EXHIBIT 23.2

                                        Consent of Independent Accountants

We  hereby  consent  to  the   incorporation  by  reference  in  the  Prospectus
constituting  part of this  Registration  Statement  on Form S-3 of Cali  Realty
Corporation  of our report dated  February  15,  1996,  except for Note 1, as to
which the date is March 12, 1996, appearing on page 38 on Form 10-K for the year
ended  December  31,  1995.  We also  consent to the  reference  to us under the
heading "Experts" in such prospectus.


/s/ Price Waterhouse LLP
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Price Waterhouse LLP
New York, New York
August 9, 1996