Catellus Announces Change in Ownership Interest of CalPERS to Direct Stockholder, and Resignation of Two Directors, Judd D. Malkin and Darla Totusek Flanagan.

SAN FRANCISCO--(BUSINESS WIRE)--Nov. 17, 1995--Catellus Development Corporation (NYSE: CDX) announced that Bay Area Real Estate Investments L.P. ("BAREIA"), the entity in which the California Public Employees' Retirement System ("CalPERS") holds a 99.8% interest, has filed for dissolution to be effective as of Nov. 14, 1995, and CalPERS will now directly hold the interests in Catellus formerly held by BAREIA, which are approximately 41% of the Company's common stock and approximately 41% of the Company's Series A Preferred Stock.

As a result of the dissolution of BAREIA, Judd D. Malkin and Darla Totusek Flanagan have tendered their resignations from the Company's Board of Directors effective as of Nov. 14, 1995.

Also as a result of the BAREIA dissolution, certain agreements between the Company and BAREIA were terminated, including an agreement which gave BAREIA the right to designate a number of members to the Board of Directors proportionate to BAREIA's common stock ownership interest.

Sheryl Pressler, Chief Investment Officer for CalPERS, stated: "We took this step to simplify our relationship with Catellus. This reinforces our belief in the new management team and reaffirms that we are long term investors in the Company."

Joseph R. Seiger, Chairman of the Company's Board of Directors, stated: "On behalf of the Board of Directors, I want to thank Judd and Darla for the sound and knowledgeable advice that they have provided to the Company over the past six years. We wish them continued success in their individual endeavors."

Headquartered in San Francisco, Catellus Development Corporation is an owner, developer and manager of real estate assets which have a current value, as of Dec. 31, 1994, of $1.8 billion.

CONTACT: Catellus Development Corporation, San Francisco

Joseph R. Seiger, 415/974-4500