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Document and Entity Information	9 Months Ended
Document and Entity Information	Sep. 30, 2014 shares
Document and Entity Information
Entity Registrant Name	SIMON PROPERTY GROUP L P /DE/
Entity Central Index Key	0001022344
Document Type	10-Q
Document Period End Date	Sep. 30, 2014
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding	0
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q3

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2014	Dec. 31, 2013
ASSETS:
Investment properties at cost	$ 31,022,776	$ 30,336,639
Less - accumulated depreciation	8,728,977	8,092,794
Investment properties, net	22,293,799	22,243,845
Cash and cash equivalents	817,998	1,691,006
Tenant receivables and accrued revenue, net	516,857	520,361
Investment in unconsolidated entities, at equity	2,458,704	2,429,845
Investment in Klepierre, at equity	1,868,461	2,014,415
Deferred costs and other assets	1,716,346	1,422,788
Total assets of discontinued operations		3,002,314
Total assets	29,672,165	33,324,574
LIABILITIES:
Mortgages and unsecured indebtedness	21,202,360	22,669,917
Accounts payable, accrued expenses, intangibles, and deferred revenues	1,150,900	1,223,102
Cash distributions and losses in partnerships and joint ventures, at equity	1,166,887	1,050,278
Other liabilities	259,824	250,371
Total liabilities of discontinued operations		1,117,789
Total liabilities	23,779,971	26,311,457
Commitments and contingencies
Preferred units, at liquidation value, and noncontrolling redeemable interests in properties	25,537	190,485
Partners' Equity
Preferred units, 796,948 units outstanding. Liquidation value of $39,847	44,144	44,390
General Partner, 310,782,075 and 310,608,565 units outstanding, respectively	4,977,177	5,805,016
Limited Partners, 52,852,844 and 51,846,157 units outstanding, respectively	846,439	968,962
Total partners' equity	5,867,760	6,818,368
Noncontrolling Nonredeemable (deficit) interests in properties, net	(1,103)	4,264
Total equity	5,866,657	6,822,632
Total liabilities and equity	$ 29,672,165	$ 33,324,574

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2014	Dec. 31, 2013
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	310,782,075	310,608,565
Limited Partners, units outstanding	52,852,844	51,846,157

Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
REVENUE:
Minimum rent	$ 740,214	$ 690,904	$ 2,190,983	$ 2,038,486
Overage rent	52,502	55,115	123,336	129,458
Tenant reimbursements	350,595	320,179	1,018,316	921,136
Management fees and other revenues	36,396	33,613	101,145	95,156
Other income	54,987	47,066	139,918	108,457
Total revenue	1,234,694	1,146,877	3,573,698	3,292,693
EXPENSES:
Property operating	106,742	98,993	294,318	276,561
Depreciation and amortization	281,661	279,302	849,369	824,173
Real estate taxes	97,359	93,001	291,058	273,758
Repairs and maintenance	21,416	22,746	72,838	68,689
Advertising and promotion	38,359	28,455	99,128	75,128
Provision for (recovery of) credit losses	1,769	2,398	8,635	3,947
Home and regional office costs	40,753	34,171	120,999	106,021
General and administrative	14,388	14,546	44,842	44,476
Other	24,690	24,787	62,457	59,040
Total operating expenses	627,137	598,399	1,843,644	1,731,793
OPERATING INCOME	607,557	548,478	1,730,054	1,560,900
Interest expense	(249,780)	(270,700)	(758,945)	(808,235)
Loss on extinguishment of debt	(127,573)		(127,573)
Income and other taxes	(6,589)	(7,700)	(20,078)	(29,773)
Income from unconsolidated entities	55,631	47,563	168,473	157,811
Gain upon acquisition of controlling interests and sale or disposal of assets and interests in unconsolidated entities, net	17,717	11,071	154,242	85,754
Consolidated income from continuing operations	296,963	328,712	1,146,173	966,457
Discontinued operations		38,581	67,524	135,830
Discontinued operations transaction expenses			(38,163)
CONSOLIDATED NET INCOME	296,963	367,293	1,175,534	1,102,287
Net income attributable to noncontrolling interests	750	1,958	1,720	6,517
Preferred unit requirements	1,313	1,313	3,939	3,939
NET INCOME ATTRIBUTABLE TO UNITHOLDERS	294,900	364,022	1,169,875	1,091,831
NET INCOME ATTRIBUTABLE TO UNITHOLDERS ATTRIBUTABLE TO:
General Partner	251,968	311,675	1,000,203	934,749
Limited Partners	42,932	52,347	169,672	157,082
Net income attributable to unitholders	$ 294,900	$ 364,022	$ 1,169,875	$ 1,091,831
BASIC EARNINGS PER UNIT
Income from continuing operations (in dollars per unit)	$ 0.81	$ 0.89	$ 3.14	$ 2.64
Discontinued operations (in dollars per unit)		0.11	0.08	0.37
Net income attributable to unitholders (in dollars per unit)	0.81	1.00	3.22	3.01
DILUTED EARNINGS PER UNIT
Income from continuing operations (in dollars per unit)	0.81	0.89	3.14	2.64
Discontinued operations (in dollars per unit)		0.11	0.08	0.37
Net income attributable to unitholders (in dollars per unit)	$ 0.81	$ 1.00	$ 3.22	$ 3.01
Consolidated net income	$ 296,963	$ 367,293	$ 1,175,534	$ 1,102,287
Unrealized gain (loss) on derivative hedge agreements	5,354	(4,378)	(2,187)	897
Net loss reclassified from accumulated other comprehensive income into earnings	2,673	2,566	7,947	6,642
Currency translation adjustments	(74,029)	32,515	(56,250)	10,603
Changes in available-for-sale securities and other	(8,487)	(773)	(7,806)	(1,588)
Comprehensive income	222,474	397,223	1,117,238	1,118,841
Comprehensive income attributable to noncontrolling interests	750	1,958	1,720	6,517
Comprehensive income attributable to unitholders	$ 221,724	$ 395,265	$ 1,115,518	$ 1,112,324

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Consolidated Net Income	$ 1,175,534	$ 1,102,287
Adjustments to reconcile consolidated net income to net cash provided by operating activities -
Depreciation and amortization	973,634	991,715
Loss on debt extinguishment	127,573
Gain upon acquisition of controlling interests and sale or disposal of assets and interests in unconsolidated entities, net	(154,484)	(99,906)
Straight-line rent	(36,952)	(32,906)
Equity in income of unconsolidated entities	(169,125)	(158,663)
Distributions of income from unconsolidated entities	148,502	143,202
Changes in assets and liabilities -
Tenant receivables and accrued revenue, net	45,362	22,528
Deferred costs and other assets	(54,622)	(46,537)
Accounts payable, accrued expenses, intangibles, deferred revenues and other liabilities	(123,200)	7,173
Net cash provided by operating activities	1,932,222	1,928,893
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions	(85,459)	(308,635)
Funding of loans to related parties	(42,685)	(62,689)
Repayments of loans to related parties	105,175
Capital expenditures, net	(467,084)	(628,577)
Cash impact from the consolidation of properties	5,402
Net proceeds from sale of assets		248,495
Investments in unconsolidated entities	(155,815)	(113,428)
Purchase of marketable and non-marketable securities	(323,508)	(39,945)
Proceeds from sale of marketable and non-marketable securities		47,495
Distributions of capital from unconsolidated entities	372,560	460,071
Net cash used in investing activities	(591,414)	(397,213)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of units	(122)	181
Cash impact of Washington Prime spin-off	(33,776)
Redemption of limited partner units	(14,435)
Purchase of noncontrolling interest in consolidated properties and other	(172,652)
Distributions to noncontrolling interest holders in properties	(19,486)	(7,393)
Contributions from noncontrolling interest holders in properties	686	5,684
Partnership distributions	(1,402,916)	(1,254,073)
Loss on debt extinguishment	(127,573)
Mortgage and unsecured indebtedness proceeds, net of transaction costs	2,685,376	1,242,868
Mortgage and unsecured indebtedness principal payments	(4,157,910)	(1,604,144)
Proceeds from issuance of debt related to Washington Prime properties, net	1,003,135
Net cash used in financing activities	(2,239,673)	(1,616,877)
DECREASE IN CASH AND CASH EQUIVALENTS	(898,865)	(85,197)
CASH AND CASH EQUIVALENTS, beginning of period	1,716,863	1,184,518
CASH AND CASH EQUIVALENTS, end of period	$ 817,998	$ 1,099,321

Organization	9 Months Ended
Organization	Sep. 30, 2014
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 condensed notes to the unaudited 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" refers specifically to Simon Property Group, Inc. Simon, 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. REITs will generally not be liable for federal corporate income taxes as long as they continue to distribute not less than 100% of their taxable income. According to our partnership agreement, we are required to pay all expenses of Simon. We own, develop and manage retail real estate properties, which consist primarily of malls, Premium Outlets®, and The Mills®. As of September 30, 2014, we owned or held an interest in 208 income-producing properties in the United States, which consisted of 112 malls, 68 Premium Outlets, 13 Mills, and 15 other shopping centers or outlet centers in 37 states and Puerto Rico. Internationally, as of September 30, 2014, we had ownership interests in nine Premium Outlets in Japan, three Premium Outlets in South Korea, one Premium Outlet in Canada, one Premium Outlet in Mexico, and one Premium Outlet in Malaysia. As of September 30, 2014, we had noncontrolling ownership interests in five outlet properties in Europe through our joint venture with McArthurGlen. Of the five properties, two are located in Italy and one each is located in Austria, the Netherlands, and the United Kingdom. Additionally, as of September 30, 2014, 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, shopping centers located in 13 countries in Europe. On May 28, 2014, as further discussed in Note 3, we completed the spin-off of our interests in 98 properties comprised of substantially all of our strip center business and our smaller enclosed malls to Washington Prime Group Inc., or Washington Prime, an independent, publicly traded REIT. The historical results of operations of the Washington Prime properties as well as the related assets and liabilities are presented as discontinued operations in the accompanying consolidated financial statements.

Basis of Presentation	9 Months Ended
Basis of Presentation	Sep. 30, 2014
Basis of Presentation
Basis of Presentation	2. Basis of Presentation The accompanying unaudited consolidated financial statements include the accounts of all controlled subsidiaries, and all significant intercompany amounts have been eliminated. Due to the seasonal nature of certain operational activities, the results for the interim period ended September 30, 2014, are not necessarily indicative of the results to be expected for the full year. These consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and include all of the information and disclosures required by accounting principles generally accepted in the United States (GAAP) for interim reporting. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments necessary for fair presentation (including normal recurring accruals) have been included. The consolidated financial statements in this Form 10-Q should be read in conjunction with the audited consolidated financial statements and related notes contained in our 2013 Annual Report on Form 10-K. As of September 30, 2014, we consolidated 134 wholly-owned properties and 13 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 81 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 58 of the 81 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, Canada, Mexico, Malaysia, and the five properties through our joint venture with McArthurGlen comprise 20 of the remaining 23 properties. The international properties are managed locally by joint ventures in which we share control. We allocate our net operating results after preferred distributions based on our partners' respective weighted average ownership. Simon owns a majority of our units of 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 preferred stock. Simon's weighted average ownership interest in us was 85.5% and 85.6% for the nine months ended September 30, 2014 and 2013, respectively. As of September 30, 2014 and December 31, 2013, Simon's ownership interest in us was 85.5% and 85.7%, 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 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 2014 presentation. These reclassifications had no impact on previously reported net income attributable to unitholders or earnings per unit.

Significant Accounting Policies

9 Months Ended

Sep. 30, 2014

Significant Accounting Policies

Significant Accounting Policies

3. Significant Accounting Policies

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 are in excess of FDIC and SIPC insurance limits.

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. At September 30, 2014, we had marketable securities of $463.6 million generally accounted for as available-for-sale which are adjusted to their quoted market price with a corresponding adjustment in other comprehensive income (loss). We recorded in other comprehensive income (loss) a net unrealized loss of $6.7 million as of September 30, 2014 and a net unrealized gain of $1.1 million as of December 31, 2013, which represent the valuation and related currency adjustments for our marketable securities.

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 or other observable inputs when quoted market prices are not available. 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.

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.

At September 30, 2014 and December 31, 2013, we had investments of $159.5 million and $118.8 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 and determined that no adjustment in the carrying value was required.

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.

The marketable securities we held at September 30, 2014 and December 31, 2013 were primarily classified as having Level 1 fair value inputs. In addition, we had derivative instruments which were 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 $1.2 million at December 31, 2013, and a gross asset value of $10.8 million and $8.4 million at September 30, 2014 and December 31, 2013, respectively. We also have interest rate cap agreements with nominal values.

Note 6 includes a discussion of the fair value of debt measured using Level 2 inputs. Notes 5 and 9 include 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.

Noncontrolling Interests

Our evaluation of the appropriateness of classifying the units held by Simon and limited partners within permanent equity considered several significant factors. First, as a limited partnership, all decisions relating to our operations and distributions are made by Simon, acting as our sole general partner. The decisions of the general partner are made by Simon's Board of Directors or management. We have no other governance structure. Secondly, the sole asset of Simon is its interest in us. As a result, a share of Simon 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 common stock or cash as selected by Simon as the sole general partner. Accordingly, we classify units held by limited partners in permanent equity because Simon may elect 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 only when Simon has redeemed shares of its common stock. We classify units held by Simon in permanent equity because the decision to redeem those units would be made by Simon.

Net income attributable to noncontrolling interests (which includes nonredeemable and redeemable noncontrolling interests in consolidated properties) is a component of consolidated net income. During the three and nine months ended September 30, 2014 and 2013, no individual components of other comprehensive income (loss) were attributable to noncontrolling interests.

A rollforward of noncontrolling interests reflected in equity is as follows:

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2014			2013			2014			2013
Noncontrolling nonredeemable (deficit) interests in properties, net — beginning of period	$	(1,643	)	$	(1,029	)	$	4,264		$	(877	)
Net income attributable to noncontrolling nonredeemable interests		750			(8	)		1,720			18
Distributions to noncontrolling nonredeemable interestholders		(509	)		(71	)		(18,116	)		(249	)
Purchase and disposition of noncontrolling interests, net, and other		299			5,294			11,029			5,294

Noncontrolling nonredeemable (deficit) interests in properties, net — end of period	$	(1,103	)	$	4,186		$	(1,103	)	$	4,186

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 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 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.

The remaining interests in a property or portfolio of properties 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 limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests in properties in the accompanying consolidated balance sheets. The carrying amount of each noncontrolling interest is adjusted to the redemption amount assuming the interest is redeemable at the balance sheet date.

As discussed in Note 9, on January 10, 2014, we acquired one of our partner's redeemable interests in a portfolio of properties. During the second quarter of 2014, in connection with the resolution of all partnership disputes with related party limited partners in one of our partnerships, we contributed $83.0 million into the partnership in exchange for a new series of preferred partnership units that carry a 2.5% preferred return. Amounts due upon a future exercise of the limited partners' right to cause us to redeem their noncontrolling interests would be net of this preferred investment. Accordingly, this preferred investment contractually offsets the mezzanine liability previously recognized on the accompanying consolidated balance sheet.

Changes in the redemption value of the underlying noncontrolling interest are recorded within accumulated deficit. If and to the extent the value of the redemption right exceeds the fair value of the limited partners' interests in the partnership, earnings will be charged. There are no noncontrolling interests redeemable at amounts in excess of fair value at September 30, 2014.

Accumulated Other Comprehensive Income (Loss)

The changes in accumulated other comprehensive income (loss) by component consisted of the following as of September 30, 2014:


	Currency translation adjustments			Accumulated derivative losses, net			Net unrealized gains on marketable securities			Total
Beginning balance	$	(27,755	)	$	(61,833	)	$	1,134		$	(88,454	)
Other comprehensive income (loss) before reclassifications		(56,250	)		(2,187	)		(7,806	)		(66,243	)
Amounts reclassified from accumulated other comprehensive income (loss)		—			7,947			—			7,947

Net current-period other comprehensive income (loss)		(56,250	)		5,760			(7,806	)		(58,296	)

Ending balance	$	(84,005	)	$	(56,073	)	$	(6,672	)	$	(146,750	)

The reclassifications out of accumulated other comprehensive income (loss) consisted of the following as of September 30, 2014 and 2013:

	September 30, 2014			September 30, 2013
Details about accumulated other comprehensive income (loss) components:	Amount reclassified from accumulated other comprehensive income (loss)			Amount reclassified from accumulated other comprehensive income (loss)			Affected line item in the statement where net income is presented
Accumulated derivative losses, net	$	(7,947	)	$	(6,642	)	Interest expense

	$	(7,947	)	$	(6,642	)

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 designated a derivative as a hedge and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. We may 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 is no significant ineffectiveness from any of our derivative activities. 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 September 30, 2014, we had no outstanding interest rate derivatives. The carrying value of our interest rate swap agreements, at fair value, as of December 31, 2013, was a net asset balance of $3.0 million, of which $0.4 million was included in other liabilities and $3.4 million was included in deferred costs and other assets. The interest rate caps were of nominal value at December 31, 2013 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 ¥41.9 million remains as of September 30, 2014 for all Yen forward contracts which mature through January 5, 2015. The September 30, 2014 asset balance related to these forward contracts was $0.2 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 the third quarter of 2014, we entered into Euro:USD forward contracts, which were designated as net investment hedges, with an aggregate €150.0 million notional value which mature through August 11, 2017. The September 30, 2014 asset balance related to these forward contracts was $10.7 million and is included in deferred costs and other assets. In the fourth quarter of 2013, we entered into a Euro:USD forward contract with a €74.0 million notional value, which we designated as a net investment hedge, that matured on May 30, 2014. The liability balance related to this forward contract was $0.8 million and included in other liabilities as of December 31, 2013. We apply hedge accounting to these forward contracts and report the changes in fair value in other comprehensive income (loss). Changes in the value of these forward contracts are offset by changes in the underlying hedged Euro-denominated joint venture investment.

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 $56.1 million and $61.8 million as of September 30, 2014 and December 31, 2013, respectively.

New Accounting Pronouncements

In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-08, "Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 changes the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity's operations and financial results. ASU 2014-08 is effective prospectively for fiscal years beginning after December 15, 2014, but can be early-adopted. We early adopted ASU 2014-08 and are applying the revised definition to all disposals on a prospective basis, including the spin-off of Washington Prime as further discussed below. ASU 2014-08 also requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation.

In May 2014, the FASB issued ASU 2014-09, "Revenue From Contracts With Customers." ASU 2014-09 amends the existing accounting standards for revenue recognition and is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to customers. ASU 2014-09 will be effective for us beginning in its first quarter of 2017. Early adoption is not permitted. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. We are currently evaluating the impact of adopting the new revenue standard on our consolidated financial statements.

Transaction Expenses

We expense acquisition, potential acquisition and disposition related costs as they are incurred. We incurred $38.2 million in transaction costs during the first six months of 2014 related to the spin-off of Washington Prime. Other than these transaction costs, we incurred a minimal amount of transaction expenses during the nine months ended September 30, 2014 and 2013.

Discontinued Operations

On May 28, 2014, we completed the spin-off of our interests in 98 properties comprised of substantially all of our strip center business and our smaller enclosed malls to Washington Prime, an independent, publicly traded REIT. The spin-off was effectuated through a distribution of the common shares of Washington Prime to holders of Simon common stock as of the distribution record date, and qualified as a tax-free distribution for U.S. federal income tax purposes. For every two shares of Simon common stock held as of the record date of May 16, 2014, Simon stockholders received one Washington Prime common share on May 28, 2014. At the time of the separation and distribution, Washington Prime owned a percentage of the outstanding units of partnership interest of Washington Prime Group, L.P. that was approximately equal to the percentage of our outstanding units owned by Simon. The remaining units of Washington Prime Group, L.P. were owned by our limited partners who received one Washington Prime Group, L.P. unit for every two units they owned. Subsequent to the spin-off, we retained a nominal interest in Washington Prime Group, L.P. We also retained approximately $1.0 billion of proceeds from recently completed unsecured debt and mortgage debt as part of the spin-off.

The historical results of operations of the Washington Prime properties have been presented as discontinued operations in the consolidated statements of operations and comprehensive income. Discontinued operations also include transaction costs of $38.2 million we incurred to spin-off Washington Prime. In addition, the assets and liabilities of Washington Prime are presented separately from assets and liabilities from continuing operations in the accompanying consolidated balance sheets. The accompanying consolidated statement of cash flows includes within operating, investing and financing cash flows those activities which related to our period of ownership of the Washington Prime properties.

The following is a summary of the assets and liabilities transferred to Washington Prime as part of the spin-off (dollars in thousands):

	May 28, 2014		December 31, 2013
ASSETS:
Investment properties at cost	$	4,802,975	$	4,789,705
Less — accumulated depreciation		2,034,615		1,974,949

		2,768,360		2,814,756
Cash and cash equivalents		33,776		25,857
Tenant receivables and accrued revenue, net		53,662		61,121
Investment in unconsolidated entities, at equity		5,189		3,554
Deferred costs and other assets		110,365		97,026

Total assets	$	2,971,352	$	3,002,314


LIABILITIES:
Mortgages and unsecured indebtedness	$	1,929,019	$	918,614
Accounts payable, accrued expenses, intangibles, and deferred revenues		112,390		151,011
Cash distributions and losses in partnerships and joint ventures, at equity		41,623		41,313
Other liabilities		36,927		6,851

Total liabilities		2,119,959		1,117,789


Net Assets Transferred to Washington Prime	$	851,393	$	1,884,525

The results of the discontinued operations through the May 28, 2014 date of the spin-off are included in the consolidated results for the nine months ended September 30, 2014. Summarized financial information for discontinued operations for the three month period ended September 30, 2013, and nine month periods ended September 30, 2014 and 2013 is as follows (dollars in thousands).

	For the Three Months Ended September 30,			For the Nine Months Ended September 30,
	2013			2014			2013
TOTAL REVENUE	$	155,379		$	262,652		$	461,184
Property operating		27,713			43,175			77,533
Depreciation and amortization		46,771			76,992			137,171
Real estate taxes		20,144			32,474			58,501
Repairs and maintenance		5,001			10,331			15,890
Advertising and promotion		2,270			3,340			6,215
Provision for credit losses		376			1,494			260
Other		1,017			2,028			3,371

Total operating expenses		103,292			169,834			298,941
OPERATING INCOME		52,087			92,818			162,243
Interest expense		(13,791	)		(26,076	)		(41,247	)
Income and other taxes		(68	)		(112	)		(170	)
Income from unconsolidated entities		353			652			852
Gain upon acquisition of controlling interests and sale or disposal of assets and interests in unconsolidated entities, net		—			242			14,152

CONSOLIDATED NET INCOME		38,581			67,524			135,830
Net income attributable to noncontrolling interests		5,547			9,781			19,542

NET INCOME ATTRIBUTABLE TO UNITHOLDERS	$	33,034		$	57,743		$	116,288

Capital expenditures on a cash basis (in millions) for the three month period ended September 30, 2013 were $24.7 million, and for the nine month periods ended September 30, 2014 and 2013 were $31.9 million and $67.2 million, respectively.

We and Washington Prime entered into property management and transitional services agreements in connection with the spin-off whereby we will provide certain services to Washington Prime and its properties. Pursuant to the terms of the property management agreements, we manage, lease, and maintain Washington Prime's mall properties under the direction of Washington Prime. In exchange, Washington Prime pays us annual fixed rate property management fees ranging from 2.5% to 4.0% of base minimum and percentage rents, reimburses us for direct out-of-pocket costs and expenses and also pays us separate fees for any leasing and development services we provide. The property management agreements have an initial term of two years with automatic one year renewals unless terminated. Either party may terminate the property management agreements on or after the two-year anniversary of the spin-off upon 180 days prior written notice.

We also provide certain support services to the Washington Prime strip centers and certain of its central functions to assist Washington Prime as it establishes its stand-alone processes for various activities that were previously provided by us and does not constitute significant continuing support of Washington Prime's operations. These services include assistance in the areas of information technology, treasury and financial management, payroll, lease administration, taxation and procurement. The charges for such services are intended to allow us to recover costs of providing these services. The transition services agreement will terminate no later than two years following the date of the spin-off subject to a minimum notice period equal to the shorter of 180 days or one-half of the original service period.

Management and transitional services fees earned for the three and nine month periods ended September 30, 2014 were not significant.

Per Unit Data

9 Months Ended

Sep. 30, 2014

Per Unit Data

Per Unit Data

4. 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 securities 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 Three Months Ended September 30,				For the Nine Months Ended September 30,
	2014		2013		2014		2013
Net Income attributable to Unitholders — Basic and Diluted	$	294,900	$	364,022	$	1,169,875	$	1,091,831


Weighted Average Units Outstanding — Basic		363,645,178		362,454,880		363,421,835		362,322,136
Effect of stock options of Simon		—		—		—		67

Weighted Average Units Outstanding — Diluted		363,645,178		362,454,880		363,421,835		362,322,203

For the nine months ended September 30, 2014, potentially dilutive securities include long-term incentive performance units, or LTIP units. No securities had a dilutive effect for the nine months ended September 30, 2014. The only security that had a dilutive effect for the nine months ended September 30, 2013 were stock options of Simon. We accrue distributions when they are declared.

Investment in Unconsolidated Entities

9 Months Ended

Sep. 30, 2014

Investment in Unconsolidated Entities

Investment in Unconsolidated Entities

5. Investment in Unconsolidated Entities

Real Estate Joint Ventures and Investments

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. As discussed in Note 2, we held joint venture interests in 81 properties as of September 30, 2014.

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.

We may provide financing to joint ventures primarily in the form of interest bearing construction loans. As of September 30, 2014 and December 31, 2013, we had construction loans and other advances to related parties totaling $81.3 million and $140.3 million, respectively, which are included in deferred costs and other assets.

Unconsolidated Property Transactions

On January 30, 2014, as discussed in Note 9, we acquired the remaining 50% interest in Arizona Mills from our joint venture partner. 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 $2.7 million in the first quarter of 2014. As a result of this acquisition, we now own 100% of this property.

As discussed in Notes 1 and 3, on May 28, 2014, we completed the spin-off of Washington Prime, which included ten unconsolidated properties. The net income of these ten properties is included in income from operations of discontinued joint venture interests and the net assets and liabilities of these properties are included in the total assets and total liabilities of discontinued operations, respectively, in the accompanying summary financial information.

European Investments

At September 30, 2014, we owned 57,634,148 shares, or approximately 28.9%, of Klépierre, which had a quoted market price of $44.00 per share. Our share of net income, net of amortization of our excess investment, was $138.7 million for the nine months ended September 30, 2014, which includes the disposal gain discussed below, and $23.8 million for the nine months ended September 30, 2013. Based on applicable Euro:USD exchange rates and after our conversion of Klépierre's results to GAAP, Klépierre's total revenues, operating income and consolidated net income were approximately $949.9 million, $431.7 million and $1.3 billion, respectively, for the nine months ended September 30, 2014 and $1.1 billion, $538.6 million and $231.5 million, respectively, for the nine months ended September 30, 2013. On April 16, 2014, Klépierre completed the disposal of a portfolio of 126 retail galleries located in France, Spain and Italy. Total gross consideration for the transaction, including transfer duties, was €1.98 billion (€1.65 billion Klépierre's group share). The net cash proceeds were used by Klépierre to reduce its overall indebtedness. In connection with this transaction, we recorded a gain of $133.9 million, net of the write-off of a portion of our excess investment, which is included in "Gain upon acquisition of controlling interests and sale or disposal of assets and interest in unconsolidated entities, net" in the accompanying consolidated statements of operations and comprehensive income. On July 29, 2014 Klépierre announced that it had entered into a conditional agreement to acquire Corio N.V., or Corio, pursuant to which Corio shareholders will receive 1.14 Klépierre ordinary shares for each Corio ordinary share. The transaction, which is subject to shareholder approval, is expected to close in the first quarter of 2015.

During the second quarter of 2013, we signed a definitive agreement with McArthurGlen, an owner, developer, and manager of designer outlets, to form one or more joint ventures to invest in certain existing designer outlets, development projects, and its property management and development companies. In conjunction with that agreement, we purchased a noncontrolling interest in the property management and development companies of McArthurGlen and a noncontrolling interest in a development property located in Vancouver, British Colombia. On August 2, 2013 we acquired a noncontrolling interest in Ashford Designer Outlet in Kent, UK. On October 16, 2013 we completed the remaining transactions contemplated by our previously announced definitive agreement with McArthurGlen by acquiring noncontrolling interests in portions of four existing McArthurGlen Designer Outlets — Parndorf (Vienna, Austria), La Reggia (Naples, Italy), Noventa di Piave (Venice, Italy), and Roermond (Roermond, Netherlands). During the quarter ended June 30, 2014, through our joint venture with McArthurGlen, we purchased an additional 22.5% noncontrolling interest in Ashford Designer Outlet, increasing our ownership interest in this property to 45%. At September 30, 2014, our legal ownership interests in these properties range from 45% to 90%. The aggregate consideration for the 2013 transactions was $496.7 million and is subject to further adjustment based upon contractual obligations and customary purchase price adjustments. The carrying amount of our investment in these joint ventures, including all related components of accumulated other comprehensive income (loss) as well as subsequent capital contributions for development, was $678.1 million and $510.7 million as of September 30, 2014 and December 31, 2013, respectively. The change in the carrying amount of the investment in 2014 was driven by the additional investment discussed above and adjustments to our preliminary purchase accounting including our estimate of the aggregate consideration. Substantially all of our investment has been deemed excess investment and has been preliminarily allocated to the underlying investment property based on estimated fair values. The preliminary allocations are subject to revision within the measurement period, not to exceed one year from the date of the acquisitions.

We also have a minority interest in Value Retail PLC, which owns and operates nine luxury outlets throughout Europe and an additional direct minority ownership in three of those outlets. Our investment in these centers is accounted for under the cost method. At September 30, 2014 and December 31, 2013, the carrying value of these investments was $115.4 million and is included in deferred costs and other assets.

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 $246.8 million and $261.1 million as of September 30, 2014 and December 31, 2013, 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 $99.5 million and $76.4 million as of September 30, 2014 and December 31, 2013, respectively, including all related components of accumulated other comprehensive income (loss).

Summary Financial Information

A summary of our equity method investments and share of income from such investments, excluding Klépierre, follows.

BALANCE SHEETS

	September 30, 2014			December 31, 2013
Assets:
Investment properties, at cost	$	15,854,182		$	15,355,700
Less — accumulated depreciation		5,358,302			5,080,832

		10,495,880			10,274,868
Cash and cash equivalents		753,133			781,554
Tenant receivables and accrued revenue, net		353,619			302,902
Investment in unconsolidated entities, at equity		11,701			38,352
Deferred costs and other assets		575,776			579,480
Total assets of discontinued operations		—			281,000

Total assets	$	12,190,109		$	12,258,156


Liabilities and Partners' Deficit:
Mortgages	$	12,900,691		$	12,753,139
Accounts payable, accrued expenses, intangibles, and deferred revenue		979,723			834,898
Other liabilities		491,959			513,897
Total liabilities of discontinued operations		—			286,252

Total liabilities		14,372,373			14,388,186
Preferred units		67,450			67,450
Partners' deficit		(2,249,714	)		(2,197,480	)

Total liabilities and partners' deficit	$	12,190,109		$	12,258,156


Our Share of:
Partners' deficit	$	(615,394	)	$	(717,776	)
Add: Excess investment		1,907,211			2,059,584
Add: Our share of investment in discontinued unconsolidated entities, at equity		—			37,759

Our net investment in unconsolidated entities, at equity	$	1,291,817		$	1,379,567

"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.

STATEMENT OF OPERATIONS

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2014			2013			2014			2013
Revenue:
Minimum rent	$	436,580		$	396,539		$	1,289,263		$	1,165,611
Overage rent		42,760			40,707			133,146			128,320
Tenant reimbursements		202,973			193,288			588,772			555,681
Other income		54,157			40,760			228,793			122,152

Total revenue		736,470			671,294			2,239,974			1,971,764
Operating Expenses:
Property operating		141,083			122,550			434,147			356,089
Depreciation and amortization		147,946			131,689			442,141			378,284
Real estate taxes		59,934			53,593			167,523			154,271
Repairs and maintenance		16,289			15,172			51,874			46,290
Advertising and promotion		18,535			13,977			54,458			43,638
Provision for credit losses		210			311			4,288			1,823
Other		43,760			37,819			141,243			109,602

Total operating expenses		427,757			375,111			1,295,674			1,089,997

Operating Income		308,713			296,183			944,300			881,767
Interest expense		(147,817	)		(147,928	)		(449,512	)		(442,620	)

Income from Continuing Operations		160,896			148,255			494,788			439,147
Income from operations of discontinued joint venture interests		—			3,464			5,079			10,093
Gain on disposal of discontinued operations, net		—			6,580			—			24,936

Net Income	$	160,896		$	158,299		$	499,867		$	474,176


Third-Party Investors' Share of Net Income	$	81,810		$	85,211		$	259,340		$	263,926


Our Share of Net Income		79,086			73,088			240,527			210,250
Amortization of Excess Investment		(26,187	)		(25,733	)		(76,168	)		(75,415	)
Our Share of Income from Unconsolidated Discontinued Operations		—			(353	)		(652	)		(852	)

Income from Unconsolidated Entities	$	52,899		$	47,002		$	163,707		$	133,983

Our share of income from unconsolidated entities in the above table, aggregated with our share of the results of Klépierre, is presented in income from unconsolidated entities in the accompanying consolidated statements of operations and comprehensive income.

Debt

9 Months Ended

Sep. 30, 2014

Debt

Debt

6. Debt

Unsecured Debt

At September 30, 2014, our unsecured debt consisted of $13.8 billion of senior unsecured notes, net of discounts, $606.6 million outstanding under our $4.0 billion unsecured revolving credit facility, or Credit Facility, $203.5 million outstanding under our $2.0 billion supplemental unsecured revolving credit facility, or Supplemental Facility, and $240.0 million outstanding under an unsecured term loan. At September 30, 2014, the Credit Facility had a capacity of $4.0 billion including a $2.0 billion multi-currency tranche, an initial maturity of June 30, 2018, an interest rate of LIBOR plus 80 basis points and an additional facility fee of 10 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 entire balance on the Credit Facility at September 30, 2014 consisted 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 our international investments.

On September 30, 2014, we had an aggregate available borrowing capacity of $5.2 billion under the two credit facilities. The maximum outstanding balance of the credit facilities during the nine months ended September 30, 2014 was $1.2 billion and the weighted average outstanding balance was $900.9 million. Letters of credit of $39.0 million were outstanding under the two credit facilities as of September 30, 2014.

On April 7, 2014 we amended and extended the Credit Facility. The initial borrowing capacity of $4.0 billion may be increased to $5.0 billion during its term and provides for borrowings denominated in U.S. Dollars, Euros, Yen, Sterling, Canadian Dollars and Australian Dollars. Borrowings in currencies other than the U.S. Dollar are limited to 75% of the maximum revolving credit amount, as defined. The initial maturity date was extended to June 30, 2018 and can be extended for an additional year at our sole option to a final maturity date of June 30, 2019. The base interest rate on the amended Credit Facility was reduced to LIBOR plus 80 basis points and the additional facility fee was reduced to 10 basis points.

The Supplemental Facility's borrowing capacity of $2.0 billion may be increased 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. As of September 30, 2014, the base interest rate on the Supplemental Facility was LIBOR plus 95 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.

On September 3, 2014, we commenced cash tender offers for any and all of five series of our outstanding senior unsecured notes with maturity dates ranging from 2015 to 2017. The total principal amount of notes tendered and accepted for purchase was approximately $1.322 billion, with a weighted average remaining duration of 1.7 years and a weighted average coupon rate of 5.60%. We purchased the tendered notes using cash on hand and the proceeds from an offering of $1.3 billion of senior unsecured notes that closed on September 10, 2014. The senior notes offering was comprised of $900.0 million of 3.375% notes due 2024 and $400.0 million of 4.25% notes due 2044. Combined, the new issues of senior notes have a weighted average duration of 16.1 years and a weighted average coupon rate of 3.64%. Proceeds from the senior notes offering were also used to fund the redemption on September 30, 2014 of all $250.0 million outstanding principal amount of the 7.875% notes due 2016 issued by one of our subsidiaries. We recorded a $127.6 million loss on extinguishment of debt in the third quarter of 2014 as a result of the tender offers and redemption.

On January 21, 2014, we issued $600.0 million of senior unsecured notes at a fixed interest rate of 2.20% with a maturity date of February 1, 2019 and $600.0 million of senior unsecured notes at a fixed interest rate of 3.75% with a maturity date of February 1, 2024. Proceeds from the unsecured notes offering were used to repay debt and for general corporate purposes.

In addition to the tender offers and redemption described above, during the nine months ended September 30, 2014, we used cash on hand to redeem at par or repay at maturity $934.5 million of senior unsecured notes with fixed rates ranging from 4.90% to 6.75%.

On October 6, 2014, we entered into a global unsecured commercial paper note program. Under the terms of this program, we may issue unsecured commercial paper notes, denominated in U.S. dollars, Euros and other currencies, up to a maximum aggregate amount outstanding at any time of $500.0 million, or the non-U.S. equivalent thereof. Notes issued in non-U.S. currencies may be issued by one or more of our subsidiaries and are guaranteed by us. Notes will be sold under customary terms in the U.S and Euro commercial paper note markets and will rank (either by themselves or as a result of the guarantee described above) pari passu with all of our other unsecured senior indebtedness.

Mortgage Debt

Total mortgage indebtedness was $6.3 billion and $7.3 billion at September 30, 2014 and December 31, 2013, respectively.

On January 2, 2014, we repaid the $820.0 million outstanding mortgage at Sawgrass Mills originally maturing July 1, 2014 and on February 28, 2014, we repaid the $269.0 million outstanding mortgage at Great Mall originally maturing August 28, 2015. During the third quarter of 2014, we disposed of our interests in two retail properties and their related mortgage debt of $48.4 million.

Covenants

Our unsecured debt agreements contain financial and other 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 September 30, 2014, we were in compliance with all covenants of our unsecured debt.

At September 30, 2014, we or our subsidiaries are the borrowers under 39 non-recourse mortgage notes secured by mortgages on 53 properties, including five separate pools of cross-defaulted and cross-collateralized mortgages encumbering a total of 21 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 September 30, 2014, 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.

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 unsecured indebtedness was $19.5 billion and $20.9 billion as of September 30, 2014 and December 31, 2013, respectively. The fair values of these financial instruments and the related discount rate assumptions as of September 30, 2014 and December 31, 2013 are summarized as follows:

	September 30, 2014		December 31, 2013
Fair value of fixed-rate mortgages and unsecured indebtedness	$	21,030	$	22,316
Weighted average discount rates assumed in calculation of fair value for fixed-rate mortgages		3.36%		3.07%

Equity

9 Months Ended

Sep. 30, 2014

Equity

Equity

7. Equity

During the nine months ended September 30, 2014, five limited partners exchanged 64,129 units for an equal number of shares of common stock of Simon pursuant to our partnership agreement. This transaction increased Simon's ownership interest in us.

On January 30, 2014, we issued 555,150 units in connection with the acquisition of the remaining 50% interest in Arizona Mills and approximately 39 acres of land in Oyster Bay, New York, as discussed in Note 9.

On July 22, 2014, we redeemed 87,621 units from a limited partner for $14.4 million.

Stock Based Compensation

Awards under our stock based compensation plans primarily take the form of LTIP units and restricted stock grants made under our 1998 Stock Incentive Plan, or the Plan. Restricted stock and awards under the LTIP programs are all performance based and are based on various corporate and business unit performance measures as further described below. The expense related to these programs, net of amounts capitalized, is included within home and regional office costs and general and administrative costs in the accompanying consolidated statements of operations and comprehensive income.

LTIP Programs. Every year since 2010, Simon's Compensation Committee of the Board of Directors, or Compensation Committee, has approved long-term, performance based incentive compensation programs, or the 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 measures are achieved during the performance period. Once earned, LTIP units are subject to a two year vesting period. One-half of the earned LTIP units will vest on January 1 of each of the 2nd and 3rd years following the end of the applicable performance period, subject to the participant maintaining employment with us through those dates and certain other conditions as described in those agreements. Awarded LTIP units not earned are forfeited. Earned and fully vested LTIP units are the equivalent of units. During the performance period, participants are entitled to receive distributions on the LTIP units awarded to them 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.

From 2010 to 2014, the Compensation Committee approved LTIP grants as shown in the table below. Grant date fair values of the LTIP units are estimated using a Monte Carlo model, and the resulting expense is recorded regardless of whether the TSR performance measures are achieved if the required service is delivered. 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, would become vested. The extent to which LTIP units were earned and the aggregate grant date fair values adjusted for estimated forfeitures, are as follows:

LTIP Program	LTIP Units Earned	Grant Date Fair Value
2010 LTIP Program
1-year 2010 LTIP Program	133,673	1-year program — $7.2 million
2-year 2010 LTIP Program	337,006	2-year program — $14.8 million
3-year 2010 LTIP Program	489,654	3-year program — $23.0 million
2011-2013 LTIP Program	469,848	$35.0 million
2012-2014 LTIP Program	To be determined in 2015	$35.0 million
2013-2015 LTIP Program	To be determined in 2016	$33.5 million
2014-2016 LTIP Program	To be determined in 2017	$30.0 million

We recorded compensation expense, net of capitalization, related to these LTIP programs of approximately $20.3 million and $19.0 million for the nine months ended September 30, 2014 and 2013, respectively.

Restricted Stock. The Compensation Committee awarded 1,246 and 62,565 shares of restricted stock to employees on February 26, 2014 and April 1, 2014, respectively, under the Plan, at a fair market value of $161.06 per share and $164.92 per share, respectively. On May 27, 2014, Simon's non-employee Directors were awarded 3,570 shares of restricted stock under the Plan at a fair market value of $176.55 per share. The fair market value of the employee restricted stock awards is being recognized as expense over the three-year vesting service period. The fair market value of the Director restricted stock awards is being recognized as expense over the one-year vesting service period. In accordance with our partnership agreement, we issued an equal number of units to Simon that are subject to the same vesting conditions as the restricted stock.

On August 26, 2014, the Compensation Committee awarded 17,000 shares of restricted stock to an employee, under the Plan, at a fair market value of $169.25 per share. The fair market value of this employee restricted stock award is being recognized as expense over the four-year vesting period.

We recorded compensation expense, net of capitalization, related to restricted stock of approximately $9.8 million for both the nine months ended September 30, 2014 and 2013.

Other Compensation Arrangements. On July 6, 2011, in connection with the execution of an eight year employment agreement, the Compensation Committee granted David Simon, Simon's Chairman and CEO, a retention award in the form of 1,000,000 LTIP units (the "Award") for his continued service as Simon's Chairman and Chief Executive Officer through July 5, 2019. Effective December 31, 2013, the Award was modified ("Current Award") and as a result the LTIP units will now become earned and eligible to vest based on the attainment of company-based performance goals, in addition to the service-based vesting requirement included in the original Award. If the relevant performance criteria are not achieved, all or a portion of the Current Award will be forfeited. The Current Award does not contain an opportunity for Mr. Simon to receive additional LTIP Units above and beyond the original Award should Simon's performance exceed the higher end of the performance criteria. The performance criteria of the Current Award are based on the attainment of specific funds from operations ("FFO") per share. If the performance criteria have been met, a maximum of 360,000 LTIP units ( "A Units"), 360,000 LTIP units ("B Units") and 280,000 LTIP units ("C Units") may become earned December 31, 2015, 2016 and 2017, respectively. The earned A Units will vest on January 1, 2018, earned B Units will vest on January 1, 2019 and earned C Units will vest on June 30, 2019, subject to Mr. Simon's continued employment through such applicable date. The grant date fair value of the retention award of $120.3 million is being recognized as expense over the eight-year term of his employment agreement on a straight-line basis based through the applicable vesting periods of the A Units, B Units and C Units.

Changes in Equity

The following table provides a reconciliation of the beginning and ending carrying amounts of total equity, equity attributable to partners and equity attributable to noncontrolling interests:

	Preferred Units			Simon (Managing General Partner)			Limited Partners			Noncontrolling interests			Total Equity
January 1, 2014	$	44,390		$	5,805,016		$	968,962		$	4,264		$	6,822,632
Issuance of limited partner units								84,910						84,910
Limited partner units exchanged to units					1,199			(1,199	)					—
Redemption of limited partner units					(12,972	)		(1,463	)					(14,435	)
Long-term incentive performance units								37,454						37,454
Spin-off of Washington Prime					(694,457	)		(118,306	)					(812,763	)
Purchase and disposition of noncontrolling interests, net and other		(246	)		41,870						11,029			52,653
Adjustment to limited partners' interest from change in ownership in the Operating Partnership					82,160			(82,160	)					—
Distributions to limited partners, excluding preferred interests classified as temporary equity		(2,503	)		(1,196,223	)		(202,754	)		(18,116	)		(1,419,596	)
Comprehensive income, excluding $1,436 attributable to preferred distributions on temporary equity preferred units		2,503			950,584			160,995			1,720			1,115,802

September 30, 2014	$	44,144		$	4,977,177		$	846,439		$	(1,103	)	$	5,866,657

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2014
Commitments and Contingencies
Commitments and Contingencies	8. 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, 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 our 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. 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 September 30, 2014 and December 31, 2013, we guaranteed joint venture related mortgage indebtedness of $226.2 million and $190.8 million, respectively (of which we have a right of recovery from our joint venture partners of $80.5 million and $83.0 million, respectively). Mortgages guaranteed by us are secured by the property of the joint venture which could be sold in order to satisfy the outstanding obligation and which has an estimated fair value in excess of the guaranteed amount. Concentration of Credit Risk Our U.S. Malls, Premium Outlets, and The Mills 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.

Real Estate Acquisitions and Dispositions	9 Months Ended
Real Estate Acquisitions and Dispositions	Sep. 30, 2014
Real Estate Acquisitions and Dispositions
Real Estate Acquisitions and Dispositions	9. Real Estate Acquisitions and Dispositions During the third quarter of 2014, we disposed of our interests in two consolidated retail properties. The aggregate gain recognized on these transactions was approximately $17.7 million. Also, during the third quarter of 2014, we sold our investment in a hotel located at Coconut Point in Estero, Florida. Our share of the gain from this sale was $4.4 million, which is included in other income in the consolidated statements of operations and comprehensive income. On September 16, 2014, we entered into a definitive agreement under which we will acquire Jersey Gardens in Elizabeth, New Jersey and University Park Village in Fort Worth, Texas, properties currently owned by Glimcher Realty Trust, or Glimcher, for an aggregate cash purchase price of $1.09 billion. This acquisition will close concurrently with, and is subject to, the closing of the acquisition of Glimcher by Washington Prime, which is expected to occur in the first quarter of 2015. On April 10, 2014, as discussed further in Note 5, we acquired an additional noncontrolling interest in Ashford Designer Outlet. On January 30, 2014, we acquired the remaining 50% interest in Arizona Mills from our joint venture partner, as well as approximately 39 acres of land in Oyster Bay, New York, for approximately $145.8 million, consisting of cash consideration and 555,150 of our units. Arizona Mills is subject to a mortgage which was $166.9 million at the time of the acquisition. 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 $2.7 million in the first quarter of 2014. We now own 100% of this property. On January 10, 2014, we acquired one of our partner's redeemable interests in a portfolio of ten properties for approximately $114.4 million subject to a pre-existing contractual arrangement. The amount paid to acquire the interests in the seven properties which were previously consolidated was included in limited partners' preferred units, at liquidation value, and noncontrolling redeemable interests in properties at December 31, 2013. During the first quarter of 2013, we acquired rights to the remaining interests in three unconsolidated community centers and subsequently disposed of our interests in those properties. Additionally, we disposed of our interest in another community center. The aggregate gain recognized on these transactions was approximately $20.8 million. Of this gain, $14.2 million is included within discontinued operations. During 2013, as further discussed in Note 5, we acquired noncontrolling interests in the property management and development companies of McArthurGlen as well as interests in five designer outlet properties. On May 30, 2013 we acquired a 100% interest in a 390,000 square foot outlet center located near Portland, Oregon for cash consideration of $146.7 million. The fair value of the acquisition was recorded primarily as investment property and lease related intangibles. As a result of the excess of fair value over amounts paid, we recognized a gain of approximately $27.3 million. Unless otherwise noted, gains and losses on the above transactions are included in gain upon acquisition of controlling interests and sale or disposal of assets and interests in unconsolidated entities, net in the accompanying consolidated statements of operations and comprehensive income.

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2014

Significant Accounting Policies

Cash and Cash Equivalents

Marketable and Non-Marketable Securities

Fair Value Measurements

Noncontrolling Interests

A rollforward of noncontrolling interests reflected in equity is as follows:

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2014			2013			2014			2013
Noncontrolling nonredeemable (deficit) interests in properties, net — beginning of period	$	(1,643	)	$	(1,029	)	$	4,264		$	(877	)
Net income attributable to noncontrolling nonredeemable interests		750			(8	)		1,720			18
Distributions to noncontrolling nonredeemable interestholders		(509	)		(71	)		(18,116	)		(249	)
Purchase and disposition of noncontrolling interests, net, and other		299			5,294			11,029			5,294

Noncontrolling nonredeemable (deficit) interests in properties, net — end of period	$	(1,103	)	$	4,186		$	(1,103	)	$	4,186

Temporary Equity

Accumulated Other Comprehensive Income (Loss)

The changes in accumulated other comprehensive income (loss) by component consisted of the following as of September 30, 2014:

	Currency translation adjustments			Accumulated derivative losses, net			Net unrealized gains on marketable securities			Total
Beginning balance	$	(27,755	)	$	(61,833	)	$	1,134		$	(88,454	)
Other comprehensive income (loss) before reclassifications		(56,250	)		(2,187	)		(7,806	)		(66,243	)
Amounts reclassified from accumulated other comprehensive income (loss)		—			7,947			—			7,947

Net current-period other comprehensive income (loss)		(56,250	)		5,760			(7,806	)		(58,296	)

Ending balance	$	(84,005	)	$	(56,073	)	$	(6,672	)	$	(146,750	)

The reclassifications out of accumulated other comprehensive income (loss) consisted of the following as of September 30, 2014 and 2013:

	September 30, 2014			September 30, 2013
Details about accumulated other comprehensive income (loss) components:	Amount reclassified from accumulated other comprehensive income (loss)			Amount reclassified from accumulated other comprehensive income (loss)			Affected line item in the statement where net income is presented
Accumulated derivative losses, net	$	(7,947	)	$	(6,642	)	Interest expense

	$	(7,947	)	$	(6,642	)

Derivative Financial Instruments

New Accounting Pronouncements

Transaction Expenses

Discontinued Operations

The following is a summary of the assets and liabilities transferred to Washington Prime as part of the spin-off (dollars in thousands):

	May 28, 2014		December 31, 2013
ASSETS:
Investment properties at cost	$	4,802,975	$	4,789,705
Less — accumulated depreciation		2,034,615		1,974,949

		2,768,360		2,814,756
Cash and cash equivalents		33,776		25,857
Tenant receivables and accrued revenue, net		53,662		61,121
Investment in unconsolidated entities, at equity		5,189		3,554
Deferred costs and other assets		110,365		97,026

Total assets	$	2,971,352	$	3,002,314


LIABILITIES:
Mortgages and unsecured indebtedness	$	1,929,019	$	918,614
Accounts payable, accrued expenses, intangibles, and deferred revenues		112,390		151,011
Cash distributions and losses in partnerships and joint ventures, at equity		41,623		41,313
Other liabilities		36,927		6,851

Total liabilities		2,119,959		1,117,789


Net Assets Transferred to Washington Prime	$	851,393	$	1,884,525

	For the Three Months Ended September 30,			For the Nine Months Ended September 30,
	2013			2014			2013
TOTAL REVENUE	$	155,379		$	262,652		$	461,184
Property operating		27,713			43,175			77,533
Depreciation and amortization		46,771			76,992			137,171
Real estate taxes		20,144			32,474			58,501
Repairs and maintenance		5,001			10,331			15,890
Advertising and promotion		2,270			3,340			6,215
Provision for credit losses		376			1,494			260
Other		1,017			2,028			3,371

Total operating expenses		103,292			169,834			298,941
OPERATING INCOME		52,087			92,818			162,243
Interest expense		(13,791	)		(26,076	)		(41,247	)
Income and other taxes		(68	)		(112	)		(170	)
Income from unconsolidated entities		353			652			852
Gain upon acquisition of controlling interests and sale or disposal of assets and interests in unconsolidated entities, net		—			242			14,152

CONSOLIDATED NET INCOME		38,581			67,524			135,830
Net income attributable to noncontrolling interests		5,547			9,781			19,542

NET INCOME ATTRIBUTABLE TO UNITHOLDERS	$	33,034		$	57,743		$	116,288

Management and transitional services fees earned for the three and nine month periods ended September 30, 2014 were not significant.

Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2014

Significant Accounting Policies

Schedule of rollforward of noncontrolling interests

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2014			2013			2014			2013
Noncontrolling nonredeemable (deficit) interests in properties, net — beginning of period	$	(1,643	)	$	(1,029	)	$	4,264		$	(877	)
Net income attributable to noncontrolling nonredeemable interests		750			(8	)		1,720			18
Distributions to noncontrolling nonredeemable interestholders		(509	)		(71	)		(18,116	)		(249	)
Purchase and disposition of noncontrolling interests, net, and other		299			5,294			11,029			5,294

Noncontrolling nonredeemable (deficit) interests in properties, net — end of period	$	(1,103	)	$	4,186		$	(1,103	)	$	4,186

Schedule of changes in accumulated other comprehensive income (loss) by component

The changes in accumulated other comprehensive income (loss) by component consisted of the following as of September 30, 2014:

	Currency translation adjustments			Accumulated derivative losses, net			Net unrealized gains on marketable securities			Total
Beginning balance	$	(27,755	)	$	(61,833	)	$	1,134		$	(88,454	)
Other comprehensive income (loss) before reclassifications		(56,250	)		(2,187	)		(7,806	)		(66,243	)
Amounts reclassified from accumulated other comprehensive income (loss)		—			7,947			—			7,947

Net current-period other comprehensive income (loss)		(56,250	)		5,760			(7,806	)		(58,296	)

Ending balance	$	(84,005	)	$	(56,073	)	$	(6,672	)	$	(146,750	)

Schedule of reclassifications out of accumulated other comprehensive income (loss)

	September 30, 2014			September 30, 2013
Details about accumulated other comprehensive income (loss) components:	Amount reclassified from accumulated other comprehensive income (loss)			Amount reclassified from accumulated other comprehensive income (loss)			Affected line item in the statement where net income is presented
Accumulated derivative losses, net	$	(7,947	)	$	(6,642	)	Interest expense

	$	(7,947	)	$	(6,642	)

Summary of the assets and liabilities transferred to Washington Prime as part of the spin-off

The following is a summary of the assets and liabilities transferred to Washington Prime as part of the spin-off (dollars in thousands):

	May 28, 2014		December 31, 2013
ASSETS:
Investment properties at cost	$	4,802,975	$	4,789,705
Less — accumulated depreciation		2,034,615		1,974,949

		2,768,360		2,814,756
Cash and cash equivalents		33,776		25,857
Tenant receivables and accrued revenue, net		53,662		61,121
Investment in unconsolidated entities, at equity		5,189		3,554
Deferred costs and other assets		110,365		97,026

Total assets	$	2,971,352	$	3,002,314


LIABILITIES:
Mortgages and unsecured indebtedness	$	1,929,019	$	918,614
Accounts payable, accrued expenses, intangibles, and deferred revenues		112,390		151,011
Cash distributions and losses in partnerships and joint ventures, at equity		41,623		41,313
Other liabilities		36,927		6,851

Total liabilities		2,119,959		1,117,789


Net Assets Transferred to Washington Prime	$	851,393	$	1,884,525

Summarized financial information for discontinued operations

Summarized financial information for discontinued operations for the three month period ended September 30, 2013, and nine month periods ended September 30, 2014 and 2013 is as follows (dollars in thousands).

	For the Three Months Ended September 30,			For the Nine Months Ended September 30,
	2013			2014			2013
TOTAL REVENUE	$	155,379		$	262,652		$	461,184
Property operating		27,713			43,175			77,533
Depreciation and amortization		46,771			76,992			137,171
Real estate taxes		20,144			32,474			58,501
Repairs and maintenance		5,001			10,331			15,890
Advertising and promotion		2,270			3,340			6,215
Provision for credit losses		376			1,494			260
Other		1,017			2,028			3,371

Total operating expenses		103,292			169,834			298,941
OPERATING INCOME		52,087			92,818			162,243
Interest expense		(13,791	)		(26,076	)		(41,247	)
Income and other taxes		(68	)		(112	)		(170	)
Income from unconsolidated entities		353			652			852
Gain upon acquisition of controlling interests and sale or disposal of assets and interests in unconsolidated entities, net		—			242			14,152

CONSOLIDATED NET INCOME		38,581			67,524			135,830
Net income attributable to noncontrolling interests		5,547			9,781			19,542

NET INCOME ATTRIBUTABLE TO UNITHOLDERS	$	33,034		$	57,743		$	116,288

Per Unit Data (Tables)

9 Months Ended

Sep. 30, 2014

Per Unit Data

Schedule of computation of basic and diluted earnings per unit

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2014		2013		2014		2013
Net Income attributable to Unitholders — Basic and Diluted	$	294,900	$	364,022	$	1,169,875	$	1,091,831


Weighted Average Units Outstanding — Basic		363,645,178		362,454,880		363,421,835		362,322,136
Effect of stock options of Simon		—		—		—		67

Weighted Average Units Outstanding — Diluted		363,645,178		362,454,880		363,421,835		362,322,203

Investment in Unconsolidated Entities (Tables)

9 Months Ended

Sep. 30, 2014

Investment in Unconsolidated Entities

Summary of equity method investments and share of income from such investments, balance sheet

	September 30, 2014			December 31, 2013
Assets:
Investment properties, at cost	$	15,854,182		$	15,355,700
Less — accumulated depreciation		5,358,302			5,080,832

		10,495,880			10,274,868
Cash and cash equivalents		753,133			781,554
Tenant receivables and accrued revenue, net		353,619			302,902
Investment in unconsolidated entities, at equity		11,701			38,352
Deferred costs and other assets		575,776			579,480
Total assets of discontinued operations		—			281,000

Total assets	$	12,190,109		$	12,258,156


Liabilities and Partners' Deficit:
Mortgages	$	12,900,691		$	12,753,139
Accounts payable, accrued expenses, intangibles, and deferred revenue		979,723			834,898
Other liabilities		491,959			513,897
Total liabilities of discontinued operations		—			286,252

Total liabilities		14,372,373			14,388,186
Preferred units		67,450			67,450
Partners' deficit		(2,249,714	)		(2,197,480	)

Total liabilities and partners' deficit	$	12,190,109		$	12,258,156


Our Share of:
Partners' deficit	$	(615,394	)	$	(717,776	)
Add: Excess investment		1,907,211			2,059,584
Add: Our share of investment in discontinued unconsolidated entities, at equity		—			37,759

Our net investment in unconsolidated entities, at equity	$	1,291,817		$	1,379,567

Summary of equity method investments and share of income from such investments, statement of operations

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2014			2013			2014			2013
Revenue:
Minimum rent	$	436,580		$	396,539		$	1,289,263		$	1,165,611
Overage rent		42,760			40,707			133,146			128,320
Tenant reimbursements		202,973			193,288			588,772			555,681
Other income		54,157			40,760			228,793			122,152

Total revenue		736,470			671,294			2,239,974			1,971,764
Operating Expenses:
Property operating		141,083			122,550			434,147			356,089
Depreciation and amortization		147,946			131,689			442,141			378,284
Real estate taxes		59,934			53,593			167,523			154,271
Repairs and maintenance		16,289			15,172			51,874			46,290
Advertising and promotion		18,535			13,977			54,458			43,638
Provision for credit losses		210			311			4,288			1,823
Other		43,760			37,819			141,243			109,602

Total operating expenses		427,757			375,111			1,295,674			1,089,997

Operating Income		308,713			296,183			944,300			881,767
Interest expense		(147,817	)		(147,928	)		(449,512	)		(442,620	)

Income from Continuing Operations		160,896			148,255			494,788			439,147
Income from operations of discontinued joint venture interests		—			3,464			5,079			10,093
Gain on disposal of discontinued operations, net		—			6,580			—			24,936

Net Income	$	160,896		$	158,299		$	499,867		$	474,176


Third-Party Investors' Share of Net Income	$	81,810		$	85,211		$	259,340		$	263,926


Our Share of Net Income		79,086			73,088			240,527			210,250
Amortization of Excess Investment		(26,187	)		(25,733	)		(76,168	)		(75,415	)
Our Share of Income from Unconsolidated Discontinued Operations		—			(353	)		(652	)		(852	)

Income from Unconsolidated Entities	$	52,899		$	47,002		$	163,707		$	133,983

Debt (Tables)

9 Months Ended

Sep. 30, 2014

Debt

Schedule of fair value of fixed rate mortgages and the related discount rate assumptions

	September 30, 2014		December 31, 2013
Fair value of fixed-rate mortgages and unsecured indebtedness	$	21,030	$	22,316
Weighted average discount rates assumed in calculation of fair value for fixed-rate mortgages		3.36%		3.07%

Equity (Tables)

9 Months Ended

Sep. 30, 2014

Equity

Schedule of LTIP units earned and aggregate grant date fair values adjusted for estimated forfeitures

LTIP Program	LTIP Units Earned	Grant Date Fair Value
2010 LTIP Program
1-year 2010 LTIP Program	133,673	1-year program — $7.2 million
2-year 2010 LTIP Program	337,006	2-year program — $14.8 million
3-year 2010 LTIP Program	489,654	3-year program — $23.0 million
2011-2013 LTIP Program	469,848	$35.0 million
2012-2014 LTIP Program	To be determined in 2015	$35.0 million
2013-2015 LTIP Program	To be determined in 2016	$33.5 million
2014-2016 LTIP Program	To be determined in 2017	$30.0 million

Reconciliation of carrying amounts of equity

	Preferred Units			Simon (Managing General Partner)			Limited Partners			Noncontrolling interests			Total Equity
January 1, 2014	$	44,390		$	5,805,016		$	968,962		$	4,264		$	6,822,632
Issuance of limited partner units								84,910						84,910
Limited partner units exchanged to units					1,199			(1,199	)					—
Redemption of limited partner units					(12,972	)		(1,463	)					(14,435	)
Long-term incentive performance units								37,454						37,454
Spin-off of Washington Prime					(694,457	)		(118,306	)					(812,763	)
Purchase and disposition of noncontrolling interests, net and other		(246	)		41,870						11,029			52,653
Adjustment to limited partners' interest from change in ownership in the Operating Partnership					82,160			(82,160	)					—
Distributions to limited partners, excluding preferred interests classified as temporary equity		(2,503	)		(1,196,223	)		(202,754	)		(18,116	)		(1,419,596	)
Comprehensive income, excluding $1,436 attributable to preferred distributions on temporary equity preferred units		2,503			950,584			160,995			1,720			1,115,802

September 30, 2014	$	44,144		$	4,977,177		$	846,439		$	(1,103	)	$	5,866,657

Organization (Details)	May 28, 2014 property	Sep. 30, 2014 state item property
Strip Center Business and Small Malls
Owned, developed and managed retail properties
Number of properties merged under spin off into publicly traded REIT (Washington Prime Group Inc.)	98
U.S. and Puerto Rico
Owned, developed and managed retail properties
Number of income producing properties		208
Number of U.S. states containing property locations \| state		37
U.S. and Puerto Rico \| Malls
Owned, developed and managed retail properties
Number of income producing properties		112
U.S. and Puerto Rico \| Premium Outlets
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		15
Japan \| Premium Outlets
Owned, developed and managed retail properties
Number of income producing properties		9
South Korea \| Premium Outlets
Owned, developed and managed retail properties
Number of income producing properties		3
Mexico \| Premium Outlets
Owned, developed and managed retail properties
Number of income producing properties		1
Malaysia \| Premium Outlets
Owned, developed and managed retail properties
Number of income producing properties		1
Canada \| Premium Outlets
Owned, developed and managed retail properties
Number of income producing properties		1
Europe
Owned, developed and managed retail properties
Number of income producing properties		5
Europe \| Klepierre
Owned, developed and managed retail properties
Joint venture ownership percentage		28.90%
Number of countries \| item		13
Italy
Owned, developed and managed retail properties
Number of income producing properties		2
Austria
Owned, developed and managed retail properties
Number of income producing properties		1
Netherlands
Owned, developed and managed retail properties
Number of income producing properties		1
United Kingdom
Owned, developed and managed retail properties
Number of income producing properties		1

Basis of Presentation (Details) - property	9 Months Ended	12 Months Ended
Basis of Presentation (Details) - property	Sep. 30, 2014	Dec. 31, 2013	Sep. 30, 2013
Real estate properties
Total number of joint venture properties	81
Number of joint venture properties managed by the entity	58
Number of International joint venture properties	20
Number of joint venture properties managed by others	23
McArthurGlen Group
Real estate properties
Number of outlets in which interest acquired	5	5
Simon Property Group, Inc
Ownership interest:
Ownership percentage in the Operating Partnership	85.50%	85.70%
Simon Property Group, Inc \| Weighted average
Ownership interest:
Ownership percentage in the Operating Partnership	85.50%		85.60%
Wholly owned properties
Real estate properties
Number of properties included in consolidation	134
Partially owned properties
Real estate properties
Number of properties included in consolidation	13

Significant Accounting Policies (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2014	Dec. 31, 2013
Marketable and Non-Marketable Securities
Net unrealized gains (losses) recorded in accumulated other comprehensive income (loss)	$ (6.7)	$ 1.1
Carrying value of investments under the cost method	159.5	$ 118.8
Available for sale securities
Marketable and Non-Marketable Securities
Market value of investments	$ 463.6
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

Significant Accounting Policies (Details 2) - Recurring - USD ($) $ in Millions	Sep. 30, 2014	Dec. 31, 2013
Level 2
Fair Value Measurement:
Interest rate swap agreements and foreign currency forward contracts, gross liability balance		$ 1.2
Interest rate swap agreements and foreign currency forward contracts, gross asset balance	$ 10.8	$ 8.4
Level 3
Fair Value Measurement:
Investments	$ 0.0

Significant Accounting Policies (Details 3) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2014	Jun. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Noncontrolling Interests:
Balance				$ 6,822,632
Purchase and disposition of noncontrolling interests, net, and other				52,653
Balance	$ 5,866,657			5,866,657
Temporary Equity
Contribution to Noncontrolling Interest Partnership		$ 83,000
Noncontrolling Interest Preferred Return Percentage		2.50%
Noncontrolling Interests
Noncontrolling Interests:
Balance	(1,643)		$ (1,029)	4,264	$ (877)
Net Income attributable to noncontrolling nonredeemable interests	750		(8)	1,720	18
Distributions to noncontrolling nonredeemable interestholders	(509)		(71)	(18,116)	(249)
Purchase and disposition of noncontrolling interests, net, and other	299		5,294	11,029	5,294
Balance	(1,103)	$ (1,643)	$ 4,186	(1,103)	$ 4,186
Noncontrolling interests redeemable at amounts in excess of fair value	$ 0			$ 0
7.5% Cumulative Redeemable Preferred Units \| Noncontrolling Interests
Noncontrolling Interests:
Dividend rate on cumulative redeemable preferred units (as a percent)				7.50%

Significant Accounting Policies (Details 4) $ in Thousands	9 Months Ended
Significant Accounting Policies (Details 4) $ in Thousands	Sep. 30, 2014 USD ($)
Significant Accounting Policies
Beginning balance	$ (88,454)
Other comprehensive income (loss) before reclassifications	(66,243)
Amounts reclassified from accumulated other comprehensive income (loss)	7,947
Net current-period other comprehensive income (loss)	(58,296)
Ending balance	(146,750)
Currency translation adjustments
Significant Accounting Policies
Beginning balance	(27,755)
Other comprehensive income (loss) before reclassifications	(56,250)
Net current-period other comprehensive income (loss)	(56,250)
Ending balance	(84,005)
Accumulated derivative losses, net
Significant Accounting Policies
Beginning balance	(61,833)
Other comprehensive income (loss) before reclassifications	(2,187)
Amounts reclassified from accumulated other comprehensive income (loss)	7,947
Net current-period other comprehensive income (loss)	5,760
Ending balance	(56,073)
Net unrealized gains on marketable securities
Significant Accounting Policies
Beginning balance	1,134
Other comprehensive income (loss) before reclassifications	(7,806)
Net current-period other comprehensive income (loss)	(7,806)
Ending balance	$ (6,672)

- Definition

Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.

+ References + Details

Significant Accounting Policies (Details 5) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Significant Accounting Policies
Interest expense	$ (249,780)	$ (270,700)	$ (758,945)	$ (808,235)
NET INCOME ATTRIBUTABLE TO UNITHOLDERS	$ 294,900	$ 364,022	1,169,875	1,091,831
Amount reclassified from accumulated other comprehensive income (loss)
Significant Accounting Policies
NET INCOME ATTRIBUTABLE TO UNITHOLDERS			(7,947)	(6,642)
Accumulated derivative losses, net \| Amount reclassified from accumulated other comprehensive income (loss)
Significant Accounting Policies
Interest expense			$ (7,947)	$ (6,642)

Significant Accounting Policies (Details 6) € in Millions, ¥ in Millions, $ in Millions	Sep. 30, 2014 USD ($) item	Sep. 30, 2014 JPY (¥) item	Sep. 30, 2014 EUR (€) item	Dec. 31, 2013 USD ($)	Dec. 31, 2013 EUR (€)
Derivative financial instruments
Number of Instruments \| item	0	0	0
Gross accumulated other comprehensive income or loss related to derivative activities	$ 56.1			$ 61.8
Interest rate swap
Derivative financial instruments
Interest rate net, fair value				3.0
Interest rate swap \| Other liabilities.
Derivative financial instruments
Interest rate net, fair value				(0.4)
Interest rate swap \| Deferred costs and other assets
Derivative financial instruments
Interest rate net, fair value				3.4
USD-Yen currency forward contract
Derivative financial instruments
Notional Amount \| ¥		¥ 41.9
USD-Yen currency forward contract \| Deferred costs and other assets
Derivative financial instruments
Forward contract net, fair value	$ 0.2
USD-Euro currency forward contract
Derivative financial instruments
Notional Amount \| €			€ 150.0		€ 74.0
USD-Euro currency forward contract \| Other liabilities.
Derivative financial instruments
Forward contract net, fair value				$ (0.8)
USD-Euro currency forward contract \| Deferred costs and other assets
Derivative financial instruments
Forward contract net, fair value \| €			€ 10.7

Significant Accounting Policies (Details 7) $ in Thousands		3 Months Ended	9 Months Ended
Significant Accounting Policies (Details 7) $ in Thousands	May 28, 2014 USD ($) property	Sep. 30, 2013 USD ($)	Sep. 30, 2014 USD ($)	Sep. 30, 2013 USD ($)	Dec. 31, 2013 USD ($)
Transaction Expenses
Discontinued operations transaction expenses			$ 38,163
Discontinued Operations
Amount of retained proceeds from recently completed unsecured debt and mortgage debt as part of the spin-off			1,003,135
ASSETS:
Total assets					$ 3,002,314
LIABILITIES:
Total liabilities					1,117,789
Summarized financial information for discontinued operations
CONSOLIDATED NET INCOME		$ 38,581	67,524	$ 135,830
Minimum \| Washington Prime Group Inc
Additional disclosures
Annual fixed rate property management fees (as a percent)	2.50%
Maximum \| Washington Prime Group Inc
Additional disclosures
Annual fixed rate property management fees (as a percent)	4.00%
Strip Center Business and Small Malls
Discontinued Operations
Number of properties merged under spin off into publicly traded REIT (Washington Prime Group Inc.) \| property	98
Amount of retained proceeds from recently completed unsecured debt and mortgage debt as part of the spin-off	$ 1,000,000
ASSETS:
Investment properties as cost	4,802,975				4,789,705
Less - accumulated depreciation	2,034,615				1,974,949
Investment properties, net	2,768,360				2,814,756
Cash and cash equivalents	33,776				25,857
Tenant receivables and accrued revenue, net	53,662				61,121
Investment in unconsolidated entities, at equity	5,189				3,554
Deferred costs and other assets	110,365				97,026
Total assets	2,971,352				3,002,314
LIABILITIES:
Mortgages and unsecured indebtedness	1,929,019				918,614
Accounts payable, accrued expenses, intangibles, and deferred revenues	112,390				151,011
Cash distributions and losses in partnerships and joint ventures, at equity	41,623				41,313
Other liabilities	36,927				6,851
Total liabilities	2,119,959				1,117,789
Net assets transferred to Washington Prime	$ 851,393				$ 1,884,525
Summarized financial information for discontinued operations
TOTAL REVENUE		155,379	262,652	461,184
Property operating		27,713	43,175	77,533
Depreciation and amortization		46,771	76,992	137,171
Real estate taxes		20,144	32,474	58,501
Repairs and maintenance		5,001	10,331	15,890
Advertising and promotion		2,270	3,340	6,215
Provision for (recovery of) credit losses		376	1,494	260
Other		1,017	2,028	3,371
Total operating expenses		103,292	169,834	298,941
OPERATING INCOME		52,087	92,818	162,243
Interest expense		(13,791)	(26,076)	(41,247)
Income and other taxes		(68)	(112)	(170)
Income from unconsolidated entities		353	652	852
Gain upon acquisition of controlling interests and sale or disposal of assets and interests in unconsolidated entities, net			242	14,152
CONSOLIDATED NET INCOME		38,581	67,524	135,830
Net income attributable to noncontrolling interests		5,547	9,781	19,542
NET INCOME ATTRIBUTABLE TO UNIT HOLDERS		33,034	57,743	116,288
Additional disclosures
Capital expenditures on a cash basis		$ 24,700	$ 31,900	$ 67,200
Strip Center Business and Small Malls \| Washington Prime Group Inc
Discontinued Operations
Exchange ratio of common shares for entity's stockholders to receive under spin off	0.50
Additional disclosures
Term of property management agreement	2 years
Renewal term of property management agreement	1 year
Termination period of property management agreement	2 years
Period of prior written notice for termination of property management agreement	180 days
Termination period of transition services agreement	2 years
Minimum notice period for transition services agreement	180 days
Minimum notice period as percentage of original service period	50.00%
Strip Center Business and Small Malls \| Washington Prime Group LP
Discontinued Operations
Exchange ratio of common units for entity's stockholders to receive under spin off	0.50

Per Unit Data (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Per Unit Data (Details) - USD ($) $ in Thousands	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Per Unit Data
Net Income attributable to Unitholders - Basic	$ 294,900	$ 364,022	$ 1,169,875	$ 1,091,831
Net Income attributable to Unitholders - Diluted	$ 294,900	$ 364,022	$ 1,169,875	$ 1,091,831
Weighted Average Units Outstanding - Basic (in shares)	363,645,178	362,454,880	363,421,835	362,322,136
Effect of stock options of Simon (in shares)				67
Weighted Average Units Outstanding - Diluted (in shares)	363,645,178	362,454,880	363,421,835	362,322,203
Effect of dilutive securities:
Securities with dilutive effect			$ 0

Investment in Unconsolidated Entities (Details) $ in Millions	Sep. 30, 2014 USD ($) property	Dec. 31, 2013 USD ($)
Schedule of Equity Method Investments
Total number of joint venture properties \| property	81
Construction and other related party loans
Schedule of Equity Method Investments
Loans to related party \| $	$ 81.3	$ 140.3

Investment in Unconsolidated Entities (Details 2) $ in Millions		3 Months Ended
	May 28, 2014 property	Mar. 31, 2014 USD ($)	Jan. 30, 2014
Unconsolidated properties
Acquisitions
Number of properties merged under spin off into publicly traded REIT (Washington Prime Group Inc.) \| property	10
Arizona Mills
Acquisitions
Ownership interests acquired (as a percent)			50.00%
Gain due to acquisition of controlling interest \| $		$ 2.7
Ownership interest after acquisition (as a percent)			100.00%

Investment in Unconsolidated Entities (Details 3) $ / shares in Units, $ in Thousands, € in Millions					3 Months Ended				9 Months Ended		12 Months Ended
	Jul. 29, 2014	Apr. 16, 2014 USD ($) property	Apr. 16, 2014 EUR (€)	Oct. 16, 2013 property	Sep. 30, 2014 USD ($) $ / shares shares	Jun. 30, 2014	Sep. 30, 2013 USD ($)	Jun. 30, 2013 item	Sep. 30, 2014 USD ($) property $ / shares shares	Sep. 30, 2013 USD ($)	Dec. 31, 2013 USD ($) property
Schedule of Equity Method Investments
Share of net income, net of amortization of our excess investment					$ 55,631		$ 47,563		$ 168,473	$ 157,811
Equity investment					$ 2,458,704				$ 2,458,704		$ 2,429,845
Klepierre
Schedule of Equity Method Investments
Number of properties disposed of during the period \| property		126
Total gross consideration \| €			€ 1,980
Group's share of total consideration \| €			€ 1,650
Gain upon acquisition of controlling interests and sale or disposal of assets and interest in unconsolidated entities, net		$ 133,900
Klepierre \| Forecast \| Corio [Member]
Schedule of Equity Method Investments
Ordinary share conversion ratio	1.14
McArthurGlen Group
Schedule of Equity Method Investments
Number of outlets in which interest acquired \| property									5		5
McArthurGlen Group \| Ashford Designer Outlets
Schedule of Equity Method Investments
Joint venture ownership percentage						45.00%
Additional noncontrolling interest purchased						22.50%
McArthurGlen Group \| Minimum
Schedule of Equity Method Investments
Number of joint ventures to invest in per definitive agreement \| item								1
Europe \| Klepierre
Schedule of Equity Method Investments
Shares owned \| shares					57,634,148				57,634,148
Joint venture ownership percentage					28.90%				28.90%
Quoted market price per share (in dollars per share) \| $ / shares					$ 44.00				$ 44.00
Share of net income, net of amortization of our excess investment									$ 138,700	23,800
Total revenues									949,900	1,100,000
Total operating income									431,700	538,600
Consolidated net Income									1,300,000	$ 231,500
Europe \| McArthurGlen Group
Schedule of Equity Method Investments
Number of outlets in which interest acquired \| property				4
Purchase price of business acquired											$ 496,700
Equity investment					$ 678,100				$ 678,100		$ 510,700
Europe \| McArthurGlen Group \| Minimum
Schedule of Equity Method Investments
Joint venture ownership percentage					45.00%				45.00%
Europe \| McArthurGlen Group \| Maximum
Schedule of Equity Method Investments
Joint venture ownership percentage					90.00%				90.00%

Investment in Unconsolidated Entities (Details 4) $ in Millions	9 Months Ended
	Sep. 30, 2014 USD ($) property	Dec. 31, 2013 USD ($)
Cost method investments
Cost method investment \| $	$ 159.5	$ 118.8
Europe \| Value Retail PLC
Cost method investments
Number of luxury outlets owned and operated \| property	9
Number of outlets in which the entity has a minority direct ownership \| property	3
Cost method investment \| $	$ 115.4	$ 115.4

Investment in Unconsolidated Entities (Details 5) - USD ($) $ in Thousands	Sep. 30, 2014	Dec. 31, 2013
Schedule of Equity Method Investments
Equity investment	$ 2,458,704	$ 2,429,845
Japan \| Mitsubishi Estate Co., Ltd. \| Premium Outlets
Schedule of Equity Method Investments
Joint venture ownership percentage	40.00%
Equity investment	$ 246,800	261,100
South Korea \| Shinsegae International Co \| Premium Outlets
Schedule of Equity Method Investments
Joint venture ownership percentage	50.00%
Equity investment	$ 99,500	$ 76,400

Investment in Unconsolidated Entities (Details 6) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2014	Dec. 31, 2013
Assets:
Investment properties at cost	$ 31,022,776	$ 30,336,639
Less - accumulated depreciation	8,728,977	8,092,794
Investment properties, net	22,293,799	22,243,845
Cash and cash equivalents	817,998	1,691,006
Tenant receivables and accrued revenue, net	516,857	520,361
Deferred costs and other assets	1,716,346	1,422,788
Total assets of discontinued operations		3,002,314
Liabilities and Partners' Deficit:
Mortgages and other indebtedness	21,202,360	22,669,917
Accounts payable, accrued expenses, intangibles, and deferred revenues	1,150,900	1,223,102
Other liabilities	259,824	250,371
Total liabilities of discontinued operations		1,117,789
Total liabilities	23,779,971	26,311,457
Preferred units	44,144	44,390
Total liabilities and equity	29,672,165	33,324,574
Our Share of:
Our net investment in unconsolidated entities, at equity	2,458,704	2,429,845
Equity Method Investments. \| Unconsolidated properties
Assets:
Investment properties at cost	15,854,182	15,355,700
Less - accumulated depreciation	5,358,302	5,080,832
Investment properties, net	10,495,880	10,274,868
Cash and cash equivalents	753,133	781,554
Tenant receivables and accrued revenue, net	353,619	302,902
Investment in unconsolidated entities, at equity	11,701	38,352
Deferred costs and other assets	575,776	579,480
Total assets of discontinued operations		281,000
Total assets	12,190,109	12,258,156
Liabilities and Partners' Deficit:
Mortgages and other indebtedness	12,900,691	12,753,139
Accounts payable, accrued expenses, intangibles, and deferred revenues	979,723	834,898
Other liabilities	491,959	513,897
Total liabilities of discontinued operations		286,252
Total liabilities	14,372,373	14,388,186
Preferred units	67,450	67,450
Partners' deficit	(2,249,714)	(2,197,480)
Total liabilities and equity	12,190,109	12,258,156
Our Share of:
Partners' deficit	(615,394)	(717,776)
Add: Excess Investment	1,907,211	2,059,584
Add: Our Share of investment in discontinued unconsolidated entities, at equity		37,759
Our net investment in unconsolidated entities, at equity	$ 1,291,817	$ 1,379,567
Equity Method Investments. \| Unconsolidated properties \| Maximum
Our Share of:
Life of joint ventures with excess investment	40 years

Investment in Unconsolidated Entities (Details 7) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Revenue:
Minimum rent	$ 740,214	$ 690,904	$ 2,190,983	$ 2,038,486
Overage rent	52,502	55,115	123,336	129,458
Tenant reimbursements	350,595	320,179	1,018,316	921,136
Other income	54,987	47,066	139,918	108,457
Total revenue	1,234,694	1,146,877	3,573,698	3,292,693
Operating Expenses:
Property operating	106,742	98,993	294,318	276,561
Depreciation and amortization	281,661	279,302	849,369	824,173
Real estate taxes	97,359	93,001	291,058	273,758
Repairs and maintenance	21,416	22,746	72,838	68,689
Advertising and promotion	38,359	28,455	99,128	75,128
Provision for (recovery of) credit losses	1,769	2,398	8,635	3,947
Other	24,690	24,787	62,457	59,040
Total operating expenses	627,137	598,399	1,843,644	1,731,793
OPERATING INCOME	607,557	548,478	1,730,054	1,560,900
Interest expense	(249,780)	(270,700)	(758,945)	(808,235)
Income from Unconsolidated Entities	55,631	47,563	168,473	157,811
Equity Method Investments. \| Unconsolidated properties
Revenue:
Minimum rent	436,580	396,539	1,289,263	1,165,611
Overage rent	42,760	40,707	133,146	128,320
Tenant reimbursements	202,973	193,288	588,772	555,681
Other income	54,157	40,760	228,793	122,152
Total revenue	736,470	671,294	2,239,974	1,971,764
Operating Expenses:
Property operating	141,083	122,550	434,147	356,089
Depreciation and amortization	147,946	131,689	442,141	378,284
Real estate taxes	59,934	53,593	167,523	154,271
Repairs and maintenance	16,289	15,172	51,874	46,290
Advertising and promotion	18,535	13,977	54,458	43,638
Provision for (recovery of) credit losses	210	311	4,288	1,823
Other	43,760	37,819	141,243	109,602
Total operating expenses	427,757	375,111	1,295,674	1,089,997
OPERATING INCOME	308,713	296,183	944,300	881,767
Interest expense	(147,817)	(147,928)	(449,512)	(442,620)
Income from Continuing Operations	160,896	148,255	494,788	439,147
Income from operations of discontinued joint venture interests		3,464	5,079	10,093
Gain on disposal of discontinued operations, net		6,580		24,936
Net Income	160,896	158,299	499,867	474,176
Third-Party Investors' Share of Net Income	81,810	85,211	259,340	263,926
Our Share of Net Income	79,086	73,088	240,527	210,250
Amortization of Excess Investment	(26,187)	(25,733)	(76,168)	(75,415)
Our Share of Income from Unconsolidated Discontinued Operations		(353)	(652)	(852)
Income from Unconsolidated Entities	$ 52,899	$ 47,002	$ 163,707	$ 133,983

Debt (Details) $ in Thousands						3 Months Ended	9 Months Ended	12 Months Ended
Debt (Details) $ in Thousands	Sep. 10, 2014 USD ($)	Sep. 03, 2014 USD ($) item	Apr. 07, 2014 USD ($)	Feb. 28, 2014 USD ($)	Jan. 02, 2014 USD ($)	Sep. 30, 2014 USD ($) item property	Sep. 30, 2014 USD ($) item property	Dec. 31, 2013 USD ($)	Oct. 06, 2014 USD ($)	Jan. 21, 2014 USD ($)
Debt
Total mortgages and other indebtedness						$ 21,202,360	$ 21,202,360	$ 22,669,917
Loss on debt extinguishment						127,573	127,573
Fair value of debt
Carrying value of fixed-rate mortgages and unsecured indebtedness						19,500,000	19,500,000	20,900,000
Fair value of fixed-rate mortgages and unsecured indebtedness						$ 21,030,000	$ 21,030,000	$ 22,316,000
Weighted average discount rates assumed in calculation of fair value for fixed-rate mortgages (as a percent)							3.36%	3.07%
Retail properties
Debt
Number of properties disposed of during the period \| property						2
Mortgages disposed during period						$ 48,400	$ 48,400
Subsidiary Issuer [Member]
Debt
Amount of debt redeemed						$ 250,000	$ 250,000
Interest rate on debt (as a percent)						7.875%	7.875%
Senior unsecured notes
Debt
Number of senior unsecured notes included in tender offer \| item		5
Principal amount of cash tender offer		$ 1,322,000
Proceeds from senior unsecured notes	$ 1,300,000
Weighted average coupon rate	3.64%	5.60%
Senior unsecured notes \| Weighted average
Debt
Debt term	16 years 1 month 6 days	1 year 8 months 12 days
Senior Unsecured Notes 3.375% Due 2024 [Member]
Debt
Debt issued	$ 900,000
Interest rate on debt (as a percent)	3.375%
Senior Unsecured Notes 4.25% Due 2044 [Member]
Debt
Debt issued	$ 400,000
Interest rate on debt (as a percent)	4.25%
Commercial Paper [Member]
Debt
Maximum borrowing capacity									$ 500,000
Unsecured Debt \| Senior unsecured notes
Debt
Total mortgages and other indebtedness						$ 13,800,000	$ 13,800,000
Unsecured Debt \| Senior unsecured notes 4.9% to 6.75%
Debt
Amount of debt redeemed						934,500	$ 934,500
Interest rate, low end of range (as a percent)							4.90%
Interest rate, high end of range (as a percent)							6.75%
Unsecured Debt \| Senior unsecured notes 2.20% due February 2019
Debt
Debt issued										$ 600,000
Interest rate on debt (as a percent)										2.20%
Unsecured Debt \| Senior unsecured notes 3.75% due February 2024
Debt
Debt issued										$ 600,000
Interest rate on debt (as a percent)										3.75%
Unsecured Debt \| Credit Facility and the Supplemental Facility
Debt
Available borrowing capacity						5,200,000	$ 5,200,000
Maximum amount outstanding during period							1,200,000
Credit facility, weighted average amount outstanding							900,900
Letters of credit outstanding						39,000	$ 39,000
Number of credit facilities \| item							2
Unsecured Debt \| Credit Facility
Debt
Credit facility, amount outstanding						606,600	$ 606,600
Maximum borrowing capacity						$ 4,000,000	$ 4,000,000
Additional facility fee (as a percent)						0.10%	0.10%
Multi-currency tranche						$ 2,000,000	$ 2,000,000
Unsecured Debt \| Credit Facility \| London Interbank Offered Rate (LIBOR) [Member]
Debt
Reference rate							LIBOR
Interest added to reference rate (as a percent)							0.80%
Unsecured Debt \| Supplemental Facility
Debt
Credit facility, amount outstanding						203,500	$ 203,500
Maximum borrowing capacity						$ 2,000,000	2,000,000
Optional expanded maximum borrowing capacity							$ 2,500,000
Additional facility fee (as a percent)						0.15%	0.15%
Unsecured Debt \| Supplemental Facility \| London Interbank Offered Rate (LIBOR) [Member]
Debt
Reference rate							LIBOR
Interest added to reference rate (as a percent)							0.95%
Unsecured Debt \| Amended Credit Facility
Debt
Optional expanded maximum borrowing capacity			$ 5,000,000
Additional facility fee (as a percent)			0.10%
Unsecured Debt \| Amended Credit Facility \| London Interbank Offered Rate (LIBOR) [Member]
Debt
Reference rate			LIBOR
Interest added to reference rate (as a percent)			0.80%
Unsecured Debt \| Amended Credit Facility \| Maximum
Debt
Percentage of borrowings in currencies other than the U.S. Dollar			75.00%
Unsecured Debt \| Term loan
Debt
Total mortgages and other indebtedness						$ 240,000	$ 240,000
Secured Debt [Member] \| Mortgages
Debt
Total mortgages and other indebtedness						$ 6,300,000	$ 6,300,000	$ 7,300,000
Debt repaid				$ 269,000	$ 820,000
Debt covenants
Number of non-recourse mortgage notes under which the Company and subsidiaries are borrowers \| item							39
Number of properties secured by non-recourse mortgage notes \| property						53	53
Number of cross-defaulted and cross-collateralized mortgage pools \| item						5	5
Total number of properties pledged as collateral for cross defaulted and cross collateralized mortgages \| property						21	21

Equity (Details) $ in Thousands			9 Months Ended
Equity (Details) $ in Thousands	Jul. 22, 2014 USD ($) shares	Jan. 30, 2014 a shares	Sep. 30, 2014 USD ($) item shares
Equity
Operating Partnership units redeemed	87,621
Redemption of Limited Partner Units During Period Value \| $	$ 14,400		$ 14,435
Arizona Mills
Equity
Number of units issued in connection with acquisition of the remaining interest in Arizona Mills		555,150
Ownership interests acquired (as a percent)		50.00%
Area of land acquired (in acre) in Oyster Bay, New York \| a		39
Partnership agreement
Equity
Number of limited partners who received common stock \| item			5
Common stock, shares issued			64,129

Equity (Details 2) - USD ($) $ / shares in Units, $ in Millions					1 Months Ended	9 Months Ended
	Aug. 26, 2014	May 27, 2014	Apr. 01, 2014	Feb. 26, 2014	Jul. 31, 2011	Sep. 30, 2014	Sep. 30, 2013
Restricted stock
Stock-based incentive plan awards
Compensation expense, net of capitalization						$ 9.8	$ 9.8
LTIP Retention Award to Chairman and CEO
Stock-based incentive plan awards
Award of restricted stock (in shares)					1,000,000
Aggregate grant date fair value					$ 120.3
Service period					8 years
LTIP Retention Award to Chairman and CEO \| Maximum \| A Units
Stock-based incentive plan awards
Units to be earned under LTIP program (in shares)						360,000
LTIP Retention Award to Chairman and CEO \| Maximum \| B Units
Stock-based incentive plan awards
Units to be earned under LTIP program (in shares)						360,000
LTIP Retention Award to Chairman and CEO \| Maximum \| C Units
Stock-based incentive plan awards
Units to be earned under LTIP program (in shares)						280,000
1998 Stock Incentive Plan \| Restricted stock \| Employees
Stock-based incentive plan awards
Award of restricted stock (in shares)	17,000		62,565	1,246
Weighted average fair value of shares granted during the year (in dollars per share)	$ 169.25		$ 164.92	$ 161.06
Vesting period	4 years		3 years	3 years
1998 Stock Incentive Plan \| Restricted stock \| Non-employee Directors
Stock-based incentive plan awards
Award of restricted stock (in shares)		3,570
Weighted average fair value of shares granted during the year (in dollars per share)		$ 176.55
Vesting period		1 year
LTIP programs
Stock-based incentive plan awards
Percent of distributions of Operating Partnership that participants are entitled to receive during performance period						10.00%
Compensation expense, net of capitalization						$ 20.3	$ 19.0
Vesting period						2 years
Vesting rights percentage						50.00%
One-year 2010 LTIP Program
Stock-based incentive plan awards
Performance period						1 year
Units earned under LTIP program (in shares)						133,673
Aggregate grant date fair value						$ 7.2
Two-year 2010 LTIP Program
Stock-based incentive plan awards
Performance period						2 years
Units earned under LTIP program (in shares)						337,006
Aggregate grant date fair value						$ 14.8
Three-year 2010 LTIP Program
Stock-based incentive plan awards
Performance period						3 years
Units earned under LTIP program (in shares)						489,654
Aggregate grant date fair value						$ 23.0
2011-2013 LTIP Program
Stock-based incentive plan awards
Units earned under LTIP program (in shares)						469,848
Aggregate grant date fair value						$ 35.0
2012-2014 LTIP Program
Stock-based incentive plan awards
Aggregate grant date fair value						35.0
2013-2015 LTIP program
Stock-based incentive plan awards
Aggregate grant date fair value						33.5
2014-2016 LTIP Program
Stock-based incentive plan awards
Aggregate grant date fair value						$ 30.0

Equity (Details 3) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
Equity (Details 3) - USD ($) $ in Thousands	Jul. 22, 2014	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Increase (Decrease) in Stockholders' Equity
Balance				$ 6,822,632
Issuance of limited partner units				84,910
Redemption of limited partner units	$ (14,400)			(14,435)
Long-term incentive performance units				37,454
Spin-off of Washington Prime				(812,763)
Purchase and disposition of noncontrolling interests, net				52,653
Distributions to limited partners, excluding preferred interests classified as temporary equity				(1,419,596)
Comprehensive income, excluding $1,436 attributable to preferred distributions on temporary equity preferred units				1,115,802
Balance		$ 5,866,657		5,866,657
Preferred Units
Increase (Decrease) in Stockholders' Equity
Balance				44,390
Purchase and disposition of noncontrolling interests, net				(246)
Distributions to limited partners, excluding preferred interests classified as temporary equity				(2,503)
Comprehensive income, excluding $1,436 attributable to preferred distributions on temporary equity preferred units				2,503
Balance		44,144		44,144
Comprehensive income, attributable to preferred distributions on temporary equity preferred units				1,436
Simon Property (Managing General Partner)
Increase (Decrease) in Stockholders' Equity
Balance				5,805,016
Limited partner units exchanged to units				1,199
Redemption of limited partner units				(12,972)
Spin-off of Washington Prime				(694,457)
Purchase and disposition of noncontrolling interests, net				41,870
Adjustment to limited partners' interest from change in ownership in the Operating Partnership				82,160
Distributions to limited partners, excluding preferred interests classified as temporary equity				(1,196,223)
Comprehensive income, excluding $1,436 attributable to preferred distributions on temporary equity preferred units				950,584
Balance		4,977,177		4,977,177
Limited Partners
Increase (Decrease) in Stockholders' Equity
Balance				968,962
Issuance of limited partner units				84,910
Limited partner units exchanged to units				(1,199)
Redemption of limited partner units				(1,463)
Long-term incentive performance units				37,454
Spin-off of Washington Prime				(118,306)
Adjustment to limited partners' interest from change in ownership in the Operating Partnership				(82,160)
Distributions to limited partners, excluding preferred interests classified as temporary equity				(202,754)
Comprehensive income, excluding $1,436 attributable to preferred distributions on temporary equity preferred units				160,995
Balance		846,439		846,439
Noncontrolling Interests
Increase (Decrease) in Stockholders' Equity
Balance		(1,643)	$ (1,029)	4,264	$ (877)
Purchase and disposition of noncontrolling interests, net		299	5,294	11,029	5,294
Distributions to limited partners, excluding preferred interests classified as temporary equity				(18,116)
Comprehensive income, excluding $1,436 attributable to preferred distributions on temporary equity preferred units				1,720
Balance		$ (1,103)	$ 4,186	$ (1,103)	$ 4,186

Commitments and Contingencies (Details) - USD ($) $ in Millions	1 Months Ended	9 Months Ended	12 Months Ended
	May 31, 2010	Sep. 30, 2014	Dec. 31, 2013
Commitments and Contingencies
Insurance proceeds funded by insurers	$ 50.0
Minimum insurance coverage	50.0
Additional insurance proceeds	$ 150.0
Joint Venture Mortgage and Indebtedness
Guarantees of Joint Venture Indebtedness:
Loan guarantee		$ 226.2	$ 190.8
Loan guarantees recoverable		$ 80.5	$ 83.0

Commitments and Contingencies (Details 2)	9 Months Ended
Commitments and Contingencies (Details 2)	Sep. 30, 2014
Consolidated revenues \| Concentration of credit risk \| Minimum
Concentration of Credit Risk
Percentage of consolidated revenues from a single customer or tenant	5.00%

Real Estate Acquisitions and Dispositions (Details) $ in Millions					1 Months Ended	3 Months Ended			9 Months Ended	12 Months Ended
	Apr. 16, 2014 USD ($) property	Jan. 30, 2014 USD ($) a shares	Jan. 10, 2014 USD ($) item property	May 30, 2013 USD ($) ft²	Sep. 30, 2014 USD ($)	Sep. 30, 2014 USD ($) property	Mar. 31, 2014 USD ($)	Mar. 31, 2013 USD ($) property	Sep. 30, 2014 property	Dec. 31, 2013 property
Klepierre
Real estate properties
Number of properties disposed of during the period \| property	126
Gain (loss) on disposition	$ 133.9
McArthurGlen Group
Real estate properties
Number of properties in which interest is acquired \| property									5	5
Hotel [Member]
Real estate properties
Gain (loss) on disposition						$ 4.4
Unconsolidated properties \| Community/Lifestyle Centers
Real estate properties
Number of properties in which interest is acquired \| property								3
Number of properties disposed of during the period \| property								3
Gain (loss) on disposition								$ 20.8
Gain (loss) on disposition from discontinued operations								$ 14.2
Consolidated properties \| Retail properties
Real estate properties
Number of properties disposed of during the period \| property						2
Gain (loss) on disposition						$ 17.7
Jersey Gardens And University Park Village [Member] \| Forecast
Real estate properties
Aggregate cash purchase price for acquisition					$ 1,090.0
Portfolio of ten properties
Real estate properties
Number of properties in which interest is acquired \| property			10
Number of partner's interest acquired \| item			1
Consideration paid			$ 114.4
Portfolio of ten properties \| Consolidated properties
Real estate properties
Number of properties in which interest is acquired \| property			7
Arizona Mills
Real estate properties
Area of property acquired (in acre or square feet) \| a		39
Consideration paid		$ 145.8
Number of units issued in connection with acquisition of the remaining interest in Arizona Mills \| shares		555,150
Mortgage liability		$ 166.9
Gain due to acquisition of controlling interest							$ 2.7
Ownership interests acquired (as a percent)		50.00%
Ownership interest after acquisition (as a percent)		100.00%
Outlet center, Portland OR
Real estate properties
Property interest acquired (as a percent)				100.00%
Area of property acquired (in acre or square feet) \| ft²				390,000
Property interest acquired				$ 146.7
Gain on acquisition of property interests				$ 27.3