Section 5B (2), and (2) City 
Approval of Certain Uses as proved for under Section 5B (3) as added to the 
Agreement in paragraph 2 below.

	2.  Conditions Precedent.  Section 5B (a) of the Agreement is hereby 
amended to add thereto an additional subparagraph 3, as follows:

		"3.  City Approval of Certain Uses.  The City shall have waived or 
modified to Buyer's satisfaction the existing and recorded covenant against 
the Premises forbidding use of the Premises, or any portion thereof, as an 
office for residential real estate brokerage business, among other proscribed 
uses; and the City shall continue to acknowledge by an agreement to be 
recorded that the requirement of valet parking shall be eliminated and that 
the restriction against the Premises being utilized for medical or dental 
offices shall also be eliminated on the condition that the owner of the 
Premises agree to provide free transient parking on the Premises."

	3.  Closing.  Section 3 of the Agreement is hereby amended to provide 
that the Closing will occur two (2) business days following satisfaction or 
waiver by Buyer of the Conditions Precedent set forth in Section 5B (a) of the 
Agreement, but not later than April 1, 1997.

	4.  Miscellaneous.  Except as hereby amended, Buyer and Seller hereby 
ratify, confirm and adopt the Agreement as amended by the First Amendment, 
Second Amendment and this Third Amendment.  Time remains of the essence.

	IN WITNESS WHEREOF, the parties hereto have caused these presents to be 
executed as of the day and year first above written.

SELLER:

JOHN HANCOCK MUTUAL LIFE
INSURANCE COMPANY

By: /s/ Stephen Kindl
Name: Stephen Kindl
Title: Senior Investment Officer

BUYER:

ARDEN REALTY LIMITED PARTNERSHIP
a Maryland limited partnership

By: Arden Realty, Inc.,
    a Maryland corporation,
    its sole general partner

By:/s/ Richard S. Ziman
Name: Richard S. Ziman
Title:   CEO 

Basic Info X:

Name: THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT
Type: Third Amendment to Purchase and Sale Agreement
Date: May 22, 1997
Company: ARDEN REALTY INC
State: Maryland

Other info:

Date:

  • 18th day of February 1997
  • January 10 , 1997
  • January 31 , 1997
  • February 14 , 1997
  • April 1 , 1997

Organization:

  • John Hancock Mutual Life Insurance Company
  • Arden Realty Limited Partnership
  • First Amendment to Purchase
  • Purchase and Seller
  • City Approval of Certain Uses
  • Arden Realty , Inc.

Location:

  • Santa Monica Boulevard
  • Los Angeles
  • California
  • City
  • Maryland

Person:

  • JOHN HANCOCK
  • Stephen Kindl
  • Richard S. Ziman