EXHIBIT 23.4


                       CONSENT OF INDEPENDENT ACCOUNTANTS


We consent to the inclusion in this registration statement on Form S-4 (File No.
333-52835)  of our report  dated  April 17,  1998 on our audits of the  combined
financial  statements and financial statement schedule of The Berg Properties as
of December 31, 1997 and 1996 and for the years ended  December  31, 1997,  1996
and 1995 and our  reports  dated  April 17,  1998 on our audits of the  Combined
Statements of Revenue and Certain Expenses of the Kontrabecki Properties for the
years ended  December 31, 1997,  1996 and 1995 and the  Statement of Revenue and
Certain Expenses of the Fremont Properties for the year ended December 31, 1997.
Additionally,  we consent to the  incorporation by reference of our report dated
March 20, 1998 on our audit of the consolidated  financial statements of Mission
West  Properties  as of December 31, 1997,  and for the year ended  November 30,
1997 and one month  period  ended  December  31,  1997.  We also  consent to the
references to our firm under the caption "Experts".

San Francisco, California
November 12, 1998                                 /s/ PricewaterhouseCoopers LLP