<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>3
<FILENAME>ex99-1.txt
<TEXT>

                                                                    Exhibit 99.1


                    [LETTERHEAD OF A.G. EDWARDS & SONS, INC.]


                                October 17, 2003

The Board of Directors
Franklin Street Properties Corporation
401 Edgewater Place Suite 200
Wakefield, Massachusetts

Ladies and Gentlemen:

You have requested that A.G. Edwards & Sons, Inc. ("Edwards") render an opinion
as to the fair market value ("Fair Market Value"), as defined below, of a share
of the common stock of Franklin Street Properties Corp. ("FSP Corp." or the
"Company") as of September 30, 2003 (the "Valuation"). "Fair Market Value" is
defined as the price a willing buyer would pay and a willing seller would
accept, neither party being under any compulsion to make the transaction and
both having reasonable knowledge of the relevant facts, for a share of the
Company's common stock on a going concern basis assuming that (i) such stock
does not represent a majority, control or swing-vote position and (ii) there is
no trading market for such stock, rendering it illiquid. We understand that the
Valuation is for business planning purposes only and will be made available to
all of the Company's shareholders ("stockholders") for informational purposes
only. This Valuation does not constitute a recommendation to the stockholders or
any other party to acquire or sell Company securities. We have not been asked to
assist the Company, any stockholder or any other party in evaluating the
financial advisability of any specific transaction.

Edwards, as part of its investment banking business, is regularly engaged in the
valuation of businesses and their securities in connection with mergers and
acquisitions, negotiated underwritings, competitive biddings, secondary
distributions of listed and unlisted securities, private placements and
valuations for estate, corporate or other purposes. The Company has agreed to
indemnify Edwards for certain liabilities that may arise out of the rendering of
this report and any related activities as advisor to the Company's Board of
Directors (the "Board of Directors"). Edwards has also performed and may
continue to perform certain investment banking services for the Company. Edwards
is not aware of any present or contemplated relationship between Edwards and the
Company or any of the Company's affiliates, directors, officers or stockholders
that in our opinion would affect our ability to render fair and independent
advice in this matter.

In connection with this report, Edwards has, among other things:

      a)    investigated the past and current business operations, financial
            condition and future prospects of FSP Corp., as well as the
            industries in which the Company operates, through interviews with
            members of the Company's management;

<PAGE>

The Board of Directors
Franklin Street Properties Corporation
October 17, 2003
Page 2


      b)    reviewed the historical and interim financial statements and certain
            financial forecasts prepared by senior management of the Company;

      c)    reviewed the market data for stocks of companies in the same or
            similar lines of business as the Company;

      d)    reviewed the financial terms of certain acquisitions that we deem
            relevant for analytical purposes;

      e)    reviewed financial studies and analyses related to general economic,
            market and monetary conditions and other relevant studies;

      f)    reviewed certain qualitative attributes of the Company both positive
            and negative; and

      g)    completed other analyses that we deem necessary or appropriate.

In preparing its report, Edwards has assumed and relied upon, without
independent verification, the accuracy and completeness of all financial and
other information publicly available or that was supplied or otherwise made
available to it by the Company and its representatives. Edwards has not been
engaged to, and therefore it has not, verified the accuracy or completeness of
any such information. Edwards has relied upon the assurances of the management
of the Company that they are not aware of any facts that would make such
information materially inaccurate or misleading. Edwards has been informed and
assumes that the financial projections supplied to, discussed with or otherwise
made available to it reflect the best currently available estimates and
judgments of the management of the Company as to the expected future financial
performance of the Company. Edwards has not independently verified such
information or assumptions, nor does it express any opinion with respect
thereto. Edwards has not made any independent appraisal of the assets or
liabilities of the Company, nor has it been furnished with any such appraisals,
including real estate appraisals. Edwards also did not independently attempt to
assess or value any intangible assets (including goodwill). Edwards has assumed
that no legal, accounting or regulatory changes that occur after the date hereof
will have a material impact on the Company's operations, financial condition or
future prospects.

In performing its analysis, Edwards has made numerous assumptions with respect
to interest rates, dividend rates, market conditions, general business
conditions, local and national real estate conditions, economic conditions and
government regulations, all as of September 30, 2003, that are beyond the
control of the Company. The analysis performed by Edwards is not necessarily
indicative of actual values or actual future results, which may be significantly
more or less favorable than those suggested by such analysis.
<PAGE>

The Board of Directors
Franklin Street Properties Corporation
October 17, 2003
Page 3


The Valuation is limited to information available as of the date of this report.
Any values computed herein are based on economic, market, geopolitical and
company specific data as of September 30, 2003. Although changes in any one of
these items subsequent to September 30, 2003 could materially impact the
Valuation and Edwards' report, Edwards does not have any obligation to update,
revise or reaffirm the Valuation or its report and Edwards expressly disclaims
any responsibility to do so.

In preparing its Valuation, Edwards has applied its judgment with respect to a
variety of assumptions and analyses including three primary valuation
methodologies: (1) applying a range of valuation multiples of national, publicly
traded real estate investment trusts ("REITs") in sectors in which the Company
has operations and that we believe are, for valuation purposes, relevant; (2)
applying a range of valuation multiples of certain selected acquisitions of
REITs in sectors in which the Company has operations; (3) applying a valuation
based on the discounted present value of the Company's projected cash available
for distribution. The results from these methodologies were modified by applying
a discount factor for the lack of marketability of the Company's shares. In
applying these analyses, Edwards may have given more or less weight to one
methodology versus another and may have determined that various assumptions were
more or less probable than other assumptions.

It is understood that this letter is solely for the information of the Board of
Directors and stockholders of the Company. This report may not be relied upon,
reproduced, summarized, described, characterized, excerpted from, referred to or
given to any other person for any purpose without Edwards' prior written
consent.

This report is for the express purpose of assisting the Board of Directors with
stockholder communication and business planning. This report should not be
relied upon by any party for any other purpose including, but not limited to,
the purchase, sale or redemption of FSP Corp. stock, a merger involving FSP
Corp., the purchase, sale or redemption of stock in other entities sold by FSP
Corp. or for any other public or private transaction.

Based on our analyses, we are of the view that the hypothetical Fair Market
Value per share of common stock of FSP Corp., as of September 30, 2003, is in a
range between $14.70 and $17.60. Edwards believes, based on its analysis of both
quantitative and qualitative factors, that the hypothetical Fair Market Value
per share of common stock of FSP Corp., as of September 30, 2003, should be
approximately $16.45.

This Valuation is subject to the following Statement of General Assumptions and
Limiting Conditions.

<PAGE>

The Board of Directors
Franklin Street Properties Corporation
October 17, 2003
Page 4


      i.)    Full compliance by the Company and its subsidiaries with all
             applicable federal, state, and local zoning, use, environmental,
             and similar laws and regulations is assumed.

      ii.)   The date to which the Valuation expressed in this report applies is
             set forth in this report. Our Valuation is based on the purchasing
             power of the U.S. dollar as of that date.

      iii.)  No responsibility is taken for changes in market conditions and the
             current or expected regulatory environment, and no obligation is
             assumed to revise this report to reflect events or conditions that
             occur subsequent to the Valuation date.

      iv.)   The Valuation is predicated on the financial structure of the
             Company prevailing as of the date of this Valuation.

      v.)    Responsible ownership and competent management of the Company are
             assumed.

      vi.)   We were not engaged nor are we qualified to detect the existence of
             hazardous material, which may or may not be present on or near the
             Company's properties. The presence of potentially hazardous
             substances, such as asbestos, urea-formaldehyde foam insulation,
             industrial wastes, etc., may affect the value of the property. The
             value estimate herein is predicated on the assumption that there is
             no such material on, in, or near the Company's properties that
             would cause a loss in value. No responsibility is assumed for any
             such conditions or for any expertise or engineering knowledge
             required to discover them. The Company should retain an expert in
             this field if further information is desired.

      vii.)  Edwards did not appraise the value of or inspect the individual
             underlying assets of the Company nor have we been provided with
             current appraisals.

      viii.) Edwards was not in a position to, and did not, evaluate the
             likelihood of occurrence or potential exposure, monetary or
             otherwise, of the Company to any contingent liabilities it may
             face.



                                    Very truly yours,

                                    A.G. EDWARDS & SONS, INC.

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