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Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2012	Jun. 30, 2012
Document and Entity Information
Entity Registrant Name	SIMON PROPERTY GROUP L P /DE/
Entity Central Index Key	0001022344
Document Type	10-K
Document Period End Date	Dec. 31, 2012
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Public Float		$ 0
Entity Common Stock, Shares Outstanding	0
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	FY

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
ASSETS:
Investment properties, at cost	$ 34,252,521	$ 29,657,046
Less - accumulated depreciation	9,068,388	8,388,130
Investment properties at cost, net	25,184,133	21,268,916
Cash and cash equivalents	1,184,518	798,650
Tenant receivables and accrued revenue, net	521,301	486,731
Investment in unconsolidated entities, at equity	2,108,966	1,378,084
Investment in Klepierre, at equity	2,016,954
Deferred costs and other assets	1,570,734	1,633,544
Notes receivable from related party		651,000
Total assets	32,586,606	26,216,925
LIABILITIES:
Mortgages and other indebtedness	23,113,007	18,446,440
Accounts payable, accrued expenses, intangibles, and deferred revenues	1,374,172	1,091,712
Cash distributions and losses in partnerships and joint ventures, at equity	724,744	695,569
Other liabilities	303,588	170,971
Total liabilities	25,515,511	20,404,692
Commitments and contingencies
Preferred units, at liquidation value, and noncontrolling redeemable interests in properties	178,006	267,945
Partners' Equity
Preferred units, 796,948 units outstanding. Liquidation value of $39,847	44,719	45,047
General Partner, 309,903,824 and 293,856,250 units outstanding, respectively	5,865,884	4,604,619
Limited Partners, 51,952,554 and 60,858,134 units outstanding, respectively	983,363	953,622
Total partners' equity	6,893,966	5,603,288
Nonredeemable noncontrolling deficit interests in properties, net	(877)	(59,000)
Total equity	6,893,089	5,544,288
Total liabilities and equity	$ 32,586,606	$ 26,216,925

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Consolidated Balance Sheets
Preferred units, units outstanding	796,948	796,948
Preferred units, Liquidation value (in dollars)	$ 39,847	$ 39,847
General Partner, units outstanding	309,903,824	293,856,250
Limited Partners, units outstanding	51,952,554	60,858,134

Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
REVENUE:
Minimum rent	$ 3,015,866	$ 2,664,724	$ 2,429,519
Overage rent	195,726	140,842	110,621
Tenant reimbursements	1,340,307	1,177,269	1,083,780
Management fees and other revenues	128,366	128,010	121,207
Other income	199,819	195,587	212,503
Total revenue	4,880,084	4,306,432	3,957,630
EXPENSES:
Property operating	469,755	436,571	414,264
Depreciation and amortization	1,257,569	1,065,946	982,820
Real estate taxes	419,267	369,755	345,960
Repairs and maintenance	116,168	113,496	102,425
Advertising and promotion	118,790	107,002	97,194
Provision for credit losses	12,809	6,505	3,130
Home and regional office costs	123,926	128,618	109,314
General and administrative	57,144	46,319	21,267
Transaction expenses			68,972
Marketable and non-marketable securities charges and realized gains, net	(6,426)
Other	90,482	89,066	65,448
Total operating expenses	2,659,484	2,363,278	2,210,794
OPERATING INCOME	2,220,600	1,943,154	1,746,836
Interest expense	(1,127,025)	(983,526)	(1,027,091)
Loss on extinguishment of debt			(350,688)
Income and other taxes	(15,880)	(11,595)	(4,331)
Income from unconsolidated entities	131,907	81,238	75,921
Impairment charge from investments in unconsolidated entities			(8,169)
Gain upon acquisition of controlling interests, sale or disposal of assets and interests in unconsolidated entities, and impairment charge on investment in unconsolidated entities, net	510,030	216,629	321,036
CONSOLIDATED NET INCOME	1,719,632	1,245,900	753,514
Net income attributable to noncontrolling interests	8,520	8,559	10,640
Preferred unit requirements	5,252	5,252	8,929
NET INCOME ATTRIBUTABLE TO UNITHOLDERS	1,705,860	1,232,089	733,945
NET INCOME ATTRIBUTABLE TO UNITHOLDERS ATTRIBUTABLE TO:
General Partner	1,431,159	1,021,462	610,424
Limited Partners	274,701	210,627	123,521
Net income attributable to unitholders	$ 1,705,860	$ 1,232,089	$ 733,945
BASIC EARNINGS PER UNIT
Net income attributable to unitholders (in dollars per unit)	$ 4.72	$ 3.48	$ 2.10
DILUTED EARNINGS PER UNIT
Net income attributable to unitholders (in dollars per unit)	$ 4.72	$ 3.48	$ 2.10
Consolidated net income	$ 1,719,632	$ 1,245,900	$ 753,514
Unrealized income (loss) on interest rate hedge agreements	16,652	(91,933)	(3,493)
Net loss on derivative instruments reclassified from accumulated other comprehensive income into interest expense	21,042	16,169	15,769
Currency translation adjustments	9,200	(8,462)	(20,590)
Changes in available-for-sale securities and other	(39,248)	(37,431)	19,934
Comprehensive income	1,727,278	1,124,243	765,134
Comprehensive income attributable to noncontrolling interests	8,520	8,559	10,640
Comprehensive income attributable to unitholders	$ 1,718,758	$ 1,115,684	$ 754,494

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
CASH FLOWS FROM OPERATING ACTIVITIES:
Consolidated Net Income	$ 1,719,632	$ 1,245,900	$ 753,514
Adjustments to reconcile consolidated net income to net cash provided by operating activities -
Depreciation and amortization	1,301,304	1,112,438	1,016,027
Loss on debt extinguishment			350,688
Gain upon acquisition of controlling interests, sale or disposal of assets and interests in unconsolidated entities, and impairment charge on investment in unconsolidated entities, net	(510,030)	(216,629)	(312,867)
Marketable and non-marketable securities charges and realized gains, net	(6,426)
Straight-line rent	(37,998)	(30,308)	(24,487)
Equity in income of unconsolidated entities	(131,907)	(81,238)	(75,921)
Distributions of income from unconsolidated entities	151,398	112,977	109,050
Changes in assets and liabilities -
Tenant receivables and accrued revenue, net	(4,815)	(19,370)	2,144
Deferred costs and other assets	(133,765)	(58,924)	(40,388)
Acounts payable, accrued expenses, intangibles, deferred revenues and other liabilities	165,679	(58,959)	(22,550)
Net cash provided by operating activities	2,513,072	2,005,887	1,755,210
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions	(3,735,718)	(1,259,623)	(976,276)
Funding of loans to related parties	(25,364)		(29,500)
Repayments of loans to related parties	92,600		10,500
Capital expenditures, net	(802,427)	(445,495)	(256,312)
Cash from acquisitions and cash impact from the consolidation and deconsolidation of properties	91,163	19,302	27,015
Net proceeds from sale of assets	383,804	136,013	301,425
Investments in unconsolidated entities	(201,330)	(20,807)	(193,925)
Purchase of marketable and non-marketable securities	(184,804)	(42,015)	(16,157)
Sale of marketable and non-marketable securities	415,848	6,866	26,175
Purchase of loans held for investment			(433,033)
Repayments of loans held for investment	163,908	235,124	37,574
Distributions of capital from unconsolidated entities and other	221,649	376,593	255,819
Net cash used in investing activities	(3,580,671)	(994,042)	(1,246,695)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of units	1,213,840	5,313	4,166
Redemption of limited partner units	(248,000)
Preferred unit redemptions			(10,994)
Purchase of noncontrolling interest in consolidated properties	(229,595)
Distributions to noncontrolling interest holders in properties	(13,623)	(28,793)	(24,615)
Contributions from noncontrolling interest holders in properties	4,204	1,217	1,058
Partnership distributions	(1,485,240)	(1,244,156)	(919,443)
Loss on debt extinguishment			(350,688)
Proceeds from issuance of debt, net of transaction costs	6,772,443	1,655,203	3,858,815
Repayments of debt	(4,560,562)	(1,398,697)	(6,227,814)
Net cash provided by (used in) financing activities	1,453,467	(1,009,913)	(3,669,515)
INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS	385,868	1,932	(3,161,000)
CASH AND CASH EQUIVALENTS, beginning of period	798,650	796,718	3,957,718
CASH AND CASH EQUIVALENTS, end of period	$ 1,184,518	$ 798,650	$ 796,718

Consolidated Statements of Equity - USD ($) $ in Thousands	Total	Preferred Units	Preferred Units Series J Preferred Stock	Simon Property (Managing General Partner)	Limited partners	Limited partners Series I Preferred Units	Noncontrolling Interests
Balance at Dec. 31, 2009	$ 5,182,962	$ 45,704		$ 4,412,433	$ 892,603		$ (167,778)
Increase (Decrease) in Stockholders' Equity
General partner contributions (712 units, 324,720 units and 178,683 units for the years ended 2012, 2011 and 2010 and net of 76,969 units used to fund required withholding tax for the year ended 2011)	5,006			5,006
Issuance of limited partner units (205,335, 75,469 and 1,813,993 for the years ended 2012, 2011 and 2010)	162,987				162,987
Series J preferred stock premium and amortization	(329)		$ (329)
Series I preferred units (7,871,276 units) converted to common units (6,670,589 units)	393,564			393,564
Series I preferred units (1,017,480 units) converted to limited partner common units (862,292 units)	50,874					$ 50,874
Limited partner units exchanged to common units (7,447,921, 584,432 and 247,640 units for the years ended 2012, 2011 and 2010 and 6,795,296 common shares for the year ended 2012)				3,866	(3,866)
Stock incentive program (114,066, 116,885 and 116,726 units, net for the years ended 2012, 2011 and 2010)				0
Amortization of stock incentive	16,839			16,839
Issuance of unit equivalents and other (337,006 for the year 2012 and 1,133,673 and 6,857 units for the year 2011)	993			(10,634)	10,569		1,058
Adjustment to limited partners' interest from increased ownership in the Operating Partnership				101,556	(101,556)
Distributions, excluding distributions on preferred interests classified as temporary equity	(938,686)	(3,337)		(757,267)	(153,247)		(24,835)
Net income, excluding preferred distributions on temporary equity preferred units of $1,915, $1,915 and $5,592 for the years ended 2012, 2011 and 2010 and $8,520 and $8,946 attributable to noncontrolling redeemable interests in properties for the year ended 2012 and 2011	747,922	3,337		610,424	123,521		10,640
Other comprehensive income (loss)	11,620			9,618	2,002
Balance at Dec. 31, 2010	5,633,752	45,375		4,785,405	983,887		(180,915)
Increase (Decrease) in Stockholders' Equity
General partner contributions (712 units, 324,720 units and 178,683 units for the years ended 2012, 2011 and 2010 and net of 76,969 units used to fund required withholding tax for the year ended 2011)	2,095			2,095
Issuance of limited partner units (205,335, 75,469 and 1,813,993 for the years ended 2012, 2011 and 2010)	9,084				9,084
Series J preferred stock premium and amortization	(328)		(328)
Limited partner units exchanged to common units (7,447,921, 584,432 and 247,640 units for the years ended 2012, 2011 and 2010 and 6,795,296 common shares for the year ended 2012)				9,465	(9,465)
Units Retired (2,000,000 and 61,584 units for year 2012 and 2011)	(6,385)			(6,385)
Stock incentive program (114,066, 116,885 and 116,726 units, net for the years ended 2012, 2011 and 2010)				0
Amortization of stock incentive	14,018			14,018
Issuance of unit equivalents and other (337,006 for the year 2012 and 1,133,673 and 6,857 units for the year 2011)	21,940			(106,694)	5,303		123,331
Adjustment to limited partners' interest from increased ownership in the Operating Partnership				13,453	(13,453)
Distributions, excluding distributions on preferred interests classified as temporary equity	(1,243,270)	(3,337)		(1,027,407)	(211,497)		(1,029)
Net income, excluding preferred distributions on temporary equity preferred units of $1,915, $1,915 and $5,592 for the years ended 2012, 2011 and 2010 and $8,520 and $8,946 attributable to noncontrolling redeemable interests in properties for the year ended 2012 and 2011	1,235,039	3,337		1,021,462	210,627		(387)
Other comprehensive income (loss)	(121,657)			(100,793)	(20,864)
Balance at Dec. 31, 2011	5,544,288	45,047		4,604,619	953,622		(59,000)
Increase (Decrease) in Stockholders' Equity
General partner contributions (712 units, 324,720 units and 178,683 units for the years ended 2012, 2011 and 2010 and net of 76,969 units used to fund required withholding tax for the year ended 2011)	41			41
Issuance of limited partner units (205,335, 75,469 and 1,813,993 for the years ended 2012, 2011 and 2010)	31,324				31,324
Issuance of units related to Simon Property's public offering of its common stock (9,137,500 units)	1,213,741			1,213,741
Series J preferred stock premium and amortization	(328)		$ (328)
Limited partner units exchanged to common units (7,447,921, 584,432 and 247,640 units for the years ended 2012, 2011 and 2010 and 6,795,296 common shares for the year ended 2012)				144,197	(144,197)
Units Retired (2,000,000 and 61,584 units for year 2012 and 2011)	(248,000)			(209,096)	(38,904)
Stock incentive program (114,066, 116,885 and 116,726 units, net for the years ended 2012, 2011 and 2010)				0
Amortization of stock incentive	14,001			14,001
Purchase of noncontrolling interests	84,476			25,917			58,559
Issuance of unit equivalents and other (337,006 for the year 2012 and 1,133,673 and 6,857 units for the year 2011)	20,463			(36,157)	56,621		(1)
Adjustment to limited partners' interest from increased ownership in the Operating Partnership				(84,685)	84,685
Distributions, excluding distributions on preferred interests classified as temporary equity	(1,483,760)	(3,337)		(1,241,216)	(238,772)		(435)
Net income, excluding preferred distributions on temporary equity preferred units of $1,915, $1,915 and $5,592 for the years ended 2012, 2011 and 2010 and $8,520 and $8,946 attributable to noncontrolling redeemable interests in properties for the year ended 2012 and 2011	1,709,197	3,337		1,431,159	274,701
Other comprehensive income (loss)	7,646			3,363	4,283
Balance at Dec. 31, 2012	$ 6,893,089	$ 44,719		$ 5,865,884	$ 983,363		$ (877)

Consolidated Statements of Equity (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
General partner contributions, units	712	324,720	178,683
General partner contributions, units used to fund required withholding tax		76,969
Issuance of limited partner, units	205,335	75,469	1,813,993
Issuance of units related to Simon Property's public offering of its common stock	9,137,500
Limited partner units exchanged to common units	7,447,921	584,432	247,640
Units issued to limited partners, units	6,795,296
Units Retired	2,000,000	61,584
Stock incentive program, units	114,066	116,885	116,726
Issuance of equivalents units	337,006	1,133,673
Issuance of other units		6,857
Net income, attributable to preferred distributions on temporary equity preferred units (in dollars)	$ 1,915	$ 1,915	$ 5,592
Net income, attributable to noncontrolling redeemable interests in properties (in dollars)	$ 8,520	$ 8,946
Series I Preferred Units
Series I preferred units			7,871,276
Series I preferred units converted to common units			6,670,589
Preferred units			1,017,480
Preferred units converted to limited partner common units			862,292

Organization	12 Months Ended
Organization	Dec. 31, 2012
Organization
Organization	1. Organization Simon Property Group, L.P. is a Delaware limited partnership and the majority-owned subsidiary of Simon Property Group, Inc. In these notes to the consolidated financial statements, the terms "Operating Partnership", "we", "us" and "our" refer to Simon Property Group, L.P. and its subsidiaries and the term "Simon Property" refers specifically to Simon Property Group, Inc. (NYSE: SPG). Simon Property, a Delaware corporation, is a self-administered and self-managed real estate investment trust, or REIT, under the Internal Revenue Code of 1986, as amended, or the Internal Revenue Code. REITs will generally not be liable for federal corporate income taxes as long as they continue to distribute in excess of 100% of their taxable income. According to our partnership agreement, we are required to pay all expenses of Simon Property. We own, develop and manage retail real estate properties, which consist primarily of malls, Premium Outlets®, The Mills®, and community/lifestyle centers. As of December 31, 2012, we owned or held an interest in 317 income-producing properties in the United States, which consisted of 160 malls, 63 Premium Outlets, 68 community/lifestyle centers, 13 Mills and 13 other shopping centers or outlet centers in 38 states and Puerto Rico. Internationally, as of December 31, 2012, we had ownership interests in eight Premium Outlets in Japan, two Premium Outlets in South Korea, one Premium Outlet in Mexico, and one Premium Outlet in Malaysia. Additionally, as of December 31, 2012, we owned a 28.9% equity stake in Klépierre SA, or Klépierre, a publicly traded, Paris-based real estate company, which owns, or has an interest in, more than 260 shopping centers located in 13 countries in Europe. We generate the majority of our revenues from leases with retail tenants including: • base minimum rents, • overage and percentage rents based on tenants' sales volume, and • recoverable expenditures such as property operating, real estate taxes, repair and maintenance, and advertising and promotional expenditures. Revenues of our management company, after intercompany eliminations, consist primarily of management fees that are typically based upon the revenues of the property being managed. We also generate supplemental revenues from the following activities: • establishing our malls as leading market resource providers for retailers and other businesses and consumer-focused corporate alliances, including: payment systems (such as handling fees relating to the sales of bank-issued prepaid cards), national marketing alliances, static and digital media initiatives, business development, sponsorship, and events, • offering property operating services to our tenants and others, including waste handling and facility services, and the provision of energy services, • selling or leasing land adjacent to our shopping center properties, commonly referred to as "outlots" or "outparcels," and • generating interest income on cash deposits and investments in loans, including those made to related entities.

Basis of Presentation and Consolidation

12 Months Ended

Dec. 31, 2012

Basis of Presentation and Consolidation

Basis of Presentation and Consolidation

2. Basis of Presentation and Consolidation

The accompanying consolidated financial statements include the accounts of all controlled subsidiaries, and all significant intercompany amounts have been eliminated.

We consolidate properties that are wholly owned or properties where we own less than 100% but we control. Control of a property is demonstrated by, among other factors, our ability to refinance debt and sell the property without the consent of any other partner or owner and the inability of any other partner or owner to replace us.

We also consolidate a variable interest entity, or VIE, when we are determined to be the primary beneficiary. Determination of the primary beneficiary of a VIE is based on whether an entity has (1) the power to direct activities that most significantly impact the economic performance of the VIE and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Our determination of the primary beneficiary of a VIE considers all relationships between us and the VIE, including management agreements and other contractual arrangements. As described in Note 4, we acquired the remaining 50% noncontrolling interest in two previously consolidated outlet properties. We determined these properties were VIEs and we were the primary beneficiary. The noncontrolling interest was redeemable and was reflected in preferred units and noncontrolling redeemable interests in properties at December 31, 2011. There have been no other changes during 2012 in previous conclusions about whether an entity qualifies as a VIE or whether we are the primary beneficiary of any previously identified VIE. During 2012, we did not provide financial or other support to a previously identified VIE that we were not previously contractually obligated to provide.

Investments in partnerships and joint ventures represent our noncontrolling ownership interests in properties. We account for these investments using the equity method of accounting. We initially record these investments at cost and we subsequently adjust for net equity in income or loss, which we allocate in accordance with the provisions of the applicable partnership or joint venture agreement, cash contributions and distributions, and foreign currency fluctuations, if applicable. The allocation provisions in the partnership or joint venture agreements are not always consistent with the legal ownership interests held by each general or limited partner or joint venture investee primarily due to partner preferences. We separately report investments in joint ventures for which accumulated distributions have exceeded investments in and our share of net income of the joint ventures within cash distributions and losses in partnerships and joint ventures, at equity in the consolidated balance sheets. The net equity of certain joint ventures is less than zero because of financing or operating distributions that are usually greater than net income, as net income includes non-cash charges for depreciation and amortization.

As of December 31, 2012, we consolidated 221 wholly-owned properties and 18 additional properties that are less than wholly-owned, but which we control or for which we are the primary beneficiary. We account for the remaining 90 properties, or the joint venture properties, as well as our investment in Klépierre, using the equity method of accounting, as we have determined we have significant influence over their operations. We manage the day-to-day operations of 74 of the 90 joint venture properties, but have determined that our partner or partners have substantive participating rights with respect to the assets and operations of these joint venture properties. Our investments in joint ventures in Japan, South Korea, Malaysia, and Mexico comprise 12 of the remaining 16 properties. The international properties are managed locally by joint ventures in which we share oversight responsibility with our partner.

We allocate our net operating results after preferred distributions based on our partners' respective weighted average ownership. Simon Property owns a majority of our units of limited partnership interest, or units, and certain series of our preferred units of partnership interest, or preferred units, which have terms comparable to outstanding shares of Simon Property preferred stock. Simon Property's weighted average ownership interest in us was as follows:

	For the Year Ended December 31,

	2012			2011			2010
Weighted average ownership interest		83.9	%		82.9	%		83.2	%

As of December 31, 2012 and 2011, Simon Property's ownership interest in us was 85.6% and 82.8%, respectively. We adjust the noncontrolling limited partners' interests at the end of each period to reflect their respective interests in us.

Preferred unit requirements in the accompanying consolidated statements of operations and comprehensive income represent distributions on outstanding preferred units of partnership interests held by limited partners and are recorded when declared.

Reclassifications

We made certain reclassifications of prior period amounts in the consolidated financial statements to conform to the 2012 presentation. These reclassifications had no impact on previously reported net income attributable to unitholders or earnings per unit.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2012

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

3. Summary of Significant Accounting Policies

Investment Properties

We record investment properties at cost. Investment properties include costs of acquisitions; development, predevelopment, and construction (including allocable salaries and related benefits); tenant allowances and improvements; and interest and real estate taxes incurred during construction. We capitalize improvements and replacements from repair and maintenance when the repair and maintenance extends the useful life, increases capacity, or improves the efficiency of the asset. All other repair and maintenance items are expensed as incurred. We capitalize interest on projects during periods of construction until the projects are ready for their intended purpose based on interest rates in place during the construction period. The amount of interest capitalized during each year is as follows:

	For the Year Ended December 31,

	2012		2011		2010
Capitalized interest	$	21,145	$	5,815	$	3,715

We record depreciation on buildings and improvements utilizing the straight-line method over an estimated original useful life, which is generally 10 to 40 years. We review depreciable lives of investment properties periodically and we make adjustments when necessary to reflect a shorter economic life. We amortize tenant allowances and tenant improvements utilizing the straight-line method over the term of the related lease or occupancy term of the tenant, if shorter. We record depreciation on equipment and fixtures utilizing the straight-line method over seven to ten years.

We review investment properties for impairment on a property-by-property basis whenever events or changes in circumstances indicate that the carrying value of investment properties may not be recoverable. These circumstances include, but are not limited to, declines in a property's cash flows, ending occupancy or total sales per square foot. We measure any impairment of investment property when the estimated undiscounted operating income before depreciation and amortization plus its residual value is less than the carrying value of the property. To the extent impairment has occurred, we charge to income the excess of carrying value of the property over its estimated fair value. We estimate fair value using unobservable data such as operating income, estimated capitalization rates, or multiples, leasing prospects and local market information. We may decide to sell properties that are held for use and the sale prices of these properties may differ from their carrying values. We also review our investments, including investments in unconsolidated entities, if events or circumstances change indicating that the carrying amount of our investments may not be recoverable. We will record an impairment charge if we determine that a decline in the fair value of the investments is other-than-temporary. Changes in economic and operating conditions that occur subsequent to our review of recoverability of investment property and other investments could impact the assumptions used in that assessment and could result in future charges to earnings if assumptions regarding those investments differ from actual results.

Purchase Accounting Allocation

We allocate the purchase price of acquisitions and any excess investment in unconsolidated entities to the various components of the acquisition based upon the fair value of each component which may be derived from various observable or unobservable inputs and assumptions. Also, we may utilize third party valuation specialists. These components typically include buildings, land and intangibles related to in-place leases and we estimate:

•

the fair value of land and related improvements and buildings on an as-if-vacant basis,

•

the market value of in-place leases based upon our best estimate of current market rents and amortize the resulting market rent adjustment into revenues,

•

the value of costs to obtain tenants, including tenant allowances and improvements and leasing commissions, and

•

the value of revenue and recovery of costs foregone during a reasonable lease-up period, as if the space was vacant.

Amounts allocated to building are depreciated over the estimated remaining life of the acquired building or related improvements. We amortize amounts allocated to tenant improvements, in-place lease assets and other lease-related intangibles over the remaining life of the underlying leases. We also estimate the value of other acquired intangible assets, if any, which are amortized over the remaining life of the underlying related intangibles.

Discontinued Operations

We reclassify any material operations and gains or losses on disposal related to consolidated properties disposed of during the period to discontinued operations. During 2012, we reported a net gain of approximately $21.1 million, or $.06 per diluted unit, on our consolidated property disposition activity. During 2011, we reported a net loss of approximately $42.4 million, or $0.12 per diluted unit, on our consolidated property disposition activity. During 2010, we reported a net gain of approximately $5.7 million upon the disposal of four retail properties. These gains and losses are reported in gain upon acquisition of controlling interests, sale or disposal of assets and interests in unconsolidated entities, and impairment charge on investment in unconsolidated entities, net in the consolidated statements of operations and comprehensive income. The gains and losses on the disposition of these assets and the operating results were not significant to our consolidated results of operations during each of the three years ended December 31, 2012.

Cash and Cash Equivalents

We consider all highly liquid investments purchased with an original maturity of 90 days or less to be cash and cash equivalents. Cash equivalents are carried at cost, which approximates fair value. Cash equivalents generally consist of commercial paper, bankers acceptances, Eurodollars, repurchase agreements, and money market deposits or securities. Financial instruments that potentially subject us to concentrations of credit risk include our cash and cash equivalents and our trade accounts receivable. We place our cash and cash equivalents with institutions with high credit quality. However, at certain times, such cash and cash equivalents may be in excess of FDIC and SIPC insurance limits. See Notes 4, 8, and 10 for disclosures about non-cash investing and financing transactions.

Marketable and Non-Marketable Securities

Marketable securities consist primarily of the investments of our captive insurance subsidiaries, available-for-sale securities, our deferred compensation plan investments, and certain investments held to fund the debt service requirements of debt previously secured by investment properties that have been sold.

The types of securities included in the investment portfolio of our captive insurance subsidiaries typically include U.S. Treasury or other U.S. government securities as well as corporate debt securities with maturities ranging from less than 1 to 10 years. These securities are classified as available-for-sale and are valued based upon quoted market prices. The amortized cost of debt securities, which approximates fair value, held by our captive insurance subsidiaries is adjusted for amortization of premiums and accretion of discounts to maturity. Changes in the values of these securities are recognized in accumulated other comprehensive income (loss) until the gain or loss is realized or until any unrealized loss is deemed to be other-than-temporary. We review any declines in value of these securities for other-than-temporary impairment and consider the severity and duration of any decline in value. To the extent an other-than-temporary impairment is deemed to have occurred, an impairment charge is recorded and a new cost basis is established. Subsequent changes are then recognized through other comprehensive income (loss) unless another other-than-temporary impairment is deemed to have occurred. Net unrealized gains recorded in other comprehensive income (loss) as of December 31, 2012 and 2011 were approximately $2.6 million and $41.9 million, respectively, and represent the valuation and related currency adjustments for our marketable securities.

On October 23, 2012 we completed the sale of all of our investments in Capital Shopping Centres Group PLC, or CSCG, and Capital & Counties Properties PLC, or CAPC. These investments were accounted for as available-for-sale securities and their value was adjusted to their quoted market price, including a related foreign exchange component, through other comprehensive income (loss). At the date of sale, we owned 35.4 million shares of CSCG and 38.9 million shares of CAPC. The aggregate proceeds received from the sale were $327.1 million, and we recognized a gain on the sale of $82.7 million, which is included in marketable and non-marketable securities charges and realized gains, net in the accompanying consolidated statements of operations and comprehensive income. An other-than-temporary impairment charge was previously recognized in operating income in 2009. The gain includes $79.4 million that was reclassified from accumulated other comprehensive income (loss). At December 31, 2011 we owned 35.4 million shares each of CSCG and of CAPC, and these investments had a market value of $170.7 million and $100.9 million, respectively, with an aggregate net unrealized gain of approximately $39.7 million.

Our insurance subsidiaries are required to maintain statutory minimum capital and surplus as well as maintain a minimum liquidity ratio. Therefore, our access to these securities may be limited. Our deferred compensation plan investments are classified as trading securities and are valued based upon quoted market prices. The investments have a matching liability as the amounts are fully payable to the employees that earned the compensation. Changes in value of these securities and changes to the matching liability to employees are both recognized in earnings and, as a result, there is no impact to consolidated net income.

As of December 31, 2012 and 2011, we also had investments of $24.9 million which must be used to fund the debt service requirements of mortgage debt related to investment properties sold that previously collateralized the debt. These investments are classified as held-to-maturity and are recorded at amortized cost as we have the ability and intent to hold these investments to maturity.

At December 31, 2012 and 2011, we had investments of $98.9 million and $105.1 million, respectively, in non-marketable securities that we account for under the cost method. We regularly evaluate these investments for any other-than-temporary impairment in their estimated fair value in order to determine whether an adjustment in the carrying value is required as of December 31, 2012 and 2011. During the fourth quarter of 2012, as a result of the significance and duration of impairment, represented by the excess of the carrying value over the estimated fair value of certain cost method investments, we recognized other-than-temporary non-cash charges of $71.0 million, which is included in marketable and non-marketable securities charges and realized gains, net in the accompanying consolidated statements of operations and comprehensive income. The fair value of the remaining investment for these securities that were impaired is not material and was based on Level 2 fair value inputs.

Fair Value Measurements

Level 1 fair value inputs are quoted prices for identical items in active, liquid and visible markets such as stock exchanges. Level 2 fair value inputs are observable information for similar items in active or inactive markets, and appropriately consider counterparty creditworthiness in the valuations. Level 3 fair value inputs reflect our best estimate of inputs and assumptions market participants would use in pricing an asset or liability at the measurement date. The inputs are unobservable in the market and significant to the valuation estimate. We have no investments for which fair value is measured on a recurring basis using Level 3 inputs.

We hold marketable securities that totaled $170.2 million and $417.0 million at December 31, 2012 and 2011, respectively, and are primarily considered to have Level 1 fair value inputs. In addition, we have derivative instruments which are classified as having Level 2 inputs which consist primarily of interest rate swap agreements and foreign currency forward contracts with a gross liability balance of $1.5 million and $12.2 million at December 31, 2012 and 2011, respectively, and a gross asset value of $3.0 million and $14.9 million at December 31, 2012 and 2011, respectively. We also have interest rate cap agreements with nominal values.

Note 8 includes a discussion of the fair value of debt measured using Level 2 inputs. Notes 3 and 4 include a discussion of the fair values recorded in purchase accounting and impairment, using Level 2 and Level 3 inputs. Level 3 inputs to our purchase accounting and impairment include our estimations of net operating results of the property, capitalization rates and discount rates.

Use of Estimates

We prepared the accompanying consolidated financial statements in accordance with accounting principles generally accepted in the United States, or GAAP. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the reported period. Our actual results could differ from these estimates.

Segment Disclosure

Our primary business is the ownership, development, and management of retail real estate. We have aggregated our retail operations, including malls, Premium Outlets, The Mills, community/lifestyle centers, and our international investments into one reportable segment because they have similar economic characteristics and we provide similar products and services to similar types of, and in many cases, the same tenants.

Deferred Costs and Other Assets

Deferred costs and other assets include the following as of December 31:

	2012		2011

Deferred financing and lease costs, net	$	334,337	$	308,380
In-place lease intangibles, net		358,141		200,098
Acquired above market lease intangibles, net		128,893		75,950
Marketable securities of our captive insurance companies		119,424		100,721
Goodwill		20,098		20,098
Other marketable and non-marketable securities		150,264		421,529
Loans held for investment		—		162,832
Prepaids, notes receivable and other assets, net		459,577		343,936

	$	1,570,734	$	1,633,544

Deferred Financing and Lease Costs

Our deferred costs consist primarily of financing fees we incurred in order to obtain long-term financing and internal and external leasing commissions and related costs. We record amortization of deferred financing costs on a straight-line basis over the terms of the respective loans or agreements. Our deferred leasing costs consist primarily of capitalized salaries and related benefits in connection with lease originations. We record amortization of deferred leasing costs on a straight-line basis over the terms of the related leases. Details of these deferred costs as of December 31 are as follows:

	2012			2011

Deferred financing and lease costs	$	576,821		$	528,273
Accumulated amortization		(242,484	)		(219,893	)

Deferred financing and lease costs, net	$	334,337		$	308,380

We report amortization of deferred financing costs, amortization of premiums, and accretion of discounts as part of interest expense. Amortization of deferred leasing costs is a component of depreciation and amortization expense. We amortize debt premiums and discounts, which are included in mortgages and other indebtedness, over the remaining terms of the related debt instruments. These debt premiums or discounts arise either at the debt issuance or as part of the purchase price allocation of the fair value of debt assumed in acquisitions. The accompanying consolidated statements of operations and comprehensive income include amortization as follows:

	For the Year Ended December 31,

	2012			2011			2010
Amortization of deferred financing costs	$	27,163		$	28,697		$	27,806
Amortization of debt premiums, net of discounts		(33,504	)		(8,439	)		(9,066	)
Amortization of deferred leasing costs		43,176			43,110			34,801

Loans Held for Investment

From time to time, we may make investments in mortgage loans or mezzanine loans of third parties that own and operate commercial real estate assets located in the United States. Mortgage loans are secured, in part, by mortgages recorded against the underlying properties which are not owned by us. Mezzanine loans are secured, in part, by pledges of ownership interests of the entities that own the underlying real estate. Loans held for investment are carried at cost, net of any premiums or discounts which are accreted or amortized over the life of the related loan receivable utilizing the effective interest method. We evaluate the collectability of both interest and principal of each of these loans quarterly to determine whether the value has been impaired. A loan is deemed to be impaired when, based on current information and events, it is probable that we will be unable to collect all amounts due according to the existing contractual terms. When a loan is impaired, the amount of the loss accrual is calculated by comparing the carrying amount of the loan held for investment to its estimated realizable value.

At December 31, 2011, we had investments in three mortgage and mezzanine loans with an aggregate carrying value of $162.8 million. In the second and third quarters of 2012, these loans were repaid in their entirety. During 2012, 2011, and 2010, we recorded $6.8 million, $24.3 million and $4.6 million, respectively, in interest income earned from these loans.

Intangibles

The average life of in-place lease intangibles is approximately 4.7 years, is amortized over the remaining life of the leases of the related property on the straight-line basis and is included with depreciation and amortization in the consolidated statements of operations and comprehensive income. The amount of in-place lease intangibles and acquired above-market lease intangibles increased during 2012 primarily as a result of the acquisition of a controlling interest in nine properties as further discussed in Note 7. The fair market value of above and below market leases is amortized into revenue over the remaining lease life as a component of reported minimum rents. The weighted average remaining life of these intangibles is approximately 5.9 years. The unamortized amount of below market leases is included in accounts payable, accrued expenses, intangibles and deferred revenues in the consolidated balance sheets and was $199.2 million and $134.4 million as of December 31, 2012 and 2011, respectively. The amount of amortization of above and below market leases, net for the years ended December 31, 2012, 2011, and 2010 was $16.5 million, $17.6 million, and $15.2 million, respectively. If a lease is terminated prior to the original lease termination, any remaining unamortized intangible is written off to earnings.

Details of intangible assets as of December 31 are as follows:

	2012			2011

In-place lease intangibles	$	480,517		$	245,844
Accumulated amortization		(122,376	)		(45,746	)

In-place lease intangibles, net	$	358,141		$	200,098

Acquired above market lease intangibles	$	248,357		$	178,564
Accumulated amortization		(119,464	)		(102,614	)

Acquired above market lease intangibles, net	$	128,893		$	75,950

Estimated future amortization and the increasing (decreasing) effect on minimum rents for our above and below market leases as of December 31, 2012 are as follows:

	Below Market Leases		Above Market Leases			Impact to Minimum Rent, Net

2013	$	43,664	$	(24,899	)	$	18,765
2014		36,343		(22,492	)		13,851
2015		31,233		(19,837	)		11,396
2016		27,279		(17,903	)		9,376
2017		20,000		(14,022	)		5,978
Thereafter		40,720		(29,740	)		10,980

	$	199,239	$	(128,893	)	$	70,346

Derivative Financial Instruments

We record all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. We use a variety of derivative financial instruments in the normal course of business to selectively manage or hedge a portion of the risks associated with our indebtedness and interest payments. Our objectives in using interest rate derivatives are to add stability to interest expense and to manage our exposure to interest rate movements. To accomplish this objective, we primarily use interest rate swaps and caps. We require that hedging derivative instruments be highly effective in reducing the risk exposure that they are designated to hedge. As a result, there was no significant ineffectiveness from any of our derivative activities during the period. We formally designate any instrument that meets these hedging criteria as a hedge at the inception of the derivative contract. We have no credit-risk-related hedging or derivative activities.

As of December 31, 2012, we had the following outstanding interest rate derivatives related to managing our interest rate risk:

Interest Rate Derivative	Number of Instruments	Notional Amount

Interest Rate Swaps	3	$483.7 million
Interest Rate Caps	6	$442.4 million

The carrying value of our interest rate swap agreements, at fair value, is a net liability balance of $1.5 million and $10.0 million at December 31, 2012 and 2011, respectively, and is included in other liabilities. The interest rate cap agreements were of nominal value at December 31, 2012 and 2011 and we generally do not apply hedge accounting to these arrangements.

We are also exposed to fluctuations in foreign exchange rates on financial instruments which are denominated in foreign currencies, primarily in Japan and Europe. We use currency forward contracts and foreign currency denominated debt to manage our exposure to changes in foreign exchange rates on certain Yen and Euro-denominated receivables and net investments. Currency forward contracts involve fixing the Yen:USD or Euro:USD exchange rate for delivery of a specified amount of foreign currency on a specified date. The currency forward contracts are typically cash settled in US dollars for their fair value at or close to their settlement date. Approximately ¥3.3 billion remains as of December 31, 2012 for all forward contracts that we expect to settle through January 5, 2015. The December 31, 2012 asset balance related to these forward contracts was $3.0 million and is included in deferred costs and other assets. We have reported the changes in fair value for these forward contracts in earnings. The underlying currency adjustments on the foreign currency denominated receivables are also reported in income and generally offset the amounts in earnings for these forward contracts.

In 2011, we entered into a Euro:USD forward contract with a €141.3 million notional value which was designated as a net investment hedge. The December 31, 2011 asset balance related to this forward was $14.9 million and is included in deferred costs and other assets. We applied hedge accounting to this Euro-forward contract and the change in fair value was reflected in other comprehensive income. Changes in the value of this hedge are offset by changes in the underlying hedged Euro-denominated joint venture investment. In connection with our sale of Gallerie Commerciali Italia, S.p.A., or GCI, as further discussed in Note 7, this hedge was terminated in January 2012.

The total gross accumulated other comprehensive loss related to our derivative activities, including our share of the other comprehensive loss from joint venture properties, approximated $78.1 million and $115.8 million as of December 31, 2012 and 2011, respectively.

Noncontrolling Interests and Temporary Equity

In addition to noncontrolling redeemable interests in properties, we classify our 7.5% Cumulative Redeemable Preferred Units, or 7.5% preferred units, in temporary equity. Although we may redeem the 7.5% preferred units for cash or shares of Simon Property common stock, we could be required to redeem the securities for cash because the non-cash redemption alternative requires us to deliver fully registered shares of Simon Property common stock which we may not be able to deliver depending upon the circumstances that exist at the time of redemption. The previous and current carrying amounts are equal to the liquidation value, which is the amount payable upon the occurrence of any event that could potentially result in cash settlement.

Our evaluation of the appropriateness of classifying the units held by Simon Property and limited partners within permanent equity considered several significant factors in determining the appropriate classification of those units in the consolidated balance sheets. First, as a limited partnership, all decisions relating to our operations and distributions are made by Simon Property, acting as our sole general partner. The decisions of the general partner are made by Simon Property's Board of Directors or management. We have no other governance structure. Secondly, the sole asset of Simon Property is its interest in us. As a result, a share of Simon Property common stock (if owned by us) is best characterized as being similar to a treasury share and thus not an asset of the Operating Partnership.

Limited partners have the right under our partnership agreement to exchange their units for shares of Simon Property common stock or cash as selected by the general partner. Accordingly, we classify units held by limited partners in permanent equity because Simon Property has the ability to issue shares of its common stock to limited partners exercising their exchange rights rather than using cash or other assets. Under our partnership agreement, we are required to redeem units held by Simon Property only when Simon Property has redeemed shares of its common stock. We classify units held by Simon Property in permanent equity because the decision to redeem those units would be made by Simon Property.

Net income attributable to noncontrolling interests (which includes nonredeemable and redeemable noncontrolling interests in consolidated properties) is a component of consolidated net income. During 2012, 2011 and 2010, no individual components of other comprehensive income (loss) were attributable to noncontrolling interests.

A rollforward of noncontrolling interests for the years ending December 31 is as follows:

	2012			2011			2010

Noncontrolling nonredeemable deficit interests in properties, net — beginning of period	$	(59,000	)	$	(180,915	)	$	(167,778	)
Net Income attributable to noncontrolling nonredeemable interests		—			(387	)		10,640
Distributions to noncontrolling nonredeemable interestholders		(435	)		(1,029	)		(24,835	)
Purchase of noncontrolling interest, noncontrolling interests in newly consolidated properties and other		58,558			123,331			1,058

Noncontrolling nonredeemable deficit interests in properties, net — end of period	$	(877	)	$	(59,000	)	$	(180,915	)

Accumulated Other Comprehensive Income (Loss)

The components of our accumulated other comprehensive income (loss) consisted of the following as of December 31:

	2012			2011

Cumulative translation adjustments	$	(30,620	)	$	(39,820	)
Accumulated derivative losses, net		(78,139	)		(115,833	)
Net unrealized gains on marketable securities, net		2,613			41,861

Total accumulated other comprehensive loss	$	(106,146	)	$	(113,792	)

Revenue Recognition

We, as a lessor, retain substantially all of the risks and benefits of ownership of the investment properties and account for our leases as operating leases. We accrue minimum rents on a straight-line basis over the terms of their respective leases. Substantially all of our retail tenants are also required to pay overage rents based on sales over a stated base amount during the lease year. We recognize overage rents only when each tenant's sales exceed the applicable sales threshold. We amortize any tenant inducements as a reduction of revenue utilizing the straight-line method over the term of the related lease or occupancy term of the tenant, if shorter.

We structure our leases to allow us to recover a significant portion of our property operating, real estate taxes, repairs and maintenance, and advertising and promotion expenses from our tenants. A substantial portion of our leases, other than those for anchor stores, require the tenant to reimburse us for a substantial portion of our operating expenses, including common area maintenance, or CAM, real estate taxes and insurance. This significantly reduces our exposure to increases in costs and operating expenses resulting from inflation. Such property operating expenses typically include utility, insurance, security, janitorial, landscaping, food court and other administrative expenses. We accrue reimbursements from tenants for recoverable portions of all these expenses as revenue in the period the applicable expenditures are incurred. As of December 31, 2012 for approximately 93% of our leases in the U.S. mall portfolio, we receive a fixed payment from the tenant for the CAM component. When not reimbursed by the fixed-CAM component, CAM expense reimbursements are based on the tenant's proportionate share of the allocable operating expenses and CAM capital expenditures for the property. We also receive escrow payments for these reimbursements from substantially all our non-fixed CAM tenants and monthly fixed CAM payments throughout the year. We recognize differences between estimated recoveries and the final billed amounts in the subsequent year. These differences were not material in any period presented. Our advertising and promotional costs are expensed as incurred.

Management Fees and Other Revenues

Management fees and other revenues are generally received from our unconsolidated joint venture properties as well as third parties. Management fee revenue is earned based on a contractual percentage of joint venture property revenue. Development fee revenue is earned on a contractual percentage of hard costs to develop a property. Leasing fee revenue is earned on a contractual per square foot charge based on the square footage of current year leasing activity. We recognize revenue for these services provided when earned based on the underlying activity.

Insurance premiums written and ceded are recognized on a pro-rata basis over the terms of the policies. Insurance losses are reflected in property operating expenses in the accompanying consolidated statements of operations and comprehensive income and include estimates for losses incurred but not reported as well as losses pending settlement. Estimates for losses are based on evaluations by third-party actuaries and management's estimates. Total insurance reserves for our insurance subsidiaries and other self-insurance programs as of December 31, 2012 and 2011 approximated $112.8 million and $115.1 million, respectively, and are included in other liabilities in the consolidated balance sheets. Information related to the securities included in the investment portfolio of our captive insurance subsidiaries is included within the "Marketable and Non-Marketable Securities" section above.

We recognize fee revenues from our co-branded gift card programs when the fees are earned under the related arrangements with the card issuer. Generally, these revenues are recorded at the issuance of the gift card for handling fees.

Allowance for Credit Losses

We record a provision for credit losses based on our judgment of a tenant's creditworthiness, ability to pay and probability of collection. In addition, we also consider the retail sector in which the tenant operates and our historical collection experience in cases of bankruptcy, if applicable. Accounts are written off when they are deemed to be no longer collectible. Presented below is the activity in the allowance for credit losses during the following years:

	For the Year Ended December 31,

	2012			2011			2010
Balance, beginning of period	$	27,500		$	31,650		$	45,187
Consolidation of previously unconsolidated properties		2,075			860			426
Provision for credit losses		12,809			6,505			3,130
Accounts written off, net of recoveries		(9,254	)		(11,515	)		(17,093	)

Balance, end of period	$	33,130		$	27,500		$	31,650

Income Taxes

As a partnership, the allocated share of our income or loss for each year is included in the income tax returns of the partners; accordingly, no accounting for income taxes is required in the accompanying consolidated financial statements other than as discussed below for our taxable REIT subsidiaries.

Simon Property and certain of our subsidiaries are taxed as REITs under Sections 856 through 860 of the Internal Revenue Code and applicable Treasury regulations relating to REIT qualification. In order to maintain this REIT status, the regulations require the entity to distribute at least 90% of taxable income to its owners and meet certain other asset and income tests as well as other requirements. We intend to continue to make distributions to Simon Property to assist Simon Property in adhering to REIT requirements and maintaining its REIT status. Our subsidiary REIT entities will generally not be liable for federal corporate income taxes as long as they continue to distribute in excess of 100% of their taxable income. Thus, we made no provision for federal income taxes for these entities in the accompanying consolidated financial statements. If Simon Property or any of our REIT subsidiaries fail to qualify as a REIT, Simon Property or that entity will be subject to tax at regular corporate rates for the years in which it failed to qualify. If Simon Property or any of our REIT subsidiaries lost their REIT status, they could not elect to be taxed as a REIT for four years unless their failure to qualify was due to reasonable cause and certain other conditions were satisfied.

Simon Property has also elected taxable REIT subsidiary, or TRS, status for some of our subsidiaries. This enables us to provide services that would otherwise be considered impermissible for REITs and participate in activities that do not qualify as "rents from real property". For these entities, deferred tax assets and liabilities are established for temporary differences between the financial reporting basis and the tax basis of assets and liabilities at the enacted tax rates expected to be in effect when the temporary differences reverse. A valuation allowance for deferred tax assets is provided if we believe all or some portion of the deferred tax asset may not be realized. An increase or decrease in the valuation allowance that results from the change in circumstances that causes a change in our judgment about the realizability of the related deferred tax asset is included in income.

As of December 31, 2012 and 2011, we had a net deferred tax asset of $4.1 million and $5.6 million, respectively, related to our TRS subsidiaries. The net deferred tax asset is included in deferred costs and other assets in the accompanying consolidated balance sheets and consists primarily of operating losses and other carryforwards for federal income tax purposes as well as the timing of the deductibility of losses or reserves from insurance subsidiaries. No valuation allowance has been recorded as we believe these amounts will be realized.

We are also subject to certain other taxes, including state and local taxes, franchise taxes, as well as income-based and withholding taxes on dividends from certain of our international investments, which are included in income and other taxes in the consolidated statement of operations and comprehensive income.

Corporate and Transaction Related Expenses

Home and regional office costs primarily include compensation and personnel related costs, travel, building and office costs, and other expenses for our corporate home office and regional offices. General and administrative expense primarily includes executive compensation, benefits and travel expenses as well as costs of being a public company including certain legal costs, audit fees, regulatory fees, and certain other professional fees.

We expense acquisition and potential acquisition costs related to business combinations and disposition related costs as they are incurred. We incurred a minimal amount of transaction expenses during the years ended December 31, 2012 and 2011. During the year ended December 31, 2010, we incurred costs in connection with the acquisition of Prime Outlets Acquisition Company, or the Prime acquisition, and other potential acquisitions, as further discussed in Note 4. In addition, during 2010, we settled, in cash, a transaction-related dispute and recorded a charge to earnings. These expenses are included within transaction expenses in the accompanying statements of operations and comprehensive income and totaled $69.0 million during the year ended December 31, 2010.

Real Estate Acquisitions and Dispositions	12 Months Ended
Real Estate Acquisitions and Dispositions	Dec. 31, 2012
Real Estate Acquisitions and Dispositions
Real Estate Acquisitions and Dispositions	4. Real Estate Acquisitions and Dispositions We acquire properties to generate both current income and long-term appreciation in value. We acquire individual properties or portfolios of other retail real estate companies that meet our investment criteria and sell properties which no longer meet our strategic criteria. Unless otherwise noted below, gains and losses on these transactions are included in gain upon acquisition of controlling interests, sale or disposal of assets and interests in unconsolidated entities, and impairment charge on investment in unconsolidated entities, net in the accompanying consolidated statements of operations and comprehensive income. Our consolidated and unconsolidated acquisition and disposition activity for the periods presented are highlighted as follows: *2012 Acquisitions* On December 31, 2012, as discussed in Note 7, we contributed a wholly-owned property to a newly formed joint venture in exchange for an interest in a property contributed to the same joint venture by our joint venture partner. On December 4, 2012, we acquired the remaining 50% noncontrolling equity interest in two previously consolidated outlet properties located in Grand Prairie, Texas, and Livermore, California, and, accordingly, we now own 100% of these properties. We paid consideration of $260.9 million for the additional interest in the properties, 90% of which was paid in cash and 10% of which was satisfied through the issuance of units. In addition, the construction loans we had provided to the properties totaling $162.5 million were extinguished on a non-cash basis. The transaction was accounted for as an equity transaction, as the properties had been previously consolidated. On June 4, 2012, we acquired a 50% interest in a 465,000 square foot outlet center located in Destin, Florida for $70.5 million. On March 22, 2012, as discussed in Note 7, we acquired additional interests in 26 of our joint venture properties from SPG-FCM Ventures, LLC, or SPG-FCM, in a transaction valued at approximately $1.5 billion, or the Mills transaction. On March 14, 2012, as discussed in Note 7, we acquired a 28.7% equity stake in Klépierre for approximately $2.0 billion, including the capitalization of acquisition costs. On January 6, 2012, as discussed in Note 7, we purchased an additional 25% interest in Del Amo Fashion Center. *2011 Acquisitions* On December 31, 2011, we and our joint venture partner dissolved a venture in which we had a 50% interest and distributed a portfolio of properties previously held within the venture to us and our joint venture partner. As a result, we have a 100% interest in and now consolidate the six properties we received in the distribution. The distribution resulted in a remeasurement of the distributed assets to estimated fair value and a corresponding non-cash gain of $168.3 million in the fourth quarter of 2011 representing the estimated fair value of the net assets received in excess of the carrying value of our interest in the joint venture portfolio. The asset and liability allocations were recorded based on preliminary portfolio fair value estimates at the date of distribution and were finalized during the third quarter of 2012 resulting in an allocation to investment property of $585.0 million, lease related intangibles of $59.1 million and mortgage debt of $468.8 million, including debt premiums. We amortize these amounts over the estimated life of the related depreciable components of investment property, typically no greater than 40 years, the terms of the applicable leases and the applicable debt maturity, respectively. The adjusted allocations did not have a material impact on the results of operations for the year ended, or on our financial position at, December 31, 2012. On August 25, 2011, we acquired additional controlling interests of approximately 83.75% in The Plaza at King of Prussia and The Court at King of Prussia, or collectively, King of Prussia, thereby increasing our ownership interest to 96.1%. The property is subject to a $160.1 million mortgage. The consolidation of this previously unconsolidated property resulted in a remeasurement of our previously held interest to fair value and a corresponding non-cash gain of $82.9 million in the third quarter of 2011. On July 19, 2011, we acquired a 100% ownership interest in a lifestyle center located in Albuquerque, New Mexico. Also, during the second quarter, we purchased an additional noncontrolling interest in an unconsolidated mall. During the third quarter of 2011 we contributed a wholly-owned property to a joint venture which holds our interests in nine unconsolidated properties. The transaction effectively exchanged a portion of our interest in this previously wholly-owned property for increased ownership interests in the nine unconsolidated properties. This transaction had no material impact on the statement of operations. *2010 Acquisitions* During 2010, we acquired a controlling interest in a previously unconsolidated mall which resulted in a remeasurement of our previously held equity interest to fair value and corresponding gain of approximately $13.0 million. This gain is included in gain upon acquisition of controlling interests, sale or disposal of assets and interests in unconsolidated entities, and impairment charge on investment in unconsolidated entities, net in the accompanying consolidated statements of operations and comprehensive income. On August 30, 2010, we completed the Prime acquisition, adding 21 outlet centers, including a center located in Puerto Rico, which was acquired on May 13, 2010. The transaction was valued at approximately $2.3 billion, including the assumption of existing mortgage indebtedness of $1.2 billion and the repayment of $310.7 million of preexisting mortgage loans at closing. We paid consideration comprised of 80% cash and 20% in units. We issued approximately 1.7 million units with an issuance date fair value of approximately $154.5 million. We funded the cash portion of this acquisition through draws on our unsecured revolving credit facility. We recorded our acquisition of these 21 outlet centers using the acquisition method of accounting. Tangible and intangible assets and liabilities were established based on their estimated fair values at the date of acquisition. The results of operations of the acquired properties have been included in our consolidated results from the date of acquisition. The purchase price allocations were finalized during the second quarter of 2011. On May 28, 2010, we acquired an additional interest of approximately 19% in Houston Galleria, located in Houston, Texas thereby increasing our noncontrolling interest from 31.5% to 50.4%. *2012 Dispositions* During 2012, we disposed of our interest in eight consolidated retail properties and four unconsolidated retail properties. Our share of the net gain on these disposals was $15.5 million. In addition, during the first quarter of 2012, we sold one of our retail properties with a carrying value of $115.0 million for nominal consideration and the assumption of the related mortgage debt of $115.0 million by the acquirer. On May 3, 2012, we sold our investment in two residential apartment buildings located at The Domain in Austin, Texas. Our share of the gain from the sale was $12.4 million, which is included in other income in the consolidated statements of operations and comprehensive income. On January 9, 2012, as discussed in Note 7, we sold our entire ownership interest in GCI to our venture partner, Auchan S.A. *2011 Dispositions* During 2011, we agreed to dispose of consolidated properties that had an aggregate carrying value of $355.4 million and debt obligations of $177.0 million for aggregate sales proceeds of $136.0 million resulting in a net loss of $42.4 million. *2010 Dispositions* During 2010, we disposed of three retail properties with an aggregate carrying value of $91.4 million and debt obligations of $91.3 million for which we received aggregate sale proceeds of $5.8 million. The net gain on these disposals was $5.7 million.

Per Unit Data

12 Months Ended

Dec. 31, 2012

Per Unit Data

Per Unit Data

5. Per Unit Data

We determine basic earnings per unit based on the weighted average number of units outstanding during the period and we consider any participating securities for purposes of applying the two-class method. We determine diluted earnings per unit based on the weighted average number of units outstanding combined with the incremental weighted average units that would have been outstanding assuming all potentially dilutive common units were converted into units at the earliest date possible. The following table sets forth the computation of our basic and diluted earnings per unit.

	For the Year Ended December 31,

	2012		2011		2010
Net Income Attributable to Unitholders — Basic & Diluted	$	1,705,860	$	1,232,089	$	733,945
Weighted Average Units Outstanding — Basic		361,322,520		354,025,957		349,975,924
Effect of stock options of Simon Property		1,072		69,408		274,460

Weighted Average Units Outstanding — Diluted		361,323,592		354,095,365		350,250,384

For the year ended December 31, 2012, potentially dilutive securities include options to purchase shares of Simon Property common stock and long-term incentive performance units or LTIP units. The only security that had a dilutive effect for the years ended December 31, 2012, 2011, and 2010 were stock options of Simon Property.

We accrue distributions when they are declared. The taxable nature of the distributions declared for each of the years ended as indicated is summarized as follows:

	For the Year Ended December 31,

	2012			2011			2010
Total distributions paid per unit	$	4.10		$	3.50		$	2.60

Percent taxable as ordinary income		99.50	%		98.30	%		53.82	%
Percent taxable as long-term capital gains		0.50	%		1.70	%		39.68	%
Percent nontaxable as return of capital		—			—			6.50	%

		100.0	%		100.0	%		100.0	%

On February 1, 2013, Simon Property's Board of Directors declared a quarterly common stock dividend for the first quarter of 2013 of $1.15 per share. The distribution rate on our units is equal to the dividend rate on Simon Property's common stock.

Investment Properties

12 Months Ended

Dec. 31, 2012

Investment Properties

Investment Properties

6. Investment Properties

Investment properties consist of the following as of December 31:

	2012		2011

Land	$	3,736,882	$	3,136,981
Buildings and improvements		30,187,495		26,196,349

Total land, buildings and improvements		33,924,377		29,333,330
Furniture, fixtures and equipment		328,144		323,716

Investment properties at cost		34,252,521		29,657,046
Less — accumulated depreciation		9,068,388		8,388,130

Investment properties at cost, net	$	25,184,133	$	21,268,916

Construction in progress included above	$	329,663	$	464,076

- Definition

The entire disclosure for real estate owned (as defined). Generally, the largest component of real estate owned by lenders is assets taken in settlement of troubled loans through surrender or foreclosure. Real estate investments, real estate loans that qualify as investments in real estate, and premises that are no longer used in operations may also be included in real estate owned.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 40
-Section 40
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6905009&loc=d3e18511-111553

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 40
-Section 40
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6905009&loc=d3e18551-111553

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section 45
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6375948&loc=d3e4437-111522

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 360
-SubTopic 10
-Section 35
-Paragraph 17
-URI http://asc.fasb.org/extlink&oid=16397438&loc=d3e1424-110224

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 210
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-03.10(4))
-URI http://asc.fasb.org/extlink&oid=6876686&loc=d3e534808-122878

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 360
-SubTopic 10
-Section 35
-Paragraph 43
-URI http://asc.fasb.org/extlink&oid=16397438&loc=d3e1739-110224

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 10
-Subparagraph 4
-Article 9

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 03
-Paragraph 11
-Article 9

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Audit and Accounting Guide (AAG)
-Number AAG-DEP
-Paragraph 2, 6, 9-11, 18, 20
-IssueDate 2006-05-01
-Chapter 11
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 144
-Paragraph 7, 34
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher OTS
-Name Federal Regulation (FR)
-Number Title 12
-Section 563c.102
-Paragraph 11
-Chapter V
-Subsection I
-LegacyDoc This is a non-GAAP reference that was included in the 2009 taxonomy. It will be removed from future versions of this taxonomy.

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph c
-Subparagraph Schedule III
-Article 5

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 15
-Paragraph 28
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 28
-Article 12

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher OTS
-Name Federal Regulation (FR)
-Number Title 12
-Section 563c.102
-Paragraph 10
-Subparagraph a, b
-Chapter V
-Subsection I
-LegacyDoc This is a non-GAAP reference that was included in the 2009 taxonomy. It will be removed from future versions of this taxonomy.

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Statement of Position (SOP)
-Number 01-6
-Paragraph 13
-Subparagraph f
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 17: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 34
-Paragraph 9, 11, 12, 13, 14, 15, 21
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Investments in Unconsolidated Entities

12 Months Ended

Dec. 31, 2012

Investments in Unconsolidated Entities

Investments in Unconsolidated Entities

7. Investments in Unconsolidated Entities

Joint ventures are common in the real estate industry. We use joint ventures to finance properties, develop new properties, and diversify our risk in a particular property or portfolio of properties. We held joint venture ownership interests in 78 properties in the United States as of December 31, 2012 and 87 properties as of December 31, 2011. At December 31, 2012 and 2011, we also held interests in eight joint venture properties in Japan, two joint venture properties in South Korea, one joint venture property in Mexico, and one joint venture property in Malaysia. We account for these joint venture properties using the equity method of accounting. As discussed below, on January 9, 2012, we sold our interest in GCI which at the time owned 45 properties in Italy. Additionally, on March 14, 2012, we purchased a 28.7% equity stake in Klépierre. On May 21, 2012, Klépierre paid a dividend, which we elected to receive in additional shares, resulting in an increase in our ownership to approximately 28.9%.

Certain of our joint venture properties are subject to various rights of first refusal, buy-sell provisions, put and call rights, or other sale or marketing rights for partners which are customary in real estate joint venture agreements and the industry. We and our partners in these joint ventures may initiate these provisions (subject to any applicable lock up or similar restrictions), which may result in either the sale of our interest or the use of available cash or borrowings or units to acquire the joint venture interest from our partner.

On December 31, 2012, we formed a joint venture with Institutional Mall Investors, or "IMI", to own and operate The Shops at Mission Viejo in the Los Angeles suburb of Mission Viejo, California, and Woodfield Mall in the Chicago suburb of Schaumburg, Illinois. As of December 31, 2012, we and IMI each own a noncontrolling 50% interest in Woodfield Mall and we own a noncontrolling 51% interest in The Shops at Mission Viejo and IMI owns the remaining 49%. Prior to the formation of the joint venture, we owned 100% of The Shops at Mission Viejo and IMI owned 100% of Woodfield Mall. No gain was recorded as the transaction was recorded based on the carryover basis of our previous investment. Woodfield Mall is encumbered by a $425 million mortgage loan which matures in March of 2024 and bears interest at 4.5%. In January 2013, the joint venture closed a $295 million mortgage on the Shops at Mission Viejo which bears interest at 3.61% and matures in February of 2023.

On March 22, 2012, we acquired, through an acquisition of substantially all of the assets of The Mills Limited Partnership, or TMLP, additional interests in 26 properties. The transaction resulted in additional interests in 16 of the properties which remain unconsolidated, the consolidation of nine previously unconsolidated properties and the purchase of the remaining noncontrolling interest in a previously consolidated property. The transaction was valued at $1.5 billion, which included repayment of the remaining $562.1 million balance on TMLP's senior loan facility, and retirement of $100.0 million of TMLP's trust preferred securities. In connection with the transaction, our $558.4 million loan to SPG-FCM was extinguished on a non-cash basis. We consolidated $2.6 billion in additional property-level mortgage debt in connection with this transaction. This property-level mortgage debt was previously presented as debt of our unconsolidated entities. We and our joint venture partner had equal ownership in these properties prior to the transaction.

The consolidation of the previously unconsolidated properties resulted in a remeasurement of our previously held interest in each of these nine newly consolidated properties to fair value and recognition of a corresponding non-cash gain of $488.7 million. In addition, we recorded an other-than-temporary impairment charge of $22.4 million for the excess of carrying value of our remaining investment in SPG-FCM over its estimated fair value. The gain on the transaction and impairment charge are included in gain upon acquisition of controlling interests, sale or disposal of assets and interests in unconsolidated entities, and impairment charge on investment in unconsolidated entities, net in the accompanying consolidated statements of operations and comprehensive income. The assets and liabilities of the newly consolidated properties acquired in the Mills transaction have been reflected at their estimated fair value at the acquisition date.

We recorded our acquisition of the interest in the nine newly consolidated properties using the acquisition method of accounting. Tangible and intangible assets and liabilities were established based on their fair values at the date of acquisition. The results of operations of the newly consolidated properties have been included in our consolidated results from the date of acquisition. The purchase price allocations are preliminary and subject to revision within the measurement period, not to exceed one year from the date of acquisition.

The table below summarizes the amounts of assets acquired and liabilities assumed at the acquisition date as well as purchase accounting adjustments made from the original allocations at the date of acquisition for the nine newly consolidated properties. We amortize these amounts over the estimated life of the related depreciable components of investment property, typically no greater than 40 years, the terms of the applicable leases and the applicable debt maturity. The adjusted allocations did not have a material impact on the quarterly or annual results of operations or on our financial position at December 31, 2012. In addition to the below, we have recorded approximately $1 billion of investment in the 16 properties which remained unconsolidated at the acquisition date.

	Preliminary Allocations

	(in millions)
Investment properties	$	4,228
Cash and cash equivalents		91
Tenant Receivables and accrued revenue, net		1
Deferred costs and other assets (including intangibles)		264

Total Assets	$	4,584

Mortgages and other indebtedness, including premiums	$	2,672
Accounts payable, accrued expenses, intangibles and other		164
Other Liabilities		6

Total Liabilities	$	2,842

On January 6, 2012, we paid $50.0 million to acquire an additional interest in Del Amo Fashion Center, thereby increasing our interest to 50%.

On December 31, 2011, as further discussed in Note 4, we and our joint venture partner dissolved a venture in which we had a 50% interest and distributed a portfolio of properties previously held within the venture to us and our joint venture partner. The results of operations of these properties are now presented as loss from operations of discontinued joint venture interests and the non-cash gain of $168.3 million recorded upon distribution to the partners is presented within (loss) gain on sale or disposal of discontinued operations, net in the "Summary Financial Information" below.

Loan to SPG-FCM

As discussed above, our loan to SPG-FCM was extinguished in the Mills transaction. During 2012, 2011 and 2010, we recorded approximately $2.0 million, $9.8 million and $9.9 million in interest income (net of inter-entity eliminations) related to this loan, respectively.

International Investments

We conduct our international operations through joint venture arrangements and account for all of our international joint venture investments using the equity method of accounting

European Investments. At December 31, 2012, we owned 57,634,148 shares, or approximately 28.9%, of Klépierre, which had a quoted market price of $39.67 per share. At the date of purchase on March 14, 2012, our excess investment in Klépierre was approximately $1.2 billion, of which substantially all has been allocated to the underlying investment property based on estimated fair value. The allocation is subject to revision within the measurement period, not to exceed one year from the date of acquisition. Our share of net income, net of amortization of our excess investment, was $0.5 million from the acquisition date through December 31, 2012. Based on applicable Euro:USD exchange rates and after our conversion of Klépierre's results to GAAP, Klépierre's total assets, total liabilities, and noncontrolling interests as of December 31, 2012 were $17.2 billion, $12.4 billion, and $1.9 billion, respectively, and Klépierre's total revenues, operating income and consolidated net income were approximately $1.1 billion, $394.7 million and $323.6 million, respectively, for the period of our ownership in 2012.

At December 31, 2011, we had a 49% ownership interest in GCI. On January 9, 2012, we sold our entire ownership interest in GCI to our venture partner, Auchan S.A. The aggregate cash we received was $375.8 million and we recognized a gain on the sale of $28.8 million. Our investment carrying value included $39.5 million of accumulated losses related to currency translation and net investment hedge accumulated balances which had been recorded in accumulated other comprehensive income (loss).

Asian Joint Ventures. We conduct our international Premium Outlet operations in Japan through a joint venture with Mitsubishi Estate Co., Ltd. We have a 40% ownership interest in this joint venture. The carrying amount of our investment in this joint venture was $314.2 million and $349.5 million as of December 31, 2012 and 2011, respectively, including all related components of accumulated other comprehensive income (loss). We conduct our international Premium Outlet operations in South Korea through a joint venture with Shinsegae International Co. We have a 50% ownership interest in this joint venture. The carrying amount of our investment in this joint venture was $62.9 million and $43.8 million as of December 31, 2012 and 2011, respectively, including all related components of accumulated other comprehensive income (loss).

Summary Financial Information

A summary of our investments in joint ventures and share of income from such joint ventures, excluding Klépierre, follows. The accompanying joint venture statements of operations include amounts related to our investments in Simon Ivanhoe S.á.r.l. which was sold on July 15, 2010 and GCI which was sold on January 9, 2012. In addition, we acquired additional controlling interests in King of Prussia on August 25, 2011, and nine properties in the Mills transaction on March 22, 2012. These previously unconsolidated properties became consolidated properties as of their respective acquisition dates. Additionally, on December 31, 2011, we and our joint venture partner dissolved a venture in which we had a 50% interest and distributed a portfolio of properties previously held within the venture to us and our joint venture partner. Finally, during 2012, we disposed of our interests in one mall and three non-core retail properties. The results of operations of the properties for all of these transactions are classified as loss from operations of discontinued joint venture interests in the accompanying joint venture statements of operations. Balance sheet information for the joint ventures is as follows:

	December 31, 2012			December 31, 2011

BALANCE SHEETS
Assets:
Investment properties, at cost	$	14,607,291		$	20,481,657
Less — accumulated depreciation		4,926,511			5,264,565

		9,680,780			15,217,092
Cash and cash equivalents		619,546			806,895
Tenant receivables and accrued revenue, net		252,774			359,208
Investment in unconsolidated entities, at equity		39,589			133,576
Deferred costs and other assets		438,399			526,101

Total assets	$	11,031,088		$	17,042,872

Liabilities and Partners' Deficit:
Mortgages and other indebtedness	$	11,584,863		$	15,582,321
Accounts payable, accrued expenses, intangibles, and deferred revenue		672,483			775,733
Other liabilities		447,132			981,711

Total liabilities		12,704,478			17,339,765
Preferred units		67,450			67,450
Partners' deficit		(1,740,840	)		(364,343	)

Total liabilities and partners' deficit	$	11,031,088		$	17,042,872

Our Share of:
Partners' deficit	$	(799,911	)	$	(32,000	)
Add: Excess Investment		2,184,133			714,515

Our net Investment in Unconsolidated Entities, at equity	$	1,384,222		$	682,515

"Excess Investment" represents the unamortized difference of our investment over our share of the equity in the underlying net assets of the joint ventures or other investments acquired and is allocated on a fair value basis primarily to investment property, lease related intangibles, and debt premiums and discounts. We amortize excess investment over the life of the related depreciable components of investment property, typically no greater than 40 years, the terms of the applicable leases and the applicable debt maturity, respectively. The amortization is included in the reported amount of income from unconsolidated entities.

As of December 31, 2012, scheduled principal repayments on joint venture properties' mortgages and other indebtedness are as follows:


2013	$	1,286,591
2014		1,095,731
2015		2,029,553
2016		1,106,436
2017		1,367,851
Thereafter		4,693,145

Total principal maturities		11,579,307
Net unamortized debt premiums and discounts		5,556

Total mortgages and other indebtedness	$	11,584,863

This debt becomes due in installments over various terms extending through 2034 with interest rates ranging from 0.48% to 9.35% and a weighted average rate of 5.06% at December 31, 2012.

	For the Year Ended December 31,

	2012			2011			2010
STATEMENTS OF OPERATIONS
Revenue:
Minimum rent	$	1,487,554		$	1,424,038		$	1,365,466
Overage rent		176,609			140,822			125,239
Tenant reimbursements		691,564			660,354			655,144
Other income		171,698			150,949			181,210

Total revenue		2,527,425			2,376,163			2,327,059
Operating Expenses:
Property operating		477,338			460,235			446,358
Depreciation and amortization		506,820			485,794			482,836
Real estate taxes		178,739			167,608			174,617
Repairs and maintenance		65,163			64,271			63,185
Advertising and promotion		55,175			50,653			48,205
Provision for (recovery of) credit losses		1,824			4,496			(85	)
Other		170,510			148,110			130,195

Total operating expenses		1,455,569			1,381,167			1,345,311

Operating Income		1,071,856			994,996			981,748
Interest expense		(599,400	)		(593,408	)		(589,769	)
Loss from unconsolidated entities		(1,263	)		(1,263	)		—

Income from Continuing Operations		471,193			400,325			391,979
Loss from operations of discontinued joint venture interests		(20,311	)		(57,961	)		(60,470	)
(Loss) Gain on disposal of discontinued operations, net		(5,354	)		347,640			39,676

Net Income	$	445,528		$	690,004		$	371,185

Third-Party Investors' Share of Net Income	$	239,931		$	384,384		$	234,799

Our Share of Net Income		205,597			305,620			136,386
Amortization of Excess Investment		(83,400	)		(50,562	)		(48,329	)
Our Share of Loss (Gain) on Sale or Disposal of Assets and Interests in Unconsolidated Entities, net		9,245			(173,820	)		(20,305	)
Our Share of Impairment Charge from Investments in Unconsolidated Entities, net		—			—			8,169

Income from Unconsolidated Entities	$	131,442		$	81,238		$	75,921

Our share of income from unconsolidated entities in the above table, aggregated with our share of results of Klépierre, is presented in Income from unconsolidated entities in the accompanying consolidated statements of operations and comprehensive income. Our share of the loss (gain) on sale or disposal of assets and interests in unconsolidated entities, net is reflected within gain upon acquisition of controlling interests, sale or disposal of assets and interests in unconsolidated entities, and impairment charge on investment in unconsolidated entities, net in the accompanying consolidated statements of operations and comprehensive income.

2012 Dispositions

In July 2012, we disposed of our interest in an unconsolidated mall, and in August 2012 we disposed of our interest in three other non-core unconsolidated properties. Our share of the net loss on disposition was $9.2 million.

2011 Dispositions

In April 2011, we disposed of our interest in an unconsolidated mall, resulting in a gain of $7.8 million.

2010 Impairment

In December 2010, we recognized an $8.2 million non-cash impairment charge representing our share of impairment on a joint venture investment in a property in Italy for which the decline in value below our carrying amount was deemed other-than-temporary.

- Definition

The entire disclosure for equity method investments and joint ventures. Equity method investments are investments that give the investor the ability to exercise significant influence over the operating and financial policies of an investee. Joint ventures are entities owned and operated by a small group of businesses as a separate and specific business or project for the mutual benefit of the members of the group.

+ References + Details

Indebtedness and Derivative Financial Instruments

12 Months Ended

Dec. 31, 2012

Indebtedness and Derivative Financial Instruments

Indebtedness and Derivative Financial Instruments

8. Indebtedness and Derivative Financial Instruments

Our mortgages and other indebtedness, excluding the impact of derivative instruments, consist of the following as of December 31:

	2012		2011

*Fixed-Rate Debt:*
Mortgages and other notes, including $101,104 and $54,250 net premiums, respectively. Weighted average interest and maturity of 5.85% and 4.4 years at December 31, 2012.	$	7,677,204	$	5,566,600
Unsecured notes, including $38,847 and $29,178 net discounts, respectively. Weighted average interest and maturity of 5.09% and 7.1 years at December 31, 2012.		13,400,154		10,640,775

Total Fixed-Rate Debt		21,077,358		16,207,375
*Variable-Rate Debt:*
Mortgages and other notes, at face value. Weighted average interest and maturity of 2.57% and 1.5 years at December 31, 2012.		442,152		1,286,401
Credit Facility (see below)		1,593,497		952,664

Total Variable-Rate Debt		2,035,649		2,239,065

Total Mortgages and Other Indebtedness	$	23,113,007	$	18,446,440

General. Our unsecured debt agreements contain financial covenants and other non-financial covenants. If we were to fail to comply with these covenants, after the expiration of the applicable cure periods, the debt maturity could be accelerated or other remedies could be sought by the lender including adjustments to the applicable interest rate. As of December 31, 2012, we are in compliance with all covenants of our unsecured debt.

At December 31, 2012, we or our subsidiaries were the borrowers under 78 non-recourse mortgage notes secured by mortgages on 78 properties, including seven separate pools of cross-defaulted and cross-collateralized mortgages encumbering a total of 27 properties. Under these cross-default provisions, a default under any mortgage included in the cross-defaulted pool may constitute a default under all mortgages within that pool and may lead to acceleration of the indebtedness due on each property within the pool. Certain of our secured debt instruments contain financial and other non-financial covenants which are specific to the properties which serve as collateral for that debt. If the borrower fails to comply with these covenants, the lender could accelerate the debt and enforce its right against their collateral. At December 31, 2012, the applicable borrowers under these non-recourse mortgage notes were in compliance with all covenants where non-compliance could individually, or giving effect to applicable cross-default provisions in the aggregate, have a material adverse effect on our financial condition, results of operations or cash flows.

Unsecured Debt

At December 31, 2012, our unsecured debt consisted of $13.4 billion of senior unsecured notes, $1.3 billion outstanding under our $4.0 billion unsecured revolving credit facility, or Credit Facility, and $259.2 million outstanding under our $2.0 billion supplemental unsecured revolving credit facility, or Supplemental Facility. The December 31, 2012 balance on the Credit Facility included $1.2 billion (U.S. dollar equivalent) of Euro-denominated borrowings and the entire balance on the Supplemental Facility on such date consisted of Yen-denominated borrowings, both of which are designated as net investment hedges of a portion of our international investments.

On December 31, 2012, we had an aggregate available borrowing capacity of $4.4 billion under the two credit facilities. The maximum outstanding balance of the credit facilities during the year ended December 31, 2012 was $3.1 billion and the weighted average outstanding balance was $1.9 billion. Letters of credit of $45.2 million were outstanding under the Credit Facility as of December 31, 2012.

The Credit Facility's initial borrowing capacity of $4.0 billion can be increased at our sole option to $5.0 billion during its term. The Credit Facility will initially mature on October 30, 2015 and can be extended for an additional year at our sole option. The base interest rate on the Credit Facility is LIBOR plus 100 basis points with an additional facility fee of 15 basis points. In addition, the Credit Facility provides for a money market competitive bid option program that allows us to hold auctions to achieve lower pricing for short-term borrowings. The Credit Facility also includes a $2.0 billion multi-currency tranche.

On June 1, 2012, we entered into the Supplemental Facility with an initial borrowing capacity of $2.0 billion which can be increased at our sole option to $2.5 billion during its term. The Supplemental Facility will initially mature on June 30, 2016 and can be extended for an additional year at our sole option. The base interest rate on the Supplemental Facility is LIBOR plus 100 basis points with an additional facility fee of 15 basis points. Like the Credit Facility, the Supplemental Facility provides for a money market competitive bid option program and allows for multi-currency borrowings. During the second quarter of 2012, we moved $285.0 million (U.S. dollar equivalent) of Yen-denominated borrowings from the Credit Facility to the Supplemental Facility.

On March 13, 2012, we issued $600.0 million of senior unsecured notes at a fixed interest rate of 2.15% with a maturity date of September 2017, $600.0 million of senior unsecured notes at a fixed interest rate of 3.375% with a maturity date of March 2022, and $550.0 million of senior unsecured notes at a fixed interest rate of 4.75% with a maturity date of March 2042. Proceeds from the unsecured notes offerings were used to fund a portion of the cost of the acquisition of our equity stake in Klépierre and the Mills transaction.

On December 17, 2012, we issued $750.0 million of senior unsecured notes at a fixed interest rate of 1.50% with a maturity date of February 2018 and $500.0 million of senior unsecured notes at a fixed interest rate of 2.75% with a maturity date of February 2023. Proceeds from the unsecured notes offerings were used to pay down borrowings on the Credit Facility and fund general working capital requirements.

During 2012, we redeemed at par $231.0 million of senior unsecured notes with fixed rates ranging from 5.75% to 6.88%.

On November 1, 2011, we entered into a $900.0 million unsecured term loan. We drew $160.0 million on the term loan in the first quarter of 2012. In the second quarter of 2012, we repaid the outstanding balance in full and terminated the term loan.

Secured Debt

Total secured indebtedness was $8.0 billion and $6.8 billion at December 31, 2012 and 2011, respectively. During 2012, we repaid $536.2 million in mortgage loans with a weighted average interest rate of 3.95%, unencumbering 19 properties, and repaid the outstanding balance of a $735.0 million secured term loan in full.

As a result of the acquisition of additional interests in properties in the Mills transaction in March 2012, as further discussed in Note 7, we consolidated nine properties encumbered by property-level mortgage debt totaling $2.6 billion. This property-level mortgage debt was previously presented as debt of our unconsolidated entities. We and our joint venture partner had equal ownership in these properties prior to the transaction.

Debt Maturity and Other

Our scheduled principal repayments on indebtedness as of December 31, 2012 are as follows:


2013	$	821,637
2014		2,337,975
2015		2,098,028
2016		5,642,023
2017		3,281,808
Thereafter		8,869,279

Total principal maturities		23,050,750
Net unamortized debt premium		62,257

Total mortgages and other indebtedness	$	23,113,007

Our cash paid for interest in each period, net of any amounts capitalized, was as follows:

	For the Year Ended December 31,

	2012		2011		2010
Cash paid for interest	$	1,122,223	$	979,436	$	1,015,989

Derivative Financial Instruments

Our exposure to market risk due to changes in interest rates primarily relates to our long-term debt obligations. We manage exposure to interest rate market risk through our risk management strategy by a combination of interest rate protection agreements to effectively fix or cap a portion of variable rate debt. We are also exposed to foreign currency risk on financings of certain foreign operations. Our intent is to offset gains and losses that occur on the underlying exposures, with gains and losses on the derivative contracts hedging these exposures. We do not enter into either interest rate protection or foreign currency rate protection agreements for speculative purposes.

We may enter into treasury lock agreements as part of an anticipated debt issuance. Upon completion of the debt issuance, the fair value of these instruments is recorded as part of accumulated other comprehensive income (loss) and is amortized to interest expense over the life of the debt agreement.

The fair value of our interest rate swap agreements is a net liability balance of $1.5 million and $10.0 million at December 31, 2012 and 2011, respectively, and is included in other liabilities. The interest rate cap agreements were of nominal value at December 31, 2012 and 2011, and we generally do not apply hedge accounting to these arrangements. In addition, the unamortized loss of our treasury locks and terminated hedges recorded in accumulated other comprehensive income (loss) was $78.0 million and $89.7 million as of December 31, 2012 and 2011, respectively. As of December 31, 2012, our outstanding LIBOR based derivative contracts consisted of:

•

interest rate cap protection agreements with a notional amount of $442.4 million which mature in July 2013 and June 2014, and

•

fixed rate swap agreements with a notional amount of $483.7 million which have a weighted average fixed pay rate of 2.52% and a weighted average variable receive rate of 0.58%.

Within the next year, we expect to reclassify to earnings approximately $13.2 million of losses related to active and terminated interest rate swaps from the current balance held in accumulated other comprehensive income (loss). The amount of ineffectiveness relating to cash flow hedges recognized in income during the periods presented was not significant.

Our joint ventures may also enter into interest rate swaps or caps, which are recorded at fair value on the joint venture balance sheets. Included in our accumulated other comprehensive income (loss) as of December 31, 2012 and 2011 is our share of the joint ventures' accumulated derivative losses of $0.4 million and $14.0 million, respectively.

Fair Value of Debt

The carrying value of our variable-rate mortgages and other loans approximates their fair values. We estimate the fair values of consolidated fixed-rate mortgages using cash flows discounted at current borrowing rates and other indebtedness using cash flows discounted at current market rates. We estimate the fair values of consolidated fixed-rate unsecured notes using quoted market prices, or, if no quoted market prices are available, we use quoted market prices for securities with similar terms and maturities. The book value of our consolidated fixed-rate mortgages and other indebtedness was $21.0 billion and $15.9 billion as of December 31, 2012 and 2011, respectively. The fair values of these financial instruments and the related discount rate assumptions as of December 31 are summarized as follows:

	2012		2011

Fair value of fixed-rate mortgages and other indebtedness	$	23,373	$	17,905
Weighted average discount rates assumed in calculation of fair value for fixed-rate mortgages		3.24%		3.60%

Rentals under Operating Leases

12 Months Ended

Dec. 31, 2012

Rentals under Operating Leases

Rentals under Operating Leases

9. Rentals under Operating Leases

Future minimum rentals to be received under non-cancelable tenant operating leases for each of the next five years and thereafter, excluding tenant reimbursements of operating expenses and percentage rent based on tenant sales volume as of December 31, 2012 are as follows:


2013	$	2,572,612
2014		2,363,435
2015		2,083,716
2016		1,810,189
2017		1,524,365
Thereafter		4,079,160

	$	14,433,477

Approximately 0.6% of future minimum rents to be received are attributable to leases with an affiliate of one of our limited partners.

- Definition

The entire disclosure for operating leases of a lessor. This may include a general description of lessor's leasing arrangements for operating leases, including the basis on which contingent rental payments are determined, the existence and terms of renewal or purchase options and escalation clauses, restrictions imposed by lease arrangements, such as those concerning dividends, additional debt, and further leasing, rent holidays, rent concessions, or leasehold improvement incentives and unusual provisions or conditions.

+ References + Details

Equity

12 Months Ended

Dec. 31, 2012

Equity

Equity

10. Equity

Temporary Equity

We classify as temporary equity those securities for which there is the possibility that we could be required to redeem the security for cash, irrespective of the probability of such a possibility. As a result, we classify one series of preferred units and noncontrolling redeemable interests in properties in temporary equity. The carrying values for those securities classified in temporary equity are discussed below and summarized as follows as of December 31:

	2012		2011

7.50% Cumulative Redeemable Preferred Units, 260,000 units authorized, 255,373 issued and outstanding	$	25,537	$	25,537
Noncontrolling redeemable interests in properties		152,469		242,408

Total preferred units, at liquidation value, and noncontrolling redeemable interests in properties	$	178,006	$	267,945

Noncontrolling Redeemable Interests in Properties Redeemable instruments, which typically represent the remaining interest in a property or portfolio of properties, and which are redeemable at the option of the holder or in circumstances that may be outside our control, are accounted for as temporary equity within preferred units, various series, at liquidation value, and noncontrolling redeemable interests in properties in the accompanying consolidated balance sheets. The carrying amount of the noncontrolling interest is adjusted to the redemption amount assuming the instrument is redeemable at the balance sheet date. Changes in the redemption value of the underlying noncontrolling interest are recorded within accumulated deficit. There are no noncontrolling interests redeemable at amounts in excess of fair value.

7.5% Cumulative Redeemable Preferred Units This series of preferred units accrues cumulative quarterly distributions at a rate of $7.50 annually. We may redeem the preferred units on or after November 10, 2013, or earlier upon the occurrence of certain tax triggering events such as death of the initial holder, or the transfer of any units to any person or entity other than the persons or entities entitled to the benefits of the original holder. The redemption price is the liquidation value ($100.00 per preferred unit) plus accrued and unpaid distributions, payable either in cash or fully registered shares of common stock of Simon Property. In the event of the death of a holder of the preferred units, the occurrence of certain tax triggering events applicable to the holder, or on or after November 10, 2006, the holder may require us to redeem the preferred units at the same redemption price payable at our option in either cash or fully registered shares of common stock of Simon Property.

Permanent Equity

Series J 8³/8% Cumulative Redeemable Preferred Units. Distributions accrue quarterly at an annual rate of 8³/8% per unit. We can redeem this series, in whole or in part, on and after October 15, 2027 at a redemption price of $50.00 per unit, plus accumulated and unpaid distributions. These preferred units were issued at a premium of $7.5 million. The unamortized premium included in the carrying value of the preferred stock at December 31, 2012 and 2011 was $4.9 million and $5.2 million, respectively. There are 1,000,000 preferred units authorized and 796,948 issued and outstanding.

Unit Issuances and Repurchases

In 2012, 31 limited partners exchanged 921,676 units for an equal number of shares of common stock of Simon Property pursuant to our partnership agreement. In addition, The Melvin Simon Family Enterprises Trust exchanged 6,526,245 units for 5,873,620 shares of Simon Property common stock on September 25, 2012. These transactions increased Simon Property's ownership interest in us.

We issued 712 units to Simon Property related to employee stock options exercised during 2012. We used the net proceeds from the option exercises for general working capital purposes.

On March 14, 2012, Simon Property issued 9,137,500 shares of its common stock in a public offering at a price of $137.00 per share and contributed the proceeds to us. As a result, we issued 9,137,500 units to Simon Property, and used the proceeds of $1.2 billion from the offering, net of issue costs, to fund a portion of the acquisition cost of our equity stake in Klépierre and the Mills transaction.

On July 20, 2012, we redeemed 2,000,000 units from a limited partner for $124.00 per unit in cash.

On December 4, 2012, we issued 205,335 units in connection with the acquisition of the remaining 50% noncontrolling interest in two outlet properties as discussed in Note 4.

Other Equity Activity

Notes Receivable from Former CPI Stockholders. Notes receivable of $15.3 million from stockholders of an entity we acquired in 1998 are reflected as a deduction from capital in excess of par value in the consolidated statements of equity in the accompanying financial statements. The notes do not bear interest and become due at the time the underlying shares are sold.

The Simon Property Group 1998 Stock Incentive Plan. We, along with Simon Property, have a stock incentive plan, or the 1998 plan, which provided for the grant of awards with respect to the equity of Simon Property, in the form of options to purchase shares of Simon Property common stock, or Options, stock appreciation rights, or SARs, restricted stock grants and performance unit awards, collectively, Awards. Options may be granted which are qualified as "incentive stock options" within the meaning of Section 422 of the Internal Revenue Code and options which are not so qualified. An aggregate of 17,300,000 shares of Simon Property common stock have been reserved for issuance under the 1998 plan. Additionally, the partnership agreement requires Simon Property to purchase units for cash in an amount equal to the fair market value of such shares issued on the exercise of stock options.

Administration. The 1998 plan is administered by Simon Property's Compensation Committee of the Board of Directors, or the Compensation Committee. The Compensation Committee determines which eligible individuals may participate and the type, extent and terms of the awards to be granted to them. In addition, the Compensation Committee interprets the 1998 plan and makes all other determinations deemed advisable for its administration. Options granted to employees become exercisable over the period determined by the Compensation Committee. The exercise price of an employee option may not be less than the fair market value of the shares on the date of grant. Employee options generally vest over a three-year period and expire ten years from the date of grant.

Awards for Eligible Directors. Directors of Simon Property who are not employees or employees of affiliates of Simon Property, or eligible directors, receive awards under the 1998 plan. Currently, each eligible director receives on the first day of the first calendar month following his or her initial election an award of restricted stock with a value of $82,500 (pro-rated for partial years of service). Thereafter, as of the date of each annual meeting of stockholders, eligible directors who are re-elected receive an award of restricted stock having a value of $82,500. In addition, eligible directors who serve as chairpersons of the standing committees receive an additional annual award of restricted stock having a value of $10,000 (in the case of the Audit and Compensation Committees) or $7,500 (in the case of the Governance and Nominating Committees). The Lead Independent Director also receives an annual restricted stock award having a value of $12,500. The restricted stock vests in full after one year.

Once vested, the delivery of the shares of restricted stock (including reinvested dividends) is deferred under our Director Deferred Compensation Plan until the director retires, dies or becomes disabled or otherwise no longer serves as a director. The directors may vote and are entitled to receive dividends on the underlying shares; however, any dividends on the shares of restricted stock must be reinvested in shares of Simon Property common stock and held in the deferred compensation plan until the shares of restricted stock are delivered to the former director.

Stock Based Compensation

Awards under our stock based compensation plans primarily take the form of LTIP units and restricted stock grants of Simon Property. These awards are all performance based and are based on various corporate and business unit performance measures as further described below. In the aggregate, we recorded compensation expense, net of capitalization, related to these stock based compensation arrangements of approximately $31.8 million, $26.2 million, and $21.5 million for the years ended December 31, 2012, 2011 and 2010, respectively, which is included within home and regional office costs and general and administrative costs in the accompanying statements of operations and comprehensive income.

LTIP Programs. On March 16, 2010, the Compensation Committee approved three long-term performance based incentive compensation programs, or the 2010 LTIP programs, for certain senior executive officers. Awards under the LTIP programs take the form of LTIP units, a form of limited partnership interest issued by us, and will be considered earned if, and only to the extent to which, applicable total shareholder return, or TSR, performance benchmarks, are achieved during the performance period. Once earned, LTIP units will become the equivalent of units only after a two year service-based vesting period, beginning after the end of the performance period. Awarded LTIP units not earned are forfeited. During the performance period, participants are entitled to receive on the LTIP units awarded to them distributions equal to 10% of the regular quarterly distributions paid on a unit. As a result, we account for these LTIP units as participating securities under the two-class method of computing earnings per unit. The 2010 LTIP programs had one, two and three year performance periods, which ended on December 31, 2010, 2011 and 2012, respectively. In the first quarter of 2011, the Compensation Committee determined the extent to which the performance measures were achieved and 133,673 LTIP units were earned under the one-year 2010 LTIP program and, pursuant to the award agreements, will vest in two equal installments in 2012 and 2013. In the first quarter of 2012, the Compensation Committee determined the extent to which performance measures were achieved and 337,006 LTIP units were earned under the two-year 2010 LTIP program and, pursuant to the award agreements, will vest in two equal installments in 2013 and 2014.

During July 2011, the Compensation Committee approved a new three-year long-term performance based incentive compensation program, or the 2011-2013 LTIP program, and awarded LTIP units to certain senior executive officers. The 2011-2013 LTIP program has a three year performance period ending on December 31, 2013. During March 2012, the Compensation Committee approved a three-year long-term performance based incentive compensation program, or the 2012-2014 LTIP program, and awarded LTIP units to certain senior executive officers. The 2012-2014 LTIP program has a three year performance period ending December 31, 2014 and will be considered earned if, and only to the extent to which, applicable TSR performance benchmarks are achieved during the performance period. One-half of the earned LTIP units will vest on January 1 of each of the second and third years following the end of the applicable performance period, subject to the participant maintaining employment with us through those dates.

The 2010 LTIP program awards have an aggregate grant date fair value, adjusted for estimated forfeitures, of $7.2 million for the one-year program, $14.8 million for the two-year program and $23.0 million for the three-year program. Both the 2011-2013 LTIP program and 2012-2014 LTIP program have aggregate grant date fair values of $35.0 million, adjusted for estimated forfeitures. Grant date fair values were estimated based upon the results of a Monte Carlo model, and the resulting expense will be recorded regardless of whether the TSR benchmarks are achieved, if the required service is delivered throughout the performance period. The grant date fair values are being amortized into expense over the period from the grant date to the date at which the awards, if any, become vested.

Restricted Stock. The 1998 plan also provides for shares of restricted common stock of Simon Property to be granted to certain employees at no cost to those employees, subject to achievement of certain financial and return-based performance measures established by the Compensation Committee related to the most recent year's performance. Once granted, the shares of restricted stock then vest annually over a three or four-year period (equally each year) beginning on January 1 of each year. The cost of restricted stock grants, which is based upon the stock's fair market value on the grant date, is charged to earnings ratably over the vesting period. Through December 31, 2012 a total of 5,340,313 shares of restricted stock, net of forfeitures, have been awarded under the plan. Information regarding restricted stock awards is summarized in the following table for each of the years presented:

	For the Year Ended December 31,

	2012		2011		2010
Restricted stock awarded during the year, net of forfeitures		114,066		116,885		116,726
Weighted average fair value of shares granted during the year	$	146.70	$	110.12	$	85.17
Amortization expense	$	14,001	$	14,018	$	16,839

Other Compensation Arrangements. On July 6, 2011, in connection with the execution of a long-term employment agreement, the Compensation Committee granted David Simon, our Chairman and CEO, a retention award in the form of 1,000,000 LTIP units for his continued service as our Chairman and Chief Executive Officer through July 5, 2019. The award vests in one-third increments on July 5th of 2017, 2018 and 2019, subject to continued employment. The grant date fair value of the retention award was $120.3 million which is being recognized as expense over the eight-year term of his employment agreement on a straight-line basis.

Information relating to employee options from December 31, 2009 through December 31, 2012 is as follows:

			Weighted Average Exercise Price Per Share

Shares under option at December 31, 2009	505,682		$	28.88

Granted	—			—
Exercised (none were forfeited during the period)	(178,683	)		23.03

Shares under option at December 31, 2010	326,999		$	29.75

Granted	—			—
Exercised (none were forfeited during the period)	(324,720	)		29.61

Shares under option at December 31, 2011	2,279		$	50.17

Granted	—			—
Exercised (none were forfeited during the period)	(712	)		50.17

Shares under option at December 31, 2012	1,567		$	50.17

(1): Since 2001, we have not granted any options to officers, directors or employees, except for a series of reload options we assumed as part of a prior business combination.

All 1,567 options outstanding at December 31, 2012, are exercisable and have an exercise price of $50.17 and a weighted average life of 1.17 years.

We also maintain a tax-qualified retirement 401(k) savings plan and offer no other post-retirement or post-employment benefits to our employees.

Exchange Rights

Limited partners have the right under our partnership agreement to exchange all or any portion of their units for shares of Simon Property common stock on a one-for-one basis or cash, as determined by Simon Property in its sole discretion. If Simon Property selects cash, Simon Property cannot cause us to redeem the exchanged units for cash without contributing cash to us as partners' equity sufficient to effect the redemption. If sufficient cash is not contributed, Simon Property will be deemed to have elected to exchange the units for shares of Simon Property common stock. The amount of cash to be paid if the exchange right is exercised and the cash option is selected will be based on the trading price of Simon Property's common stock at that time. The number of shares of Simon Property's common stock issued pursuant to the exercise of the exchange right will be the same as the number of units exchanged.

- Definition

The entire disclosure for the formation, structure, control and ownership of the partnership. Disclosures related to accounts comprising partners' capital. Includes balances of general partners' capital account, limited partners' capital account, preferred partners' capital account and total partners' capital account and units outstanding; accumulated other comprehensive income; amount and nature of changes to amount of partner's capital and units outstanding by class, rights and privileges for each class of units; distribution policies and distributions paid by unit class; impact of and correction of an error in previously issued financial statements; limitations of partners' liability; redemption, conversion and distribution policies; and deferred compensation related to the issuance of units.

+ References + Details

Commitments and Contingencies

12 Months Ended

Dec. 31, 2012

Commitments and Contingencies.

Commitments and Contingencies

11. Commitments and Contingencies

Litigation

We are involved from time-to-time in various legal proceedings that arise in the ordinary course of our business, including, but not limited to commercial disputes, environmental matters, and litigation in connection with transactions including acquisitions and divestitures. We believe that such litigation, claims and administrative proceedings will not have a material adverse impact on our financial position or our results of operations. We record a liability when a loss is considered probable and the amount can be reasonably estimated.

In May 2010, Opry Mills sustained significant flood damage. Insurance proceeds of $50 million have been funded by the insurers and remediation work has been completed. The property was re-opened March 29, 2012. The excess insurance carriers (those providing coverage above $50 million) have denied the claim under the policy for additional proceeds (of up to $150 million) to pay further amounts for restoration costs and business interruption losses. We and our lenders are continuing our efforts through pending litigation to recover our losses under the excess insurance policies for Opry Mills and we believe recovery is probable, but no assurances can be made that our efforts to recover these funds will be successful.

Lease Commitments

As of December 31, 2012, a total of 28 of the consolidated properties are subject to ground leases. The termination dates of these ground leases range from 2013 to 2090. These ground leases generally require us to make fixed annual rental payments, or a fixed annual rental plus a percentage rent component based upon the revenues or total sales of the property. Some of these leases also include escalation clauses and renewal options. We incurred ground lease expense, which is included in other expense, as follows:

	For the Year Ended December 31,

	2012		2011		2010
Ground lease expense	$	43,421	$	42,284	$	36,750

Future minimum lease payments due under these ground leases for years ending December 31, excluding applicable extension options, are as follows:


2013	$	26,950
2014		28,196
2015		28,921
2016		29,097
2017		29,106
Thereafter		889,307

	$	1,031,577

Insurance

We maintain insurance coverage with third party carriers who provide a portion of the coverage for specific layers of potential losses including commercial general liability, fire, flood, extended coverage and rental loss insurance on all of our properties in the United States. The initial portion of coverage not provided by third party carriers is either insured through our wholly-owned captive insurance companies, Rosewood Indemnity, Ltd. and Bridgewood Insurance Company, Ltd., or other financial arrangements controlled by us. The third party carrier has, in turn, agreed to provide evidence of coverage for this layer of losses under the terms and conditions of the carrier's policy. A similar policy written through our captive insurance entities also provides initial coverage for property insurance and certain windstorm risks at the properties located in coastal windstorm locations.

We currently maintain insurance coverage against acts of terrorism on all of our properties in the United States on an "all risk" basis in the amount of up to $1 billion. The current federal laws which provide this coverage are expected to operate through 2014. Despite the existence of this insurance coverage, any threatened or actual terrorist attacks where we operate could adversely affect our property values, revenues, consumer traffic and tenant sales.

Guarantees of Indebtedness

Joint venture debt is the liability of the joint venture and is typically secured by the joint venture property, which is non-recourse to us. As of December 31, 2012 and 2011, we guaranteed joint venture related mortgage or other indebtedness of $84.9 million and $30.2 million, respectively. Mortgages guaranteed by us are secured by the property of the joint venture and that property could be sold in order to satisfy the outstanding obligation.

Concentration of Credit Risk

Our malls, Premium Outlets, The Mills, and community/lifestyle centers rely heavily upon anchor tenants to attract customers; however, anchor retailers do not contribute materially to our financial results as many anchor retailers own their spaces. All material operations are within the United States and no customer or tenant accounts for 5% or more of our consolidated revenues.

Limited Life Partnerships

We are the controlling partner in several consolidated partnerships that have a limited life. We estimated the settlement values of these noncontrolling interests as of December 31, 2012 and 2011 as approximately $143 million and $140 million, respectively. The settlement values are based on the estimated fair values upon a hypothetical liquidation of the partnership interests and estimated yield maintenance or prepayment penalties associated with the payment to settle any underlying secured mortgage debt.

- Definition

The entire disclosure for commitments and contingencies.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6449706&loc=d3e16207-108621

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 460
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=6398077&loc=d3e12565-110249

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 450
-SubTopic 20
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6952336&loc=d3e14435-108349

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.25)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 440
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6394976&loc=d3e25287-109308

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Interpretation (FIN)
-Number 14
-Paragraph 3
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 9, 10, 11, 12
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Related Party Transactions

12 Months Ended

Dec. 31, 2012

Related Party Transactions

Related Party Transactions

12. Related Party Transactions

Our management company provides management, insurance, and other services to Melvin Simon & Associates, Inc., a related party, unconsolidated joint ventures, and other non-owned properties. Amounts for services provided by our management company and its affiliates to our unconsolidated joint ventures and other related parties were as follows:

	For the Year Ended December 31,

	2012		2011		2010
Amounts charged to unconsolidated joint ventures	$	119,534	$	125,306	$	118,905
Amounts charged to properties owned by related parties		4,416		4,353		4,308

During 2012, 2011 and 2010, we recorded interest income of $2.0 million, $9.8 million and $9.9 million respectively, net of inter-entity eliminations, related to the loans that we have provided to TMLP and SPG-FCM. In addition, during 2012, 2011 and 2010, we recorded development, royalty and other fees related to our international investments of $15.5 million, $12.3 million, and $10.8 million, respectively, which is included in other income in the accompanying consolidated statements of operations and comprehensive income.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39603-107864

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39622-107864

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39678-107864

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(k))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39691-107864

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph b
-Article 3A

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph k
-Article 4

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 57
-Paragraph 1-4
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

Quarterly Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2012

Quarterly Financial Data (Unaudited)

Quarterly Financial Data (Unaudited)

13. Quarterly Financial Data (Unaudited)

Quarterly 2012 and 2011 data is summarized in the table below. Quarterly amounts may not sum to annual amounts due to rounding.

	First Quarter		Second Quarter		Third Quarter		Fourth Quarter

2012
Total revenue	$	1,118,969	$	1,188,066	$	1,228,617	$	1,344,431
Operating income		516,721		524,327		564,953		614,598
Consolidated net income		781,829		260,936		306,371		370,496
Net income attributable to unitholders		778,407		257,768		302,595		367,091
Net income per unit — Basic	$	2.18	$	0.71	$	0.84	$	1.01
Net income per unit — Diluted	$	2.18	$	0.71	$	0.84	$	1.01
Weighted average units outstanding		356,625,936		364,300,150		362,631,726		361,713,583
Diluted weighted average units outstanding		356,627,046		364,301,192		362,632,796		361,714,637
2011
Total revenue	$	1,019,874	$	1,040,861	$	1,074,360	$	1,171,337
Operating income		451,949		470,260		484,556		536,389
Consolidated net income		219,666		250,522		333,781		441,931
Net income attributable to unitholders		216,242		247,271		330,639		437,937
Net income per unit — Basic		0.61		0.70		0.93		1.24
Net income per unit — Diluted		0.61		0.70		0.93		1.24
Weighted average units outstanding		353,245,003		353,569,511		354,544,663		354,638,440
Diluted weighted average units outstanding		353,455,294		353,604,093		354,567,135		354,649,075

- Definition

The entire disclosure for the quarterly financial data in the annual financial statements. The disclosure may include a tabular presentation of financial information for each fiscal quarter for the current and previous year, including revenues, gross profit, income or loss before extraordinary items and earnings per share data. It also includes an indication if the information in the note is unaudited, comments on the aggregate effect of year-end adjustments, and an explanation of matters or transactions that affect comparability or are pertinent to an understanding of the information furnished.

+ References + Details

SCHEDULE III Real Estate and Accumulated Depreciation

12 Months Ended

Dec. 31, 2012

SCHEDULE III Real Estate and Accumulated Depreciation

SCHEDULE III Real Estate and Accumulated Depreciation

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
*Malls*
Anderson Mall	Anderson, SC	$	20,849	$	1,712	$	15,227	$	851	$	20,545	$	2,563	$	35,772	$	38,335	$	16,772	1972
Arsenal Mall	Watertown (Boston), MA		560		14,714		47,680		—		9,483		14,714		57,163		71,877		22,232	1999 (4)
Bangor Mall	Bangor, ME		80,000		5,478		59,740		—		11,158		5,478		70,898		76,376		27,294	2004 (5)
Barton Creek Square	Austin, TX		—		2,903		20,929		7,983		64,481		10,886		85,410		96,296		49,695	1981
Battlefield Mall	Springfield, MO		125,000		3,919		27,231		3,000		62,542		6,919		89,773		96,692		57,633	1970
Bay Park Square	Green Bay, WI		—		6,358		25,623		4,106		26,111		10,464		51,734		62,198		24,863	1980
Bowie Town Center	Bowie (Washington, D.C.), MD		—		2,710		65,044		235		7,170		2,945		72,214		75,159		29,912	2001
Boynton Beach Mall	Boynton Beach (Miami), FL		—		22,240		78,804		4,666		27,431		26,906		106,235		133,141		48,423	1985
Brea Mall	Brea (Los Angeles), CA		—		39,500		209,202		—		27,131		39,500		236,333		275,833		97,144	1998 (4)
Broadway Square	Tyler, TX		—		11,306		32,431		—		23,033		11,306		55,464		66,770		27,424	1994 (4)
Brunswick Square	East Brunswick (New York), NJ		78,189		8,436		55,838		—		32,327		8,436		88,165		96,601		44,428	1973
Burlington Mall	Burlington (Boston), MA		—		46,600		303,618		19,600		95,324		66,200		398,942		465,142		147,321	1998 (4)
Castleton Square	Indianapolis, IN		—		26,250		98,287		7,434		74,644		33,684		172,931		206,615		76,170	1972
Charlottesville Fashion Square	Charlottesville, VA		—		—		54,738		—		18,530		—		73,268		73,268		31,308	1997 (4)
Chautauqua Mall	Lakewood, NY		—		3,116		9,641		—		16,082		3,116		25,723		28,839		13,469	1971
Chesapeake Square	Chesapeake (Virginia Beach), VA		66,502		11,534		70,461		—		19,273		11,534		89,734		101,268		49,251	1989
Cielo Vista Mall	El Paso, TX		—		1,005		15,262		608		48,983		1,613		64,245		65,858		36,779	1974
College Mall	Bloomington, IN		—		1,003		16,245		720		43,966		1,723		60,211		61,934		32,033	1965
Columbia Center	Kennewick, WA		—		17,441		66,580		—		25,705		17,441		92,285		109,726		40,407	1987
Copley Place	Boston, MA		—		—		378,045		—		100,167		—		478,212		478,212		150,522	2002 (4)
Coral Square	Coral Springs (Miami), FL		—		13,556		93,630		—		19,025		13,556		112,655		126,211		64,184	1984
Cordova Mall	Pensacola, FL		—		18,626		73,091		7,321		56,062		25,947		129,153		155,100		45,228	1998 (4)
Cottonwood Mall	Albuquerque, NM		—		10,122		69,958		—		6,704		10,122		76,662		86,784		39,731	1996
Domain, The	Austin, TX		204,405		40,436		197,010		—		138,250		40,436		335,260		375,696		66,311	2005
Edison Mall	Fort Myers, FL		—		11,529		107,350		—		31,240		11,529		138,590		150,119		56,765	1997 (4)
Empire Mall	Sioux Falls, SD		176,300		35,998		192,186		—		3,454		35,998		195,640		231,638		7,443	1998 (5)
Fashion Mall at Keystone, The	Indianapolis, IN		—		—		120,579		29,145		80,161		29,145		200,740		229,885		73,035	1997 (4)
Firewheel Town Center	Garland (Dallas), TX		—		8,485		82,716		—		28,814		8,485		111,530		120,015		34,470	2004

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
Forest Mall	Fond Du Lac, WI		—		721		4,491		—		8,864		721		13,355		14,076		8,885	1973
Forum Shops at Caesars, The	Las Vegas, NV		—		—		276,567		—		219,010		—		495,577		495,577		174,529	1992
Great Lakes Mall	Mentor (Cleveland), OH		—		12,302		100,362		—		22,491		12,302		122,853		135,155		54,179	1961
Greenwood Park Mall	Greenwood (Indianapolis), IN		77,549		2,423		23,445		5,253		115,808		7,676		139,253		146,929		59,907	1979
Gulf View Square	Port Richey (Tampa), FL		—		13,690		39,991		1,688		17,882		15,378		57,873		73,251		28,468	1980
Haywood Mall	Greenville, SC		—		11,585		133,893		6		21,633		11,591		155,526		167,117		78,018	1998 (4)
Independence Center	Independence (Kansas City), MO		200,000		5,042		45,798		—		34,528		5,042		80,326		85,368		38,595	1994 (4)
Ingram Park Mall	San Antonio, TX		142,009		733		17,163		73		22,993		806		40,156		40,962		25,147	1979
Irving Mall	Irving (Dallas), TX		—		6,737		17,479		2,533		39,951		9,270		57,430		66,700		35,859	1971
Jefferson Valley Mall	Yorktown Heights (New York), NY		—		4,868		30,304		—		26,948		4,868		57,252		62,120		34,350	1983
King of Prussia — The Court & The Plaza	King of Prussia (Philadelphia), PA		137,022		175,063		1,128,200		—		38,109		175,063		1,166,309		1,341,372		57,957	2003 (5)
Knoxville Center	Knoxville, TN		—		5,006		21,617		3,712		32,740		8,718		54,357		63,075		33,102	1984
La Plaza Mall	McAllen, TX		—		1,375		9,828		6,569		49,809		7,944		59,637		67,581		27,555	1976
Laguna Hills Mall	Laguna Hills (Los Angeles), CA		—		27,928		55,446		—		14,865		27,928		70,311		98,239		30,324	1997 (4)
Lakeline Mall	Cedar Park (Austin), TX		—		10,088		81,568		14		16,465		10,102		98,033		108,135		45,620	1995
Lenox Square	Atlanta, GA		—		38,058		492,411		—		70,361		38,058		562,772		600,830		223,056	1998 (4)
Lima Mall	Lima, OH		—		7,659		35,338		—		13,126		7,659		48,464		56,123		24,387	1965
Lincolnwood Town Center	Lincolnwood (Chicago), IL		—		7,834		63,480		—		7,609		7,834		71,089		78,923		42,987	1990
Lindale Mall	Cedar Rapids, IA		—		14,106		58,286		—		1,213		14,106		59,499		73,605		3,091	1998 (5)
Livingston Mall	Livingston (New York), NJ		—		22,214		105,250		—		43,362		22,214		148,612		170,826		55,154	1998 (4)
Longview Mall	Longview, TX		—		259		3,567		124		8,762		383		12,329		12,712		7,001	1978
Mall at Chestnut Hill, The	Chestnut Hill (Boston), MA		—		449		25,102		—		5,774		449		30,876		31,325		4,400	2002 (5)
Mall of Georgia	Buford (Atlanta), GA		—		47,492		326,633		—		6,563		47,492		333,196		380,688		114,566	1999 (5)
Maplewood Mall	St. Paul (Minneapolis), MN		—		17,119		80,758		—		23,994		17,119		104,752		121,871		34,363	2002 (4)
Markland Mall	Kokomo, IN		—		—		7,568		—		16,355		—		23,923		23,923		12,193	1968
McCain Mall	N. Little Rock, AR		—		—		9,515		10,530		24,179		10,530		33,694		44,224		7,931	1973
Melbourne Square	Melbourne, FL		—		15,762		55,891		4,160		28,565		19,922		84,456		104,378		36,439	1982

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
Menlo Park Mall	Edison (New York), NJ		—		65,684		223,252		—		42,010		65,684		265,262		330,946		118,948	1997 (4)
Mesa Mall	Grand Junction, CO		87,250		12,784		80,639		—		479		12,784		81,118		93,902		4,330	1998 (5)
Midland Park Mall	Midland, TX		84,664		687		9,213		—		23,098		687		32,311		32,998		17,344	1980
Miller Hill Mall	Duluth, MN		—		2,965		18,092		1,811		30,560		4,776		48,652		53,428		34,316	1973
Montgomery Mall	North Wales (Philadelphia), PA		82,303		27,105		86,915		2,279		38,443		29,384		125,358		154,742		40,300	2004 (5)
Muncie Mall	Muncie, IN		—		172		5,776		52		27,587		224		33,363		33,587		19,415	1970
North East Mall	Hurst (Dallas), TX		—		128		12,966		19,010		150,838		19,138		163,804		182,942		81,628	1971
Northfield Square	Bourbonnais , IL		25,894		362		53,396		—		3,362		362		56,758		57,120		37,771	2004 (5)
Northgate Mall	Seattle, WA		—		24,369		115,992		—		96,300		24,369		212,292		236,661		82,221	1987
Northlake Mall	Atlanta, GA		—		33,400		98,035		—		3,694		33,400		101,729		135,129		67,719	1998 (4)
Northwoods Mall	Peoria, IL		—		1,185		12,779		2,164		38,570		3,349		51,349		54,698		31,587	1983
Oak Court Mall	Memphis, TN		—		15,673		57,304		—		9,622		15,673		66,926		82,599		33,577	1997 (4)
Ocean County Mall	Toms River (New York), NJ		—		20,404		124,945		—		29,219		20,404		154,164		174,568		62,088	1998 (4)
Orange Park Mall	Orange Park (Jacksonville), FL		—		12,998		65,121		—		41,605		12,998		106,726		119,724		51,597	1994 (4)
Orland Square	Orland Park (Chicago), IL		—		35,514		129,906		—		42,165		35,514		172,071		207,585		71,335	1997 (4)
Oxford Valley Mall	Langhorne (Philadelphia), PA		68,870		24,544		100,287		2,279		10,622		26,823		110,909		137,732		62,695	2003 (4)
Paddock Mall	Ocala, FL		—		11,198		39,727		—		21,179		11,198		60,906		72,104		24,616	1980
Penn Square Mall	Oklahoma City, OK		96,422		2,043		155,958		—		36,779		2,043		192,737		194,780		82,924	2002 (4)
Pheasant Lane Mall	Nashua, NH		—		3,902		155,068		550		43,692		4,452		198,760		203,212		68,554	2004 (5)
Phipps Plaza	Atlanta, GA		—		16,725		210,610		2,225		37,651		18,950		248,261		267,211		99,917	1998 (4)
Plaza Carolina	Carolina (San Juan), PR		180,271		15,493		279,560		—		47,922		15,493		327,482		342,975		87,560	2004 (4)
Port Charlotte Town Center	Port Charlotte, FL		47,074		5,471		58,570		—		15,535		5,471		74,105		79,576		37,559	1989
Prien Lake Mall	Lake Charles, LA		—		1,842		2,813		3,053		40,794		4,895		43,607		48,502		23,019	1972
Richmond Town Square	Richmond Heights (Cleveland), OH		—		2,600		12,112		—		55,979		2,600		68,091		70,691		49,129	1966
River Oaks Center	Calumet City (Chicago), IL		—		30,560		101,224		—		12,187		30,560		113,411		143,971		52,256	1997 (4)

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
Rockaway Townsquare	Rockaway (New York), NJ		—		41,918		212,257		—		39,672		41,918		251,929		293,847		97,163	1998 (4)
Rolling Oaks Mall	San Antonio, TX		—		1,929		38,609		—		13,768		1,929		52,377		54,306		30,420	1988
Roosevelt Field	Garden City (New York), NY		—		163,160		702,008		48		48,594		163,208		750,602		913,810		300,608	1998 (4)
Ross Park Mall	Pittsburgh, PA		—		23,541		90,203		—		85,760		23,541		175,963		199,504		80,243	1986
Rushmore Mall	Rapid City, SD		94,000		18,839		67,364		—		662		18,839		68,026		86,865		4,410	1998 (5)
Santa Rosa Plaza	Santa Rosa, CA		—		10,400		87,864		—		24,670		10,400		112,534		122,934		42,272	1998 (4)
Shops at Riverside, The	Hackensack (New York), NJ		130,000		13,521		238,746		—		2,629		13,521		241,375		254,896		7,283	2007 (4)(5)(6)
South Hills Village	Pittsburgh, PA		—		23,445		125,840		1,472		43,463		24,917		169,303		194,220		63,938	1997 (4)
South Shore Plaza	Braintree (Boston), MA		—		101,200		301,495		—		156,347		101,200		457,842		559,042		148,427	1998 (4)
Southdale Center	Edina (Minneapolis), MN		152,834		43,154		184,967		—		28,426		43,154		213,393		256,547		5,976	2007 (4)(5)(6)
Southern Hills Mall	Sioux City, IA		101,500		15,025		75,984		—		483		15,025		76,467		91,492		4,204	1998 (5)
Southern Park Mall	Youngstown, OH		—		16,982		77,767		97		26,514		17,079		104,281		121,360		49,986	1970
SouthPark	Charlotte, NC		191,933		42,092		188,055		100		169,654		42,192		357,709		399,901		131,496	2002 (4)
Southridge Mall	Greendale (Milwaukee), WI		124,000		12,284		129,411		2,389		14,879		14,673		144,290		158,963		5,067	2007 (4)(5)(6)
St. Charles Towne Center	Waldorf (Washington, D.C.), MD		—		7,710		52,934		1,180		30,482		8,890		83,416		92,306		44,345	1990
Stanford Shopping Center	Palo Alto (San Francisco), CA		240,000		—		339,537		—		14,593		—		354,130		354,130		100,075	2003 (4)
Summit Mall	Akron , OH		65,000		15,374		51,137		—		45,290		15,374		96,427		111,801		40,458	1965
Sunland Park Mall	El Paso, TX		29,626		2,896		28,900		—		9,462		2,896		38,362		41,258		24,744	1988
Tacoma Mall	Tacoma (Seattle), WA		—		37,803		125,826		—		83,980		37,803		209,806		247,609		84,581	1987
Tippecanoe Mall	Lafayette, IN		—		2,897		8,439		5,517		46,612		8,414		55,051		63,465		36,266	1973
Town Center at Aurora	Aurora (Denver), CO		—		9,959		56,832		6		57,375		9,965		114,207		124,172		54,298	1998 (4)
Town Center at Boca Raton	Boca Raton (Miami), FL		—		64,200		307,317		—		163,508		64,200		470,825		535,025		183,348	1998 (4)
Town Center at Cobb	Kennesaw (Atlanta), GA		200,000		32,355		158,225		—		17,561		32,355		175,786		208,141		72,445	1998 (5)
Towne East Square	Wichita, KS		—		8,525		18,479		4,108		43,045		12,633		61,524		74,157		36,939	1975
Towne West Square	Wichita, KS		49,998		972		21,203		61		13,061		1,033		34,264		35,297		22,329	1980

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
Treasure Coast Square	Jensen Beach, FL		—		11,124		72,990		3,067		37,072		14,191		110,062		124,253		51,005	1987
Tyrone Square	St. Petersburg (Tampa), FL		—		15,638		120,962		—		32,185		15,638		153,147		168,785		70,132	1972
University Park Mall	Mishawaka, IN		—		16,768		112,158		7,000		53,686		23,768		165,844		189,612		118,204	1996 (4)
Upper Valley Mall	Springfield, OH		44,060		8,421		38,745		—		10,746		8,421		49,491		57,912		23,549	1979
Valle Vista Mall	Harlingen, TX		40,000		1,398		17,159		329		20,701		1,727		37,860		39,587		22,531	1983
Virginia Center Commons	Glen Allen, VA		—		9,764		50,547		4,149		14,528		13,913		65,075		78,988		27,445	1991
Walt Whitman Shops	Huntington Station (New York), NY		118,262		51,700		111,258		3,789		74,283		55,489		185,541		241,030		74,742	1998 (4)
Washington Square	Indianapolis, IN		25,749		6,319		36,495		—		11,673		6,319		48,168		54,487		45,266	1974
West Ridge Mall	Topeka, KS		65,778		5,453		34,132		1,168		23,810		6,621		57,942		64,563		31,382	1988
Westminster Mall	Westminster (Los Angeles), CA		—		43,464		84,709		—		34,387		43,464		119,096		162,560		47,449	1998 (4)
White Oaks Mall	Springfield, IL		50,000		3,024		35,692		2,102		54,921		5,126		90,613		95,739		35,220	1977
Wolfchase Galleria	Memphis, TN		225,000		15,881		128,276		—		11,197		15,881		139,473		155,354		64,214	2002 (4)
Woodland Hills Mall	Tulsa, OK		94,036		34,211		187,123		—		15,645		34,211		202,768		236,979		83,941	2004 (5)
*Premium Outlets*
Albertville Premium Outlets	Albertville (Minneapolis), MN		—		3,900		97,059		—		4,771		3,900		101,830		105,730		33,371	2004 (4)
Allen Premium Outlets	Allen (Dallas), TX		—		13,855		43,687		97		13,640		13,952		57,327		71,279		20,626	2004 (4)
Aurora Farms Premium Outlets	Aurora (Cleveland), OH		—		2,370		24,326		—		3,801		2,370		28,127		30,497		16,611	2004 (4)
Birch Run Premium Outlets	Birch Run (Detroit), MI		105,967		11,560		77,856		—		2,185		11,560		80,041		91,601		10,066	2010 (4)
Calhoun Premium Outlets	Calhoun, GA		20,368		1,745		12,529		—		223		1,745		12,752		14,497		3,408	2010 (4)
Camarillo Premium Outlets	Camarillo (Los Angeles), CA		—		16,670		224,721		482		63,684		17,152		288,405		305,557		76,517	2004 (4)
Carlsbad Premium Outlets	Carlsbad (San Diego), CA		—		12,890		184,990		96		2,768		12,986		187,758		200,744		49,589	2004 (4)
Carolina Premium Outlets	Smithfield (Raleigh), NC		50,423		3,175		59,863		5,311		3,719		8,486		63,582		72,068		24,339	2004 (4)

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
Chicago Premium Outlets	Aurora (Chicago), IL		—		659		118,005		—		3,926		659		121,931		122,590		42,486	2004 (4)
Cincinnati Premium Outlets	Monroe (Cincinnati), OH		—		14,117		71,520		—		4,318		14,117		75,838		89,955		13,306	2008
Clinton Crossing Premium Outlets	Clinton, CT		—		2,060		107,556		1,532		2,340		3,592		109,896		113,488		34,390	2004 (4)
Columbia Gorge Premium Outlets	Troutdale (Portland), OR		—		7,900		16,492		—		2,797		7,900		19,289		27,189		8,939	2004 (4)
Desert Hills Premium Outlets	Cabazon (Palm Springs), CA		—		3,440		338,679		—		9,236		3,440		347,915		351,355		87,907	2004 (4)
Edinburgh Premium Outlets	Edinburgh (Indianapolis), IN		—		2,857		47,309		—		12,565		2,857		59,874		62,731		21,592	2004 (4)
Ellenton Premium Outlets	Ellenton (Tampa), FL		104,311		15,807		182,412		—		2,749		15,807		185,161		200,968		25,617	2010 (4)
Folsom Premium Outlets	Folsom (Sacramento), CA		—		9,060		50,281		—		3,751		9,060		54,032		63,092		21,344	2004 (4)
Gaffney Premium Outlets	Gaffney (Greenville/Charlotte), SC		36,964		4,056		32,371		—		1,417		4,056		33,788		37,844		5,084	2010 (4)
Gilroy Premium Outlets	Gilroy (San Jose), CA		—		9,630		194,122		—		6,743		9,630		200,865		210,495		61,503	2004 (4)
Grand Prairie Premium Outlets	Grand Prairie (Dallas), TX		—		9,497		201,586		—		—		9,497		201,586		211,083		1,581	2012
Grove City Premium Outlets	Grove City (Pittsburgh), PA		112,611		6,421		121,880		—		1,049		6,421		122,929		129,350		18,480	2010 (4)
Gulfport Premium Outlets	Gulfport, MS		25,124		—		27,949		—		756		—		28,705		28,705		4,716	2010 (4)
Hagerstown Premium Outlets	Hagerstown (Baltimore/Washington DC), MD		89,037		3,576		85,883		—		355		3,576		86,238		89,814		10,973	2010 (4)
Houston Premium Outlets	Cypress (Houston), TX		—		9,090		69,350		—		47,261		9,090		116,611		125,701		21,868	2007
Jackson Premium Outlets	Jackson (New York), NJ		—		6,413		104,013		3		4,554		6,416		108,567		114,983		28,934	2004 (4)
Jersey Shore Premium Outlets	Tinton Falls (New York), NJ		69,882		15,390		50,979		—		74,770		15,390		125,749		141,139		24,880	2007
Johnson Creek Premium Outlets	Johnson Creek, WI		—		2,800		39,546		—		5,785		2,800		45,331		48,131		13,963	2004 (4)
Kittery Premium Outlets	Kittery , ME		—		11,832		94,994		—		6,525		11,832		101,519		113,351		25,052	2004 (4)
Las Americas Premium Outlets	San Diego, CA		180,000		45,168		251,878		—		5,673		45,168		257,551		302,719		40,325	2007 (4)
Las Vegas Premium Outlets — North	Las Vegas, NV		—		25,435		134,973		16,536		68,054		41,971		203,027		244,998		58,867	2004 (4)
Las Vegas Premium Outlets — South	Las Vegas, NV		—		13,085		160,777		—		22,512		13,085		183,289		196,374		41,640	2004 (4)
Lebanon Premium Outlets	Lebanon (Nashville), TN		15,447		1,758		10,189		—		839		1,758		11,028		12,786		1,955	2010 (4)
Lee Premium Outlets	Lee, MA		50,844		9,167		52,212		—		851		9,167		53,063		62,230		8,290	2010 (4)
Leesburg Corner Premium Outlets	Leesburg (Washington D.C.), VA		—		7,190		162,023		—		3,734		7,190		165,757		172,947		53,590	2004 (4)

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
Liberty Village Premium Outlets	Flemington (New York), NJ		—		5,670		28,904		—		1,904		5,670		30,808		36,478		14,388	2004 (4)
Lighthouse Place Premium Outlets	Michigan City, IN		—		6,630		94,138		—		7,570		6,630		101,708		108,338		37,036	2004 (4)
Livermore Premium Outlets	Livermore (San Francisco), CA		—		21,925		310,941		—		—		21,925		310,941		332,866		1,401	2012
Merrimack Premium Outlets	Merrimack, NH		—		17,028		118,428		—		—		17,028		118,428		135,456		3,125	2012
Napa Premium Outlets	Napa, CA		—		11,400		45,023		—		2,370		11,400		47,393		58,793		16,094	2004 (4)
North Bend Premium Outlets	North Bend (Seattle), WA		—		2,143		36,197		—		2,498		2,143		38,695		40,838		10,248	2004 (4)
North Georgia Premium Outlets	Dawsonville (Atlanta), GA		—		4,300		132,325		—		1,903		4,300		134,228		138,528		41,324	2004 (4)
Orlando Premium Outlets — International Dr	Orlando, FL		—		32,727		472,815		—		1,944		32,727		474,759		507,486		44,992	2010 (4)
Orlando Premium Outlets — Vineland Ave	Orlando, FL		—		14,040		304,410		20,808		47,276		34,848		351,686		386,534		85,753	2004 (4)
Osage Beach Premium Outlets	Osage Beach, MO		—		9,460		85,804		—		5,419		9,460		91,223		100,683		30,680	2004 (4)
Petaluma Village Premium Outlets	Petaluma (San Francisco), CA		—		13,322		13,710		—		235		13,322		13,945		27,267		8,466	2004 (4)
Philadelphia Premium Outlets	Limerick (Philadelphia), PA		—		16,676		105,249		—		15,621		16,676		120,870		137,546		31,542	2006
Pismo Beach Premium Outlets	Pismo Beach, CA		33,850		4,317		19,044		—		962		4,317		20,006		24,323		3,817	2010 (4)
Pleasant Prairie Premium Outlets	Pleasant Prairie (Chicago, IL — Milwaukee), WI		96,364		16,823		126,686		—		2,477		16,823		129,163		145,986		14,405	2010 (4)
Puerto Rico Premium Outlets	Barceloneta, PR		72,152		20,586		114,021		—		1,577		20,586		115,598		136,184		13,429	2010 (4)
Queenstown Premium Outlets	Queenstown (Baltimore), MD		66,150		8,129		61,950		—		1,732		8,129		63,682		71,811		7,454	2010 (4)
Rio Grande Valley Premium Outlets	Mercedes (McAllen), TX		—		12,229		41,547		—		33,555		12,229		75,102		87,331		23,300	2005
Round Rock Premium Outlets	Round Rock (Austin), TX		—		14,706		82,252		—		748		14,706		83,000		97,706		28,133	2005
San Marcos Premium Outlets	San Marcos (Austin — San Antonio), TX		142,834		13,180		287,179		—		1,513		13,180		288,692		301,872		27,599	2010 (4)
Seattle Premium Outlets	Tulalip (Seattle), WA		—		—		103,722		—		33,750		—		137,472		137,472		36,061	2004 (4)

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
St. Augustine Premium Outlets	St. Augustine (Jacksonville), FL		—		6,090		57,670		2		8,070		6,092		65,740		71,832		23,677	2004 (4)
The Crossings Premium Outlets	Tannersville , PA		115,000		7,720		172,931		—		10,764		7,720		183,695		191,415		49,419	2004 (4)
Vacaville Premium Outlets	Vacaville , CA		—		9,420		84,850		—		9,299		9,420		94,149		103,569		34,681	2004 (4)
Waikele Premium Outlets	Waipahu (Honolulu), HI		—		22,630		77,316		—		3,977		22,630		81,293		103,923		27,338	2004 (4)
Waterloo Premium Outlets	Waterloo , NY		—		3,230		75,277		—		6,954		3,230		82,231		85,461		29,648	2004 (4)
Williamsburg Premium Outlets	Williamsburg, VA		102,862		10,323		223,789		—		995		10,323		224,784		235,107		21,926	2010 (4)
Woodbury Common Premium Outlets	Central Valley (New York), NY		—		11,110		862,559		1,658		15,264		12,768		877,823		890,591		229,166	2004 (4)
Wrentham Village Premium Outlets	Wrentham (Boston), MA		—		4,900		282,031		—		7,897		4,900		289,928		294,828		82,913	2004 (4)
*The Mills*
Great Mall	Milpitas (San Jose), CA		270,000		70,496		463,101		—		2,611		70,496		465,712		536,208		13,733	2007 (4)(5)(6)
Gurnee Mills	Gurnee (Chicago), IL		321,000		41,133		297,911		—		427		41,133		298,338		339,471		9,121	2007 (4)(5)(6)
Opry Mills	Nashville, TN		383,925		51,000		327,503		—		6,750		51,000		334,253		385,253		9,324	2007 (4)(5)(6)
Potomac Mills	Woodbridge (Washington, D.C.), VA		410,000		61,771		425,370		—		12,577		61,771		437,947		499,718		13,339	2007 (4)(5)(6)
Sawgrass Mills	Sunrise (Miami), FL		820,000		194,002		1,638,612		—		18,484		194,002		1,657,096		1,851,098		46,697	2007 (4)(5)(6)
*Community/Lifestyle Centers*
ABQ Uptown	Albuquerque, NM		—		6,374		75,333		4,054		2,207		10,428		77,540		87,968		4,440	2011 (4)
Arboretum	Austin, TX		—		7,640		36,774		71		12,434		7,711		49,208		56,919		19,781	1998 (4)
Bloomingdale Court	Bloomingdale (Chicago), IL		25,562		8,422		26,184		—		12,718		8,422		38,902		47,324		20,772	1987
Charles Towne Square	Charleston, SC		—		—		1,768		370		10,636		370		12,404		12,774		9,008	1976
Chesapeake Center	Chesapeake (Virginia Beach), VA		—		4,410		11,241		—		—		4,410		11,241		15,651		7,126	1989
Concord Mills Marketplace	Concord (Charlotte), NC		12,492		8,261		21,717		—		—		8,261		21,717		29,978		703	2007 (4)(5)(6)
Countryside Plaza	Countryside (Chicago), IL		—		332		8,507		2,554		9,898		2,886		18,405		21,291		9,558	1977
Dare Centre	Kill Devil Hills, NC		—		—		5,702		—		336		—		6,038		6,038		1,801	2004 (4)
DeKalb Plaza	King of Prussia (Philadelphia), PA		2,530		1,955		3,405		—		1,182		1,955		4,587		6,542		2,284	2003 (4)
Empire East	Sioux Falls, SD		—		3,350		10,552		—		1,151		3,350		11,703		15,053		451	1998 (5)
Forest Plaza	Rockford, IL		18,074		4,132		16,818		453		12,329		4,585		29,147		33,732		13,292	1985
Gateway Centers	Austin, TX		—		24,549		81,437		—		11,282		24,549		92,719		117,268		30,691	2004 (4)
Great Lakes Plaza	Mentor (Cleveland), OH		—		1,028		2,025		—		3,820		1,028		5,845		6,873		2,242	1976
Greenwood Plus	Greenwood (Indianapolis), IN		—		1,129		1,792		—		4,568		1,129		6,360		7,489		3,488	1979

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
Henderson Square	King of Prussia (Philadelphia), PA		13,632		4,223		15,124		—		838		4,223		15,962		20,185		4,341	2003 (4)
Highland Lakes Center	Orlando, FL		—		7,138		25,284		—		2,118		7,138		27,402		34,540		20,064	1991
Keystone Shoppes	Indianapolis, IN		—		—		4,232		2,118		1,317		2,118		5,549		7,667		2,309	1997 (4)
Lake Plaza	Waukegan (Chicago), IL		—		2,487		6,420		—		1,173		2,487		7,593		10,080		4,271	1986
Lake View Plaza	Orland Park (Chicago), IL		15,618		4,702		17,543		—		13,211		4,702		30,754		35,456		16,390	1986
Lakeline Plaza	Cedar Park (Austin), TX		16,933		5,822		30,875		—		8,913		5,822		39,788		45,610		17,475	1998
Lima Center	Lima, OH		—		1,781		5,151		—		7,850		1,781		13,001		14,782		6,334	1978
Lincoln Crossing	O'Fallon (St. Louis), IL		—		674		2,192		—		845		674		3,037		3,711		1,558	1990
Lincoln Plaza	King of Prussia (Philadelphia), PA		—		—		21,299		—		3,483		—		24,782		24,782		12,071	2003 (4)
MacGregor Village	Cary, NC		—		502		8,897		—		320		502		9,217		9,719		2,264	2004 (4)
Mall of Georgia Crossing	Buford (Atlanta), GA		24,934		9,506		32,892		—		960		9,506		33,852		43,358		15,014	2004 (5)
Markland Plaza	Kokomo, IN		—		206		738		—		6,180		206		6,918		7,124		3,649	1974
Martinsville Plaza	Martinsville, VA		—		—		584		—		461		—		1,045		1,045		818	1967
Matteson Plaza	Matteson (Chicago), IL		—		1,771		9,737		—		3,577		1,771		13,314		15,085		7,640	1988
Muncie Towne Plaza	Muncie, IN		7,039		267		10,509		87		1,836		354		12,345		12,699		5,712	1998
Naples Outlet Center	Naples, FL		16,005		1,514		519		—		14		1,514		533		2,047		300	2010 (4)
New Castle Plaza	New Castle, IN		—		128		1,621		—		1,511		128		3,132		3,260		1,749	1966
North Ridge Plaza	Joliet (Chicago), IL		—		2,831		7,699		—		4,510		2,831		12,209		15,040		6,454	1985
North Ridge Shopping Center	Raleigh, NC		12,500		385		12,838		—		1,075		385		13,913		14,298		3,388	2004 (4)
Northwood Plaza	Fort Wayne, IN		—		148		1,414		—		1,990		148		3,404		3,552		2,192	1974
Palms Crossing	McAllen, TX		37,747		13,496		45,925		—		9,252		13,496		55,177		68,673		13,279	2006
Regency Plaza	St. Charles (St. Louis), MO		—		616		4,963		—		582		616		5,545		6,161		2,987	1988

Simon Property Group, L.P. and Subsidiaries
Real Estate and Accumulated Depreciation
December 31, 2012
(Dollars in thousands)

				Initial Cost (3)				Cost Capitalized Subsequent to Acquisition (3)				Gross Amounts At Which Carried At Close of Period

Name	Location	Encumbrances (7)		Land		Buildings and Improvements		Land		Buildings and Improvements		Land		Buildings and Improvements		Total (1)		Accumulated Depreciation (2)		Date of Construction or Acquisition
Richardson Square	Richardson (Dallas), TX		—		6,285		—		990		15,137		7,275		15,137		22,412		2,601	1977
Rockaway Commons	Rockaway (New York), NJ		—		5,149		26,435		—		8,289		5,149		34,724		39,873		10,859	1998 (4)
Rockaway Town Plaza	Rockaway (New York), NJ		—		—		18,698		2,225		3,089		2,225		21,787		24,012		5,380	2004
Shops at Arbor Walk, The	Austin, TX		42,662		930		42,546		—		4,871		930		47,417		48,347		10,709	2005
Shops at North East Mall, The	Hurst (Dallas), TX		—		12,541		28,177		402		4,770		12,943		32,947		45,890		17,475	1999
St. Charles Towne Plaza	Waldorf (Washington, D.C.), MD		—		8,377		18,993		—		3,952		8,377		22,945		31,322		12,341	1987
Terrace at the Florida Mall	Orlando, FL		—		2,150		7,623		—		5,457		2,150		13,080		15,230		6,546	1989
Tippecanoe Plaza	Lafayette, IN		—		—		745		234		5,231		234		5,976		6,210		3,639	1974
University Center	Mishawaka, IN		—		3,071		7,413		—		1,954		3,071		9,367		12,438		8,398	1980
Washington Plaza	Indianapolis, IN		—		941		1,697		—		1,220		941		2,917		3,858		2,615	1976
Waterford Lakes Town Center	Orlando, FL		—		8,679		72,836		—		15,723		8,679		88,559		97,238		43,632	1999
West Ridge Plaza	Topeka, KS		—		1,376		4,560		—		2,380		1,376		6,940		8,316		3,571	1988
White Oaks Plaza	Springfield, IL		14,079		3,169		14,267		—		4,140		3,169		18,407		21,576		8,916	1986
Wolf Ranch Town Center	Georgetown (Austin), TX		—		21,403		51,547		—		10,847		21,403		62,394		83,797		16,969	2004
*Other Properties*
Factory Stores of America — Lebanon	Lebanon, MO		—		24		214		—		41		24		255		279		222	2004 (4)
Florida Keys Outlet Center	Florida City, FL		10,645		1,560		1,748		—		863		1,560		2,611		4,171		759	2010 (4)
Huntley Outlet Center	Huntley, IL		29,776		3,495		2,027		—		273		3,495		2,300		5,795		503	2010 (4)
Outlet Marketplace	Orlando , FL		—		3,367		1,557		—		92		3,367		1,649		5,016		550	2010 (4)
The Shoppes at Branson Meadows	Branson , MO		—		—		5,205		—		640		—		5,845		5,845		2,149	2004 (4)
*Development Projects*
Phoenix Premium Outlet	Chandler (Phoenix), AZ		—		—		19,315		—		—		—		19,315		19,315		—
Other pre-development costs			—		115,220		66,662		—		—		115,220		66,662		181,882		1,822
*Other*			—		2,614		9,343		—		908		2,614		10,251		12,865		1,989

		$	8,018,252		3,486,463	$	24,763,596	$	250,419	$	5,423,899	$	3,736,882	$	30,187,495	$	33,924,377	$	8,836,695

Simon Property Group, L.P. and Subsidiaries

Notes to Schedule III as of December 31, 2012

(Dollars in thousands)

(1) Reconciliation of Real Estate Properties:

The changes in real estate assets for the years ended December 31, 2012, 2011, and 2010 are as follows:

	2012			2011			2010

Balance, beginning of year	$	29,333,330		$	27,192,223		$	25,023,715
Acquisitions and consolidations (5)		4,438,848			2,068,452			2,200,102
Improvements		833,083			552,455			273,255
Disposals and deconsolidations		(680,884	)		(479,800	)		(304,849	)

Balance, close of year	$	33,924,377		$	29,333,330		$	27,192,223

The unaudited aggregate cost of real estate assets for federal income tax purposes as of December 31, 2012 was $27,028,879. We utilize bonus depreciation for tax purposes when available.

(2) Reconciliation of Accumulated Depreciation:

The changes in accumulated depreciation and amortization for the years ended December 31, 2012, 2011, and 2010 are as follows:

	2012			2011			2010

Balance, beginning of year	$	8,148,170		$	7,485,821		$	6,806,670
Depreciation expense		1,069,607			906,554			874,450
Disposals and deconsolidations		(381,082	)		(244,205	)		(195,299	)

Balance, close of year	$	8,836,695		$	8,148,170		$	7,485,821

Depreciation of our investment in buildings and improvements reflected in the consolidated statements of operations and comprehensive income is calculated over the estimated original lives of the assets as noted below.

•

Buildings and Improvements — typically 10-40 years for the structure, 15 years for landscaping and parking lot, and 10 years for HVAC equipment.

•

Tenant Allowances and Improvements — shorter of lease term or useful life.

(3): Initial cost generally represents net book value at December 20, 1993, except for acquired properties and new developments after December 20, 1993. Initial cost also includes any new developments that are opened during the current year. Costs of disposals and impairments of property are first reflected as a reduction to cost capitalized subsequent to acquisition.
(4): Not developed/constructed by us or our predecessors. The date of construction represents the initial acquisition date for assets in which we have acquired multiple interests.
(5): Initial cost for these properties is the cost at the date of consolidation for properties previously accounted for under the equity method of accounting.
(6): Amounts represent preliminary purchase price allocation and are subject to change upon finalization.
(7): Encumbrances represent face amount of mortgage debt and exclude any premiums or discounts.

- Definition

The entire disclosure for real estate and accumulated depreciation. This may include a schedule that describes the property and lists the initial cost of land, buildings and improvements, improvements and carrying costs capitalized after acquisition, and the total carrying cost for land, buildings and improvements for each property and in aggregate. The schedule also lists the accumulated depreciation for each property and in aggregate, the date each property was constructed and acquired, the useful life used to calculate depreciation and any encumbrances on the properties. The entity provides a reconciliation of the carrying amount of real estate from the beginning of the period to the end of the period. Any real estate investments that have been written down or reserved against are described, including the basis of the write-down. A material amount of intercompany profit in the total carrying amount of real estate is disclosed. The aggregate cost of all real estate investments for federal income tax purposes is also disclosed.

+ References + Details

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2012

Summary of Significant Accounting Policies

Investment Properties

Investment Properties

	For the Year Ended December 31,

	2012		2011		2010
Capitalized interest	$	21,145	$	5,815	$	3,715

Purchase Accounting Allocation

Purchase Accounting Allocation

•

the fair value of land and related improvements and buildings on an as-if-vacant basis,

•

the market value of in-place leases based upon our best estimate of current market rents and amortize the resulting market rent adjustment into revenues,

•

the value of costs to obtain tenants, including tenant allowances and improvements and leasing commissions, and

•

the value of revenue and recovery of costs foregone during a reasonable lease-up period, as if the space was vacant.

Discontinued Operations

Discontinued Operations

Cash and Cash Equivalents

Cash and Cash Equivalents

Marketable and Non-Marketable Securities

Marketable and Non-Marketable Securities

Fair Value Measurements

Fair Value Measurements

Use of Estimates

Use of Estimates

Segment Disclosure

Segment Disclosure

Deferred Costs and Other Assets

Deferred Costs and Other Assets

Deferred costs and other assets include the following as of December 31:

	2012		2011

Deferred financing and lease costs, net	$	334,337	$	308,380
In-place lease intangibles, net		358,141		200,098
Acquired above market lease intangibles, net		128,893		75,950
Marketable securities of our captive insurance companies		119,424		100,721
Goodwill		20,098		20,098
Other marketable and non-marketable securities		150,264		421,529
Loans held for investment		—		162,832
Prepaids, notes receivable and other assets, net		459,577		343,936

	$	1,570,734	$	1,633,544

Deferred Financing and Lease Costs

Deferred Financing and Lease Costs

	2012			2011

Deferred financing and lease costs	$	576,821		$	528,273
Accumulated amortization		(242,484	)		(219,893	)

Deferred financing and lease costs, net	$	334,337		$	308,380

	For the Year Ended December 31,

	2012			2011			2010
Amortization of deferred financing costs	$	27,163		$	28,697		$	27,806
Amortization of debt premiums, net of discounts		(33,504	)		(8,439	)		(9,066	)
Amortization of deferred leasing costs		43,176			43,110			34,801

Loans Held for Investment

Loans Held for Investment

Intangibles

Intangibles

Details of intangible assets as of December 31 are as follows:

	2012			2011

In-place lease intangibles	$	480,517		$	245,844
Accumulated amortization		(122,376	)		(45,746	)

In-place lease intangibles, net	$	358,141		$	200,098

Acquired above market lease intangibles	$	248,357		$	178,564
Accumulated amortization		(119,464	)		(102,614	)

Acquired above market lease intangibles, net	$	128,893		$	75,950

Estimated future amortization and the increasing (decreasing) effect on minimum rents for our above and below market leases as of December 31, 2012 are as follows:

	Below Market Leases		Above Market Leases			Impact to Minimum Rent, Net

2013	$	43,664	$	(24,899	)	$	18,765
2014		36,343		(22,492	)		13,851
2015		31,233		(19,837	)		11,396
2016		27,279		(17,903	)		9,376
2017		20,000		(14,022	)		5,978
Thereafter		40,720		(29,740	)		10,980

	$	199,239	$	(128,893	)	$	70,346

Derivative Financial Instruments

Derivative Financial Instruments

As of December 31, 2012, we had the following outstanding interest rate derivatives related to managing our interest rate risk:

Interest Rate Derivative	Number of Instruments	Notional Amount

Interest Rate Swaps	3	$483.7 million
Interest Rate Caps	6	$442.4 million

Noncontrolling Interests and Temporary Equity

Noncontrolling Interests and Temporary Equity

A rollforward of noncontrolling interests for the years ending December 31 is as follows:

	2012			2011			2010

Noncontrolling nonredeemable deficit interests in properties, net — beginning of period	$	(59,000	)	$	(180,915	)	$	(167,778	)
Net Income attributable to noncontrolling nonredeemable interests		—			(387	)		10,640
Distributions to noncontrolling nonredeemable interestholders		(435	)		(1,029	)		(24,835	)
Purchase of noncontrolling interest, noncontrolling interests in newly consolidated properties and other		58,558			123,331			1,058

Noncontrolling nonredeemable deficit interests in properties, net — end of period	$	(877	)	$	(59,000	)	$	(180,915	)

Accumulated Other Comprehensive Income (Loss)

Accumulated Other Comprehensive Income (Loss)

The components of our accumulated other comprehensive income (loss) consisted of the following as of December 31:

	2012			2011

Cumulative translation adjustments	$	(30,620	)	$	(39,820	)
Accumulated derivative losses, net		(78,139	)		(115,833	)
Net unrealized gains on marketable securities, net		2,613			41,861

Total accumulated other comprehensive loss	$	(106,146	)	$	(113,792	)

Revenue Recognition

Revenue Recognition

Management Fees and Other Revenues

Management Fees and Other Revenues

Allowance for Credit Losses

Allowance for Credit Losses

	For the Year Ended December 31,

	2012			2011			2010
Balance, beginning of period	$	27,500		$	31,650		$	45,187
Consolidation of previously unconsolidated properties		2,075			860			426
Provision for credit losses		12,809			6,505			3,130
Accounts written off, net of recoveries		(9,254	)		(11,515	)		(17,093	)

Balance, end of period	$	33,130		$	27,500		$	31,650

Income Taxes

Income Taxes

Corporate and Transaction Related Expenses

Corporate and Transaction Related Expenses

Basis of Presentation and Consolidation (Tables)

12 Months Ended

Dec. 31, 2012

Basis of Presentation and Consolidation

Schedule of weighted average ownership interest of Simon Property in the operating partnership

	For the Year Ended December 31,

	2012			2011			2010
Weighted average ownership interest		83.9	%		82.9	%		83.2	%

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2012

Summary of Significant Accounting Policies

Schedule of interest capitalized

	For the Year Ended December 31,

	2012		2011		2010
Capitalized interest	$	21,145	$	5,815	$	3,715

Schedule of deferred costs and other assets

	2012		2011

Deferred financing and lease costs, net	$	334,337	$	308,380
In-place lease intangibles, net		358,141		200,098
Acquired above market lease intangibles, net		128,893		75,950
Marketable securities of our captive insurance companies		119,424		100,721
Goodwill		20,098		20,098
Other marketable and non-marketable securities		150,264		421,529
Loans held for investment		—		162,832
Prepaids, notes receivable and other assets, net		459,577		343,936

	$	1,570,734	$	1,633,544

Schedule of deferred financing and leasing costs

	2012			2011

Deferred financing and lease costs	$	576,821		$	528,273
Accumulated amortization		(242,484	)		(219,893	)

Deferred financing and lease costs, net	$	334,337		$	308,380

Schedule of amortization, included in statements of operations and comprehensive income

	For the Year Ended December 31,

	2012			2011			2010
Amortization of deferred financing costs	$	27,163		$	28,697		$	27,806
Amortization of debt premiums, net of discounts		(33,504	)		(8,439	)		(9,066	)
Amortization of deferred leasing costs		43,176			43,110			34,801

Schedule of intangible assets

	2012			2011

In-place lease intangibles	$	480,517		$	245,844
Accumulated amortization		(122,376	)		(45,746	)

In-place lease intangibles, net	$	358,141		$	200,098

Acquired above market lease intangibles	$	248,357		$	178,564
Accumulated amortization		(119,464	)		(102,614	)

Acquired above market lease intangibles, net	$	128,893		$	75,950

Schedule of estimated future amortization and the increasing (decreasing) effect on minimum rents for above and below market leases

Estimated future amortization and the increasing (decreasing) effect on minimum rents for our above and below market leases as of December 31, 2012 are as follows:

	Below Market Leases		Above Market Leases			Impact to Minimum Rent, Net

2013	$	43,664	$	(24,899	)	$	18,765
2014		36,343		(22,492	)		13,851
2015		31,233		(19,837	)		11,396
2016		27,279		(17,903	)		9,376
2017		20,000		(14,022	)		5,978
Thereafter		40,720		(29,740	)		10,980

	$	199,239	$	(128,893	)	$	70,346

Schedule of outstanding interest rate derivatives related to interest rate risk

As of December 31, 2012, we had the following outstanding interest rate derivatives related to managing our interest rate risk:

Interest Rate Derivative	Number of Instruments	Notional Amount

Interest Rate Swaps	3	$483.7 million
Interest Rate Caps	6	$442.4 million

Schedule of rollforward of noncontrolling interests

	2012			2011			2010

Noncontrolling nonredeemable deficit interests in properties, net — beginning of period	$	(59,000	)	$	(180,915	)	$	(167,778	)
Net Income attributable to noncontrolling nonredeemable interests		—			(387	)		10,640
Distributions to noncontrolling nonredeemable interestholders		(435	)		(1,029	)		(24,835	)
Purchase of noncontrolling interest, noncontrolling interests in newly consolidated properties and other		58,558			123,331			1,058

Noncontrolling nonredeemable deficit interests in properties, net — end of period	$	(877	)	$	(59,000	)	$	(180,915	)

Schedule of accumulated other comprehensive loss by components

	2012			2011

Cumulative translation adjustments	$	(30,620	)	$	(39,820	)
Accumulated derivative losses, net		(78,139	)		(115,833	)
Net unrealized gains on marketable securities, net		2,613			41,861

Total accumulated other comprehensive loss	$	(106,146	)	$	(113,792	)

Schedule of activity in the allowance for credit losses including the activity related to discontinued operations

	For the Year Ended December 31,

	2012			2011			2010
Balance, beginning of period	$	27,500		$	31,650		$	45,187
Consolidation of previously unconsolidated properties		2,075			860			426
Provision for credit losses		12,809			6,505			3,130
Accounts written off, net of recoveries		(9,254	)		(11,515	)		(17,093	)

Balance, end of period	$	33,130		$	27,500		$	31,650

Per Unit Data (Tables)

12 Months Ended

Dec. 31, 2012

Per Unit Data

Schedule of computation of basic and diluted earnings per unit

	For the Year Ended December 31,

	2012		2011		2010
Net Income Attributable to Unitholders — Basic & Diluted	$	1,705,860	$	1,232,089	$	733,945
Weighted Average Units Outstanding — Basic		361,322,520		354,025,957		349,975,924
Effect of stock options of Simon Property		1,072		69,408		274,460

Weighted Average Units Outstanding — Diluted		361,323,592		354,095,365		350,250,384

Schedule of taxable nature of distribution declared

	For the Year Ended December 31,

	2012			2011			2010
Total distributions paid per unit	$	4.10		$	3.50		$	2.60

Percent taxable as ordinary income		99.50	%		98.30	%		53.82	%
Percent taxable as long-term capital gains		0.50	%		1.70	%		39.68	%
Percent nontaxable as return of capital		—			—			6.50	%

		100.0	%		100.0	%		100.0	%

Investment Properties (Tables)

12 Months Ended

Dec. 31, 2012

Investment Properties

Schedule of investment properties

	2012		2011

Land	$	3,736,882	$	3,136,981
Buildings and improvements		30,187,495		26,196,349

Total land, buildings and improvements		33,924,377		29,333,330
Furniture, fixtures and equipment		328,144		323,716

Investment properties at cost		34,252,521		29,657,046
Less — accumulated depreciation		9,068,388		8,388,130

Investment properties at cost, net	$	25,184,133	$	21,268,916

Construction in progress included above	$	329,663	$	464,076

Investments in Unconsolidated Entities (Tables)

12 Months Ended

Dec. 31, 2012

Investments in Unconsolidated Entities

Schedule of amounts of assets acquired and liabilities assumed

	Preliminary Allocations

	(in millions)
Investment properties	$	4,228
Cash and cash equivalents		91
Tenant Receivables and accrued revenue, net		1
Deferred costs and other assets (including intangibles)		264

Total Assets	$	4,584

Mortgages and other indebtedness, including premiums	$	2,672
Accounts payable, accrued expenses, intangibles and other		164
Other Liabilities		6

Total Liabilities	$	2,842

Summary of investments in joint ventures and share of income from such joint ventures, balance sheet

	December 31, 2012			December 31, 2011

BALANCE SHEETS
Assets:
Investment properties, at cost	$	14,607,291		$	20,481,657
Less — accumulated depreciation		4,926,511			5,264,565

		9,680,780			15,217,092
Cash and cash equivalents		619,546			806,895
Tenant receivables and accrued revenue, net		252,774			359,208
Investment in unconsolidated entities, at equity		39,589			133,576
Deferred costs and other assets		438,399			526,101

Total assets	$	11,031,088		$	17,042,872

Liabilities and Partners' Deficit:
Mortgages and other indebtedness	$	11,584,863		$	15,582,321
Accounts payable, accrued expenses, intangibles, and deferred revenue		672,483			775,733
Other liabilities		447,132			981,711

Total liabilities		12,704,478			17,339,765
Preferred units		67,450			67,450
Partners' deficit		(1,740,840	)		(364,343	)

Total liabilities and partners' deficit	$	11,031,088		$	17,042,872

Our Share of:
Partners' deficit	$	(799,911	)	$	(32,000	)
Add: Excess Investment		2,184,133			714,515

Our net Investment in Unconsolidated Entities, at equity	$	1,384,222		$	682,515

Scheduled principal payment repayments on joint venture properties' mortgages and other indebtedness

As of December 31, 2012, scheduled principal repayments on joint venture properties' mortgages and other indebtedness are as follows:


2013	$	1,286,591
2014		1,095,731
2015		2,029,553
2016		1,106,436
2017		1,367,851
Thereafter		4,693,145

Total principal maturities		11,579,307
Net unamortized debt premiums and discounts		5,556

Total mortgages and other indebtedness	$	11,584,863

Summary of investments in joint ventures and share of income from such joint ventures, statements of operations

	For the Year Ended December 31,

	2012			2011			2010
STATEMENTS OF OPERATIONS
Revenue:
Minimum rent	$	1,487,554		$	1,424,038		$	1,365,466
Overage rent		176,609			140,822			125,239
Tenant reimbursements		691,564			660,354			655,144
Other income		171,698			150,949			181,210

Total revenue		2,527,425			2,376,163			2,327,059
Operating Expenses:
Property operating		477,338			460,235			446,358
Depreciation and amortization		506,820			485,794			482,836
Real estate taxes		178,739			167,608			174,617
Repairs and maintenance		65,163			64,271			63,185
Advertising and promotion		55,175			50,653			48,205
Provision for (recovery of) credit losses		1,824			4,496			(85	)
Other		170,510			148,110			130,195

Total operating expenses		1,455,569			1,381,167			1,345,311

Operating Income		1,071,856			994,996			981,748
Interest expense		(599,400	)		(593,408	)		(589,769	)
Loss from unconsolidated entities		(1,263	)		(1,263	)		—

Income from Continuing Operations		471,193			400,325			391,979
Loss from operations of discontinued joint venture interests		(20,311	)		(57,961	)		(60,470	)
(Loss) Gain on disposal of discontinued operations, net		(5,354	)		347,640			39,676

Net Income	$	445,528		$	690,004		$	371,185

Third-Party Investors' Share of Net Income	$	239,931		$	384,384		$	234,799

Our Share of Net Income		205,597			305,620			136,386
Amortization of Excess Investment		(83,400	)		(50,562	)		(48,329	)
Our Share of Loss (Gain) on Sale or Disposal of Assets and Interests in Unconsolidated Entities, net		9,245			(173,820	)		(20,305	)
Our Share of Impairment Charge from Investments in Unconsolidated Entities, net		—			—			8,169

Income from Unconsolidated Entities	$	131,442		$	81,238		$	75,921

Indebtedness and Derivative Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2012

Indebtedness and Derivative Financial Instruments

Schedule of mortgages and other indebtedness

	2012		2011

*Fixed-Rate Debt:*
Mortgages and other notes, including $101,104 and $54,250 net premiums, respectively. Weighted average interest and maturity of 5.85% and 4.4 years at December 31, 2012.	$	7,677,204	$	5,566,600
Unsecured notes, including $38,847 and $29,178 net discounts, respectively. Weighted average interest and maturity of 5.09% and 7.1 years at December 31, 2012.		13,400,154		10,640,775

Total Fixed-Rate Debt		21,077,358		16,207,375
*Variable-Rate Debt:*
Mortgages and other notes, at face value. Weighted average interest and maturity of 2.57% and 1.5 years at December 31, 2012.		442,152		1,286,401
Credit Facility (see below)		1,593,497		952,664

Total Variable-Rate Debt		2,035,649		2,239,065

Total Mortgages and Other Indebtedness	$	23,113,007	$	18,446,440

Scheduled principal repayments of indebtedness

Our scheduled principal repayments on indebtedness as of December 31, 2012 are as follows:


2013	$	821,637
2014		2,337,975
2015		2,098,028
2016		5,642,023
2017		3,281,808
Thereafter		8,869,279

Total principal maturities		23,050,750
Net unamortized debt premium		62,257

Total mortgages and other indebtedness	$	23,113,007

Schedule of cash paid for interest in each period, net of any amounts capitalized

	For the Year Ended December 31,

	2012		2011		2010
Cash paid for interest	$	1,122,223	$	979,436	$	1,015,989

Schedule of fair value of fixed rate mortgages and other indebtedness

	2012		2011

Fair value of fixed-rate mortgages and other indebtedness	$	23,373	$	17,905
Weighted average discount rates assumed in calculation of fair value for fixed-rate mortgages		3.24%		3.60%

Rentals under Operating Leases (Tables)

12 Months Ended

Dec. 31, 2012

Rentals under Operating Leases

Schedule of future minimum rentals to be received under noncancelable tenant operating leases for each of the next five years and thereafter


2013	$	2,572,612
2014		2,363,435
2015		2,083,716
2016		1,810,189
2017		1,524,365
Thereafter		4,079,160

	$	14,433,477

Equity (Tables)

12 Months Ended

Dec. 31, 2012

Equity

Schedule of Limited Partners' Preferred Interests in the Operating Partnership and Other Noncontrolling Redeemable Interests in Properties

	2012		2011

7.50% Cumulative Redeemable Preferred Units, 260,000 units authorized, 255,373 issued and outstanding	$	25,537	$	25,537
Noncontrolling redeemable interests in properties		152,469		242,408

Total preferred units, at liquidation value, and noncontrolling redeemable interests in properties	$	178,006	$	267,945

Schedule of restricted stock awards

	For the Year Ended December 31,

	2012		2011		2010
Restricted stock awarded during the year, net of forfeitures		114,066		116,885		116,726
Weighted average fair value of shares granted during the year	$	146.70	$	110.12	$	85.17
Amortization expense	$	14,001	$	14,018	$	16,839

Schedule of Director Options and Employee Options activity

Information relating to employee options from December 31, 2009 through December 31, 2012 is as follows:

			Weighted Average Exercise Price Per Share

Shares under option at December 31, 2009	505,682		$	28.88

Granted	—			—
Exercised (none were forfeited during the period)	(178,683	)		23.03

Shares under option at December 31, 2010	326,999		$	29.75

Granted	—			—
Exercised (none were forfeited during the period)	(324,720	)		29.61

Shares under option at December 31, 2011	2,279		$	50.17

Granted	—			—
Exercised (none were forfeited during the period)	(712	)		50.17

Shares under option at December 31, 2012	1,567		$	50.17

(1): Since 2001, we have not granted any options to officers, directors or employees, except for a series of reload options we assumed as part of a prior business combination.

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2012

Commitments and Contingencies.

Schedule of ground lease expense incurred, included in other expense

	For the Year Ended December 31,

	2012		2011		2010
Ground lease expense	$	43,421	$	42,284	$	36,750

Schedule of future minimum lease payments due under ground leases


2013	$	26,950
2014		28,196
2015		28,921
2016		29,097
2017		29,106
Thereafter		889,307

	$	1,031,577

Related Party Transactions (Tables)

12 Months Ended

Dec. 31, 2012

Related Party Transactions

Schedule of related party transactions

	For the Year Ended December 31,

	2012		2011		2010
Amounts charged to unconsolidated joint ventures	$	119,534	$	125,306	$	118,905
Amounts charged to properties owned by related parties		4,416		4,353		4,308

Quarterly Financial Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2012

Quarterly Financial Data (Unaudited)

Schedule of quarterly financial data

	First Quarter		Second Quarter		Third Quarter		Fourth Quarter

2012
Total revenue	$	1,118,969	$	1,188,066	$	1,228,617	$	1,344,431
Operating income		516,721		524,327		564,953		614,598
Consolidated net income		781,829		260,936		306,371		370,496
Net income attributable to unitholders		778,407		257,768		302,595		367,091
Net income per unit — Basic	$	2.18	$	0.71	$	0.84	$	1.01
Net income per unit — Diluted	$	2.18	$	0.71	$	0.84	$	1.01
Weighted average units outstanding		356,625,936		364,300,150		362,631,726		361,713,583
Diluted weighted average units outstanding		356,627,046		364,301,192		362,632,796		361,714,637
2011
Total revenue	$	1,019,874	$	1,040,861	$	1,074,360	$	1,171,337
Operating income		451,949		470,260		484,556		536,389
Consolidated net income		219,666		250,522		333,781		441,931
Net income attributable to unitholders		216,242		247,271		330,639		437,937
Net income per unit — Basic		0.61		0.70		0.93		1.24
Net income per unit — Diluted		0.61		0.70		0.93		1.24
Weighted average units outstanding		353,245,003		353,569,511		354,544,663		354,638,440
Diluted weighted average units outstanding		353,455,294		353,604,093		354,567,135		354,649,075

Organization (Details)	Dec. 31, 2012 item property country	May 21, 2012	Dec. 31, 2011 property
U.S. and Puerto Rico
Owned, developed and managed retail properties
Number of income-producing properties	317
Number of U.S. states containing property locations \| item	38
U.S. and Puerto Rico \| Malls
Owned, developed and managed retail properties
Number of income-producing properties	160
U.S. and Puerto Rico \| Premium Outlets
Owned, developed and managed retail properties
Number of income-producing properties	63
U.S. and Puerto Rico \| Community/Lifestyle Centers
Owned, developed and managed retail properties
Number of income-producing properties	68
U.S. and Puerto Rico \| The Mills
Owned, developed and managed retail properties
Number of income-producing properties	13
U.S. and Puerto Rico \| Other shopping centers or outlet centers
Owned, developed and managed retail properties
Number of income-producing properties	13
Japan
Owned, developed and managed retail properties
Number of income-producing properties	8		8
Japan \| Premium Outlets
Owned, developed and managed retail properties
Number of income-producing properties	8
South Korea
Owned, developed and managed retail properties
Number of income-producing properties	2		2
South Korea \| Premium Outlets
Owned, developed and managed retail properties
Number of income-producing properties	2
Mexico
Owned, developed and managed retail properties
Number of income-producing properties	1		1
Mexico \| Premium Outlets
Owned, developed and managed retail properties
Number of income-producing properties	1
Malaysia
Owned, developed and managed retail properties
Number of income-producing properties	1		1
Malaysia \| Premium Outlets
Owned, developed and managed retail properties
Number of income-producing properties	1
Europe
Owned, developed and managed retail properties
Interest in income-producing properties, under joint venture arrangements (as a percent)	28.90%	28.90%
Number of countries \| country	13
Europe \| Shopping centers \| Minimum
Owned, developed and managed retail properties
Number of income-producing properties	260

Basis of Presentation and Consolidation (Details) - property	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 04, 2012
Properties
Percentage of control below which a property is not wholly owned but may be consolidated based on control	100.00%
Ownership interests acquired (as a percent)				50.00%
Number of properties in which additional interest is acquired				2
Wholly owned properties included in consolidation	221
Partially owned properties included in consolidation	18
Total number of joint venture properties	90
Number of joint venture properties managed by the entity	74
Number of International joint venture properties	12
Number of joint venture properties managed by others	16
Simon Property Group, Inc.
Weighted average ownership interest (as a percent)	83.90%	82.90%	83.20%
Percentage of ownership interest held by the parent company (as a percent)	85.60%	82.80%

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Investment properties
Capitalized interest	$ 21,145	$ 5,815	$ 3,715
Buildings and improvements \| Minimum
Investment properties
Useful life	10 years
Buildings and improvements \| Maximum
Investment properties
Useful life	40 years
Equipment and fixtures \| Minimum
Investment properties
Useful life	7 years
Equipment and fixtures \| Maximum
Investment properties
Useful life	10 years

Summary of Significant Accounting Policies (Details 2) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2012 USD ($) $ / shares	Dec. 31, 2011 USD ($) $ / shares	Dec. 31, 2010 USD ($) property
Discontinued Operations
Gain (loss) upon acquisition of controlling interests, and on sale or disposal of assets and interests in unconsolidated entities, net	$ 510,030	$ 216,629	$ 321,036
Sale of Consolidated Properties
Discontinued Operations
Gain (loss) upon acquisition of controlling interests, and on sale or disposal of assets and interests in unconsolidated entities, net	$ 21,100	$ (42,400)	$ 5,700
Net gain (loss) upon acquisition of controlling interests, and on sale or disposal of assets and interests in unconsolidated entities, per diluted unit (in dollars per share) \| $ / shares	$ 0.06	$ 0.12
Number of consolidated properties sold \| property			4

Summary of Significant Accounting Policies (Details 3) - USD ($) $ in Thousands, shares in Millions		3 Months Ended	12 Months Ended
	Oct. 23, 2012	Dec. 31, 2012	Dec. 31, 2012	Dec. 31, 2011
Marketable and Non-Marketable Securities
Net unrealized gains (losses) recorded in other comprehensive income (loss)		$ 2,613	$ 2,613	$ 41,861
Value of non-marketable security accounted for under the cost method		98,900	$ 98,900	105,100
Other-than-temporary non-cash charges		71,000
Available for sale securities \| Securities in captive insurance subsidiary portfolio \| Minimum
Marketable and Non-Marketable Securities
Investment maturity period			1 year
Available for sale securities \| Securities in captive insurance subsidiary portfolio \| Maximum
Marketable and Non-Marketable Securities
Investment maturity period			10 years
Available for sale securities \| Original investment de-merged into CSCG and CAPC
Marketable and Non-Marketable Securities
Proceeds received from the sale of investments	$ 327,100
Gain recognized on sale of investment	82,700
Amount included in gain reclassified from accumulated other comprehensive income (loss)	$ 79,400
Aggregate unrealized gain (loss) on available-for-sale investments, net				$ 39,700
Available for sale securities \| CSCG
Marketable and Non-Marketable Securities
Number of shares owned	35.4			35.4
Market value of investments				$ 170,700
Available for sale securities \| CAPC
Marketable and Non-Marketable Securities
Number of shares owned	38.9			35.4
Market value of investments				$ 100,900
Held-to-maturity securities
Marketable and Non-Marketable Securities
Investments used to fund debt service requirements		$ 24,900	$ 24,900	$ 24,900

Summary of Significant Accounting Policies (Details 4) - Recurring - USD ($) $ in Millions	Dec. 31, 2012	Dec. 31, 2011
Level 1
Fair Value Measurement:
Marketable securities with Level 1 fair value inputs	$ 170.2	$ 417.0
Level 2
Fair Value Measurement:
Interest rate swap agreements and foreign currency forward contracts, gross liability balance	1.5	12.2
Interest rate swap agreements and foreign currency forward contracts, gross asset balance	$ 3.0	$ 14.9

Summary of Significant Accounting Policies (Details 5) $ in Thousands	12 Months Ended
	Dec. 31, 2012 USD ($) segment	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($)
Segment Disclosure
Number of reportable segments \| segment	1
Deferred costs and other assets
Deferred financing and lease costs, net	$ 334,337	$ 308,380
In-place lease intangibles, net	358,141	200,098
Acquired above market lease intangibles, net	128,893	75,950
Marketable securities of our captive insurance companies	119,424	100,721
Goodwill	20,098	20,098
Other marketable and non-marketable securities	150,264	421,529
Loans held for investment		162,832
Prepaids, notes receivable and other assets, net	459,577	343,936
Deferred costs and other assets	1,570,734	1,633,544
Deferred Financing and Lease Costs
Deferred financing and lease costs, gross	576,821	528,273
Accumulated amortization	(242,484)	(219,893)
Deferred financing and lease costs, net	334,337	308,380
Amortization, included in statements of operations and comprehensive income
Amortization of deferred financing costs	27,163	28,697	$ 27,806
Amortization of debt premiums, net of discounts	(33,504)	(8,439)	(9,066)
Amortization of deferred leasing costs	$ 43,176	$ 43,110	$ 34,801

Summary of Significant Accounting Policies (Details 6) $ in Thousands	12 Months Ended
	Dec. 31, 2012 USD ($)	Dec. 31, 2011 USD ($) item	Dec. 31, 2010 USD ($)
Loans Held for Investment
Number of mortgage and mezzanine loans secured by real estate \| item		3
Aggregate carrying values of mortgages and mezzanine loans		$ 162,832
Interest income on loans held for investment	$ 6,800	$ 24,300	$ 4,600

Summary of Significant Accounting Policies (Details 7) $ in Thousands	12 Months Ended
	Dec. 31, 2012 USD ($) property	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($)
Intangible Assets
Number of properties acquired \| property	9
Estimated future amortization, and the increasing (decreasing) effect on minimum rents
2013	$ 18,765
2014	13,851
2015	11,396
2016	9,376
2017	5,978
Thereafter	10,980
Lease intangibles assets, net	$ 70,346
In-place lease intangibles
Intangible Assets
Average life of in-place lease intangibles	4 years 8 months 12 days
Lease intangibles assets, gross	$ 480,517	$ 245,844
Accumulated amortization	(122,376)	(45,746)
Lease intangibles assets, net	$ 358,141	200,098
Above and below market leases
Intangible Assets
Weighted average remaining life of intangible	P5Y10M24D
Amount of amortization expenses	$ 16,500	17,600	$ 15,200
Below Market Leases
Intangible Assets
Unamortized below market leases included in accounts payable, accrued expenses, intangibles and deferred revenues	199,200	134,400
Estimated future amortization, and the increasing (decreasing) effect on minimum rents
2013	43,664
2014	36,343
2015	31,233
2016	27,279
2017	20,000
Thereafter	40,720
Lease intangibles assets, net	199,239
Above Market Leases
Intangible Assets
Lease intangibles assets, gross	248,357	178,564
Accumulated amortization	(119,464)	(102,614)
Lease intangibles assets, net	128,893	$ 75,950
Estimated future amortization, and the increasing (decreasing) effect on minimum rents
2013	(24,899)
2014	(22,492)
2015	(19,837)
2016	(17,903)
2017	(14,022)
Thereafter	(29,740)
Lease intangibles assets, net	$ (128,893)

Summary of Significant Accounting Policies (Details 8) $ in Thousands, € in Millions, ¥ in Billions	Dec. 31, 2012 USD ($) instrument	Dec. 31, 2012 JPY (¥) instrument	Dec. 31, 2011 USD ($)	Dec. 31, 2011 EUR (€)
Derivative financial instruments
Gross accumulated other comprehensive income or loss related to derivative activities	$ 78,139		$ 115,833
Interest rate swap
Derivative financial instruments
Number of Instruments \| instrument	3	3
Notional Amount	$ 483,700
Interest rate net derivative liability, fair value	$ 1,500		10,000
Interest rate cap
Derivative financial instruments
Number of Instruments \| instrument	6	6
Notional Amount	$ 442,400
USD-Yen currency forward contract
Derivative financial instruments
Notional amount, foreign currency derivatives (in Japanese Yen) \| ¥		¥ 3.3
Asset value of forwards included in deferred costs and other assets	$ 3,000
USD-Euro currency forward contract
Derivative financial instruments
Notional Amount \| €				€ 141.3
Asset value of forwards included in deferred costs and other assets			$ 14,900

Summary of Significant Accounting Policies (Details 9) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Noncontrolling Interests:
Balance	$ 5,544,288	$ 5,633,752	$ 5,182,962
Balance	6,893,089	5,544,288	5,633,752
Noncontrolling Interests
Noncontrolling Interests:
Balance	(59,000)	(180,915)	(167,778)
Net Income attributable to noncontrolling nonredeemable interests		(387)	10,640
Distributions to noncontrolling nonredeemable interestholders	(435)	(1,029)	(24,835)
Noncontrolling interests in newly consolidated properties and other	58,558	123,331	1,058
Balance	$ (877)	$ (59,000)	$ (180,915)
7.5% Cumulative Redeemable Preferred Units
Noncontrolling Interests:
Dividend rate on cumulative redeemable preferred units (as a percent)	7.50%	7.50%
7.5% Cumulative Redeemable Preferred Units \| Noncontrolling Interests
Noncontrolling Interests:
Dividend rate on cumulative redeemable preferred units (as a percent)	7.50%

- Definition

Amount of stockholders' equity (deficit), net of receivables from officers, directors, owners, and affiliates of the entity, attributable to both the parent and noncontrolling interests. Amount excludes temporary equity. Alternate caption for the concept is permanent equity.

+ References + Details

Summary of Significant Accounting Policies (Details 10) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Accumulated other comprehensive income (loss)
Cumulative translation adjustments	$ (30,620)	$ (39,820)
Accumulated derivative losses, net	(78,139)	(115,833)
Net unrealized gains on marketable securities, net	2,613	41,861
Total accumulated other comprehensive loss	$ (106,146)	(113,792)
Revenue Recognition
Leases for which fixed payment is received for CAM component (as a percent)	93.00%
Management fees and other revenues
Insurance reserve for insurance subsidiaries and other self-insurance programs	$ 112,800	115,100
Allowance for Credit Losses
Balance, beginning of period	27,500	31,650	$ 45,187
Consolidation of previously unconsolidated properties	2,075	860	426
Provision for credit losses	12,809	6,505	3,130
Accounts written off, net of recoveries	(9,254)	(11,515)	(17,093)
Balance, end of period	33,130	27,500	31,650
Income Taxes
Deferred tax assets related to TRS subsidiaries, net	$ 4,100	$ 5,600
Corporate and Transaction Related Expenses
Transaction expenses			$ 68,972

Real Estate Acquisitions and Dispositions (Details) $ in Thousands, shares in Millions			1 Months Ended				3 Months Ended			12 Months Ended
	Dec. 04, 2012 USD ($) property	Aug. 30, 2010 USD ($) property shares	Aug. 31, 2012 property	May 31, 2012 USD ($) property	Dec. 31, 2011 USD ($) property	Aug. 31, 2011 USD ($)	Mar. 31, 2012 USD ($) property	Dec. 31, 2011 USD ($)	Sep. 30, 2011 property	Dec. 31, 2012 USD ($) property	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($) property	Sep. 30, 2012 USD ($)	Jun. 04, 2012 USD ($) ft²	Mar. 22, 2012 USD ($) property	Mar. 14, 2012 USD ($)	Jan. 06, 2012	Aug. 25, 2011 USD ($)	Jul. 19, 2011	May 28, 2010
Real Estate Acquisitions and Dispositions
Ownership interests acquired (as a percent)	50.00%
Joint venture ownership percentage										50.00%
Number of joint ventures in which additional interest is acquired \| property	2
Gain (loss) upon acquisition of controlling interests, and on sale or disposal of assets and interests in unconsolidated entities, net										$ 510,030	$ 216,629	$ 321,036
Net proceeds from sale of assets and interest in unconsolidated entities										383,804	136,013	301,425
Number of unconsolidated properties held by our joint venture \| property									9
Sale of Consolidated Properties
Real Estate Acquisitions and Dispositions
Gain (loss) upon acquisition of controlling interests, and on sale or disposal of assets and interests in unconsolidated entities, net										$ 21,100	(42,400)	$ 5,700
Number of properties disposed \| property												4
Aggregate carrying value of consolidated properties disposed of					$ 355,400		$ 115,000	$ 355,400			355,400	$ 91,400
Debt obligation related to consolidated properties disposed of					$ 177,000		$ 115,000	$ 177,000			177,000	91,300
Net proceeds from sale of assets and interest in unconsolidated entities											$ 136,000	5,800
Maximum
Real Estate Acquisitions and Dispositions
Investment property, amortization period										40 years
Consolidated retail properties
Real Estate Acquisitions and Dispositions
Number of properties disposed \| property										8
Unconsolidated retail properties
Real Estate Acquisitions and Dispositions
Number of properties disposed \| property										4
Consolidated and Unconsolidated Retail Properties
Real Estate Acquisitions and Dispositions
Gain (loss) upon acquisition of controlling interests, and on sale or disposal of assets and interests in unconsolidated entities, net										$ 15,500
Domain, The, Austin, TX
Real Estate Acquisitions and Dispositions
Gain (loss) upon acquisition of controlling interests, and on sale or disposal of assets and interests in unconsolidated entities, net				$ 12,400
Number of properties disposed \| property				2
Dissolved Joint Venture Partnership
Real Estate Acquisitions and Dispositions
Joint venture ownership percentage					50.00%			50.00%			50.00%
Number of consolidated properties received in distribution \| property					6
Gain due to acquisition of controlling interest								$ 168,300
Investment properties allocation at fair value													$ 585,000
Investment properties allocation of lease related intangibles													59,100
Mortgage indebtedness assumed													$ 468,800
Cumulative Investment Ownership (as a percent)					100.00%			100.00%			100.00%
King of Prussia
Real Estate Acquisitions and Dispositions
Gain due to acquisition of controlling interest						$ 82,900
Mortgage indebtedness assumed																		$ 160,100
Additional business acquisition percentage of ownership acquired																		83.75%
Cumulative Investment Ownership (as a percent)																		96.10%
Albuquerque, New Mexico lifestyle center
Real Estate Acquisitions and Dispositions
Additional business acquisition percentage of ownership acquired																			100.00%
Previous unconsolidated mall
Real Estate Acquisitions and Dispositions
Gain due to acquisition of controlling interest												$ 13,000
Number of properties disposed \| property										1
Prime Outlets Acquisition Company and Affiliated Entities
Real Estate Acquisitions and Dispositions
Cost of acquisition including assumption of debt		$ 2,300,000
Mortgage indebtedness assumed		$ 1,200,000
Acquisition, number of outlet centers acquired \| property		21
Mortgage indebtedness repaid		$ 310,700
Percentage of consideration paid in cash		80.00%
Percentage of consideration paid in units		20.00%
Operating partnership capital account, units issued \| shares		1.7
Operating partnership capital account, amount		$ 154,500
Houston Galleria
Real Estate Acquisitions and Dispositions
Ownership interests acquired (as a percent)																				19.00%
Initial Investment Percentage of Business Acquired																				31.50%
Cumulative Investment Ownership (as a percent)																				50.40%
Retail Property
Real Estate Acquisitions and Dispositions
Number of properties disposed \| property			3				1			3		3
Grand Prairie, Texas and Livermore California outlets
Real Estate Acquisitions and Dispositions
Acquisition, consideration paid	$ 260,900
Ownership interests acquired (as a percent)	50.00%
Number of joint ventures in which additional interest is acquired \| property	2
Cumulative Investment Ownership (as a percent)										100.00%
Percentage of consideration paid in cash	90.00%
Percentage of consideration paid in units	10.00%
Extinguishment of construction loans	$ 162,500
The Mills acquisition
Real Estate Acquisitions and Dispositions
Cost of acquisition including assumption of debt															$ 1,500,000
Number of joint ventures in which additional interest is acquired \| property															26
Outlet Centers \| Destin, Florida
Real Estate Acquisitions and Dispositions
Ownership interests acquired (as a percent)														50.00%
Area of lifestyle center acquired (in square feet) \| ft²														465,000
Cost of acquisition including assumption of debt														$ 70,500
Klepierre
Real Estate Acquisitions and Dispositions
Ownership interests acquired (as a percent)																28.70%
Cost of acquisition including assumption of debt																$ 2,000,000
Del Amo Fashion Center
Real Estate Acquisitions and Dispositions
Additional business acquisition percentage of ownership acquired																	25.00%

Per Unit Data (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended								12 Months Ended
	Feb. 28, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Per Unit Data
Net Income attributable to Unitholders - Basic		$ 367,091	$ 302,595	$ 257,768	$ 778,407	$ 437,937	$ 330,639	$ 247,271	$ 216,242	$ 1,705,860	$ 1,232,089	$ 733,945
Net Income attributable to Unitholders - Diluted										$ 1,705,860	$ 1,232,089	$ 733,945
Weighted Average Units Outstanding - Basic (in shares)		361,713,583	362,631,726	364,300,150	356,625,936	354,638,440	354,544,663	353,569,511	353,245,003	361,322,520	354,025,957	349,975,924
Effect of stock options of Simon Property (in shares)										1,072	69,408	274,460
Weighted Average Units Outstanding - Diluted (in shares)		361,714,637	362,632,796	364,301,192	356,627,046	354,649,075	354,567,135	353,604,093	353,455,294	361,323,592	354,095,365	350,250,384
Taxable nature of the distributions declared
Total distributions paid per unit (in dollar per share)										$ 4.10	$ 3.50	$ 2.60
Percent taxable as ordinary income										99.50%	98.30%	53.82%
Percent taxable as long-term capital gains										0.50%	1.70%	39.68%
Percent nontaxable as return of capital												6.50%
Total percentage of distributions paid										100.00%	100.00%	100.00%
Dividends declared per common share (in dollars per share)	$ 1.15

Investment Properties (Details) - USD ($) $ in Thousands	Dec. 31, 2012	Dec. 31, 2011
Investment Properties
Land	$ 3,736,882	$ 3,136,981
Buildings and improvements	30,187,495	26,196,349
Total land, buildings and improvements	33,924,377	29,333,330
Furniture, fixtures and equipment	328,144	323,716
Investment properties at cost	34,252,521	29,657,046
Less - accumulated depreciation	9,068,388	8,388,130
Investment properties at cost, net	25,184,133	21,268,916
Construction in progress included above	$ 329,663	$ 464,076

Investments in Unconsolidated Entities (Details) $ / shares in Units, $ in Thousands		1 Months Ended		3 Months Ended	10 Months Ended	12 Months Ended
	Mar. 22, 2012 USD ($) property	Jan. 31, 2013 USD ($)	Jan. 31, 2012 USD ($)	Dec. 31, 2011 USD ($) property	Dec. 31, 2012 USD ($) property $ / shares shares	Dec. 31, 2012 USD ($) property $ / shares shares	Dec. 31, 2011 USD ($) property	Dec. 31, 2010 USD ($)	Dec. 30, 2012	Dec. 04, 2012 property	Sep. 30, 2012 USD ($)	May 21, 2012	Mar. 14, 2012 USD ($)	Jan. 09, 2012 USD ($) property	Jan. 06, 2012 USD ($)
Real Estate Joint Ventures
Joint venture ownership percentage					50.00%	50.00%
Number of properties in which additional interest is acquired \| property										2
Number of income-producing properties acquired \| property					9	9
Other than temporary impairment charge								$ 8,169
Income from unconsolidated entities						$ 131,907	$ 81,238	$ 75,921
Investment in unconsolidated entities, at equity				$ 1,378,084	$ 2,108,966	$ 2,108,966	$ 1,378,084
Maximum
Real Estate Joint Ventures
Life of joint ventures with excess investment						40 years
GCI
Real Estate Joint Ventures
Ownership interest (as a percent)				49.00%			49.00%
Proceeds from sale of interest in joint venture			$ 375,800
Gain (loss) upon acquisition of controlling interest, and on sale or disposal of assets and interests in unconsolidated entities, net			$ 28,800
Accumulated losses reclassified														$ 39,500
SPG-FCM
Real Estate Joint Ventures
Number of properties in which additional interest is acquired \| property	26
Number of remaining unconsolidated properties \| property	16
Cost of acquisition including assumption of debt	$ 1,500,000
Debt obligation related to consolidated properties disposed of	562,100
Trust preferred securities retired	100,000
Related party debt obligations extinguished during the period	558,400
Mortgage indebtedness assumed	$ 2,600,000
Gain due to acquisition of controlling interest						$ 488,700
Other than temporary impairment charge						22,400
Investment in unconsolidated properties in which additional interest is obtained					$ 1,000,000	$ 1,000,000
Shops at Mission Viejo
Real Estate Joint Ventures
Joint venture ownership percentage					51.00%	51.00%
Ownership interest (as a percent)									100.00%
Aggregate face amount of mortgage notes		$ 295,000
Weighted average interest rates on mortgage notes (as a percent)		3.61%
Shops at Mission Viejo \| IMI
Real Estate Joint Ventures
Joint venture ownership percentage					49.00%	49.00%
Woodfield Mall
Real Estate Joint Ventures
Joint venture ownership percentage					50.00%	50.00%
Aggregate face amount of mortgage notes					$ 425,000	$ 425,000
Weighted average interest rates on mortgage notes (as a percent)						4.50%
Woodfield Mall \| IMI
Real Estate Joint Ventures
Joint venture ownership percentage					50.00%	50.00%
Ownership interest (as a percent)									100.00%
Klepierre
Real Estate Joint Ventures
Interest in income-producing properties, under joint venture arrangements (as a percent)													28.70%
Ownership interest (as a percent)					28.90%	28.90%						28.90%
Cost of acquisition including assumption of debt													$ 2,000,000
Number of shares owned in acquired entity \| shares					57,634,148	57,634,148
Quoted market price of shares owned in acquired entity (in dollars per share) \| $ / shares					$ 39.67	$ 39.67
Excess investment in acquisition of joint venture													$ 1,200,000
Income from unconsolidated entities					$ 500
Total assets					17,200,000	$ 17,200,000
Total liabilities					12,400,000	12,400,000
Noncontrolling interests					1,900,000	1,900,000
Total revenues of Klepierre						1,100,000
Operating income of Klepierre						394,700
Consolidated net income of Klepierre						$ 323,600
Del Amo Fashion Center
Real Estate Joint Ventures
Ownership interest (as a percent)															50.00%
Additional business acquisition percentage of ownership acquired															25.00%
Purchase price of business acquired															$ 50,000
Dissolved Joint Venture Partnership
Real Estate Joint Ventures
Joint venture ownership percentage				50.00%			50.00%
Mortgage indebtedness assumed											$ 468,800
Gain due to acquisition of controlling interest				$ 168,300
Investment properties											$ 585,000
The Mills acquisition
Real Estate Joint Ventures
Number of income-producing properties acquired \| property	9
The Mills acquisition \| Maximum
Real Estate Joint Ventures
Life of joint ventures with excess investment						40 years
The Mills acquisition \| Preliminary Allocations
Real Estate Joint Ventures
Investment properties					4,228,000	$ 4,228,000
Cash and cash equivalents					91,000	91,000
Tenant receivables and accrued revenue, net					1,000	1,000
Deferred costs and other assets (including intangibles)					264,000	264,000
Total assets					4,584,000	4,584,000
Mortgages and other indebtedness, including premiums					2,672,000	2,672,000
Accounts payable, accrued expenses, intangibles and other					164,000	164,000
Other liabilities					6,000	6,000
Total liabilities					$ 2,842,000	$ 2,842,000
United States joint ventures
Real Estate Joint Ventures
Number of income-producing properties \| property				87	78	78	87
Japan joint ventures
Real Estate Joint Ventures
Number of income-producing properties \| property				8	8	8	8
Ownership interest (as a percent)					40.00%	40.00%
Investment in unconsolidated entities, at equity				$ 349,500	$ 314,200	$ 314,200	$ 349,500
Mexico joint venture
Real Estate Joint Ventures
Number of income-producing properties \| property				1	1	1	1
South Korea joint ventures
Real Estate Joint Ventures
Number of income-producing properties \| property				2	2	2	2
Ownership interest (as a percent)					50.00%	50.00%
Investment in unconsolidated entities, at equity				$ 43,800	$ 62,900	$ 62,900	$ 43,800
Malaysia joint venture
Real Estate Joint Ventures
Number of income-producing properties \| property				1	1	1	1
Italy
Real Estate Joint Ventures
Number of income-producing properties \| property														45

Investments in Unconsolidated Entities (Details 2) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Loan To SPG-FCM
Interest income from SPG-FCM and Mills loans, net of inter-entity eliminations	$ 2.0	$ 9.8	$ 9.9

Investments in Unconsolidated Entities (Details 3) $ in Thousands	1 Months Ended		3 Months Ended								12 Months Ended
	Aug. 31, 2012 property	Apr. 30, 2011 USD ($)	Dec. 31, 2012 USD ($) property	Sep. 30, 2012 USD ($)	Jun. 30, 2012 USD ($)	Mar. 31, 2012 USD ($) property	Dec. 31, 2011 USD ($)	Sep. 30, 2011 USD ($)	Jun. 30, 2011 USD ($)	Mar. 31, 2011 USD ($)	Dec. 31, 2012 USD ($) property	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($) property	Mar. 22, 2012 property	Dec. 31, 2009 USD ($)
Schedule of Equity Method Investments
Number of income-producing properties acquired \| property			9								9
Joint venture ownership percentage			50.00%								50.00%
Assets:
Investment properties, at cost			$ 34,252,521				$ 29,657,046				$ 34,252,521	$ 29,657,046
Less - accumulated depreciation			9,068,388				8,388,130				9,068,388	8,388,130
Investment properties at cost, net			25,184,133				21,268,916				25,184,133	21,268,916
Cash and cash equivalents			1,184,518				798,650				1,184,518	798,650	$ 796,718		$ 3,957,718
Tenant receivables and accrued revenue, net			521,301				486,731				521,301	486,731
Investment in unconsolidated entities, at equity			2,108,966				1,378,084				2,108,966	1,378,084
Deferred costs and other assets			1,570,734				1,633,544				1,570,734	1,633,544
Total assets			32,586,606				26,216,925				32,586,606	26,216,925
Liabilities and Partners' Deficit:
Mortgages and other indebtedness			23,113,007				18,446,440				23,113,007	18,446,440
Accounts payable, accrued expenses, intangibles, and deferred revenue			1,374,172				1,091,712				1,374,172	1,091,712
Other liabilities			303,588				170,971				303,588	170,971
Total liabilities			25,515,511				20,404,692				25,515,511	20,404,692
Preferred units			44,719				45,047				44,719	45,047
Total liabilities and equity			32,586,606				26,216,925				32,586,606	26,216,925
Debt Maturity and Other
2013			821,637								821,637
2014			2,337,975								2,337,975
2015			2,098,028								2,098,028
2016			5,642,023								5,642,023
2017			3,281,808								3,281,808
Thereafter			8,869,279								8,869,279
Total principal maturities			23,050,750								23,050,750
Net unamortized debt premiums and discounts			62,257								62,257
Total mortgages and other indebtedness			23,113,007				18,446,440				23,113,007	18,446,440
Revenue:
Minimum rent											3,015,866	2,664,724	2,429,519
Overage rent											195,726	140,842	110,621
Tenant reimbursements											1,340,307	1,177,269	1,083,780
Other income											199,819	195,587	212,503
Total revenue			1,344,431	$ 1,228,617	$ 1,188,066	$ 1,118,969	1,171,337	$ 1,074,360	$ 1,040,861	$ 1,019,874	4,880,084	4,306,432	3,957,630
Operating Expenses:
Property operating											469,755	436,571	414,264
Depreciation and amortization											1,257,569	1,065,946	982,820
Real estate taxes											419,267	369,755	345,960
Repairs and maintenance											116,168	113,496	102,425
Advertising and promotion											118,790	107,002	97,194
Provision for (recovery of) credit losses											12,809	6,505	3,130
Other											90,482	89,066	65,448
Total operating expenses											2,659,484	2,363,278	2,210,794
Operating Income			614,598	564,953	$ 524,327	$ 516,721	$ 536,389	$ 484,556	$ 470,260	$ 451,949	2,220,600	1,943,154	1,746,836
Interest expense											(1,127,025)	(983,526)	(1,027,091)
Loss from unconsolidated entities											$ 131,907	$ 81,238	75,921
(Loss) Gain on disposal of discontinued operations, net				$ (9,200)
Impairment charge from investments in unconsolidated entities													$ (8,169)
Dissolved Joint Venture Partnership
Schedule of Equity Method Investments
Joint venture ownership percentage							50.00%					50.00%
Malls
Schedule of Equity Method Investments
Number of properties disposed \| property											1
Operating Expenses:
(Loss) Gain on disposal of discontinued operations, net		$ 7,800
Non-core retail property
Schedule of Equity Method Investments
Number of properties disposed \| property	3					1					3		3
The Mills acquisition
Schedule of Equity Method Investments
Number of income-producing properties acquired \| property														9
Maximum
Our Share of:
Life of joint ventures with excess investment											40 years
Maximum \| The Mills acquisition
Our Share of:
Life of joint ventures with excess investment											40 years
Real Estate joint ventures
Assets:
Investment properties, at cost			14,607,291				$ 20,481,657				$ 14,607,291	$ 20,481,657
Less - accumulated depreciation			4,926,511				5,264,565				4,926,511	5,264,565
Investment properties at cost, net			9,680,780				15,217,092				9,680,780	15,217,092
Cash and cash equivalents			619,546				806,895				619,546	806,895
Tenant receivables and accrued revenue, net			252,774				359,208				252,774	359,208
Investment in unconsolidated entities, at equity			39,589				133,576				39,589	133,576
Deferred costs and other assets			438,399				526,101				438,399	526,101
Total assets			11,031,088				17,042,872				11,031,088	17,042,872
Liabilities and Partners' Deficit:
Mortgages and other indebtedness			11,584,863				15,582,321				11,584,863	15,582,321
Accounts payable, accrued expenses, intangibles, and deferred revenue			672,483				775,733				672,483	775,733
Other liabilities			447,132				981,711				447,132	981,711
Total liabilities			12,704,478				17,339,765				12,704,478	17,339,765
Preferred units			67,450				67,450				67,450	67,450
Partners' (deficit)			(1,740,840)				(364,343)				(1,740,840)	(364,343)
Total liabilities and equity			11,031,088				17,042,872				11,031,088	17,042,872
Our Share of:
Partners' deficit			(799,911)				(32,000)				(799,911)	(32,000)
Add: Excess Investment			2,184,133				714,515				2,184,133	714,515
Our net Investment in Unconsolidated Entities, at equity			1,384,222				682,515				1,384,222	682,515
Debt Maturity and Other
2013			1,286,591								1,286,591
2014			1,095,731								1,095,731
2015			2,029,553								2,029,553
2016			1,106,436								1,106,436
2017			1,367,851								1,367,851
Thereafter			4,693,145								4,693,145
Total principal maturities			11,579,307								11,579,307
Net unamortized debt premiums and discounts			5,556								5,556
Total mortgages and other indebtedness			$ 11,584,863				$ 15,582,321				$ 11,584,863	15,582,321
Interest rate, low end of range (as a percent)											0.48%
Interest rate, high end of range (as a percent)											9.35%
Weighted average interest rate (as a percent)			5.06%								5.06%
Revenue:
Minimum rent											$ 1,487,554	1,424,038	$ 1,365,466
Overage rent											176,609	140,822	125,239
Tenant reimbursements											691,564	660,354	655,144
Other income											171,698	150,949	181,210
Total revenue											2,527,425	2,376,163	2,327,059
Operating Expenses:
Property operating											477,338	460,235	446,358
Depreciation and amortization											506,820	485,794	482,836
Real estate taxes											178,739	167,608	174,617
Repairs and maintenance											65,163	64,271	63,185
Advertising and promotion											55,175	50,653	48,205
Provision for (recovery of) credit losses											1,824	4,496	(85)
Other											170,510	148,110	130,195
Total operating expenses											1,455,569	1,381,167	1,345,311
Operating Income											1,071,856	994,996	981,748
Interest expense											(599,400)	(593,408)	(589,769)
Loss from unconsolidated entities											(1,263)	(1,263)
Income from Continuing Operations											471,193	400,325	391,979
Loss from operations of discontinued joint venture interests											(20,311)	(57,961)	(60,470)
(Loss) Gain on disposal of discontinued operations, net											(5,354)	347,640	39,676
Net Income											445,528	690,004	371,185
Third-Party Investors' Share of Net Income											239,931	384,384	234,799
Our Share of Net Income											205,597	305,620	136,386
Amortization of Excess Investment											(83,400)	(50,562)	(48,329)
Our Share of Loss (Gain) on Sale or Disposal of Assets and Interests in Unconsolidated Entities, net											9,245	(173,820)	(20,305)
Our Share of Impairment Charge from Investments in Unconsolidated Entities, net													8,169
Income from Unconsolidated Entities											$ 131,442	$ 81,238	75,921
Real Estate joint ventures \| Maximum
Our Share of:
Life of joint ventures with excess investment											40 years
Real Estate joint ventures \| Italy
Operating Expenses:
Impairment charge from investments in unconsolidated entities													$ (8,200)

Indebtedness and Derivative Financial Instruments (Details) $ in Thousands			1 Months Ended	3 Months Ended		12 Months Ended
	Dec. 17, 2012 USD ($)	Mar. 13, 2012 USD ($)	Mar. 31, 2012 USD ($) property	Jun. 30, 2012 USD ($)	Mar. 31, 2012 USD ($)	Dec. 31, 2012 USD ($) item property	Jun. 01, 2012 USD ($)	Dec. 31, 2011 USD ($)	Nov. 01, 2011 USD ($)
Fixed-Rate Debt:
Fixed-rate mortgages and other indebtedness						$ 21,077,358		$ 16,207,375
Variable-Rate Debt:
Variable-rate mortgages and other indebtedness						2,035,649		2,239,065
Total Mortgages and Other Indebtedness						23,113,007		18,446,440
Secured Debt
Fixed-Rate Debt:
Fixed-rate mortgages and other indebtedness						7,677,204		5,566,600
Net premiums						$ 101,104		54,250
Weighted-average interest rate, fixed-rate debt (as a percent)						5.85%
Weighted average maturity period, fixed-rate debt						4 years 4 months 24 days
Variable-Rate Debt:
Variable-rate mortgages and other indebtedness						$ 442,152		1,286,401
Weighted average interest rate, variable-rate debt (as a percent)						2.57%
Weighted average maturity period, variable-rate debt						1 year 6 months
Total Mortgages and Other Indebtedness						$ 8,000,000		6,800,000
Number of non-recourse mortgage notes under which the Company and subsidiaries are borrowers \| item						78
Number of properties secured by non-recourse mortgage notes \| property						78
Number of cross-defaulted and cross-collateralized mortgage pools \| item						7
Total number of properties pledged as collateral for cross defaulted and cross collateralized mortgages \| property						27
Secured Debt \| Term loan
Variable-Rate Debt:
Amount of debt redeemed						$ 735,000
Secured Debt \| Mortgages
Variable-Rate Debt:
Amount of debt redeemed						$ 536,200
Debt instrument weighted average interest rate (as a percent)						3.95%
Number of unencumbered properties on repayment of debt \| property						19
Secured Debt \| Mortgages \| The Mills acquisition
Variable-Rate Debt:
Total Mortgages and Other Indebtedness			$ 2,600,000		$ 2,600,000
Number of properties encumbered by assumption of debt in acquisition \| property			9
Unsecured Debt \| Senior unsecured notes
Fixed-Rate Debt:
Fixed-rate mortgages and other indebtedness						$ 13,400,154		10,640,775
Weighted-average interest rate, fixed-rate debt (as a percent)						5.09%
Weighted average maturity period, fixed-rate debt						7 years 1 month 6 days
Net discount						$ 38,847		29,178
Variable-Rate Debt:
Total Mortgages and Other Indebtedness						13,400,000
Unsecured Debt \| Senior unsecured notes 2.15%
Variable-Rate Debt:
Debt issued		$ 600,000
Interest rate on debt (as a percent)		2.15%
Unsecured Debt \| Senior unsecured notes 3.375%
Variable-Rate Debt:
Debt issued		$ 600,000
Interest rate on debt (as a percent)		3.375%
Unsecured Debt \| Senior unsecured notes 4.75%
Variable-Rate Debt:
Debt issued		$ 550,000
Interest rate on debt (as a percent)		4.75%
Unsecured Debt \| Senior unsecured notes 1.50% due February 2018
Variable-Rate Debt:
Debt issued	$ 750,000
Interest rate on debt (as a percent)	1.50%
Unsecured Debt \| Senior unsecured notes 2.75% due February 2023
Variable-Rate Debt:
Debt issued	$ 500,000
Interest rate on debt (as a percent)	2.75%
Unsecured Debt \| Senior unsecured notes 5.75% to 6.88%
Variable-Rate Debt:
Amount of debt redeemed						$ 231,000
Interest rate, low end of range (as a percent)						5.75%
Interest rate, high end of range (as a percent)						6.88%
Unsecured Debt \| Term loan
Variable-Rate Debt:
Maximum borrowing capacity									$ 900,000
Debt issued					$ 160,000
Unsecured Debt \| Credit Facility and the Supplemental Facility
Variable-Rate Debt:
Credit facility, amount outstanding						$ 1,593,497		$ 952,664
Available borrowing capacity						$ 4,400,000
Number of credit facilities \| item						2
Maximum amount outstanding during period						$ 3,100,000
Credit facility, weighted average amount outstanding						1,900,000
Unsecured Debt \| Credit Facility
Variable-Rate Debt:
Credit facility, amount outstanding						1,300,000
Maximum borrowing capacity						4,000,000
Letters of credit outstanding						45,200
Optional expanded maximum borrowing capacity						$ 5,000,000
Reference rate						LIBOR
Interest added to reference rate (in basis points)						1.00%
Additional facility fee (as a percent)						0.15%
Multi-currency tranche						$ 2,000,000
Unsecured Debt \| Credit Facility \| Yen
Variable-Rate Debt:
Total Mortgages and Other Indebtedness				$ 285,000
Unsecured Debt \| Credit Facility \| Euro
Variable-Rate Debt:
Total Mortgages and Other Indebtedness						1,200,000
Unsecured Debt \| Supplemental Facility
Variable-Rate Debt:
Credit facility, amount outstanding						259,200
Maximum borrowing capacity						2,000,000	$ 2,000,000
Optional expanded maximum borrowing capacity						$ 2,500,000
Reference rate						LIBOR
Interest added to reference rate (in basis points)						1.00%
Additional facility fee (as a percent)						0.15%
Debt issued				$ 285,000

Indebtedness and Derivative Financial Instruments (Details 2) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Debt Maturity and Other
2013	$ 821,637
2014	2,337,975
2015	2,098,028
2016	5,642,023
2017	3,281,808
Thereafter	8,869,279
Total principal maturities	23,050,750
Net unamortized debt premiums	62,257
Total mortgages and other indebtedness	23,113,007	$ 18,446,440
Cash paid for interest	1,122,223	979,436	$ 1,015,989
Derivative financial instruments
Unamortized balance of benefits from treasury and interest rate hedge agreements	78,000	89,700
Amount expected to be reclassified from accumulated other comprehensive loss to earnings within the next year	13,200
Accumulated derivative losses from joint venture	400	14,000
Fair value of debt
Carrying value of fixed-rate mortgages and other indebtedness	21,000,000	15,900,000
Fair value of fixed-rate mortgages and other indebtedness	$ 23,373	$ 17,905
Weighted average discount rates assumed in calculation of fair value for fixed-rate mortgages (as a percent)	3.24%	3.60%
Interest rate swap
Derivative financial instruments
Interest rate derivative liability, fair value	$ 1,500	$ 10,000
Notional Amount	$ 483,700
Fixed rate swap agreements, weighted average fixed pay rate (as a percent)	2.52%
Fixed rate swap agreements, weighted average variable receive rate (as a percent)	0.58%
Interest rate cap
Derivative financial instruments
Notional Amount	$ 442,400

Rentals under Operating Leases (Details) $ in Thousands	12 Months Ended
Rentals under Operating Leases (Details) $ in Thousands	Dec. 31, 2012 USD ($)
Future minimum rentals to be received under noncancelable tenant operating leases
2013	$ 2,572,612
2014	2,363,435
2015	2,083,716
2016	1,810,189
2017	1,524,365
Thereafter	4,079,160
Future minimum rental receivables	$ 14,433,477
Percentage of future minimum rentals receivable attributable to leases with an affiliate of a limited partner in the Operating Partnership	0.60%

Equity (Details) $ / shares in Units, $ in Thousands	12 Months Ended
Equity (Details) $ / shares in Units, $ in Thousands	Dec. 31, 2012 USD ($) item $ / shares shares	Dec. 31, 2011 USD ($) shares
Redeemable preferred stock
Number of Series of Units Classified Into Temporary Equity \| item	1
Noncontrolling redeemable interests in properties \| $	$ 152,469	$ 242,408
Total preferred units, at liquidation value, and noncontrolling redeemable interests in properties \| $	$ 178,006	$ 267,945
7.5% Cumulative Redeemable Preferred Units
Redeemable preferred stock
Temporary equity stated dividend rate percentage	7.50%	7.50%
Temporary equity, shares authorized \| shares	260,000	260,000
Temporary equity, shares issued \| shares	255,373	255,373
Temporary equity, shares outstanding \| shares	255,373	255,373
Limited partners' preferred interest in the Operating Partnership \| $	$ 25,537	$ 25,537
Cumulative quarterly distributions on preferred units (in dollars per share) \| $ / shares	$ 7.50
Temporary equity redemption price (in dollars per share) \| $ / shares	100.00
Liquidation preference (in dollars per share) \| $ / shares	$ 100.00

Equity (Details 2) $ / shares in Units, $ in Millions			1 Months Ended		12 Months Ended
Equity (Details 2) $ / shares in Units, $ in Millions	Dec. 04, 2012 property shares	Sep. 25, 2012 shares	Jul. 31, 2012 shares	Mar. 31, 2012 USD ($) shares	Dec. 31, 2012 USD ($) item $ / shares shares	Dec. 31, 2011 USD ($) shares	Jul. 20, 2012 $ / shares	Mar. 14, 2012 $ / shares shares
Equity
Preferred units, outstanding					796,948	796,948
Operating Partnership redeemed units			2,000,000
Operating Partnership, redemption price per unit \| $ / shares							$ 124.00
Units issued in connection with the acquisition	205,335
Ownership interests acquired (as a percent)	50.00%
Number of properties in which additional interest is acquired \| property	2
Simon Property
Equity
Number of limited partners who received common stock \| item					31
The number of common stock shares issued in exchange for partnership units		5,873,620			921,676
Number of partnership units exchanged by the Melvin Simon Family Enterprises Trust		6,526,245
Shares of common stock issued in a public offering								9,137,500
Shares of common stock issued in a public offering, price (in dollars per share) \| $ / shares								$ 137.00
Proceeds from common stock issued in a public offering \| $				$ 1,200.0
Issuance of units related to Simon Property public offerings				9,137,500
Series J 8 3/8% Cumulative Redeemable Preferred Stock
Equity
Preferred stock stated dividend rate percentage					8.375%	8.375%
Redemption price of preferred stock (in dollars per share) \| $ / shares					$ 50.00
Premium received on preferred stock issued \| $					$ 7.5
Preferred stock unamortized premium \| $					$ 4.9	$ 5.2
Preferred units, authorized					1,000,000
Preferred units, issued					796,948
Preferred units, outstanding					796,948

Equity (Details 3)	1 Months Ended	3 Months Ended	12 Months Ended
Equity (Details 3)	Jul. 31, 2011 USD ($) shares	Mar. 31, 2012 item $ / shares shares	Dec. 31, 2012 USD ($) item $ / shares shares	Dec. 31, 2011 USD ($) item $ / shares shares	Dec. 31, 2010 USD ($) $ / shares shares	Mar. 16, 2010 item
Equity
Notes Receivable from Former CPI Stockholders			$ 15,300,000
Stock-based incentive plan awards
Compensation expense, net of capitalization			$ 31,800,000	$ 26,200,000	$ 21,500,000
Options
Exercised (in shares) \| shares			(712)
Exchange Rights
Limited partners units, exchange ratio \| item			1
Employee Options
Stock-based incentive plan awards
Vesting period			3 years
Expiration period			10 years
Options
Shares under option at the beginning of the period \| shares		2,279	2,279	326,999	505,682
Exercised (in shares) \| shares			(712)	(324,720)	(178,683)
Shares under option at the end of the period \| shares			1,567	2,279	326,999
Weighted Average Exercise Price Per Share
Shares under option at the beginning of the period (in dollars per share) \| $ / shares		$ 50.17	$ 50.17	$ 29.75	$ 28.88
Exercised (in dollars per share) \| $ / shares			50.17	29.61	23.03
Shares under option at the end of the period (in dollars per share) \| $ / shares			$ 50.17	$ 50.17	$ 29.75
Weighted average life of outstanding options			1 year 2 months 1 day
Restricted stock issued under 1998 Stock Incentive Plan
Stock-based incentive plan awards
Total number of shares awarded, net of forfeiture \| shares			5,340,313
Restricted stock awarded during the year, net of forfeitures \| shares			114,066	116,885	116,726
Weighted average fair value of shares granted during the year (in dollars per share) \| $ / shares			$ 146.70	$ 110.12	$ 85.17
Compensation expense			$ 14,001,000	$ 14,018,000	$ 16,839,000
Restricted stock issued under 1998 Stock Incentive Plan \| Minimum
Stock-based incentive plan awards
Vesting period			3 years
Restricted stock issued under 1998 Stock Incentive Plan \| Maximum
Stock-based incentive plan awards
Vesting period			4 years
Restricted stock issued under 1998 Stock Incentive Plan \| Automatic Awards for Eligible Directors
Stock-based incentive plan awards
Vesting period			1 year
Value of restricted shares awarded to directors on initial election			$ 82,500
Value of restricted shares awarded to director on re-election			82,500
Value of additional restricted shares awarded to director serving as the chairperson of the Audit and Compensation Committees			10,000
Value of additional restricted shares awarded to a director serving as chairperson of Governance and Nominating Committees			7,500
Value of additional restricted shares awarded to the Lead Director			$ 12,500
LTIP Retention Award to Chairman and CEO
Stock-based incentive plan awards
Service period	8 years
Aggregate grant date fair value	$ 120,300,000
Award of restricted stock to employees (in shares) \| shares	1,000,000
Vesting rights (as a percent)	33.00%
1998 Stock Incentive Plan
Stock-based incentive plan awards
Shares reserved for issuance \| shares			17,300,000
LTIP programs
Stock-based incentive plan awards
Post performance period service based vesting period			2 years
Number of programs approved \| item						3
Percent of distributions that participants are entitled to receive during performance period			10.00%
Vesting rights (as a percent)			50.00%
One-year 2010 LTIP Program
Stock-based incentive plan awards
Performance period			1 year
Aggregate grant date fair value			$ 7,200,000
Award of restricted stock to employees (in shares) \| shares				133,673
Vesting period (in installments) \| item				2
Two-year 2010 LTIP Program
Stock-based incentive plan awards
Post performance period service based vesting period			2 years
Performance period			2 years
Aggregate grant date fair value			$ 14,800,000
Vesting period (in installments) \| item		2
Units earned under LTIP program (in shares) \| shares		337,006
Three-year 2010 LTIP Program
Stock-based incentive plan awards
Post performance period service based vesting period			2 years
Performance period			3 years
Aggregate grant date fair value			$ 23,000,000
2011-2013 LTIP Program
Stock-based incentive plan awards
Post performance period service based vesting period			2 years
Performance period			3 years
Aggregate grant date fair value			$ 35,000,000
2012-2014 LTIP Program
Stock-based incentive plan awards
Post performance period service based vesting period			2 years
Performance period			3 years
Aggregate grant date fair value			$ 35,000,000

Commitments and Contingencies (Details) $ in Thousands	1 Months Ended	12 Months Ended
Commitments and Contingencies (Details) $ in Thousands	May 31, 2010 USD ($)	Dec. 31, 2012 USD ($) property	Dec. 31, 2011 USD ($)	Dec. 31, 2010 USD ($)
Commitments and Contingencies.
Insurance proceeds funded by insurers	$ 50,000
Minimum insurance coverage	50,000
Additional insurance proceeds	$ 150,000
Lease Commitments
Properties subject to ground leases \| property		28
Ground lease expense		$ 43,421	$ 42,284	$ 36,750
Future minimum lease payments due under ground leases
2013		26,950
2014		28,196
2015		28,921
2016		29,097
2017		29,106
Thereafter		889,307
Total		1,031,577
Insurance
Insurance coverage, acts of terrorism		1,000,000
Limited Life Partnerships
Approximate settlement values of noncontrolling interest		143,000	140,000
Joint venture mortgage and indebtedness
Guarantees of Joint Venture Indebtedness:
Loan guarantee		$ 84,900	$ 30,200

Commitments and Contingencies (Details 2)	12 Months Ended
Commitments and Contingencies (Details 2)	Dec. 31, 2012
Consolidated revenues \| Concentration of credit risk \| Maximum
Concentration of Credit Risk
Percentage of consolidated revenues from a single customer or tenant	5.00%

Related Party Transactions (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Related Party Transactions
Amounts charged to unconsolidated joint ventures	$ 119,534	$ 125,306	$ 118,905
Amounts charged to properties owned by related parties	4,416	4,353	4,308
Interest income from SPG-FCM and TMLP loans, net of inter-entity eliminations	2,000	9,800	9,900
Development royalty and other fees	$ 15,500	$ 12,300	$ 10,800

Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Quarterly Financial Data (Unaudited)
Total revenue	$ 1,344,431	$ 1,228,617	$ 1,188,066	$ 1,118,969	$ 1,171,337	$ 1,074,360	$ 1,040,861	$ 1,019,874	$ 4,880,084	$ 4,306,432	$ 3,957,630
Operating income	614,598	564,953	524,327	516,721	536,389	484,556	470,260	451,949	2,220,600	1,943,154	1,746,836
Consolidated net income	370,496	306,371	260,936	781,829	441,931	333,781	250,522	219,666	1,719,632	1,245,900	753,514
Net income attributable to unitholders	$ 367,091	$ 302,595	$ 257,768	$ 778,407	$ 437,937	$ 330,639	$ 247,271	$ 216,242	$ 1,705,860	$ 1,232,089	$ 733,945
Net income per unit - Basic (in dollars per share)	$ 1.01	$ 0.84	$ 0.71	$ 2.18	$ 1.24	$ 0.93	$ 0.70	$ 0.61	$ 4.72	$ 3.48	$ 2.10
Net income per unit - Diluted (in dollars per share)	$ 1.01	$ 0.84	$ 0.71	$ 2.18	$ 1.24	$ 0.93	$ 0.70	$ 0.61	$ 4.72	$ 3.48	$ 2.10
Weighted average units outstanding (in shares)	361,713,583	362,631,726	364,300,150	356,625,936	354,638,440	354,544,663	353,569,511	353,245,003	361,322,520	354,025,957	349,975,924
Diluted weighted average units outstanding (in shares)	361,714,637	362,632,796	364,301,192	356,627,046	354,649,075	354,567,135	353,604,093	353,455,294	361,323,592	354,095,365	350,250,384

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 225
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-Section S99
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
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-Name Regulation S-X (SX)
-Number 210
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
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-Name Emerging Issues Task Force (EITF)
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Reference 11: http://www.xbrl.org/2003/role/presentationRef
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-Name Regulation S-X (SX)
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-Section 04
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+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References + Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

- Definition

The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.

+ References + Details

- Definition

Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Topic 260
-SubTopic 10
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Weighted-Average Number of Common Shares Outstanding
-URI http://asc.fasb.org/extlink&oid=6528421

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

SCHEDULE III Real Estate and Accumulated Depreciation (Details) $ in Thousands	Dec. 31, 2012 USD ($)
Real Estate and Accumulated Depreciation
Encumbrances	$ 8,018,252
Initial Cost
Land	3,486,463
Buildings and Improvements	24,763,596
Costs Capitalized Subsequent to Acquisition
Land	250,419
Buildings and Improvements	5,423,899
Gross Amounts At Which Carried At Close of Period
Land	3,736,882
Buildings and Improvements	30,187,495
Total	33,924,377
Accumulated Depreciation	8,836,695
Other
Initial Cost
Land	2,614
Buildings and Improvements	9,343
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	908
Gross Amounts At Which Carried At Close of Period
Land	2,614
Buildings and Improvements	10,251
Total	12,865
Accumulated Depreciation	1,989
Anderson Mall, Anderson, SC \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	20,849
Initial Cost
Land	1,712
Buildings and Improvements	15,227
Costs Capitalized Subsequent to Acquisition
Land	851
Buildings and Improvements	20,545
Gross Amounts At Which Carried At Close of Period
Land	2,563
Buildings and Improvements	35,772
Total	38,335
Accumulated Depreciation	16,772
Arsenal Mall, Watertown (Boston), MA \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	560
Initial Cost
Land	14,714
Buildings and Improvements	47,680
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	9,483
Gross Amounts At Which Carried At Close of Period
Land	14,714
Buildings and Improvements	57,163
Total	71,877
Accumulated Depreciation	22,232
Bangor Mall, Bangor, ME \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	80,000
Initial Cost
Land	5,478
Buildings and Improvements	59,740
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	11,158
Gross Amounts At Which Carried At Close of Period
Land	5,478
Buildings and Improvements	70,898
Total	76,376
Accumulated Depreciation	27,294
Barton Creek Square, Austin, TX \| Malls
Initial Cost
Land	2,903
Buildings and Improvements	20,929
Costs Capitalized Subsequent to Acquisition
Land	7,983
Buildings and Improvements	64,481
Gross Amounts At Which Carried At Close of Period
Land	10,886
Buildings and Improvements	85,410
Total	96,296
Accumulated Depreciation	49,695
Battlefield Mall, Springfield, MO \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	125,000
Initial Cost
Land	3,919
Buildings and Improvements	27,231
Costs Capitalized Subsequent to Acquisition
Land	3,000
Buildings and Improvements	62,542
Gross Amounts At Which Carried At Close of Period
Land	6,919
Buildings and Improvements	89,773
Total	96,692
Accumulated Depreciation	57,633
Bay Park Square, Green Bay, WI \| Malls
Initial Cost
Land	6,358
Buildings and Improvements	25,623
Costs Capitalized Subsequent to Acquisition
Land	4,106
Buildings and Improvements	26,111
Gross Amounts At Which Carried At Close of Period
Land	10,464
Buildings and Improvements	51,734
Total	62,198
Accumulated Depreciation	24,863
Bowie Town Center, Bowie (Washington, D.C.), MD \| Malls
Initial Cost
Land	2,710
Buildings and Improvements	65,044
Costs Capitalized Subsequent to Acquisition
Land	235
Buildings and Improvements	7,170
Gross Amounts At Which Carried At Close of Period
Land	2,945
Buildings and Improvements	72,214
Total	75,159
Accumulated Depreciation	29,912
Boynton Beach Mall, Boynton Beach (Miami), FL \| Malls
Initial Cost
Land	22,240
Buildings and Improvements	78,804
Costs Capitalized Subsequent to Acquisition
Land	4,666
Buildings and Improvements	27,431
Gross Amounts At Which Carried At Close of Period
Land	26,906
Buildings and Improvements	106,235
Total	133,141
Accumulated Depreciation	48,423
Brea Mall, Brea (Los Angeles), CA \| Malls
Initial Cost
Land	39,500
Buildings and Improvements	209,202
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	27,131
Gross Amounts At Which Carried At Close of Period
Land	39,500
Buildings and Improvements	236,333
Total	275,833
Accumulated Depreciation	97,144
Broadway Square, Tyler, TX \| Malls
Initial Cost
Land	11,306
Buildings and Improvements	32,431
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	23,033
Gross Amounts At Which Carried At Close of Period
Land	11,306
Buildings and Improvements	55,464
Total	66,770
Accumulated Depreciation	27,424
Brunswick Square, East Brunswick (New York), NJ \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	78,189
Initial Cost
Land	8,436
Buildings and Improvements	55,838
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	32,327
Gross Amounts At Which Carried At Close of Period
Land	8,436
Buildings and Improvements	88,165
Total	96,601
Accumulated Depreciation	44,428
Burlington Mall, Burlington (Boston), MA \| Malls
Initial Cost
Land	46,600
Buildings and Improvements	303,618
Costs Capitalized Subsequent to Acquisition
Land	19,600
Buildings and Improvements	95,324
Gross Amounts At Which Carried At Close of Period
Land	66,200
Buildings and Improvements	398,942
Total	465,142
Accumulated Depreciation	147,321
Castleton Square, Indianapolis, IN \| Malls
Initial Cost
Land	26,250
Buildings and Improvements	98,287
Costs Capitalized Subsequent to Acquisition
Land	7,434
Buildings and Improvements	74,644
Gross Amounts At Which Carried At Close of Period
Land	33,684
Buildings and Improvements	172,931
Total	206,615
Accumulated Depreciation	76,170
Charlottesville Fashion Square, Charlottesville, VA \| Malls
Initial Cost
Buildings and Improvements	54,738
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	18,530
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	73,268
Total	73,268
Accumulated Depreciation	31,308
Chautauqua Mall, Lakewood, NY \| Malls
Initial Cost
Land	3,116
Buildings and Improvements	9,641
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	16,082
Gross Amounts At Which Carried At Close of Period
Land	3,116
Buildings and Improvements	25,723
Total	28,839
Accumulated Depreciation	13,469
Chesapeake Square, Chesapeake (Virginia Beach), VA \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	66,502
Initial Cost
Land	11,534
Buildings and Improvements	70,461
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	19,273
Gross Amounts At Which Carried At Close of Period
Land	11,534
Buildings and Improvements	89,734
Total	101,268
Accumulated Depreciation	49,251
Cielo Vista Mall, El Paso, TX \| Malls
Initial Cost
Land	1,005
Buildings and Improvements	15,262
Costs Capitalized Subsequent to Acquisition
Land	608
Buildings and Improvements	48,983
Gross Amounts At Which Carried At Close of Period
Land	1,613
Buildings and Improvements	64,245
Total	65,858
Accumulated Depreciation	36,779
College Mall, Bloomington, IN \| Malls
Initial Cost
Land	1,003
Buildings and Improvements	16,245
Costs Capitalized Subsequent to Acquisition
Land	720
Buildings and Improvements	43,966
Gross Amounts At Which Carried At Close of Period
Land	1,723
Buildings and Improvements	60,211
Total	61,934
Accumulated Depreciation	32,033
Columbia Center, Kennewick, WA \| Malls
Initial Cost
Land	17,441
Buildings and Improvements	66,580
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	25,705
Gross Amounts At Which Carried At Close of Period
Land	17,441
Buildings and Improvements	92,285
Total	109,726
Accumulated Depreciation	40,407
Copley Place, Boston, MA \| Malls
Initial Cost
Buildings and Improvements	378,045
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	100,167
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	478,212
Total	478,212
Accumulated Depreciation	150,522
Coral Square, Coral Springs (Miami), FL \| Malls
Initial Cost
Land	13,556
Buildings and Improvements	93,630
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	19,025
Gross Amounts At Which Carried At Close of Period
Land	13,556
Buildings and Improvements	112,655
Total	126,211
Accumulated Depreciation	64,184
Cordova Mall, Pensacola, FL \| Malls
Initial Cost
Land	18,626
Buildings and Improvements	73,091
Costs Capitalized Subsequent to Acquisition
Land	7,321
Buildings and Improvements	56,062
Gross Amounts At Which Carried At Close of Period
Land	25,947
Buildings and Improvements	129,153
Total	155,100
Accumulated Depreciation	45,228
Cottonwood Mall, Albuquerque, NM \| Malls
Initial Cost
Land	10,122
Buildings and Improvements	69,958
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	6,704
Gross Amounts At Which Carried At Close of Period
Land	10,122
Buildings and Improvements	76,662
Total	86,784
Accumulated Depreciation	39,731
Domain, The, Austin, TX \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	204,405
Initial Cost
Land	40,436
Buildings and Improvements	197,010
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	138,250
Gross Amounts At Which Carried At Close of Period
Land	40,436
Buildings and Improvements	335,260
Total	375,696
Accumulated Depreciation	66,311
Edison Mall, Fort Myers, FL \| Malls
Initial Cost
Land	11,529
Buildings and Improvements	107,350
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	31,240
Gross Amounts At Which Carried At Close of Period
Land	11,529
Buildings and Improvements	138,590
Total	150,119
Accumulated Depreciation	56,765
Empire Mall, Sioux Falls, SD \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	176,300
Initial Cost
Land	35,998
Buildings and Improvements	192,186
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,454
Gross Amounts At Which Carried At Close of Period
Land	35,998
Buildings and Improvements	195,640
Total	231,638
Accumulated Depreciation	7,443
Fashion Mall at Keystone, The, Indianapolis, IN \| Malls
Initial Cost
Buildings and Improvements	120,579
Costs Capitalized Subsequent to Acquisition
Land	29,145
Buildings and Improvements	80,161
Gross Amounts At Which Carried At Close of Period
Land	29,145
Buildings and Improvements	200,740
Total	229,885
Accumulated Depreciation	73,035
Firewheel Town Center, Garland (Dallas), TX \| Malls
Initial Cost
Land	8,485
Buildings and Improvements	82,716
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	28,814
Gross Amounts At Which Carried At Close of Period
Land	8,485
Buildings and Improvements	111,530
Total	120,015
Accumulated Depreciation	34,470
Forest Mall, Fond Du Lac, WI \| Malls
Initial Cost
Land	721
Buildings and Improvements	4,491
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	8,864
Gross Amounts At Which Carried At Close of Period
Land	721
Buildings and Improvements	13,355
Total	14,076
Accumulated Depreciation	8,885
Forum Shops at Caesars, The, Las Vegas, NV \| Malls
Initial Cost
Buildings and Improvements	276,567
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	219,010
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	495,577
Total	495,577
Accumulated Depreciation	174,529
Great Lakes Mall, Mentor (Cleveland), OH \| Malls
Initial Cost
Land	12,302
Buildings and Improvements	100,362
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	22,491
Gross Amounts At Which Carried At Close of Period
Land	12,302
Buildings and Improvements	122,853
Total	135,155
Accumulated Depreciation	54,179
Greenwood Park Mall, Greenwood (Indianapolis), IN \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	77,549
Initial Cost
Land	2,423
Buildings and Improvements	23,445
Costs Capitalized Subsequent to Acquisition
Land	5,253
Buildings and Improvements	115,808
Gross Amounts At Which Carried At Close of Period
Land	7,676
Buildings and Improvements	139,253
Total	146,929
Accumulated Depreciation	59,907
Gulf View Square, Port Richey (Tampa), FL \| Malls
Initial Cost
Land	13,690
Buildings and Improvements	39,991
Costs Capitalized Subsequent to Acquisition
Land	1,688
Buildings and Improvements	17,882
Gross Amounts At Which Carried At Close of Period
Land	15,378
Buildings and Improvements	57,873
Total	73,251
Accumulated Depreciation	28,468
Haywood Mall, Greenville, SC \| Malls
Initial Cost
Land	11,585
Buildings and Improvements	133,893
Costs Capitalized Subsequent to Acquisition
Land	6
Buildings and Improvements	21,633
Gross Amounts At Which Carried At Close of Period
Land	11,591
Buildings and Improvements	155,526
Total	167,117
Accumulated Depreciation	78,018
Independence Center, Independence (Kansas City), MO \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	200,000
Initial Cost
Land	5,042
Buildings and Improvements	45,798
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	34,528
Gross Amounts At Which Carried At Close of Period
Land	5,042
Buildings and Improvements	80,326
Total	85,368
Accumulated Depreciation	38,595
Ingram Park Mall, San Antonio, TX \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	142,009
Initial Cost
Land	733
Buildings and Improvements	17,163
Costs Capitalized Subsequent to Acquisition
Land	73
Buildings and Improvements	22,993
Gross Amounts At Which Carried At Close of Period
Land	806
Buildings and Improvements	40,156
Total	40,962
Accumulated Depreciation	25,147
Irving Mall, Irving (Dallas), TX \| Malls
Initial Cost
Land	6,737
Buildings and Improvements	17,479
Costs Capitalized Subsequent to Acquisition
Land	2,533
Buildings and Improvements	39,951
Gross Amounts At Which Carried At Close of Period
Land	9,270
Buildings and Improvements	57,430
Total	66,700
Accumulated Depreciation	35,859
Jefferson Valley Mall, Yorktown Heights (New York), NY \| Malls
Initial Cost
Land	4,868
Buildings and Improvements	30,304
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	26,948
Gross Amounts At Which Carried At Close of Period
Land	4,868
Buildings and Improvements	57,252
Total	62,120
Accumulated Depreciation	34,350
King of Prussia - The Court & The Plaza, King of Prussia (Philadelphia), PA \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	137,022
Initial Cost
Land	175,063
Buildings and Improvements	1,128,200
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	38,109
Gross Amounts At Which Carried At Close of Period
Land	175,063
Buildings and Improvements	1,166,309
Total	1,341,372
Accumulated Depreciation	57,957
Knoxville Center, Knoxville, TN \| Malls
Initial Cost
Land	5,006
Buildings and Improvements	21,617
Costs Capitalized Subsequent to Acquisition
Land	3,712
Buildings and Improvements	32,740
Gross Amounts At Which Carried At Close of Period
Land	8,718
Buildings and Improvements	54,357
Total	63,075
Accumulated Depreciation	33,102
La Plaza Mall, McAllen, TX \| Malls
Initial Cost
Land	1,375
Buildings and Improvements	9,828
Costs Capitalized Subsequent to Acquisition
Land	6,569
Buildings and Improvements	49,809
Gross Amounts At Which Carried At Close of Period
Land	7,944
Buildings and Improvements	59,637
Total	67,581
Accumulated Depreciation	27,555
Laguna Hills Mall, Laguna Hills (Los Angeles), CA \| Malls
Initial Cost
Land	27,928
Buildings and Improvements	55,446
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	14,865
Gross Amounts At Which Carried At Close of Period
Land	27,928
Buildings and Improvements	70,311
Total	98,239
Accumulated Depreciation	30,324
Lakeline Mall, Cedar Park (Austin), TX \| Malls
Initial Cost
Land	10,088
Buildings and Improvements	81,568
Costs Capitalized Subsequent to Acquisition
Land	14
Buildings and Improvements	16,465
Gross Amounts At Which Carried At Close of Period
Land	10,102
Buildings and Improvements	98,033
Total	108,135
Accumulated Depreciation	45,620
Lenox Square, Atlanta, GA \| Malls
Initial Cost
Land	38,058
Buildings and Improvements	492,411
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	70,361
Gross Amounts At Which Carried At Close of Period
Land	38,058
Buildings and Improvements	562,772
Total	600,830
Accumulated Depreciation	223,056
Lima Mall, Lima, OH \| Malls
Initial Cost
Land	7,659
Buildings and Improvements	35,338
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	13,126
Gross Amounts At Which Carried At Close of Period
Land	7,659
Buildings and Improvements	48,464
Total	56,123
Accumulated Depreciation	24,387
Lincolnwood Town Center, Lincolnwood (Chicago), IL \| Malls
Initial Cost
Land	7,834
Buildings and Improvements	63,480
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	7,609
Gross Amounts At Which Carried At Close of Period
Land	7,834
Buildings and Improvements	71,089
Total	78,923
Accumulated Depreciation	42,987
Lindale Mall, Cedar Rapids, IA \| Malls
Initial Cost
Land	14,106
Buildings and Improvements	58,286
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,213
Gross Amounts At Which Carried At Close of Period
Land	14,106
Buildings and Improvements	59,499
Total	73,605
Accumulated Depreciation	3,091
Livingston Mall, Livingston (New York), NJ \| Malls
Initial Cost
Land	22,214
Buildings and Improvements	105,250
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	43,362
Gross Amounts At Which Carried At Close of Period
Land	22,214
Buildings and Improvements	148,612
Total	170,826
Accumulated Depreciation	55,154
Longview Mall, Longview, TX \| Malls
Initial Cost
Land	259
Buildings and Improvements	3,567
Costs Capitalized Subsequent to Acquisition
Land	124
Buildings and Improvements	8,762
Gross Amounts At Which Carried At Close of Period
Land	383
Buildings and Improvements	12,329
Total	12,712
Accumulated Depreciation	7,001
Mall at Chestnut Hill, The, Chestnut Hill (Boston), MA \| Malls
Initial Cost
Land	449
Buildings and Improvements	25,102
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	5,774
Gross Amounts At Which Carried At Close of Period
Land	449
Buildings and Improvements	30,876
Total	31,325
Accumulated Depreciation	4,400
Mall of Georgia, Buford (Atlanta), GA \| Malls
Initial Cost
Land	47,492
Buildings and Improvements	326,633
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	6,563
Gross Amounts At Which Carried At Close of Period
Land	47,492
Buildings and Improvements	333,196
Total	380,688
Accumulated Depreciation	114,566
Maplewood Mall, St. Paul (Minneapolis), MN \| Malls
Initial Cost
Land	17,119
Buildings and Improvements	80,758
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	23,994
Gross Amounts At Which Carried At Close of Period
Land	17,119
Buildings and Improvements	104,752
Total	121,871
Accumulated Depreciation	34,363
Markland Mall, Kokomo, IN \| Malls
Initial Cost
Buildings and Improvements	7,568
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	16,355
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	23,923
Total	23,923
Accumulated Depreciation	12,193
McCain Mall, N. Little Rock, AR \| Malls
Initial Cost
Buildings and Improvements	9,515
Costs Capitalized Subsequent to Acquisition
Land	10,530
Buildings and Improvements	24,179
Gross Amounts At Which Carried At Close of Period
Land	10,530
Buildings and Improvements	33,694
Total	44,224
Accumulated Depreciation	7,931
Melbourne Square, Melbourne, FL \| Malls
Initial Cost
Land	15,762
Buildings and Improvements	55,891
Costs Capitalized Subsequent to Acquisition
Land	4,160
Buildings and Improvements	28,565
Gross Amounts At Which Carried At Close of Period
Land	19,922
Buildings and Improvements	84,456
Total	104,378
Accumulated Depreciation	36,439
Menlo Park Mall, Edison (New York), NJ \| Malls
Initial Cost
Land	65,684
Buildings and Improvements	223,252
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	42,010
Gross Amounts At Which Carried At Close of Period
Land	65,684
Buildings and Improvements	265,262
Total	330,946
Accumulated Depreciation	118,948
Mesa Mall, Grand Junction, CO \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	87,250
Initial Cost
Land	12,784
Buildings and Improvements	80,639
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	479
Gross Amounts At Which Carried At Close of Period
Land	12,784
Buildings and Improvements	81,118
Total	93,902
Accumulated Depreciation	4,330
Midland Park Mall, Midland, TX \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	84,664
Initial Cost
Land	687
Buildings and Improvements	9,213
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	23,098
Gross Amounts At Which Carried At Close of Period
Land	687
Buildings and Improvements	32,311
Total	32,998
Accumulated Depreciation	17,344
Miller Hill Mall, Duluth, MN \| Malls
Initial Cost
Land	2,965
Buildings and Improvements	18,092
Costs Capitalized Subsequent to Acquisition
Land	1,811
Buildings and Improvements	30,560
Gross Amounts At Which Carried At Close of Period
Land	4,776
Buildings and Improvements	48,652
Total	53,428
Accumulated Depreciation	34,316
Montgomery Mall, North Wales (Philadelphia), PA \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	82,303
Initial Cost
Land	27,105
Buildings and Improvements	86,915
Costs Capitalized Subsequent to Acquisition
Land	2,279
Buildings and Improvements	38,443
Gross Amounts At Which Carried At Close of Period
Land	29,384
Buildings and Improvements	125,358
Total	154,742
Accumulated Depreciation	40,300
Muncie Mall, Muncie, IN \| Malls
Initial Cost
Land	172
Buildings and Improvements	5,776
Costs Capitalized Subsequent to Acquisition
Land	52
Buildings and Improvements	27,587
Gross Amounts At Which Carried At Close of Period
Land	224
Buildings and Improvements	33,363
Total	33,587
Accumulated Depreciation	19,415
North East Mall, Hurst (Dallas), TX \| Malls
Initial Cost
Land	128
Buildings and Improvements	12,966
Costs Capitalized Subsequent to Acquisition
Land	19,010
Buildings and Improvements	150,838
Gross Amounts At Which Carried At Close of Period
Land	19,138
Buildings and Improvements	163,804
Total	182,942
Accumulated Depreciation	81,628
Northfield Square, Bourbonnais, IL \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	25,894
Initial Cost
Land	362
Buildings and Improvements	53,396
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,362
Gross Amounts At Which Carried At Close of Period
Land	362
Buildings and Improvements	56,758
Total	57,120
Accumulated Depreciation	37,771
Northgate Mall, Seattle, WA \| Malls
Initial Cost
Land	24,369
Buildings and Improvements	115,992
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	96,300
Gross Amounts At Which Carried At Close of Period
Land	24,369
Buildings and Improvements	212,292
Total	236,661
Accumulated Depreciation	82,221
Northlake Mall, Atlanta, GA \| Malls
Initial Cost
Land	33,400
Buildings and Improvements	98,035
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,694
Gross Amounts At Which Carried At Close of Period
Land	33,400
Buildings and Improvements	101,729
Total	135,129
Accumulated Depreciation	67,719
Northwoods Mall, Peoria, IL \| Malls
Initial Cost
Land	1,185
Buildings and Improvements	12,779
Costs Capitalized Subsequent to Acquisition
Land	2,164
Buildings and Improvements	38,570
Gross Amounts At Which Carried At Close of Period
Land	3,349
Buildings and Improvements	51,349
Total	54,698
Accumulated Depreciation	31,587
Oak Court Mall, Memphis, TN \| Malls
Initial Cost
Land	15,673
Buildings and Improvements	57,304
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	9,622
Gross Amounts At Which Carried At Close of Period
Land	15,673
Buildings and Improvements	66,926
Total	82,599
Accumulated Depreciation	33,577
Ocean County Mall, Toms River (New York), NJ \| Malls
Initial Cost
Land	20,404
Buildings and Improvements	124,945
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	29,219
Gross Amounts At Which Carried At Close of Period
Land	20,404
Buildings and Improvements	154,164
Total	174,568
Accumulated Depreciation	62,088
Orange Park Mall, Orange Park (Jacksonville), FL \| Malls
Initial Cost
Land	12,998
Buildings and Improvements	65,121
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	41,605
Gross Amounts At Which Carried At Close of Period
Land	12,998
Buildings and Improvements	106,726
Total	119,724
Accumulated Depreciation	51,597
Orland Square, Orland Park (Chicago), IL \| Malls
Initial Cost
Land	35,514
Buildings and Improvements	129,906
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	42,165
Gross Amounts At Which Carried At Close of Period
Land	35,514
Buildings and Improvements	172,071
Total	207,585
Accumulated Depreciation	71,335
Oxford Valley Mall, Langhorne (Philadelphia), PA \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	68,870
Initial Cost
Land	24,544
Buildings and Improvements	100,287
Costs Capitalized Subsequent to Acquisition
Land	2,279
Buildings and Improvements	10,622
Gross Amounts At Which Carried At Close of Period
Land	26,823
Buildings and Improvements	110,909
Total	137,732
Accumulated Depreciation	62,695
Paddock Mall, Ocala, FL \| Malls
Initial Cost
Land	11,198
Buildings and Improvements	39,727
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	21,179
Gross Amounts At Which Carried At Close of Period
Land	11,198
Buildings and Improvements	60,906
Total	72,104
Accumulated Depreciation	24,616
Penn Square Mall, Oklahoma City, OK \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	96,422
Initial Cost
Land	2,043
Buildings and Improvements	155,958
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	36,779
Gross Amounts At Which Carried At Close of Period
Land	2,043
Buildings and Improvements	192,737
Total	194,780
Accumulated Depreciation	82,924
Pheasant Lane Mall, Nashua, NH \| Malls
Initial Cost
Land	3,902
Buildings and Improvements	155,068
Costs Capitalized Subsequent to Acquisition
Land	550
Buildings and Improvements	43,692
Gross Amounts At Which Carried At Close of Period
Land	4,452
Buildings and Improvements	198,760
Total	203,212
Accumulated Depreciation	68,554
Phipps Plaza, Atlanta, GA \| Malls
Initial Cost
Land	16,725
Buildings and Improvements	210,610
Costs Capitalized Subsequent to Acquisition
Land	2,225
Buildings and Improvements	37,651
Gross Amounts At Which Carried At Close of Period
Land	18,950
Buildings and Improvements	248,261
Total	267,211
Accumulated Depreciation	99,917
Plaza Carolina, Carolina (San Juan), PR \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	180,271
Initial Cost
Land	15,493
Buildings and Improvements	279,560
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	47,922
Gross Amounts At Which Carried At Close of Period
Land	15,493
Buildings and Improvements	327,482
Total	342,975
Accumulated Depreciation	87,560
Port Charlotte Town Center, Port Charlotte, FL \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	47,074
Initial Cost
Land	5,471
Buildings and Improvements	58,570
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	15,535
Gross Amounts At Which Carried At Close of Period
Land	5,471
Buildings and Improvements	74,105
Total	79,576
Accumulated Depreciation	37,559
Prien Lake Mall, Lake Charles, LA \| Malls
Initial Cost
Land	1,842
Buildings and Improvements	2,813
Costs Capitalized Subsequent to Acquisition
Land	3,053
Buildings and Improvements	40,794
Gross Amounts At Which Carried At Close of Period
Land	4,895
Buildings and Improvements	43,607
Total	48,502
Accumulated Depreciation	23,019
Richmond Town Square, Richmond Heights (Cleveland), OH \| Malls
Initial Cost
Land	2,600
Buildings and Improvements	12,112
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	55,979
Gross Amounts At Which Carried At Close of Period
Land	2,600
Buildings and Improvements	68,091
Total	70,691
Accumulated Depreciation	49,129
River Oaks Center, Calumet City (Chicago), IL \| Malls
Initial Cost
Land	30,560
Buildings and Improvements	101,224
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	12,187
Gross Amounts At Which Carried At Close of Period
Land	30,560
Buildings and Improvements	113,411
Total	143,971
Accumulated Depreciation	52,256
Rockaway Townsquare, Rockaway (New York), NJ \| Malls
Initial Cost
Land	41,918
Buildings and Improvements	212,257
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	39,672
Gross Amounts At Which Carried At Close of Period
Land	41,918
Buildings and Improvements	251,929
Total	293,847
Accumulated Depreciation	97,163
Rolling Oaks Mall, San Antonio, TX \| Malls
Initial Cost
Land	1,929
Buildings and Improvements	38,609
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	13,768
Gross Amounts At Which Carried At Close of Period
Land	1,929
Buildings and Improvements	52,377
Total	54,306
Accumulated Depreciation	30,420
Roosevelt Field, Garden City (New York), NY \| Malls
Initial Cost
Land	163,160
Buildings and Improvements	702,008
Costs Capitalized Subsequent to Acquisition
Land	48
Buildings and Improvements	48,594
Gross Amounts At Which Carried At Close of Period
Land	163,208
Buildings and Improvements	750,602
Total	913,810
Accumulated Depreciation	300,608
Ross Park Mall, Pittsburgh, PA \| Malls
Initial Cost
Land	23,541
Buildings and Improvements	90,203
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	85,760
Gross Amounts At Which Carried At Close of Period
Land	23,541
Buildings and Improvements	175,963
Total	199,504
Accumulated Depreciation	80,243
Rushmore Mall, Rapid City, SD \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	94,000
Initial Cost
Land	18,839
Buildings and Improvements	67,364
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	662
Gross Amounts At Which Carried At Close of Period
Land	18,839
Buildings and Improvements	68,026
Total	86,865
Accumulated Depreciation	4,410
Santa Rosa Plaza, Santa Rosa, CA \| Malls
Initial Cost
Land	10,400
Buildings and Improvements	87,864
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	24,670
Gross Amounts At Which Carried At Close of Period
Land	10,400
Buildings and Improvements	112,534
Total	122,934
Accumulated Depreciation	42,272
Shops at Riverside, The, Hackensack (New York), NJ \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	130,000
Initial Cost
Land	13,521
Buildings and Improvements	238,746
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,629
Gross Amounts At Which Carried At Close of Period
Land	13,521
Buildings and Improvements	241,375
Total	254,896
Accumulated Depreciation	7,283
South Hills Village, Pittsburgh, PA \| Malls
Initial Cost
Land	23,445
Buildings and Improvements	125,840
Costs Capitalized Subsequent to Acquisition
Land	1,472
Buildings and Improvements	43,463
Gross Amounts At Which Carried At Close of Period
Land	24,917
Buildings and Improvements	169,303
Total	194,220
Accumulated Depreciation	63,938
South Shore Plaza, Braintree (Boston), MA \| Malls
Initial Cost
Land	101,200
Buildings and Improvements	301,495
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	156,347
Gross Amounts At Which Carried At Close of Period
Land	101,200
Buildings and Improvements	457,842
Total	559,042
Accumulated Depreciation	148,427
Southdale Center, Edina (Minneapolis), MN \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	152,834
Initial Cost
Land	43,154
Buildings and Improvements	184,967
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	28,426
Gross Amounts At Which Carried At Close of Period
Land	43,154
Buildings and Improvements	213,393
Total	256,547
Accumulated Depreciation	5,976
Southern Hills Mall, Sioux City, IA \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	101,500
Initial Cost
Land	15,025
Buildings and Improvements	75,984
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	483
Gross Amounts At Which Carried At Close of Period
Land	15,025
Buildings and Improvements	76,467
Total	91,492
Accumulated Depreciation	4,204
Southern Park Mall, Youngstown, OH \| Malls
Initial Cost
Land	16,982
Buildings and Improvements	77,767
Costs Capitalized Subsequent to Acquisition
Land	97
Buildings and Improvements	26,514
Gross Amounts At Which Carried At Close of Period
Land	17,079
Buildings and Improvements	104,281
Total	121,360
Accumulated Depreciation	49,986
SouthPark, Charlotte, NC \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	191,933
Initial Cost
Land	42,092
Buildings and Improvements	188,055
Costs Capitalized Subsequent to Acquisition
Land	100
Buildings and Improvements	169,654
Gross Amounts At Which Carried At Close of Period
Land	42,192
Buildings and Improvements	357,709
Total	399,901
Accumulated Depreciation	131,496
Southridge Mall, Greendale (Milwaukee), WI \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	124,000
Initial Cost
Land	12,284
Buildings and Improvements	129,411
Costs Capitalized Subsequent to Acquisition
Land	2,389
Buildings and Improvements	14,879
Gross Amounts At Which Carried At Close of Period
Land	14,673
Buildings and Improvements	144,290
Total	158,963
Accumulated Depreciation	5,067
St. Charles Towne Center, Waldorf (Washington, D.C.), MD \| Malls
Initial Cost
Land	7,710
Buildings and Improvements	52,934
Costs Capitalized Subsequent to Acquisition
Land	1,180
Buildings and Improvements	30,482
Gross Amounts At Which Carried At Close of Period
Land	8,890
Buildings and Improvements	83,416
Total	92,306
Accumulated Depreciation	44,345
Stanford Shopping Center, Palo Alto (San Francisco), CA \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	240,000
Initial Cost
Buildings and Improvements	339,537
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	14,593
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	354,130
Total	354,130
Accumulated Depreciation	100,075
Summit Mall, Akron, OH \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	65,000
Initial Cost
Land	15,374
Buildings and Improvements	51,137
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	45,290
Gross Amounts At Which Carried At Close of Period
Land	15,374
Buildings and Improvements	96,427
Total	111,801
Accumulated Depreciation	40,458
Sunland Park Mall, El Paso, TX \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	29,626
Initial Cost
Land	2,896
Buildings and Improvements	28,900
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	9,462
Gross Amounts At Which Carried At Close of Period
Land	2,896
Buildings and Improvements	38,362
Total	41,258
Accumulated Depreciation	24,744
Tacoma Mall, Tacoma (Seattle), WA \| Malls
Initial Cost
Land	37,803
Buildings and Improvements	125,826
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	83,980
Gross Amounts At Which Carried At Close of Period
Land	37,803
Buildings and Improvements	209,806
Total	247,609
Accumulated Depreciation	84,581
Tippecanoe Mall, Lafayette, IN \| Malls
Initial Cost
Land	2,897
Buildings and Improvements	8,439
Costs Capitalized Subsequent to Acquisition
Land	5,517
Buildings and Improvements	46,612
Gross Amounts At Which Carried At Close of Period
Land	8,414
Buildings and Improvements	55,051
Total	63,465
Accumulated Depreciation	36,266
Town Center at Aurora, Aurora (Denver), CO \| Malls
Initial Cost
Land	9,959
Buildings and Improvements	56,832
Costs Capitalized Subsequent to Acquisition
Land	6
Buildings and Improvements	57,375
Gross Amounts At Which Carried At Close of Period
Land	9,965
Buildings and Improvements	114,207
Total	124,172
Accumulated Depreciation	54,298
Town Center at Boca Raton, Boca Raton (Miami), FL \| Malls
Initial Cost
Land	64,200
Buildings and Improvements	307,317
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	163,508
Gross Amounts At Which Carried At Close of Period
Land	64,200
Buildings and Improvements	470,825
Total	535,025
Accumulated Depreciation	183,348
Town Center at Cobb, Kennesaw (Atlanta), GA \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	200,000
Initial Cost
Land	32,355
Buildings and Improvements	158,225
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	17,561
Gross Amounts At Which Carried At Close of Period
Land	32,355
Buildings and Improvements	175,786
Total	208,141
Accumulated Depreciation	72,445
Towne East Square, Wichita, KS \| Malls
Initial Cost
Land	8,525
Buildings and Improvements	18,479
Costs Capitalized Subsequent to Acquisition
Land	4,108
Buildings and Improvements	43,045
Gross Amounts At Which Carried At Close of Period
Land	12,633
Buildings and Improvements	61,524
Total	74,157
Accumulated Depreciation	36,939
Towne West Square, Wichita, KS \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	49,998
Initial Cost
Land	972
Buildings and Improvements	21,203
Costs Capitalized Subsequent to Acquisition
Land	61
Buildings and Improvements	13,061
Gross Amounts At Which Carried At Close of Period
Land	1,033
Buildings and Improvements	34,264
Total	35,297
Accumulated Depreciation	22,329
Treasure Coast Square, Jensen Beach, FL \| Malls
Initial Cost
Land	11,124
Buildings and Improvements	72,990
Costs Capitalized Subsequent to Acquisition
Land	3,067
Buildings and Improvements	37,072
Gross Amounts At Which Carried At Close of Period
Land	14,191
Buildings and Improvements	110,062
Total	124,253
Accumulated Depreciation	51,005
Tyrone Square, St. Petersburg (Tampa), FL \| Malls
Initial Cost
Land	15,638
Buildings and Improvements	120,962
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	32,185
Gross Amounts At Which Carried At Close of Period
Land	15,638
Buildings and Improvements	153,147
Total	168,785
Accumulated Depreciation	70,132
University Park Mall, Mishawaka, IN \| Malls
Initial Cost
Land	16,768
Buildings and Improvements	112,158
Costs Capitalized Subsequent to Acquisition
Land	7,000
Buildings and Improvements	53,686
Gross Amounts At Which Carried At Close of Period
Land	23,768
Buildings and Improvements	165,844
Total	189,612
Accumulated Depreciation	118,204
Upper Valley Mall, Springfield, OH \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	44,060
Initial Cost
Land	8,421
Buildings and Improvements	38,745
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	10,746
Gross Amounts At Which Carried At Close of Period
Land	8,421
Buildings and Improvements	49,491
Total	57,912
Accumulated Depreciation	23,549
Valle Vista Mall, Harlingen, TX \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	40,000
Initial Cost
Land	1,398
Buildings and Improvements	17,159
Costs Capitalized Subsequent to Acquisition
Land	329
Buildings and Improvements	20,701
Gross Amounts At Which Carried At Close of Period
Land	1,727
Buildings and Improvements	37,860
Total	39,587
Accumulated Depreciation	22,531
Virginia Center Commons, Glen Allen, VA \| Malls
Initial Cost
Land	9,764
Buildings and Improvements	50,547
Costs Capitalized Subsequent to Acquisition
Land	4,149
Buildings and Improvements	14,528
Gross Amounts At Which Carried At Close of Period
Land	13,913
Buildings and Improvements	65,075
Total	78,988
Accumulated Depreciation	27,445
Walt Whitman Shops, Huntington Station (New York), NY \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	118,262
Initial Cost
Land	51,700
Buildings and Improvements	111,258
Costs Capitalized Subsequent to Acquisition
Land	3,789
Buildings and Improvements	74,283
Gross Amounts At Which Carried At Close of Period
Land	55,489
Buildings and Improvements	185,541
Total	241,030
Accumulated Depreciation	74,742
Washington Square, Indianapolis, IN \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	25,749
Initial Cost
Land	6,319
Buildings and Improvements	36,495
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	11,673
Gross Amounts At Which Carried At Close of Period
Land	6,319
Buildings and Improvements	48,168
Total	54,487
Accumulated Depreciation	45,266
West Ridge Mall, Topeka, KS \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	65,778
Initial Cost
Land	5,453
Buildings and Improvements	34,132
Costs Capitalized Subsequent to Acquisition
Land	1,168
Buildings and Improvements	23,810
Gross Amounts At Which Carried At Close of Period
Land	6,621
Buildings and Improvements	57,942
Total	64,563
Accumulated Depreciation	31,382
Westminster Mall, Westminster (Los Angeles), CA \| Malls
Initial Cost
Land	43,464
Buildings and Improvements	84,709
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	34,387
Gross Amounts At Which Carried At Close of Period
Land	43,464
Buildings and Improvements	119,096
Total	162,560
Accumulated Depreciation	47,449
White Oaks Mall, Springfield, IL \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	50,000
Initial Cost
Land	3,024
Buildings and Improvements	35,692
Costs Capitalized Subsequent to Acquisition
Land	2,102
Buildings and Improvements	54,921
Gross Amounts At Which Carried At Close of Period
Land	5,126
Buildings and Improvements	90,613
Total	95,739
Accumulated Depreciation	35,220
Wolfchase Galleria, Memphis, TN \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	225,000
Initial Cost
Land	15,881
Buildings and Improvements	128,276
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	11,197
Gross Amounts At Which Carried At Close of Period
Land	15,881
Buildings and Improvements	139,473
Total	155,354
Accumulated Depreciation	64,214
Woodland Hills Mall, Tulsa, OK \| Malls
Real Estate and Accumulated Depreciation
Encumbrances	94,036
Initial Cost
Land	34,211
Buildings and Improvements	187,123
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	15,645
Gross Amounts At Which Carried At Close of Period
Land	34,211
Buildings and Improvements	202,768
Total	236,979
Accumulated Depreciation	83,941
Albertville Premium Outlets, Albertville (Minneapolis), MN \| Premium Outlets
Initial Cost
Land	3,900
Buildings and Improvements	97,059
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	4,771
Gross Amounts At Which Carried At Close of Period
Land	3,900
Buildings and Improvements	101,830
Total	105,730
Accumulated Depreciation	33,371
Allen Premium Outlets, Allen (Dallas), TX \| Premium Outlets
Initial Cost
Land	13,855
Buildings and Improvements	43,687
Costs Capitalized Subsequent to Acquisition
Land	97
Buildings and Improvements	13,640
Gross Amounts At Which Carried At Close of Period
Land	13,952
Buildings and Improvements	57,327
Total	71,279
Accumulated Depreciation	20,626
Aurora Farms Premium Outlets, Aurora (Cleveland), OH \| Premium Outlets
Initial Cost
Land	2,370
Buildings and Improvements	24,326
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,801
Gross Amounts At Which Carried At Close of Period
Land	2,370
Buildings and Improvements	28,127
Total	30,497
Accumulated Depreciation	16,611
Birch Run Premium Outlets, Birch Run (Detroit), MI \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	105,967
Initial Cost
Land	11,560
Buildings and Improvements	77,856
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,185
Gross Amounts At Which Carried At Close of Period
Land	11,560
Buildings and Improvements	80,041
Total	91,601
Accumulated Depreciation	10,066
Calhoun Premium Outlets, Calhoun, GA \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	20,368
Initial Cost
Land	1,745
Buildings and Improvements	12,529
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	223
Gross Amounts At Which Carried At Close of Period
Land	1,745
Buildings and Improvements	12,752
Total	14,497
Accumulated Depreciation	3,408
Camarillo Premium Outlets, Camarillo (Los Angeles), CA \| Premium Outlets
Initial Cost
Land	16,670
Buildings and Improvements	224,721
Costs Capitalized Subsequent to Acquisition
Land	482
Buildings and Improvements	63,684
Gross Amounts At Which Carried At Close of Period
Land	17,152
Buildings and Improvements	288,405
Total	305,557
Accumulated Depreciation	76,517
Carlsbad Premium Outlets, Carlsbad (San Diego), CA \| Premium Outlets
Initial Cost
Land	12,890
Buildings and Improvements	184,990
Costs Capitalized Subsequent to Acquisition
Land	96
Buildings and Improvements	2,768
Gross Amounts At Which Carried At Close of Period
Land	12,986
Buildings and Improvements	187,758
Total	200,744
Accumulated Depreciation	49,589
Carolina Premium Outlets, Smithfield (Raleigh), NC \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	50,423
Initial Cost
Land	3,175
Buildings and Improvements	59,863
Costs Capitalized Subsequent to Acquisition
Land	5,311
Buildings and Improvements	3,719
Gross Amounts At Which Carried At Close of Period
Land	8,486
Buildings and Improvements	63,582
Total	72,068
Accumulated Depreciation	24,339
Chicago Premium Outlets, Aurora (Chicago), IL \| Premium Outlets
Initial Cost
Land	659
Buildings and Improvements	118,005
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,926
Gross Amounts At Which Carried At Close of Period
Land	659
Buildings and Improvements	121,931
Total	122,590
Accumulated Depreciation	42,486
Cincinnati Premium Outlets, Monroe (Cincinnati), OH \| Premium Outlets
Initial Cost
Land	14,117
Buildings and Improvements	71,520
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	4,318
Gross Amounts At Which Carried At Close of Period
Land	14,117
Buildings and Improvements	75,838
Total	89,955
Accumulated Depreciation	13,306
Clinton Crossing Premium Outlets, Clinton, CT \| Premium Outlets
Initial Cost
Land	2,060
Buildings and Improvements	107,556
Costs Capitalized Subsequent to Acquisition
Land	1,532
Buildings and Improvements	2,340
Gross Amounts At Which Carried At Close of Period
Land	3,592
Buildings and Improvements	109,896
Total	113,488
Accumulated Depreciation	34,390
Columbia Gorge Premium Outlets, Troutdale (Portland), OR \| Premium Outlets
Initial Cost
Land	7,900
Buildings and Improvements	16,492
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,797
Gross Amounts At Which Carried At Close of Period
Land	7,900
Buildings and Improvements	19,289
Total	27,189
Accumulated Depreciation	8,939
Desert Hills Premium Outlets, Cabazon (Palm Springs), CA \| Premium Outlets
Initial Cost
Land	3,440
Buildings and Improvements	338,679
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	9,236
Gross Amounts At Which Carried At Close of Period
Land	3,440
Buildings and Improvements	347,915
Total	351,355
Accumulated Depreciation	87,907
Edinburgh Premium Outlets, Edinburgh (Indianapolis), IN \| Premium Outlets
Initial Cost
Land	2,857
Buildings and Improvements	47,309
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	12,565
Gross Amounts At Which Carried At Close of Period
Land	2,857
Buildings and Improvements	59,874
Total	62,731
Accumulated Depreciation	21,592
Ellenton Premium Outlets, Ellenton (Tampa), FL \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	104,311
Initial Cost
Land	15,807
Buildings and Improvements	182,412
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,749
Gross Amounts At Which Carried At Close of Period
Land	15,807
Buildings and Improvements	185,161
Total	200,968
Accumulated Depreciation	25,617
Folsom Premium Outlets, Folsom (Sacramento), CA \| Premium Outlets
Initial Cost
Land	9,060
Buildings and Improvements	50,281
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,751
Gross Amounts At Which Carried At Close of Period
Land	9,060
Buildings and Improvements	54,032
Total	63,092
Accumulated Depreciation	21,344
Gaffney Premium Outlets, Gaffney (Greenville/Charlotte), SC \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	36,964
Initial Cost
Land	4,056
Buildings and Improvements	32,371
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,417
Gross Amounts At Which Carried At Close of Period
Land	4,056
Buildings and Improvements	33,788
Total	37,844
Accumulated Depreciation	5,084
Gilroy Premium Outlets, Gilroy (San Jose), CA \| Premium Outlets
Initial Cost
Land	9,630
Buildings and Improvements	194,122
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	6,743
Gross Amounts At Which Carried At Close of Period
Land	9,630
Buildings and Improvements	200,865
Total	210,495
Accumulated Depreciation	61,503
Grand Prairie Premium Outlets, Grand Prairie (Dallas), TX \| Premium Outlets
Initial Cost
Land	9,497
Buildings and Improvements	201,586
Gross Amounts At Which Carried At Close of Period
Land	9,497
Buildings and Improvements	201,586
Total	211,083
Accumulated Depreciation	1,581
Grove City Premium Outlets, Grove City (Pittsburgh), PA \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	112,611
Initial Cost
Land	6,421
Buildings and Improvements	121,880
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,049
Gross Amounts At Which Carried At Close of Period
Land	6,421
Buildings and Improvements	122,929
Total	129,350
Accumulated Depreciation	18,480
Gulfport Premium Outlets, Gulfport, MS \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	25,124
Initial Cost
Buildings and Improvements	27,949
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	756
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	28,705
Total	28,705
Accumulated Depreciation	4,716
Hagerstown Premium Outlets, Hagerstown (Baltimore/Washington DC), MD \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	89,037
Initial Cost
Land	3,576
Buildings and Improvements	85,883
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	355
Gross Amounts At Which Carried At Close of Period
Land	3,576
Buildings and Improvements	86,238
Total	89,814
Accumulated Depreciation	10,973
Houston Premium Outlets, Cypress (Houston), TX \| Premium Outlets
Initial Cost
Land	9,090
Buildings and Improvements	69,350
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	47,261
Gross Amounts At Which Carried At Close of Period
Land	9,090
Buildings and Improvements	116,611
Total	125,701
Accumulated Depreciation	21,868
Jackson Premium Outlets, Jackson (New York), NJ \| Premium Outlets
Initial Cost
Land	6,413
Buildings and Improvements	104,013
Costs Capitalized Subsequent to Acquisition
Land	3
Buildings and Improvements	4,554
Gross Amounts At Which Carried At Close of Period
Land	6,416
Buildings and Improvements	108,567
Total	114,983
Accumulated Depreciation	28,934
Jersey Shore Premium Outlets, Tinton Falls (New York), NJ \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	69,882
Initial Cost
Land	15,390
Buildings and Improvements	50,979
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	74,770
Gross Amounts At Which Carried At Close of Period
Land	15,390
Buildings and Improvements	125,749
Total	141,139
Accumulated Depreciation	24,880
Johnson Creek Premium Outlets, Johnson Creek, WI \| Premium Outlets
Initial Cost
Land	2,800
Buildings and Improvements	39,546
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	5,785
Gross Amounts At Which Carried At Close of Period
Land	2,800
Buildings and Improvements	45,331
Total	48,131
Accumulated Depreciation	13,963
Kittery Premium Outlets, Kittery, ME \| Premium Outlets
Initial Cost
Land	11,832
Buildings and Improvements	94,994
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	6,525
Gross Amounts At Which Carried At Close of Period
Land	11,832
Buildings and Improvements	101,519
Total	113,351
Accumulated Depreciation	25,052
Las Americas Premium Outlets, San Diego, CA \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	180,000
Initial Cost
Land	45,168
Buildings and Improvements	251,878
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	5,673
Gross Amounts At Which Carried At Close of Period
Land	45,168
Buildings and Improvements	257,551
Total	302,719
Accumulated Depreciation	40,325
Las Vegas Premium Outlets - North, Las Vegas, NV \| Premium Outlets
Initial Cost
Land	25,435
Buildings and Improvements	134,973
Costs Capitalized Subsequent to Acquisition
Land	16,536
Buildings and Improvements	68,054
Gross Amounts At Which Carried At Close of Period
Land	41,971
Buildings and Improvements	203,027
Total	244,998
Accumulated Depreciation	58,867
Las Vegas Premium Outlets - South, Las Vegas, NV \| Premium Outlets
Initial Cost
Land	13,085
Buildings and Improvements	160,777
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	22,512
Gross Amounts At Which Carried At Close of Period
Land	13,085
Buildings and Improvements	183,289
Total	196,374
Accumulated Depreciation	41,640
Lebanon Premium Outlets, Lebanon (Nashville), TN \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	15,447
Initial Cost
Land	1,758
Buildings and Improvements	10,189
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	839
Gross Amounts At Which Carried At Close of Period
Land	1,758
Buildings and Improvements	11,028
Total	12,786
Accumulated Depreciation	1,955
Lee Premium Outlets, Lee, MA \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	50,844
Initial Cost
Land	9,167
Buildings and Improvements	52,212
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	851
Gross Amounts At Which Carried At Close of Period
Land	9,167
Buildings and Improvements	53,063
Total	62,230
Accumulated Depreciation	8,290
Leesburg Corner Premium Outlets, Leesburg (Washington D.C.), VA \| Premium Outlets
Initial Cost
Land	7,190
Buildings and Improvements	162,023
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,734
Gross Amounts At Which Carried At Close of Period
Land	7,190
Buildings and Improvements	165,757
Total	172,947
Accumulated Depreciation	53,590
Liberty Village Premium Outlets, Flemington (New York), NJ \| Premium Outlets
Initial Cost
Land	5,670
Buildings and Improvements	28,904
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,904
Gross Amounts At Which Carried At Close of Period
Land	5,670
Buildings and Improvements	30,808
Total	36,478
Accumulated Depreciation	14,388
Lighthouse Place Premium Outlets, Michigan City, IN \| Premium Outlets
Initial Cost
Land	6,630
Buildings and Improvements	94,138
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	7,570
Gross Amounts At Which Carried At Close of Period
Land	6,630
Buildings and Improvements	101,708
Total	108,338
Accumulated Depreciation	37,036
Livermore Premium Outlets, Livermore (San Francisco), CA \| Premium Outlets
Initial Cost
Land	21,925
Buildings and Improvements	310,941
Gross Amounts At Which Carried At Close of Period
Land	21,925
Buildings and Improvements	310,941
Total	332,866
Accumulated Depreciation	1,401
Merrimack Premium Outlets, Merrimack, NH \| Premium Outlets
Initial Cost
Land	17,028
Buildings and Improvements	118,428
Gross Amounts At Which Carried At Close of Period
Land	17,028
Buildings and Improvements	118,428
Total	135,456
Accumulated Depreciation	3,125
Napa Premium Outlets, Napa, CA \| Premium Outlets
Initial Cost
Land	11,400
Buildings and Improvements	45,023
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,370
Gross Amounts At Which Carried At Close of Period
Land	11,400
Buildings and Improvements	47,393
Total	58,793
Accumulated Depreciation	16,094
North Bend Premium Outlets, North Bend (Seattle), WA \| Premium Outlets
Initial Cost
Land	2,143
Buildings and Improvements	36,197
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,498
Gross Amounts At Which Carried At Close of Period
Land	2,143
Buildings and Improvements	38,695
Total	40,838
Accumulated Depreciation	10,248
North Georgia Premium Outlets, Dawsonville (Atlanta), GA \| Premium Outlets
Initial Cost
Land	4,300
Buildings and Improvements	132,325
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,903
Gross Amounts At Which Carried At Close of Period
Land	4,300
Buildings and Improvements	134,228
Total	138,528
Accumulated Depreciation	41,324
Orlando Premium Outlets - International Dr, Orlando, FL \| Premium Outlets
Initial Cost
Land	32,727
Buildings and Improvements	472,815
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,944
Gross Amounts At Which Carried At Close of Period
Land	32,727
Buildings and Improvements	474,759
Total	507,486
Accumulated Depreciation	44,992
Orlando Premium Outlets - Vineland Ave, Orlando, FL \| Premium Outlets
Initial Cost
Land	14,040
Buildings and Improvements	304,410
Costs Capitalized Subsequent to Acquisition
Land	20,808
Buildings and Improvements	47,276
Gross Amounts At Which Carried At Close of Period
Land	34,848
Buildings and Improvements	351,686
Total	386,534
Accumulated Depreciation	85,753
Osage Beach Premium Outlets, Osage Beach, MO \| Premium Outlets
Initial Cost
Land	9,460
Buildings and Improvements	85,804
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	5,419
Gross Amounts At Which Carried At Close of Period
Land	9,460
Buildings and Improvements	91,223
Total	100,683
Accumulated Depreciation	30,680
Petaluma Village Premium Outlets, Petaluma (San Francisco), CA \| Premium Outlets
Initial Cost
Land	13,322
Buildings and Improvements	13,710
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	235
Gross Amounts At Which Carried At Close of Period
Land	13,322
Buildings and Improvements	13,945
Total	27,267
Accumulated Depreciation	8,466
Philadelphia Premium Outlets, Limerick (Philadelphia), PA \| Premium Outlets
Initial Cost
Land	16,676
Buildings and Improvements	105,249
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	15,621
Gross Amounts At Which Carried At Close of Period
Land	16,676
Buildings and Improvements	120,870
Total	137,546
Accumulated Depreciation	31,542
Pismo Beach Premium Outlets, Pismo Beach, CA \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	33,850
Initial Cost
Land	4,317
Buildings and Improvements	19,044
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	962
Gross Amounts At Which Carried At Close of Period
Land	4,317
Buildings and Improvements	20,006
Total	24,323
Accumulated Depreciation	3,817
Pleasant Prairie Premium Outlets, Pleasant Prairie (Chicago, IL - Milwaukee), WI \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	96,364
Initial Cost
Land	16,823
Buildings and Improvements	126,686
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,477
Gross Amounts At Which Carried At Close of Period
Land	16,823
Buildings and Improvements	129,163
Total	145,986
Accumulated Depreciation	14,405
Puerto Rico Premium Outlets, Barceloneta, PR \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	72,152
Initial Cost
Land	20,586
Buildings and Improvements	114,021
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,577
Gross Amounts At Which Carried At Close of Period
Land	20,586
Buildings and Improvements	115,598
Total	136,184
Accumulated Depreciation	13,429
Queenstown Premium Outlets, Queenstown (Baltimore), MD \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	66,150
Initial Cost
Land	8,129
Buildings and Improvements	61,950
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,732
Gross Amounts At Which Carried At Close of Period
Land	8,129
Buildings and Improvements	63,682
Total	71,811
Accumulated Depreciation	7,454
Rio Grande Valley Premium Outlets, Mercedes (McAllen), TX \| Premium Outlets
Initial Cost
Land	12,229
Buildings and Improvements	41,547
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	33,555
Gross Amounts At Which Carried At Close of Period
Land	12,229
Buildings and Improvements	75,102
Total	87,331
Accumulated Depreciation	23,300
Round Rock Premium Outlets, Round Rock (Austin), TX \| Premium Outlets
Initial Cost
Land	14,706
Buildings and Improvements	82,252
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	748
Gross Amounts At Which Carried At Close of Period
Land	14,706
Buildings and Improvements	83,000
Total	97,706
Accumulated Depreciation	28,133
San Marcos Premium Outlets, San Marcos (Austin - San Antonio), TX \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	142,834
Initial Cost
Land	13,180
Buildings and Improvements	287,179
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,513
Gross Amounts At Which Carried At Close of Period
Land	13,180
Buildings and Improvements	288,692
Total	301,872
Accumulated Depreciation	27,599
Seattle Premium Outlets, Tulalip (Seattle), WA \| Premium Outlets
Initial Cost
Buildings and Improvements	103,722
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	33,750
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	137,472
Total	137,472
Accumulated Depreciation	36,061
St. Augustine Premium Outlets, St. Augustine (Jacksonville), FL \| Premium Outlets
Initial Cost
Land	6,090
Buildings and Improvements	57,670
Costs Capitalized Subsequent to Acquisition
Land	2
Buildings and Improvements	8,070
Gross Amounts At Which Carried At Close of Period
Land	6,092
Buildings and Improvements	65,740
Total	71,832
Accumulated Depreciation	23,677
The Crossings Premium Outlets, Tannersville, PA \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	115,000
Initial Cost
Land	7,720
Buildings and Improvements	172,931
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	10,764
Gross Amounts At Which Carried At Close of Period
Land	7,720
Buildings and Improvements	183,695
Total	191,415
Accumulated Depreciation	49,419
Vacaville Premium Outlets, Vacaville, CA \| Premium Outlets
Initial Cost
Land	9,420
Buildings and Improvements	84,850
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	9,299
Gross Amounts At Which Carried At Close of Period
Land	9,420
Buildings and Improvements	94,149
Total	103,569
Accumulated Depreciation	34,681
Waikele Premium Outlets, Waipahu (Honolulu), HI \| Premium Outlets
Initial Cost
Land	22,630
Buildings and Improvements	77,316
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,977
Gross Amounts At Which Carried At Close of Period
Land	22,630
Buildings and Improvements	81,293
Total	103,923
Accumulated Depreciation	27,338
Waterloo Premium Outlets, Waterloo, NY \| Premium Outlets
Initial Cost
Land	3,230
Buildings and Improvements	75,277
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	6,954
Gross Amounts At Which Carried At Close of Period
Land	3,230
Buildings and Improvements	82,231
Total	85,461
Accumulated Depreciation	29,648
Williamsburg Premium Outlets, Williamsburg, VA \| Premium Outlets
Real Estate and Accumulated Depreciation
Encumbrances	102,862
Initial Cost
Land	10,323
Buildings and Improvements	223,789
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	995
Gross Amounts At Which Carried At Close of Period
Land	10,323
Buildings and Improvements	224,784
Total	235,107
Accumulated Depreciation	21,926
Woodbury Common Premium Outlets, Central Valley (New York), NY \| Premium Outlets
Initial Cost
Land	11,110
Buildings and Improvements	862,559
Costs Capitalized Subsequent to Acquisition
Land	1,658
Buildings and Improvements	15,264
Gross Amounts At Which Carried At Close of Period
Land	12,768
Buildings and Improvements	877,823
Total	890,591
Accumulated Depreciation	229,166
Wrentham Village Premium Outlets, Wrentham (Boston), MA \| Premium Outlets
Initial Cost
Land	4,900
Buildings and Improvements	282,031
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	7,897
Gross Amounts At Which Carried At Close of Period
Land	4,900
Buildings and Improvements	289,928
Total	294,828
Accumulated Depreciation	82,913
Great Mall, Milpitas (San Jose), CA \| The Mills
Real Estate and Accumulated Depreciation
Encumbrances	270,000
Initial Cost
Land	70,496
Buildings and Improvements	463,101
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,611
Gross Amounts At Which Carried At Close of Period
Land	70,496
Buildings and Improvements	465,712
Total	536,208
Accumulated Depreciation	13,733
Gurnee Mills, Gurnee (Chicago), IL \| The Mills
Real Estate and Accumulated Depreciation
Encumbrances	321,000
Initial Cost
Land	41,133
Buildings and Improvements	297,911
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	427
Gross Amounts At Which Carried At Close of Period
Land	41,133
Buildings and Improvements	298,338
Total	339,471
Accumulated Depreciation	9,121
Opry Mills, Nashville, TN \| The Mills
Real Estate and Accumulated Depreciation
Encumbrances	383,925
Initial Cost
Land	51,000
Buildings and Improvements	327,503
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	6,750
Gross Amounts At Which Carried At Close of Period
Land	51,000
Buildings and Improvements	334,253
Total	385,253
Accumulated Depreciation	9,324
Potomac Mills, Woodbridge (Washington, D.C.), VA \| The Mills
Real Estate and Accumulated Depreciation
Encumbrances	410,000
Initial Cost
Land	61,771
Buildings and Improvements	425,370
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	12,577
Gross Amounts At Which Carried At Close of Period
Land	61,771
Buildings and Improvements	437,947
Total	499,718
Accumulated Depreciation	13,339
Sawgrass Mills, Sunrise (Miami), FL \| The Mills
Real Estate and Accumulated Depreciation
Encumbrances	820,000
Initial Cost
Land	194,002
Buildings and Improvements	1,638,612
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	18,484
Gross Amounts At Which Carried At Close of Period
Land	194,002
Buildings and Improvements	1,657,096
Total	1,851,098
Accumulated Depreciation	46,697
ABQ Uptown, Albuquerque, NM \| Community/Lifestyle Centers
Initial Cost
Land	6,374
Buildings and Improvements	75,333
Costs Capitalized Subsequent to Acquisition
Land	4,054
Buildings and Improvements	2,207
Gross Amounts At Which Carried At Close of Period
Land	10,428
Buildings and Improvements	77,540
Total	87,968
Accumulated Depreciation	4,440
Arboretum, Austin, TX \| Community/Lifestyle Centers
Initial Cost
Land	7,640
Buildings and Improvements	36,774
Costs Capitalized Subsequent to Acquisition
Land	71
Buildings and Improvements	12,434
Gross Amounts At Which Carried At Close of Period
Land	7,711
Buildings and Improvements	49,208
Total	56,919
Accumulated Depreciation	19,781
Bloomingdale Court, Bloomingdale (Chicago), IL \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	25,562
Initial Cost
Land	8,422
Buildings and Improvements	26,184
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	12,718
Gross Amounts At Which Carried At Close of Period
Land	8,422
Buildings and Improvements	38,902
Total	47,324
Accumulated Depreciation	20,772
Charles Towne Square, Charleston, SC \| Community/Lifestyle Centers
Initial Cost
Buildings and Improvements	1,768
Costs Capitalized Subsequent to Acquisition
Land	370
Buildings and Improvements	10,636
Gross Amounts At Which Carried At Close of Period
Land	370
Buildings and Improvements	12,404
Total	12,774
Accumulated Depreciation	9,008
Chesapeake Center, Chesapeake (Virginia Beach), VA \| Community/Lifestyle Centers
Initial Cost
Land	4,410
Buildings and Improvements	11,241
Gross Amounts At Which Carried At Close of Period
Land	4,410
Buildings and Improvements	11,241
Total	15,651
Accumulated Depreciation	7,126
Concord Mills Marketplace, Concord (Charlotte), NC \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	12,492
Initial Cost
Land	8,261
Buildings and Improvements	21,717
Gross Amounts At Which Carried At Close of Period
Land	8,261
Buildings and Improvements	21,717
Total	29,978
Accumulated Depreciation	703
Countryside Plaza, Countryside (Chicago), IL \| Community/Lifestyle Centers
Initial Cost
Land	332
Buildings and Improvements	8,507
Costs Capitalized Subsequent to Acquisition
Land	2,554
Buildings and Improvements	9,898
Gross Amounts At Which Carried At Close of Period
Land	2,886
Buildings and Improvements	18,405
Total	21,291
Accumulated Depreciation	9,558
Dare Centre, Kill Devil Hills, NC \| Community/Lifestyle Centers
Initial Cost
Buildings and Improvements	5,702
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	336
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	6,038
Total	6,038
Accumulated Depreciation	1,801
DeKalb Plaza, King of Prussia (Philadelphia), PA \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	2,530
Initial Cost
Land	1,955
Buildings and Improvements	3,405
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,182
Gross Amounts At Which Carried At Close of Period
Land	1,955
Buildings and Improvements	4,587
Total	6,542
Accumulated Depreciation	2,284
Empire East, Sioux Falls, SD \| Community/Lifestyle Centers
Initial Cost
Land	3,350
Buildings and Improvements	10,552
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,151
Gross Amounts At Which Carried At Close of Period
Land	3,350
Buildings and Improvements	11,703
Total	15,053
Accumulated Depreciation	451
Forest Plaza, Rockford, IL \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	18,074
Initial Cost
Land	4,132
Buildings and Improvements	16,818
Costs Capitalized Subsequent to Acquisition
Land	453
Buildings and Improvements	12,329
Gross Amounts At Which Carried At Close of Period
Land	4,585
Buildings and Improvements	29,147
Total	33,732
Accumulated Depreciation	13,292
Gateway Centers, Austin, TX \| Community/Lifestyle Centers
Initial Cost
Land	24,549
Buildings and Improvements	81,437
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	11,282
Gross Amounts At Which Carried At Close of Period
Land	24,549
Buildings and Improvements	92,719
Total	117,268
Accumulated Depreciation	30,691
Great Lakes Plaza, Mentor (Cleveland), OH \| Community/Lifestyle Centers
Initial Cost
Land	1,028
Buildings and Improvements	2,025
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,820
Gross Amounts At Which Carried At Close of Period
Land	1,028
Buildings and Improvements	5,845
Total	6,873
Accumulated Depreciation	2,242
Greenwood Plus, Greenwood (Indianapolis), IN \| Community/Lifestyle Centers
Initial Cost
Land	1,129
Buildings and Improvements	1,792
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	4,568
Gross Amounts At Which Carried At Close of Period
Land	1,129
Buildings and Improvements	6,360
Total	7,489
Accumulated Depreciation	3,488
Henderson Square, King of Prussia (Philadelphia), PA \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	13,632
Initial Cost
Land	4,223
Buildings and Improvements	15,124
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	838
Gross Amounts At Which Carried At Close of Period
Land	4,223
Buildings and Improvements	15,962
Total	20,185
Accumulated Depreciation	4,341
Highland Lakes Center, Orlando, FL \| Community/Lifestyle Centers
Initial Cost
Land	7,138
Buildings and Improvements	25,284
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,118
Gross Amounts At Which Carried At Close of Period
Land	7,138
Buildings and Improvements	27,402
Total	34,540
Accumulated Depreciation	20,064
Keystone Shoppes, Indianapolis, IN \| Community/Lifestyle Centers
Initial Cost
Buildings and Improvements	4,232
Costs Capitalized Subsequent to Acquisition
Land	2,118
Buildings and Improvements	1,317
Gross Amounts At Which Carried At Close of Period
Land	2,118
Buildings and Improvements	5,549
Total	7,667
Accumulated Depreciation	2,309
Lake Plaza, Waukegan (Chicago), IL \| Community/Lifestyle Centers
Initial Cost
Land	2,487
Buildings and Improvements	6,420
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,173
Gross Amounts At Which Carried At Close of Period
Land	2,487
Buildings and Improvements	7,593
Total	10,080
Accumulated Depreciation	4,271
Lake View Plaza, Orland Park (Chicago), IL \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	15,618
Initial Cost
Land	4,702
Buildings and Improvements	17,543
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	13,211
Gross Amounts At Which Carried At Close of Period
Land	4,702
Buildings and Improvements	30,754
Total	35,456
Accumulated Depreciation	16,390
Lakeline Plaza, Cedar Park (Austin), TX \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	16,933
Initial Cost
Land	5,822
Buildings and Improvements	30,875
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	8,913
Gross Amounts At Which Carried At Close of Period
Land	5,822
Buildings and Improvements	39,788
Total	45,610
Accumulated Depreciation	17,475
Lima Center, Lima, OH \| Community/Lifestyle Centers
Initial Cost
Land	1,781
Buildings and Improvements	5,151
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	7,850
Gross Amounts At Which Carried At Close of Period
Land	1,781
Buildings and Improvements	13,001
Total	14,782
Accumulated Depreciation	6,334
Lincoln Crossing, O'Fallon (St. Louis), IL \| Community/Lifestyle Centers
Initial Cost
Land	674
Buildings and Improvements	2,192
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	845
Gross Amounts At Which Carried At Close of Period
Land	674
Buildings and Improvements	3,037
Total	3,711
Accumulated Depreciation	1,558
Lincoln Plaza, King of Prussia (Philadelphia), PA \| Community/Lifestyle Centers
Initial Cost
Buildings and Improvements	21,299
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,483
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	24,782
Total	24,782
Accumulated Depreciation	12,071
MacGregor Village, Cary, NC \| Community/Lifestyle Centers
Initial Cost
Land	502
Buildings and Improvements	8,897
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	320
Gross Amounts At Which Carried At Close of Period
Land	502
Buildings and Improvements	9,217
Total	9,719
Accumulated Depreciation	2,264
Mall of Georgia Crossing, Buford (Atlanta), GA \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	24,934
Initial Cost
Land	9,506
Buildings and Improvements	32,892
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	960
Gross Amounts At Which Carried At Close of Period
Land	9,506
Buildings and Improvements	33,852
Total	43,358
Accumulated Depreciation	15,014
Markland Plaza, Kokomo, IN \| Community/Lifestyle Centers
Initial Cost
Land	206
Buildings and Improvements	738
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	6,180
Gross Amounts At Which Carried At Close of Period
Land	206
Buildings and Improvements	6,918
Total	7,124
Accumulated Depreciation	3,649
Martinsville Plaza, Martinsville, VA \| Community/Lifestyle Centers
Initial Cost
Buildings and Improvements	584
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	461
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	1,045
Total	1,045
Accumulated Depreciation	818
Matteson Plaza, Matteson (Chicago), IL \| Community/Lifestyle Centers
Initial Cost
Land	1,771
Buildings and Improvements	9,737
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,577
Gross Amounts At Which Carried At Close of Period
Land	1,771
Buildings and Improvements	13,314
Total	15,085
Accumulated Depreciation	7,640
Muncie Towne Plaza, Muncie, IN \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	7,039
Initial Cost
Land	267
Buildings and Improvements	10,509
Costs Capitalized Subsequent to Acquisition
Land	87
Buildings and Improvements	1,836
Gross Amounts At Which Carried At Close of Period
Land	354
Buildings and Improvements	12,345
Total	12,699
Accumulated Depreciation	5,712
Naples Outlet Center, Naples, FL \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	16,005
Initial Cost
Land	1,514
Buildings and Improvements	519
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	14
Gross Amounts At Which Carried At Close of Period
Land	1,514
Buildings and Improvements	533
Total	2,047
Accumulated Depreciation	300
New Castle Plaza, New Castle, IN \| Community/Lifestyle Centers
Initial Cost
Land	128
Buildings and Improvements	1,621
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,511
Gross Amounts At Which Carried At Close of Period
Land	128
Buildings and Improvements	3,132
Total	3,260
Accumulated Depreciation	1,749
North Ridge Plaza, Joliet (Chicago), IL \| Community/Lifestyle Centers
Initial Cost
Land	2,831
Buildings and Improvements	7,699
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	4,510
Gross Amounts At Which Carried At Close of Period
Land	2,831
Buildings and Improvements	12,209
Total	15,040
Accumulated Depreciation	6,454
North Ridge Shopping Center, Raleigh, NC \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	12,500
Initial Cost
Land	385
Buildings and Improvements	12,838
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,075
Gross Amounts At Which Carried At Close of Period
Land	385
Buildings and Improvements	13,913
Total	14,298
Accumulated Depreciation	3,388
Northwood Plaza, Fort Wayne, IN \| Community/Lifestyle Centers
Initial Cost
Land	148
Buildings and Improvements	1,414
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,990
Gross Amounts At Which Carried At Close of Period
Land	148
Buildings and Improvements	3,404
Total	3,552
Accumulated Depreciation	2,192
Palms Crossing, McAllen, TX \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	37,747
Initial Cost
Land	13,496
Buildings and Improvements	45,925
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	9,252
Gross Amounts At Which Carried At Close of Period
Land	13,496
Buildings and Improvements	55,177
Total	68,673
Accumulated Depreciation	13,279
Regency Plaza, St. Charles (St. Louis), MO \| Community/Lifestyle Centers
Initial Cost
Land	616
Buildings and Improvements	4,963
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	582
Gross Amounts At Which Carried At Close of Period
Land	616
Buildings and Improvements	5,545
Total	6,161
Accumulated Depreciation	2,987
Richardson Square, Richardson (Dallas), TX \| Community/Lifestyle Centers
Initial Cost
Land	6,285
Costs Capitalized Subsequent to Acquisition
Land	990
Buildings and Improvements	15,137
Gross Amounts At Which Carried At Close of Period
Land	7,275
Buildings and Improvements	15,137
Total	22,412
Accumulated Depreciation	2,601
Rockaway Commons, Rockaway (New York), NJ \| Community/Lifestyle Centers
Initial Cost
Land	5,149
Buildings and Improvements	26,435
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	8,289
Gross Amounts At Which Carried At Close of Period
Land	5,149
Buildings and Improvements	34,724
Total	39,873
Accumulated Depreciation	10,859
Rockaway Town Plaza, Rockaway (New York), NJ \| Community/Lifestyle Centers
Initial Cost
Buildings and Improvements	18,698
Costs Capitalized Subsequent to Acquisition
Land	2,225
Buildings and Improvements	3,089
Gross Amounts At Which Carried At Close of Period
Land	2,225
Buildings and Improvements	21,787
Total	24,012
Accumulated Depreciation	5,380
Shops at Arbor Walk, The, Austin, TX \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	42,662
Initial Cost
Land	930
Buildings and Improvements	42,546
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	4,871
Gross Amounts At Which Carried At Close of Period
Land	930
Buildings and Improvements	47,417
Total	48,347
Accumulated Depreciation	10,709
Shops at North East Mall, The, Hurst (Dallas), TX \| Community/Lifestyle Centers
Initial Cost
Land	12,541
Buildings and Improvements	28,177
Costs Capitalized Subsequent to Acquisition
Land	402
Buildings and Improvements	4,770
Gross Amounts At Which Carried At Close of Period
Land	12,943
Buildings and Improvements	32,947
Total	45,890
Accumulated Depreciation	17,475
St. Charles Towne Plaza, Waldorf (Washington, D.C.), MD \| Community/Lifestyle Centers
Initial Cost
Land	8,377
Buildings and Improvements	18,993
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,952
Gross Amounts At Which Carried At Close of Period
Land	8,377
Buildings and Improvements	22,945
Total	31,322
Accumulated Depreciation	12,341
Terrace at the Florida Mall, Orlando, FL \| Community/Lifestyle Centers
Initial Cost
Land	2,150
Buildings and Improvements	7,623
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	5,457
Gross Amounts At Which Carried At Close of Period
Land	2,150
Buildings and Improvements	13,080
Total	15,230
Accumulated Depreciation	6,546
Tippecanoe Plaza, Lafayette, IN \| Community/Lifestyle Centers
Initial Cost
Buildings and Improvements	745
Costs Capitalized Subsequent to Acquisition
Land	234
Buildings and Improvements	5,231
Gross Amounts At Which Carried At Close of Period
Land	234
Buildings and Improvements	5,976
Total	6,210
Accumulated Depreciation	3,639
University Center, Mishawaka, IN \| Community/Lifestyle Centers
Initial Cost
Land	3,071
Buildings and Improvements	7,413
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,954
Gross Amounts At Which Carried At Close of Period
Land	3,071
Buildings and Improvements	9,367
Total	12,438
Accumulated Depreciation	8,398
Washington Plaza, Indianapolis, IN \| Community/Lifestyle Centers
Initial Cost
Land	941
Buildings and Improvements	1,697
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,220
Gross Amounts At Which Carried At Close of Period
Land	941
Buildings and Improvements	2,917
Total	3,858
Accumulated Depreciation	2,615
Waterford Lakes Town Center, Orlando, FL \| Community/Lifestyle Centers
Initial Cost
Land	8,679
Buildings and Improvements	72,836
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	15,723
Gross Amounts At Which Carried At Close of Period
Land	8,679
Buildings and Improvements	88,559
Total	97,238
Accumulated Depreciation	43,632
West Ridge Plaza, Topeka, KS \| Community/Lifestyle Centers
Initial Cost
Land	1,376
Buildings and Improvements	4,560
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,380
Gross Amounts At Which Carried At Close of Period
Land	1,376
Buildings and Improvements	6,940
Total	8,316
Accumulated Depreciation	3,571
White Oaks Plaza, Springfield, IL \| Community/Lifestyle Centers
Real Estate and Accumulated Depreciation
Encumbrances	14,079
Initial Cost
Land	3,169
Buildings and Improvements	14,267
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	4,140
Gross Amounts At Which Carried At Close of Period
Land	3,169
Buildings and Improvements	18,407
Total	21,576
Accumulated Depreciation	8,916
Wolf Ranch Town Center, Georgetown (Austin), TX \| Community/Lifestyle Centers
Initial Cost
Land	21,403
Buildings and Improvements	51,547
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	10,847
Gross Amounts At Which Carried At Close of Period
Land	21,403
Buildings and Improvements	62,394
Total	83,797
Accumulated Depreciation	16,969
Factory Stores of America - Lebanon, Lebanon, MO \| Other Properties
Initial Cost
Land	24
Buildings and Improvements	214
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	41
Gross Amounts At Which Carried At Close of Period
Land	24
Buildings and Improvements	255
Total	279
Accumulated Depreciation	222
Florida Keys Outlet Center, Florida City, FL \| Other Properties
Real Estate and Accumulated Depreciation
Encumbrances	10,645
Initial Cost
Land	1,560
Buildings and Improvements	1,748
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	863
Gross Amounts At Which Carried At Close of Period
Land	1,560
Buildings and Improvements	2,611
Total	4,171
Accumulated Depreciation	759
Huntley Outlet Center, Huntley, IL \| Other Properties
Real Estate and Accumulated Depreciation
Encumbrances	29,776
Initial Cost
Land	3,495
Buildings and Improvements	2,027
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	273
Gross Amounts At Which Carried At Close of Period
Land	3,495
Buildings and Improvements	2,300
Total	5,795
Accumulated Depreciation	503
Outlet Marketplace, Orlando, FL \| Other Properties
Initial Cost
Land	3,367
Buildings and Improvements	1,557
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	92
Gross Amounts At Which Carried At Close of Period
Land	3,367
Buildings and Improvements	1,649
Total	5,016
Accumulated Depreciation	550
The Shoppes at Branson Meadows, Branson, MO \| Other Properties
Initial Cost
Buildings and Improvements	5,205
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	640
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	5,845
Total	5,845
Accumulated Depreciation	2,149
Phoenix Premium Outlet, Chandler (Phoenix), AZ \| Development Projects
Initial Cost
Buildings and Improvements	19,315
Gross Amounts At Which Carried At Close of Period
Buildings and Improvements	19,315
Total	19,315
Other pre-development costs \| Development Projects
Initial Cost
Land	115,220
Buildings and Improvements	66,662
Gross Amounts At Which Carried At Close of Period
Land	115,220
Buildings and Improvements	66,662
Total	181,882
Accumulated Depreciation	$ 1,822

SCHEDULE III Real Estate and Accumulated Depreciation (Details 2) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Reconciliation of Real Estate Properties:
Balance, beginning of year	$ 29,333,330	$ 27,192,223	$ 25,023,715
Acquisitions and consolidations	4,438,848	2,068,452	2,200,102
Improvements	833,083	552,455	273,255
Disposals and deconsolidations	(680,884)	(479,800)	(304,849)
Balance, close of year	33,924,377	29,333,330	27,192,223
Unaudited aggregate cost of real estate for federal income tax purposes	27,028,879
Reconciliation of Accumulated Depreciation:
Balance, beginning of year	8,148,170	7,485,821	6,806,670
Depreciation expense	1,069,607	906,554	874,450
Disposals and deconsolidations	(381,082)	(244,205)	(195,299)
Balance, close of year	$ 8,836,695	$ 8,148,170	$ 7,485,821
Structure \| Minimum
Estimated original lives
Depreciable life	10 years
Structure \| Maximum
Estimated original lives
Depreciable life	40 years
Landscaping and parking lot
Estimated original lives
Depreciable life	15 years
HVAC equipment
Estimated original lives
Depreciable life	10 years