SEC Filing | Simon Property Group, L.P.

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- -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------- FORM 8-K ---------------- CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) : August 9, 2000 SIMON PROPERTY GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-14469 046268599 (State or other (Commission File Number) (IRS Employer jurisdiction of Identification No.) incorporation) 115 WEST WASHINGTON STREET INDIANAPOLIS, INDIANA 46204 (Address of principal executive (Zip Code) offices) Registrant's telephone number, including area code: 317.636.1600 Not Applicable (Former name or former address, if changed since last report) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Page 1 of 42 Pages

Item 5. Other Events On August 3, 2000, the Registrant issued a press release containing information on earnings for the quarter ended June 30, 2000 and other matters. A copy of the press release is included as an exhibit to this filing. On August 9, 2000, the Registrant made available additional ownership and operation information concerning the Registrant, SPG Realty Consultants, Inc. (the Registrant's paired-share affiliate), Simon Property Group, L.P., and properties owned or managed as of June 30, 2000, in the form of a Supplemental Information package, a copy of which is included as an exhibit to this filing. The Supplemental Information package is available upon request as specified therein. Item 7. Financial Statements and Exhibits Financial Statements: None Exhibits: Page Number in Exhibit No. Description This Filing ----------- ----------- -------------- 99.1 Supplemental Information as of June 30, 2000 5 Earnings Release for the quarter ended June 30, 99.2 2000 36 Page 2 of 42 Pages

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SIMON PROPERTY GROUP, INC. /s/ Stephen E. Sterrett By: _________________________________ Stephen E. Sterrett, Chief Financial Officer Dated: August 9, 2000 Page 3 of 42 Pages

SIMON PROPERTY GROUP Table of Contents As of June 30, 2000 Description Page ----------- ----- Exhibit 99.1 Supplemental Information................................. Overview................................................. 5 Ownership Structure...................................... 6-8 Reconciliation of Income to Funds from Operations ("FFO").................................................. 9 Selected Financial Information........................... 10-11 Portfolio GLA, Occupancy & Rent Data..................... 12 Rent Information......................................... 13 Lease Expirations........................................ 14-15 Debt Amortization and Maturities by Year................. 16 Summary of Indebtedness.................................. 17 Summary of Indebtedness by Maturity...................... 18-24 Summary of Variable Rate Debt and Interest Rate Protection Agreements.................................... 25-26 New Development Activities............................... 27 Significant Renovation/Expansion Activities.............. 28 Capital Expenditures..................................... 29 Teleconference Text--August 3, 2000...................... 30-35 Exhibit 99.2 Press Release............................................ 36-42 Page 4 of 42

Exhibit 99.1 SIMON PROPERTY GROUP Overview The Company Simon Property Group, Inc. ("SPG") (NYSE:SPG) is a self-administered and self-managed real estate investment trust ("REIT"). Simon Property Group, L.P. (the "Operating Partnership") is a subsidiary partnership of SPG. Shares of SPG are paired with beneficial interests in shares of stock of SPG Realty Consultants, Inc. ("SRC", and together with SPG, the "Company"). The Company and the Operating Partnership (collectively the "Simon Group") are engaged primarily in the ownership, operation, management, leasing, acquisition, expansion and development of real estate properties, primarily regional malls and community shopping centers. At June 30, 2000, the Company, directly or through the Operating Partnership, owned or had an interest in 253 properties which consisted of regional malls, community shopping centers, and specialty and mixed-use properties containing an aggregate of 184 million square feet of gross leasable area (GLA) in 36 states and five assets in Europe. The Company, together with its affiliated management companies, owned or managed approximately 190 million square feet of GLA in retail and mixed-use properties. This package was prepared to provide (1) ownership information, (2) certain operational information, and (3) debt information as of June 30, 2000, for the Company and the Operating Partnership. Certain statements contained in this Supplemental Package may constitute "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that forward-looking statements involve risks and uncertainties which may affect the business and prospects of the Company and the Operating Partnership, including the risks and uncertainties discussed in other periodic filings made by the Company and the Operating Partnership with the Securities and Exchange Commission. We hope you find this Supplemental Package beneficial. Any questions, comments or suggestions should be directed to: Shelly J. Doran, Director of Investor Relations-Simon Property Group, P.O. Box 7033, Indianapolis, IN 46207. Telephone: (317) 685-7330; e-mail: sdoran@simon.com Page 5 of 42

SIMON PROPERTY GROUP ECONOMIC OWNERSHIP STRUCTURE (1) JUNE 30, 2000 [GRAPH] Simon Property Group, Inc. (2)(3)(4) Common Shareholders Shares % - ------------------- ------ - Public Shareholders 168,129,571 96.8% Simon Family 4,293,311 2.5% DeBartolo Family 32,206 0.0% Executive Management(5) 1,280,680 0.7% ----------- ----- 173,735,768(4) 100.0% 172,064,824 units Simon Property Group, L.P. 237,501,238 units 65,436,414 units Limited Partners ("Limited Partners") Unitholders Units % - ----------- ----- - Simon Family 34,584,455 52.8% DeBartolo Family 22,222,599 34.0% Executive Management(5) 153,498 0.2% Other Limited Partners 8,475,862 13.0% ---------- ----- 65,436,414 100.0% Ownership of Simon Property Group, L.P. - --------------------------------------- Simon Property Group, Inc. % - Public Shareholders 70.1% Simon Family 1.8% DeBartolo Family 0.0% Executive Management(5) 0.5% ----- Subtotal 72.4% ----- Limited Partners Simon Family 14.6% DeBartolo Family 9.3% Executive Management(5) 0.1% Other Limited Partners 3.6% ----- Subtotal 27.6% ----- Total 100.0% (1) Schedule excludes preferred stock (see "Preferred Stock/Units Outstanding") and units not convertible into common stock. (2) General partner of Simon Property Group, L.P. (3) Shares of Simon Property Group, Inc. ("SPG") are paired with beneficial interests in shares of stock of SPG Realty Consultants, Inc. (4) The number of outstanding shares of common stock of SPG exceeds the number of Simon Property Group, L.P. units owned by SPG by 1,670,944. This is the result of the direct ownership of Ocean County Mall by SPG, partially offset by units issued to SPG in exchange for Northshore Mall. (5) Executive management excludes Simon family members. Page 6 of 42

SIMON PROPERTY GROUP Changes in Common Shares and Unit Ownership For the Period from December 31, 1999 through June 30, 2000 Operating Company Partnership Common Units(1) Shares(2) ----------- ----------- Number Outstanding at December 31, 1999.............. 65,444,680 173,165,255 Restricted Stock Awards (Stock Incentive Program), Net................................................. -- 434,952 Issuance of Stock for Stock Option Exercises......... -- 13,360 Conversion of Series A Preferred Stock into Common Stock............................................... -- 85,288 Conversion of Series B Preferred Stock into Common Stock............................................... -- 36,913 Conversion of Units into Cash........................ (8,266) -- ---------- ----------- Number Outstanding at June 30, 2000.................. 65,436,414 173,735,768 ========== =========== Total Common Shares and Units Outstanding at June 30, 2000: 239,172,182(2) Details for Diluted FFO Calculation: Company Common Shares Outstanding at June 30, 2000... 173,735,768 Number of Common Shares Issuable Assuming Conversion of: Series A Preferred 6.5% Convertible................ 1,940,005 Series B Preferred 6.5% Convertible................ 12,490,773 Net Number of Common Shares Issuable Assuming Exer- cise of Stock Options............................... 149,479 ----------- Diluted Common Shares Outstanding at June 30, 2000... 188,316,025 =========== Fully Diluted Common Shares and Units Outstanding at June 30, 2000: 253,752,439 (1) Excludes units owned by the Company (shown here as Company Common Shares) and units not convertible into common shares. (2) Excludes preferred units relating to preferred stock outstanding (see Schedule of Preferred Stock Outstanding). Page 7 of 42

SIMON PROPERTY GROUP Preferred Stock/Units Outstanding As of June 30, 2000 ($ in 000's) Number of Liquidation Ticker Issuer Description Shares/Units Preference $ Symbol - ------ ------------------------ ------------ ----------- -------- ------ Preferred Shares: Convertible Simon Property Group, Series A Preferred 51,059 $1,000 $ 51,059 N/A Inc.................... 6.5% Convertible (1) Simon Property Group, Series B Preferred 4,830,057 $ 100 $483,006 SPGPrB Inc.................... 6.5% Convertible (2) Perpetual SPG Properties, Inc..... Series B Preferred 8,000,000 $ 25 $200,000 SGVPrB 8 3/4% Perpetual (3) SPG Properties, Inc..... Series C Preferred 3,000,000 $ 50 $150,000 N/A 7.89% Perpetual (4) Simon Property Group, Series E Preferred 1,000,000 $ 25 $ 25,000 N/A Inc.................... 8% Cumulative Redeemable (5) Preferred Units: Simon Property Group, Series C 7% 2,584,227 $ 28 $ 72,358 N/A L.P.................... Cumulative Convertible Preferred (6) Simon Property Group, Series D 8% 2,584,227 $ 30 $ 77,527 N/A L.P.................... Cumulative Redeemable Preferred (7) - -------- (1) Assumed in connection with the CPI merger. Each share is convertible into a number of shares of common stock obtained by dividing $1,000 by $26.319 (conversion price), which is subject to adjustment as outlined below. The stock is not redeemable, except as needed to maintain or bring the direct or indirect ownership of the capital stock of the Company into conformity with the requirements of Section 856(a)(6) of the Code. (2) Issued as part of the consideration for the CPI merger. Each share is convertible into a number of shares of common stock of the Company obtained by dividing $100 by $38.669 (the conversion price), which is subject to adjustment as outlined below. The Company may redeem the stock on or after September 24, 2003 at a price beginning at 105% of the liquidation preference plus accrued dividends and declining to 100% of the liquidation preference plus accrued dividends any time on or after September 24, 2008. The shares are traded on the New York Stock Exchange. The closing price on June 30, 2000, was $67.25 per share. The conversion prices of the Series A and Series B Convertible Preferred Stock are subject to adjustment by the Company in connection with certain events. (3) SPG Properties, Inc. may redeem the stock on or after September 29, 2006. The shares are not convertible into any other securities of SPG Properties, Inc. or the Company. The shares are traded on the New York Stock Exchange. The closing price on June 30, 2000, was $22.25 per share. (4) The Cumulative Step-Up Premium Rate Preferred Stock was issued at 7.89%. The shares are redeemable after September 30, 2007. Beginning October 1, 2012, the rate increases to 9.89%. (5) Issued in connection with the Mall of America acquisition. Simon Property Group, Inc. Series E Preferred 8% Cumulative Redeemable Stock is not redeemable prior to August 27, 2004. On or after August 27, 2004, the Corporation may redeem the shares, in whole or in part, for cash at the Liquidation Preference plus accrued and unpaid dividend, if any. (6) Issued in connection with the New England Development Acquisition. Each unit/share is convertible into 0.75676 shares of common stock on or after August 27, 2004 if certain conditions are met. Each unit/share is not redeemable prior to August 27, 2009. (7) Issued in connection with the New England Development Acquisition. Each unit/share is not redeemable prior to August 27, 2009. Page 8 of 42

SIMON PROPERTY GROUP Reconciliation of Income to Funds From Operations ("FFO") As of June 30, 2000 (Amounts in thousands, except per share data) Three Months Six Months Ended Ended June 30, June 30, ------------------ ------------------ 2000 1999 2000 1999 -------- -------- -------- -------- The Operating Partnership Income Before Extraordinary Items and Cumulative Effect of Accounting Change............................... $ 75,912 $ 67,338 $147,048 $134,726 Plus: Real Estate Depreciation and Amortization from Combined Consolidated Properties........... 98,906 89,544 197,142 179,081 Plus: Simon's Share of Real Estate Depreciation and Amortization and Extraordinary Items from Unconsolidated Affiliates......... 28,055 20,761 56,856 41,291 Plus: Gain (Loss) on Sale of Real Estate, Net(1).................... (1,562) 9,308 (8,658) 9,308 Less: Minority Interest Portion of Real Estate Depreciation and Amortization...................... (1,475) (255) (2,955) (2,050) Less: Preferred Distributions (including those of subsidiary)... (19,368) (16,123) (38,740) (33,828) FFO of the Simon Portfolio............ $180,468 $170,573 $350,693 $328,528 -------- -------- -------- -------- Percent Increase.................... 5.8% 6.7% FFO of the Simon Portfolio............ $180,468 $170,573 $350,693 $328,528 Basic FFO per Paired Share: Basic FFO Allocable to the Company.... $131,039 $125,099 $254,542 $239,359 Basic Weighted Average Paired Shares Outstanding.......................... 173,672 173,342 173,448 171,177 Basic FFO per Paired Share............ $ 0.75 $ 0.72 $ 1.47 $ 1.40 -------- -------- -------- -------- Percent Increase.................... 4.2% 5.0% Diluted FFO per Paired Share: Diluted FFO Allocable to the Company.. $140,364 $134,356 $273,039 $259,569 Diluted Weighted Average Number of Equivalent Paired Shares............. 188,316 188,259 188,090 187,872 Diluted FFO per Paired Share.......... $ 0.75 $ 0.71 $ 1.45 $ 1.38 -------- -------- -------- -------- Percent Increase.................... 5.6% (2) 5.1% (2) - -------- (1) Net of asset write downs of $10.6 million for the three and six months ended June 30, 2000. (2) On January 1, 2000, the Company adopted Staff Accounting Bulletin 101 ("SAB 101"), which addresses certain revenue recognition policies, including the accounting for overage rent by a landlord. If the Company's 1999 results were restated to reflect the adoption of SAB 101, 1999 FFO would be reduced and comparable growth from 1999 to 2000 would be as follows: Three Months Ended 6/30 Six Months Ended 6/30 ------------------------------ ------------------------------ Impact to Adjusted Impact to Adjusted 1999 Amounts 1999 Comp 1999 Amounts 1999 Comp due to SAB 101 Amounts Growth due to SAB 101 Amounts Growth -------------- -------- ------ -------------- -------- ------ FFO of the Simon Portfo- lio.................... $(6,312) $164,261 9.9% $(11,350) $317,178 10.6% Basic FFO Allocable to the Company............ $(4,573) $120,526 8.7% $ (8,218) $231,141 10.1% Basic FFO per Paired Share.................. $ (0.03) $ 0.70 7.1% $ (0.05) $ 1.35 8.9% Diluted FFO Allocable to the Company............ $(4,674) $129,682 8.2% $ (8,398) $251,171 8.7% Diluted FFO per Paired Share.................. $ (0.02) $ 0.69 8.7% $ (0.04) $ 1.34 8.2% Page 9 of 42

SIMON PROPERTY GROUP Selected Financial Information As of June 30, 2000 (In thousands, except as noted) As of or for the Six Months Ended June 30, ------------------ 2000 1999 % Change -------- -------- -------- Financial Highlights of the Company Total Revenue--Consolidated Properties......... $965,510 $900,099 7.3 % Total EBITDA of Simon Portfolio................ $979,463 $838,908 16.8 % Simon Share of EBITDA.......................... $757,307 $675,771 12.1 % Net Income Available to Common Shareholders.... $ 69,255 $ 73,416 (5.7)% Basic Net Income per Common Share.............. $ 0.40 $ 0.43 (7.0)% Diluted Net Income per Common Share............ $ 0.40 $ 0.43 (7.0)% FFO of the Simon Portfolio..................... $350,693 $328,528 6.7 %(5) Basic FFO Allocable to the Company............. $254,542 $239,359 6.3 %(5) Diluted FFO Allocable to the Company........... $273,039 $259,656 5.2 %(5) Basic FFO per Common Share..................... $ 1.47 $ 1.40 5.0 %(5) Diluted FFO per Common Share................... $ 1.45 $ 1.38 5.1 %(5) Distributions per Common Share................. $ 0.5050 $ 0.5050 0.0 % Operational Statistics Occupancy at End of Period: Regional Malls(1)............................ 90.0% 88.4% 1.6 % Community Shopping Centers(2)................ 91.2% 90.9% 0.3 % Average Base Rent per Square Foot: Regional Malls(1)............................ $ 27.63 $ 26.15 5.7 % Community Shopping Centers(2)................ $ 9.12 $ 7.84 16.3 % Regional Malls: Total Tenant Sales Volume, in millions(3)(4).............................. $ 7,075 $ 5,953 18.8 % Comparable Sales per Square Foot(4).......... $ 387 $ 368 5.2 % Total Sales per Square Foot(4)............... $ 373 $ 351 6.3 % Number of U.S. Properties Open at End of Period........................................ 253 241 5.0 % Total U.S. GLA at End of Period, in millions of square feet................................... 183.9 166.8 10.3 % - -------- (1) Includes mall and freestanding stores. (2) Includes all Owned GLA. (3) Represents only those tenants who report sales. (4) Based upon the standard definition of sales for regional malls adopted by the International Council of Shopping Centers which includes only mall and freestanding stores less than 10,000 square feet. (5) See footnote 1 on page 9 for comparable growth rates. Page 10 of 42

SIMON PROPERTY GROUP Selected Financial Information As of June 30, 2000 (In thousands, except as noted) June 30, June 30, 2000 1999 ----------- ----------- Equity Information Limited Partner Units Outstanding at End of Period.... 65,436 64,176 Common Shares Outstanding at End of Period............ 173,736 173,456 ----------- ----------- Total Common Shares and Units Outstanding at End of Period............................................... 239,172 237,633 =========== =========== Basic Weighted Average Paired Shares Outstanding...... 173,448 171,177 Diluted Weighted Average Number of Equivalent Paired Shares(1)............................................ 188,090 187,872 June 30, December 2000 31, 1999 ----------- ----------- Debt Information Consolidated Debt..................................... $ 8,805,667 $ 8,768,951 Simon Group's Share of Joint Venture Debt............. $ 1,952,703 $ 1,886,360 Debt-to-Market Capitalization Common Stock Price at End of Period................... $ 22.1875 $ 22.9375 Equity Market Capitalization(2)....................... $ 6,199,300 $ 6,320,891 Total Consolidated Capitalization..................... $15,004,967 $15,089,842 ----------- ----------- Total Capitalization--Including Simon Group's Share of JV Debt.............................................. $16,957,670 $16,976,202 =========== =========== - -------- (1) Diluted for purposes of computing FFO per share. (2) Market value of Common Stock, Units and all issues of Preferred Stock of SPG and SPG Properties, Inc. Page 11 of 42

SIMON PROPERTY GROUP Portfolio GLA, Occupancy & Rent Data As of June 30, 2000 Avg. Annualized % of Owned Base Rent Per Total % of GLA Which Leased Sq. Ft. Type of Property GLA-Sq. Ft. Owned GLA Owned GLA is Leased of Owned GLA - ---------------- ----------- ----------- --------- ---------- --------------- Regional Malls - --Anchor................ 96,726,134 30,333,972 27.5% 98.4% $ 3.78 - --Mall Store............ 56,480,677 56,432,781 51.2% 89.8% $28.30 - --Freestanding.......... 3,673,258 1,858,574 1.7% 94.9% $ 9.22 ----------- ----------- ------ Subtotal.............. 60,153,935 58,291,355 52.9% 90.0% $27.63 =========== =========== ====== Regional Mall Total..... 156,880,069 88,625,327 80.4% 92.9% $19.02 =========== =========== ====== Community Shopping Centers - --Anchor................ 12,636,498 7,908,251 7.2% 93.9% $ 7.48 - --Mall Store............ 4,353,853 4,268,095 3.9% 86.1% 12.45 - --Freestanding.......... 798,684 319,257 .2% 95.3% 9.01 ----------- ----------- ------ Community Ctr. Total.... 17,789,035 12,495,603 11.3% 91.2% $ 9.12 =========== =========== ====== Office Portion of Mixed- Use Properties......... 2,432,840 2,432,840 2.2% 90.5% $18.70 Value-Oriented Super- Regional Malls......... 5,430,489 5,305,489 4.8% 92.9% $16.23 Other................... 1,415,180 1,391,176 1.3% ----------- ----------- ------ Grand Total............. 183,947,613 110,250,435 100.00% =========== =========== ====== Occupancy History Community As of Regional Malls(1) Shopping Centers(2) ----- ----------------- ------------------- 6/30/00 90.0% 91.2% 6/30/99 88.4% 90.9% 12/31/99 90.6% 88.6% 12/31/98 90.0% 91.4% 12/31/97 87.3% 91.3% 12/31/96 84.7% 91.6% - -------- (1) Includes mall and freestanding stores. (2) Includes all Owned GLA. Page 12 of 42

SIMON PROPERTY GROUP Rent Information As of June 30, 2000 Average Base Rent Mall & Freestanding % Community % As of Stores at Regional Malls Change Shopping Centers Change - ----- ------------------------ ------ ---------------- ------ 6/30/00................ $27.63 5.7% $9.12 16.3% 6/30/99................ 26.15 -- 7.84 -- 12/31/99................ 27.33 6.3 8.36 8.9 12/31/98................ 25.70 8.7 7.68 3.2 12/31/97................ 23.65 14.4 7.44 -2.7 12/31/96................ 20.68 7.8 7.65 4.9 Rental Rates Base Rent(1) Amount of Change ----------------------------- ------------------ Store Openings Store Closings Year During Period During Period Dollar Percentage - ---- -------------- -------------- ------ ---------- Regional Malls: 2000 (YTD).................... $32.38 $29.71 $2.67 9.0% 1999.......................... 31.25 24.55 6.70 27.3 1998.......................... 27.33 23.63 3.70 15.7 1997.......................... 29.66 21.26 8.40 39.5 1996.......................... 23.59 18.73 4.86 25.9 Community Shopping Centers: 2000 (YTD).................... $12.88 $10.62 $2.26 21.3% 1999.......................... 10.26 7.44 2.82 37.9 1998.......................... 10.43 10.95 (0.52) (4.7) 1997.......................... 8.63 9.44 (0.81) (8.6) 1996.......................... 8.18 6.16 2.02 32.8 - -------- (1) Represents the average base rent in effect during the period for those tenants who signed leases as compared to the average base rent in effect during the period for those tenants whose leases terminated or expired. Page 13 of 42

SIMON PROPERTY GROUP Lease Expirations(1) As of June 30, 2000 Avg. Base Rent Number of Square per Square Foot Year Leases Expiring Feet at 6/30/00 - ---- --------------- ---------- --------------- Regional Malls--Mall & Freestanding Stores 2000 (7/1-12/31)..................... 679 728,635 30.56 2001................................. 1,643 3,591,836 26.22 2002................................. 1,667 3,572,295 27.59 2003................................. 1,912 4,370,815 29.77 2004................................. 1,714 4,617,735 28.71 2005................................. 1,619 5,076,046 27.54 2006................................. 1,502 4,172,255 29.71 2007................................. 1,414 4,112,219 31.70 2008................................. 1,279 4,487,732 29.51 2009................................. 1,389 4,566,579 28.07 ------ ---------- Totals............................... 14,818 39,296,147 $28.85 ====== ========== Regional Malls--Anchor Tenants 2000 (7/1-12/31)..................... 5 690,745 1.74 2001................................. 11 1,355,717 1.90 2002................................. 16 1,948,271 1.85 2003................................. 18 2,156,140 2.29 2004................................. 25 2,462,680 3.31 2005................................. 19 2,371,330 2.50 2006................................. 18 2,177,104 3.28 2007................................. 6 766,048 1.77 2008................................. 14 1,400,573 4.81 2009................................. 16 1,986,791 2.82 ------ ---------- Totals............................... 148 17,315,399 $ 2.72 ====== ========== Community Centers--Mall Stores & Freestanding Stores 2000 (7/1-12/31)..................... 105 122,835 11.57 2001................................. 191 515,454 12.45 2002................................. 176 572,570 11.41 2003................................. 151 578,428 11.53 2004................................. 128 504,106 12.15 2005................................. 135 600,053 12.46 2006................................. 28 289,221 8.22 2007................................. 20 168,942 11.41 2008................................. 17 128,402 12.25 2009................................. 15 89,718 16.02 ------ ---------- Totals............................... 966 3,569,729 $11.75 ====== ========== - -------- (1) Does not consider the impact of options that may be contained in leases. Page 14 of 42

SIMON PROPERTY GROUP SPG's Share of Total Debt Amortization and Maturities by Year As of June 30, 2000 (In thousands) SPG's Share of SPG's Share of SPG's Share of Secured Unsecured Unconsolidated Consolidated Consolidated Joint Venture SPG's Share of Year Debt Debt Secured Debt Total Debt - ---- -------------- -------------- -------------- -------------- 2000.................... 0 35,306 500,000 125,144 660,451 2001.................... 1 252,971 450,000 117,521 820,492 2002.................... 2 418,460 500,000 90,791 1,009,251 2003.................... 3 646,347 1,255,000 329,481 2,230,828 2004.................... 4 357,923 700,000 186,209 1,244,133 2005.................... 5 155,226 660,000 218,822 1,034,048 2006.................... 6 132,603 250,000 328,495 711,099 2007.................... 7 495,129 180,000 111,842 786,971 2008.................... 8 43,761 200,000 294,046 537,807 2009.................... 9 330,385 450,000 39,124 819,509 Thereafter.............. 109,398 525,000 100,000 734,398 ---------- ---------- ---------- ----------- Subtotal Face Amounts... $2,977,510 $5,670,000 $1,941,476 $10,588,986 ---------- ---------- ---------- ----------- Premiums and Discounts on Indebtedness, Net... 2,352 0 11,226 13,579 ---------- ---------- ---------- ----------- SPG's Share of Total Indebtedness........... $2,979,862 $5,670,000 $1,952,703 $10,602,565 ========== ========== ========== =========== Page 16 of 42

SIMON PROPERTY GROUP Summary of Indebtedness As of June 30, 2000 (In thousands) SPG's Weighted Total Share of Weighted Avg. Avg. Years Indebtedness Indebtedness Interest Rate to Maturity ------------ ------------ ------------- ----------- Consolidated Indebtedness Mortgage Debt Fixed Rate (1).......... 2,523,289 2,374,890 7.40% 6.0 Other Hedged Debt....... 51,000 51,000 8.93% 2.5 Floating Rate Debt...... 560,193 551,620 7.97% 3.2 --------- ---------- ----- --- Total Mortgage Debt... 3,134,482 2,977,510 7.53% 5.4 Unsecured Debt Fixed Rate.............. 3,790,000 3,790,000 7.17% 6.6 Floating Rate Debt...... 250,000 250,000 7.44% 1.9 --------- ---------- ----- --- Subtotal.............. 4,040,000 4,040,000 7.19% 6.3 Acquisition Facility.... 950,000 950,000 7.29% 0.5 Revolving Corporate Credit Facility........ 540,000 540,000 7.29% 3.2 Revolving Corporate Credit Facility (Hedged)............... 140,000 140,000 7.29% 3.2 --------- ---------- ----- --- Total Unsecured Debt.. 5,670,000 5,670,000 7.22% 5.0 Adjustment to Fair Market Value--Fixed Rate........ 513 1,679 N/A N/A Adjustment to Fair Market Value--Variable Rate..... 672 673 N/A N/A --------- ---------- ----- --- Consolidated Mortgages and Other Indebtedness....... 8,805,667 8,649,862 7.33% 5.1 ========= ========== ===== === Joint Venture Mortgage Indebtedness Fixed Rate.............. 2,949,220 1,295,294 7.57% 6.1 Other Hedged Debt....... 969,616 349,019 7.49% 3.7 Floating Rate Debt...... 726,115 297,164 7.96% 1.9 --------- ---------- ----- --- Subtotal................ 4,644,951 1,941,477 7.62% 5.0 Adjustment to Fair Market Value--Fixed Rate........ 19,479 11,226 N/A N/A --------- ---------- ----- --- Joint Venture Mortgages and Other Indebtedness... 4,664,430 1,952,703 7.62% 5.0 ========= ========== ===== === SPG's Share of Total Indebtedness............. 10,602,565 7.38% 5.1 - -------- (1) Includes $185,000 of variable rate debt, of which $148,969 is SPG's share, that is effectively fixed to maturity through the use of interest rate hedges. Page 17 of 42

SIMON PROPERTY GROUP Summary of Indebtedness By Maturity As of June 30, 2000 (In thousands) SPG's Weighted Avg. ropertyP Maturity Interest Total Share of Interest Rate Name Date Rate Indebtedness Indebtedness by Year - -------- -------- -------- ------------ ------------ ------------- Consolidated Indebtedness Fixed Rate Mortgage Debt: Trolley Square--1....... (1) 7/23/00 5.81% 19,000 17,100 ------- ------- Subtotal 2000......... 19,000 17,100 5.81% Biltmore Square......... 1/1/01 7.15% 25,282 16,863 Chesapeake Square....... 1/1/01 7.28% 45,987 34,490 Port Charlotte Town Center................. 1/1/01 7.28% 51,766 41,413 Great Lakes Mall--1..... 3/1/01 6.74% 52,632 52,632 Great Lakes Mall--2..... 3/1/01 7.07% 8,489 8,489 Windsor Park Mall--1.... 3/1/01 8.00% 5,653 5,653 Orland Square........... 9/1/01 7.74% 50,000 50,000 ------- ------- Subtotal 2001......... 239,809 209,540 7.25% Lima Mall--1............ 3/1/02 7.12% 14,180 14,180 Lima Mall--2............ 3/1/02 7.12% 4,723 4,723 Columbia Center......... 3/15/02 7.62% 42,326 42,326 Northgate Shopping Center................. 3/15/02 7.62% 79,035 79,035 Tacoma Mall............. 3/15/02 7.62% 92,474 92,474 River Oaks Center....... 6/1/02 8.67% 32,500 32,500 North Riverside Park Plaza--1............... 9/1/02 9.38% 3,725 3,725 North Riverside Park Plaza--2............... 9/1/02 10.00% 3,581 3,581 Palm Beach Mall......... 12/15/02 7.50% 48,862 48,862 Other................... 5/31/02 6.80% 508 508 Other................... 12/1/02 8.00% 770 770 ------- ------- Subtotal 2002......... 322,684 322,684 7.72% Principal Mutual Mortgages--Pool 1...... (2) 3/15/03 6.79% 103,142 103,142 Principal Mutual Mortgages--Pool 2...... (3) 3/15/03 6.77% 137,607 137,607 Century III Mall........ 7/1/03 6.78% 66,000 66,000 Miami International Mall................... 12/21/03 6.91% 45,623 27,374 ------- ------- Subtotal 2003......... 352,372 334,123 6.79% Battlefield Mall--1..... 1/1/04 7.50% 47,003 47,003 Battlefield Mall--2..... 1/1/04 6.81% 44,310 44,310 Forum Phase I--Class A- 2...................... 5/15/04 6.19% 44,386 26,632 Forum Phase II--Class A- 2...................... 5/15/04 6.19% 40,614 22,338 Forum Phase I--Class A- 1...................... 5/15/04 7.13% 46,996 28,198 Forum Phase II--Class A- 1...................... 5/15/04 7.13% 43,004 23,652 ------- ------- Subtotal 2004......... 266,313 192,132 6.91% Tippecanoe Mall--1...... (4) 1/1/05 8.45% 45,076 45,076 Tippecanoe Mall--2...... (4) 1/1/05 6.81% 15,757 15,757 Melbourne Square........ 2/1/05 7.42% 38,620 38,620 Cielo Vista Mall--2..... 11/1/05 8.13% 1,619 1,619 ------- ------- Subtotal 2005......... 101,072 101,072 7.80% Page 18 of 42

SIMON PROPERTY GROUP Summary of Indebtedness By Maturity As of June 30, 2000 (In thousands) SPG's Weighted Avg ropertyP Maturity Interest Total Share of Interest Rate Name Date Rate Indebtedness Indebtedness by Year - -------- -------- -------- ------------ ------------ ------------- Treasure Coast Square-- 1...................... 1/1/06 7.42% 52,009 52,009 Treasure Coast Square-- 2...................... 1/1/06 8.06% 11,953 11,953 Gulf View Square........ 10/1/06 8.25% 36,762 36,762 Paddock Mall............ 10/1/06 8.25% 29,238 29,238 ------- ------- Subtotal 2006......... 129,962 129,962 7.90% Lakeline Mall........... 5/1/07 7.65% 71,784 71,784 Cielo Vista Mall--1..... (5) 5/1/07 9.38% 54,135 54,135 Cielo Vista Mall--3..... (5) 5/1/07 6.76% 38,366 38,366 McCain Mall--1.......... (5) 5/1/07 9.38% 25,279 25,279 McCain Mall--2.......... (5) 5/1/07 6.76% 17,709 17,709 Valle Vista Mall--1..... (5) 5/1/07 9.38% 33,511 33,511 Valle Vista Mall--2..... (5) 5/1/07 6.81% 7,841 7,841 University Park Mall.... 10/1/07 7.43% 59,500 35,700 CMBS Loan--Variable Component.............. (6) 12/15/07 6.16% 50,000 50,000 CMBS Loan--Fixed Component.............. 12/15/07 7.31% 175,000 175,000 ------- ------- Subtotal 2007......... 533,125 509,325 7.64% Arsenal Mall--1......... 9/28/08 6.75% 34,418 34,418 ------- ------- Subtotal 2008......... 34,418 34,418 6.75% College Mall--1......... (4) 1/1/09 7.00% 41,092 41,092 College Mall--2......... (4) 1/1/09 6.76% 11,816 11,816 Greenwood Park Mall--1.. (4) 1/1/09 7.00% 34,416 34,416 Greenwood Park Mall--2.. (4) 1/1/09 6.76% 61,052 61,052 Towne East Square--1.... (4) 1/1/09 7.00% 54,330 54,330 Towne East Square--2.... (4) 1/1/09 6.81% 24,620 24,620 Bloomingdale Court...... 10/1/09 7.78% 29,750 29,750 Forest Plaza............ 10/1/09 7.78% 16,318 16,318 Lake View Plaza......... 10/1/09 7.78% 21,691 21,691 Lakeline Plaza.......... 10/1/09 7.78% 23,780 23,780 Lincoln Crossing........ 10/1/09 7.78% 3,284 3,284 Matteson Plaza.......... 10/1/09 7.78% 9,552 9,552 Muncie Plaza............ 10/1/09 7.78% 8,258 8,258 Regency Plaza........... 10/1/09 7.78% 4,477 4,477 St. Charles Towne Plaza.................. 10/1/09 7.78% 28,656 28,656 West Ridge Plaza........ 10/1/09 7.78% 5,771 5,771 White Oaks Plaza........ 10/1/09 7.78% 17,612 17,612 ------- ------- Subtotal 2009......... 396,475 396,475 7.28% Windsor Park Mall--2.... 5/1/12 8.00% 8,687 8,687 ------- ------- Subtotal 2012......... 8,687 8,687 8.00% Chesapeake Center....... 5/15/15 8.44% 6,563 6,563 Grove at Lakeland Square, The............ 5/15/15 8.44% 3,750 3,750 Terrace at Florida Mall, The.................... 5/15/15 8.44% 4,688 4,688 ------- ------- Subtotal 2015......... 15,001 15,001 8.44% Page 19 of 42

SIMON PROPERTY GROUP Summary of Indebtedness By Maturity As of June 30, 2000 (In thousands) SPG's Weighted Avg ropertyP Maturity Interest Total Share of Interest Rate Name Date Rate Indebtedness Indebtedness by Year - -------- -------- -------- ------------ ------------ ------------- Westchester, The--1..... 9/1/05 8.74% 150,078 75,039 Westchester, The--2..... 9/1/05 7.20% 53,356 26,678 Cobblestone Court....... 11/30/05 7.22% 6,180 2,163 Crystal Court........... 11/30/05 7.22% 3,570 1,250 Fairfax Court........... 11/30/05 7.22% 10,320 2,709 Gaitway Plaza........... 11/30/05 7.22% 7,350 1,715 Plaza at Buckland Hills, The.................... 11/30/05 7.22% 17,680 6,055 Ridgewood Court......... 11/30/05 7.22% 7,980 2,793 Royal Eagle Plaza....... 11/30/05 7.22% 7,920 2,772 Village Park Plaza...... 11/30/05 7.22% 8,960 3,136 West Town Corners....... 11/30/05 7.22% 10,330 2,411 Westland Park Plaza..... 11/30/05 7.22% 4,950 1,155 Willow Knolls Court..... 11/30/05 7.22% 6,490 2,272 Yards Plaza, The........ 11/30/05 7.22% 8,270 2,895 --------- --------- Subtotal 2005......... 303,434 133,042 8.07% Seminole Towne Center... 1/1/06 6.88% 70,500 31,725 CMBS Loan--Fixed Component.............. (8) 5/1/06 7.41% 300,000 150,000 CMBS Loan--Fixed Component--2........... (8) 5/15/06 8.13% 57,100 28,550 Great Northeast Plaza... 6/1/06 9.04% 17,439 8,720 Smith Haven Mall........ 6/1/06 7.86% 115,000 28,750 Mall of Georgia Crossing............... 6/9/06 7.25% 31,430 15,715 Greendale Mall.......... 11/1/06 8.23% 41,865 20,571 --------- --------- Subtotal 2006......... 633,334 284,031 7.57% Town Center at Cobb--1.. 4/1/07 7.54% 49,974 24,987 Town Center at Cobb--2.. 4/1/07 7.25% 65,177 32,589 Gwinnett Place--1....... 4/1/07 7.54% 39,224 19,612 Gwinnett Place--2....... 4/1/07 7.25% 85,642 42,821 --------- --------- Subtotal 2007......... 240,017 120,009 7.36% Metrocenter............. 2/28/08 8.45% 30,587 15,294 Aventura Mall--A........ 4/6/08 6.55% 141,000 47,000 Aventura Mall--B........ 4/6/08 6.60% 25,400 8,467 Aventura Mall--C........ 4/6/08 6.89% 33,600 11,200 West Town Mall.......... 5/1/08 6.90% 76,000 38,000 Mall of New Hampshire-- 1...................... 10/1/08 6.96% 104,283 51,242 Mall of New Hampshire-- 2...................... 10/1/08 8.53% 8,455 4,155 Grapevine Mills......... 10/1/08 6.47% 155,000 58,125 Ontario Mills--5........ 11/2/08 6.75% 142,977 35,744 Source, The............. 11/6/08 6.65% 124,000 31,000 --------- --------- Subtotal 2008......... 841,302 300,226 6.82% Apple Blossom Mall...... 9/10/09 7.99% 40,783 20,040 Auburn Mall............. 9/10/09 7.99% 47,745 23,461 Highland Mall--1........ 12/1/09 9.75% 7,261 3,631 Ontario Mills--4........ 12/28/09 n/a 4,198 1,050 --------- --------- Subtotal 2009......... 99,987 48,180 7.95% Mall of Georgia......... 7/1/10 7.09% 200,000 100,000 --------- --------- Subtotal 2010......... 200,000 100,000 7.09% --------- --------- ---- Total Joint Venture Fixed Rate Mortgage Debt................... 2,949,220 1,295,294 7.57% ========= ========= ==== Page 23 of 42

SIMON PROPERTY GROUP Summary of Indebtedness By Maturity As of June 30, 2000 (In thousands) SPG's Weighted Avg ropertyP Maturity Interest Total Share of Interest Rate Name Date Rate Indebtedness Indebtedness by Year - -------- -------- -------- ------------ ------------ ------------- Variable Rate Mortgage Debt: Mall at Rockingham...... 8/24/00 8.44% 100,000 24,569 Dadeland Mall........... 12/10/00 7.34% 140,000 70,000 --------- ---------- Subtotal 2000......... 240,000 94,569 7.63% Tower Shops, The........ 3/13/01 7.84% 12,900 6,450 Liberty Tree Mall--1.... 10/1/01 8.14% 47,006 23,098 Liberty Tree Mall--2.... 10/1/01 10.80% 8,324 4,090 --------- ---------- Subtotal 2001......... 68,230 33,638 8.41% Montreal Forum.......... 1/31/02 7.50% 11,011 3,923 Arizona Mills........... (7) 2/1/02 7.94% 142,216 37,425 Shops at Sunset Place, The.................... (7) 6/30/02 7.89% 115,000 43,125 --------- ---------- Subtotal 2002......... 268,227 84,473 7.90% Cape Cod Mall........... (7) 4/1/03 8.44% 64,935 31,907 CMBS Loan--Floating Component.............. (8) 5/1/03 7.14% 184,500 92,250 Mall of America......... 11/19/03 7.15% 312,000 85,800 Concord Mills........... (7) 12/2/03 7.99% 177,737 66,651 --------- ---------- Subtotal 2003......... 739,172 276,609 7.50% Circle Centre Mall--1... (7) 1/31/04 7.08% 60,000 8,802 Circle Centre Mall--2... (7) 1/31/04 8.14% 7,500 1,100 Orlando Premium Outlets................ (7) 2/12/04 8.14% 39,202 19,601 --------- ---------- Subtotal 2004......... 106,702 29,503 7.83% Emerald Square Mall..... (7) 3/31/05 8.13% 145,000 71,249 Arundel Mills........... (7) 4/30/05 8.29% 10,000 3,750 Northfield Square....... (7) 4/30/05 9.14% 37,000 11,692 --------- ---------- Subtotal 2005......... 192,000 86,691 8.27% CMBS Loan--Floating Component--2 (IBM)..... (8) 5/15/06 7.01% 81,400 40,700 --------- ---------- Subtotal 2005......... 81,400 40,700 7.01% --------- ---------- ---- Total Joint Venture Variable Rate Debt..... 1,695,731 646,183 7.71% ========= ========== ==== CMBS Loan--Fixed Premium (IBM).................. 17,361 9,282 Net Premium on NED Fixed-Rate Indebtedness........... 2,118 1,944 Total Joint Venture Debt................... 1,952,703 7.62% SPG's Share of Total Indebtedness........... 10,602,565 7.38% - -------- (1) Refinanced July 13, 2000 with a new maturity of August 2010. (2) This Principal Mutual Pool 1 loan is secured by cross-collateralized and cross-defaulted mortgages encumbering four of the Properties (Anderson, Forest Village Park, Longview, and South Park). A weighted average rate is used for these Pool 1 Properties. Includes applicable extensions available at Simon Group's option. (3) This Principal Mutual Pool 2 loan is secured by cross-collateralized and cross-defaulted mortgages encumbering seven of the Properties (Eastland, Forest Mall, Golden Ring, Hutchinson, Markland, Midland, and North Towne). A weighted average rate is used for these Pool 2 Properties. Includes applicable extensions available at Simon Group's option. (4) This TIAA Pool is secured by cross-collateralized and cross-defaulted mortgages encumbering these four Properties. (5) This TIAA Pool is secured by cross-collateralized and cross-defaulted mortgages encumbering these three Properties. (6) Through an interest rate protection agreement, effectively fixed at an all- in-one rate of 6.16%. (7) Includes applicable extensions available at Simon Group's option. (8) These Commercial Mortgage Notes are secured by cross-collateralized mortgages encumbering thirteen of the Properties. A weighted average rate is used. Page 24 of 42

SIMON PROPERTY GROUP Summary of Variable Rate Debt and Interest Rate Protection Agreements As of June 30, 2000 (In thousands) Principal SPG SPG's Interest Maturity Balance Ownership Share of Rate Terms of Terms of Property Name Date 06/30/00 % Loan Balance 06/30/00 Variable Rate Interest Rate Protection Agreement - ------------- -------- --------- --------- ------------ -------- -------------- ---------------------------------- Consolidated Properties: Variable Rate Debt Effectively Fixed to Maturity: LIBOR Swapped at 7.24% through Orland Square....... 9/1/01 50,000 100.00% 50,000 7.742% LIBOR + 0.500% maturity. Forum Phase I--Class 5/15/04 44,386 60.00% 26,632 6.190% LIBOR + 0.300% Through an interest rate A-2................ protection agreement, effectively fixed at an all-in-one rate of 6.19%. Forum Phase II-- 5/15/04 40,614 55.00% 22,338 6.190% LIBOR + 0.300% Through an interest rate Class A-2.......... protection agreement, effectively fixed at an all-in-one rate of 6.19%. CMBS Loan--Variable 12/15/07 50,000 100.00% 50,000 6.155% LIBOR + 0.365% Through an interest rate Component.......... protection agreement, effectively fixed at an all-in-one rate of 6.16%. --------- --------- 185,000 148,969 ========= ========= Other Hedged Debt: Randall Park Mall-- 12/11/02 35,000 100.00% 35,000 8.742% LIBOR + 2.100% LIBOR Capped at a rate of 7.40% 1.................. through maturity. Randall Park Mall-- 12/11/02 5,000 100.00% 5,000 11.642% LIBOR + 5.000% LIBOR Capped at a rate of 7.40% 2.................. through maturity. Raleigh Springs 2/23/03 11,000 100.00% 11,000 8.292% LIBOR + 1.650% LIBOR Capped at a rate of 8.35% Mall............... through September 10, 2001. Unsecured Revolving 8/25/03 140,000 100.00% 140,000 7.292% LIBOR + 0.650% Subject to an 11.53% LIBOR cap on Credit Facility-- $90M and a 16.77% LIBOR cap on (1.25B--capped).... $50M. --------- --------- 191,000 191,000 ========= ========= Floating Rate Debt: Trolley Square...... 11/12/00 8,141 100.00% 7,327 8.467% LIBOR + 1.825% CPI Merger 9/24/00 500,000 100.00% 500,000 7.292% LIBOR + 0.650% Facility--3 (1.4B)............. Crystal River....... 1/1/01 15,292 100.00% 15,292 9.642% LIBOR + 3.000% White Oaks Mall..... 3/1/01 16,500 54.92% 9,062 8.391% LIBOR + 1.300% CPI Merger 3/24/01 450,000 100.00% 450,000 7.292% LIBOR + 0.650% Facility--2 (1.4B)............. SPG, L.P. Unsecured 2/28/02 150,000 100.00% 150,000 7.442% LIBOR + 0.800% Loan--1............ Highland Lakes 3/1/02 14,377 100.00% 14,377 8.142% LIBOR + 1.500% Center............. Eastgate Consumer 3/30/02 22,929 100.00% 22,929 7.642% LIBOR + 1.000% Mall............... Mainland Crossing... 3/31/02 1,603 80.00% 1,282 8.142% LIBOR + 1.500% SPG, L.P. Unsecured 9/3/02 100,000 100.00% 100,000 7.442% LIBOR + 0.800% Loan--2............ Jefferson Valley 1/11/03 60,000 100.00% 60,000 7.892% LIBOR + 1.250% Mall............... Richmond Towne 7/15/03 55,494 100.00% 55,494 7.642% LIBOR + 1.000% Square............. Unsecured Revolving 8/25/03 540,000 100.00% 540,000 7.292% LIBOR + 0.650% Credit Facility-- (1.25B)............ Shops @ Mission 8/31/03 133,820 100.00% 133,820 7.792% LIBOR + 1.150% Viejo.............. Arboretum........... 11/30/03 34,000 100.00% 34,000 8.142% LIBOR + 1.500% North East Mall..... 5/20/04 103,292 100.00% 103,292 8.017% LIBOR + 1.375% Waterford Lakes..... 8/15/04 49,745 100.00% 49,745 8.042% LIBOR + 1.400% Brunswick Square.... 6/12/05 45,000 100.00% 45,000 8.142% LIBOR + 1.500% --------- --------- 2,300,193 2,291,620 ========= ========= Page 25 of 42

SIMON PROPERTY GROUP Summary of Variable Rate Debt and Interest Rate Protection Agreements As of June 30, 2000 (In thousands) SPG's Principal SPG Share Interest Property Maturity Balance Ownership of Loan Rate Terms of Name Date 06/30/00 % Balance 06/30/00 Variable Rate -------- -------- --------- --------- ------- -------- ---------------- Joint Venture Properties: Other Hedged Debt: Arizona Mills... 2/1/02 142,216 26.32% 37,425 7.942% LIBOR + 1.300% CMBS Loan-- 5/1/03 184,500 50.00% 92,250 7.140% See Footnote (1) Floating Component...... CMBS Loan-- Floating Component--2... 5/15/06 81,400 50.00% 40,700 7.011% See Footnote (1) Circle Centre Mall--1........ 1/31/04 60,000 14.67% 8,802 7.082% LIBOR + 0.440% Circle Centre Mall--2........ 1/31/04 7,500 14.67% 1,100 8.142% LIBOR + 1.500% Emerald Square Mall........... 3/31/05 145,000 49.14% 71,249 8.130% LIBOR + 1.488% Mall of 11/19/03 312,000 27.50% 85,800 7.155% LIBOR + 0.513% America........ Northfield Square......... 4/30/05 37,000 31.60% 11,692 9.142% LIBOR + 2.500% ------- ------- 969,616 349,019 ======= ======= Floating Rate Debt: Mall at Rockingham..... 8/24/00 100,000 24.57% 24,569 8.442% LIBOR + 1.800% Arundel Mills... 4/30/05 10,000 37.50% 3,750 8.292% LIBOR + 1.650% Dadeland Mall... 12/10/00 140,000 50.00% 70,000 7.342% LIBOR + 0.700% Tower Shops, The............ 3/13/01 12,900 50.00% 6,450 7.842% LIBOR + 1.200% Liberty Tree Mall--1........ 10/1/01 47,006 49.14% 23,098 8.142% LIBOR + 1.500% Liberty Tree Mall--2........ 10/1/01 8,324 49.14% 4,090 10.802% LIBOR + 4.160% Montreal Forum.. 1/31/02 11,011 35.63% 3,923 7.500% Canadian Prime Shops at Sunset Place, The..... 6/30/02 115,000 37.50% 43,125 7.892% LIBOR + 1.250% Cape Cod Mall... 4/1/03 64,935 49.14% 31,907 8.442% LIBOR + 1.800% Concord Mills... 12/2/03 177,737 37.50% 66,651 7.992% LIBOR + 1.350% Orlando Premium Outlets........ 2/12/04 39,202 50.00% 19,601 8.142% LIBOR + 1.500% ------- ------- 726,115 297,164 ======= ======= Property Name Terms of Interest Rate Protection Agreement -------- --------------------------------------------------- Joint Venture Properties: Other Hedged Debt: Arizona Mills... LIBOR Capped at 9.50% through maturity. CMBS Loan-- The Operating Partnership took assignment Floating of an interest rate protection agreement (LIBOR Component...... cap of 11.67%) relating to this debt. CMBS Loan-- Floating Component--2... LIBOR Capped at 11.83% through maturity. Circle Centre Mall--1........ LIBOR Capped at 8.81% through maturity. Circle Centre Mall--2........ LIBOR Capped at 7.75% through maturity. Emerald Square Mall........... LIBOR Capped at 7.73% through maturity. Mall of LIBOR Capped at 8.7157% through America........ March 12, 2003. Northfield Square......... LIBOR Capped at 8.50% through maturity. Floating Rate Debt: Mall at Rockingham..... Arundel Mills... Dadeland Mall... Tower Shops, The............ Liberty Tree Mall--1........ Liberty Tree Mall--2........ Montreal Forum.. Shops at Sunset Place, The..... Rate can be reduced based upon project performance. Cape Cod Mall... Concord Mills... Orlando Premium Outlets........ Rate can be reduced based upon project performance. - ----- (1) Represents the weighted average interest rate. Page 26 of 42

SIMON PROPERTY GROUP New Development Activities As of June 30, 2000 Non-Anchor Simon Group's Projected Cost Sq. Footage Ownership Actual/Projected (in millions) Leased/Committed GLA Mall/Location Percentage Opening (1) (2) (sq. ft.) ------------- ------------- ---------------- -------------- ---------------- --------- Projects Recently Opened Orlando Premium Outlets 50% 5/00 $91 97% 430,000 Orlando, FL Anchors/Major Tenants: Versace Company Store, Bottega Veneta, Timberland, Nike Factory Store, Liz Claiborne Shoes, Mikasa, Banana Republic Factory Store, Nautica, Coach, Tommy Hilfiger, Dooney & Bourke, Polo Ralph Lauren Factory Store, Bose, Westpoint Stevens, DKNY, JP Tod's Projects Under Construction Arundel Mills 37.5% 11/00 $252 60% 1,300,000 Anne Arundel, MD Anchors/Major Tenants: Jillian's, Bed Bath & Beyond, Sun & Ski Sports, Muvico, Books-A-Million, Off Broadway Shoes, For Your Entertainment, Off 5th-Saks Fifth Avenue Waterford Lakes Town 100.0% 11/00 $84 100% 982,000 Center (Phase I & II) (Phase I) Orlando, FL Anchors/Major Tenants: Phase I opened 11/99--562,000 sq. ft.--anchor tenants: Super Target, TJMaxx, Ross Dress for Less, Bed Bath & Beyond, Barnes & Noble, Old Navy, Regal 20-Plex Theatre, Zany Brainy and Dress Barn. Phase II to open 11/00--420,000 sq. ft.--anchor tenants: OfficeMax, PetsMart and Best Buy Bowie Town Center 100.0% 10/01 $66 67% 667,000 Annapolis, MD Anchors/Major Tenants: Hecht's, Sears, Old Navy, Barnes & Noble, Bed Bath & Beyond, Zany Brainy, Safeway - -------- (1) Includes soft costs such as architecture and engineering fees, tenant costs (allowances/leasing commissions), development, legal and other fees, marketing costs, cost of capital, and other related costs. (2) Community Center leased/committed percentage includes owned anchor GLA. (3) Leasing still in preliminary stage. Page 27 of 42

SIMON PROPERTY GROUP Significant Renovation/Expansion Activities As of June 30, 2000 Simon Projected GLA New or Group's Actual/ Cost Before Incremental Ownership Projected (in millions) Renov/Expan GLA Mall/Location Percentage Opening (1) (sq. ft.) (sq. ft.) ------------- ---------- ----------- ------------- ----------- ----------- Projects Under Construction LaPlaza Mall 100% 11/99, 3/00 $ 35 988,000 215,000 McAllen, TX & 11/00 Project Description: Mall renovation (opened 11/99); new Dillard's (opened 3/00); JCPenney expansion, new small shops retrofitted from the existing Dillard's store, and new Foley's Home Store (to open 11/00) North East Mall 100% 9/99, 9/00 $103 1,141,000 308,000 Hurst, TX & 3/01 Project Description: New Dillard's, mall expansion and parking deck (opened 9/99); Montgomery Ward remodel (opened 10/99); JCPenney remodel and expansion and parking deck (opened 11/99); new Saks Fifth Avenue, mall renovation and parking deck (to open 9/00); new Nordstrom (to open 3/01); new Foleys (to open Fall 2001) Palm Beach Mall 100% 2/00 $ 33 1,205,000 61,000 West Palm Beach, FL & fall 2000 Project Description: JCPenney remodel (opened 11/99); mall renovation and new Dillard's (opened 2/00); new Borders (opened 4/00), Old Navy (to open 11/00), Designer Shoe Warehouse and Burdines remodel (to open September 2000), Mars Music Store (to open 10/00) Town Center at Boca 100% 10/99 $ 67 1,327,000 228,000 Raton & 11/00 Boca Raton, FL Project Description: New, expanded and relocated Saks Fifth Avenue and new parking structure (opened 10/99); Bloomingdale's expansion (opened 11/99); new Nordstrom, Lord & Taylor expansion, mall expansion and renovation, food court renovation and new parking structure (to open 11/00) - -------- (1) Includes soft costs such as architecture and engineering fees, tenant costs (allowances/leasing commissions), development, legal and other fees, marketing costs, cost of capital, and other related costs. Page 28 of 42

SIMON PROPERTY GROUP Capital Expenditures For the Six Months Ended June 30, 2000 (In millions) Joint Venture Properties -------------- Simon Consolidated Group's Properties Total Share ------------ ------ ------- New Developments................................... $ 34.1 $115.2 $45.3 Renovations and Expansions......................... 100.6 10.9 4.6 Tenant Allowances.................................. 28.9 9.3 3.4 Capital Expenditures Recoverable from Tenants...... 11.5 1.8 .8 Other (1).......................................... -- .2 .1 ------ ------ ----- Totals............................................. $175.1 $137.4 $54.2 ====== ====== ===== - -------- (1) Primarily represents capital expenditures not recovered from tenants. Page 29 of 42

SIMON PROPERTY GROUP Conference Call Text August 3, 2000 Forward Looking Statement Welcome to the Simon Property Group second quarter earnings conference call. Please be aware that statements during this call that are not historical may be deemed forward-looking statements. Although the Company believes that the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. We direct you to the Company's various filings with the Securities and Exchange Commission for a detailed discussion of risks and uncertainties. Participating in today's call will be David Simon (chief executive officer) and Steve Sterrett (chief financial officer). Rick Sokolov (president and chief operating officer) is out of the office, but is hooked in by phone and will be available for questions at the end of the call. David will now provide opening comments. Opening Comments Good afternoon everyone and thank you for joining us today. It was another good quarter for SPG with strong operational and financial results as well as continuing advancements on the technology front. During the second quarter: . We grew FFO per share, on a comparable basis, 9% to $0.75. . We increased occupancy in the regional mall portfolio by 160 basis points to 90%. . We grew comparable retail sales per square foot 5.2% to $387, while total retail sales per square foot increased 6.3% to $373. . We sold the Lenox Office Building in Atlanta, one small regional mall in Nebraska and three neighborhood community centers in Indiana, Illinois and Colorado, generating total proceeds of $92.1 million. . We announced the launch of MerchantWired, bringing broadband extranet to the mall industry with most of the industry-leading companies as participants. . And lastly, we announced our participation in Constellation Real Estate Technologies, a cross-sector real estate technology initiative. I will now ask Steve Sterrett to provide the details behind our results. Financial and Operational Results Our quarterly supplemental information package will be filed as a Form 8-K on Monday. This filing is also available via mail or e-mail. If you would like to receive the supplemental information via e-mail, please notify Shelly Doran at sdoran@simon.com. As discussed during last quarter's call, in January of this year we adopted, as required, the SEC's Staff Accounting Bulletin 101, which addresses certain revenue recognition policies, including the accounting for overage rent. We are now precluded from recording any overage rent from a tenant until that tenant's sales have exceeded their lease year breakpoint. Previously, we would estimate a tenant's annual overage rent, and then record it ratably during the year. The adoption of SAB 101 is not expected to impact our full year income, but will make our overage rent revenues, and thus our FFO, more "back-end" weighted to the 4th quarter. To provide you with an "apples-to-apples" look at our results, we have calculated the impact upon 1999 second quarter and six months' results, assuming 1999 adoption of 101. For the quarter, the Company's share Page 30 of 42

SIMON PROPERTY GROUP Conference Call Text August 3, 2000 of 1999 FFO would have been reduced by approximately $4.7 million, or 2 cents per share. Accordingly, our diluted FFO for the second quarter of 2000, on a comparable, per share basis, increased 8.7%, from 69 cents per share to 75 cents per share. For the six months, the Company's share of 1999 FFO would have been reduced by approximately $8.4 million, or 4 cents per share. Therefore, our diluted FFO for the first six months of 2000, on a comparable, per share basis, increased 8.2%, from $1.34 per share to $1.45 cents per share. Highlights of our second quarter operating results are as follows: . Occupancy increased 160 basis points from June 30, 1999 to 90% at June 30, 2000. We expect this positive trend to continue. Primary drivers of this improved occupancy rate are: 1) malls redeveloped in recent years, such as Mission Viejo and Richmond Town Square, are very well-leased and occupied and 2) we have streamlined our in-house lease execution process and are turning leases around at a much quicker pace, thereby getting tenants open quicker and boosting occupancy. . Comparable sales per square foot, i.e. sales of tenants who have been in place for at least 24 months, increased 5.2% to $387. . Total sales per square foot increased 6.3% to $373 per square foot. . Average base rent increased 5.7% to $27.63. . Average initial base rent for new mall stores opened in the first six months of 2000 was $32.38 per square foot, versus average rents of $29.71 for those tenants who closed or whose leases expired. This releasing spread is lower than our historical spread due to five large- space tenant leases executed year-to-date (four of those were in the first quarter). Excluding these spaces, the average initial base rent for new mall stores opened was $34.83 per square foot, for a re-leasing spread or $4.35, or a 14.3% increase. . Same property NOI growth was 4.5%, driven by rent increases, occupancy gains and our SBV initiatives. An additional note regarding sales--As you may be aware, the ICSC compiles and reports sales data for regional malls. Recent increases reported by the ICSC have been lower than the sales increases reported by the public mall companies, resulting in some confusion over sales productivity in the industry. SPG sends data on a subset of its regional mall portfolio to a third party for compilation and calculation. Our data is compiled with several other mall companies' data, both public and private. Due to that fact the data is submitted to a third party and that it includes information gathered from many companies, there is a couple of months' time lag between period-end and reporting of the information. There are obvious differences in methodology between the ICSC data and the comparable sales growth data we and other public mall companies report. 1. For tenants open less than the full period being reported on, under the ICSC methodology, no adjustment is made to weight the square footage of that tenant to reflect the partial period of sales. That is, if a tenant was open only 2 months of the year, the square footage they occupy would still be included in the denominator for a full 12 months. This artificially and incorrectly distorts the sales per square foot productivity the ICSC reports. This is a significant flaw in the ICSC methodology, especially for malls in a period of significant redevelopment or releasing activity. The SPG calculation we report publicly each quarter correctly weights the square footage in the base to match the period the tenant's sales relate to. Page 31 of 42

SIMON PROPERTY GROUP Conference Call Text August 3, 2000 2. The ICSC calculation includes theaters' sales in its calculation. While not a flaw per se, the lower productivity nature of theater spaces can skew the overall results reported by the ICSC, especially to the extent that theaters change as a component of the overall tenant mix. SPG's quarterly reporting excludes theaters and includes only small shop tenants. These methodology differences, coupled with the data-gathering and compilation process (the accuracy of which we cannot verify) makes the ICSC data, in our opinion, problematic at best. Why do we have this opinion? Besides the above methodology issues, consider this. At 12/31/99, the ICSC reported sales growth of 2.4%. SPG's growth rate in the ICSC data was 2.5%. For 2000, the most recent ICSC data available is for April. The year-to-date growth of 2000 sales reported by the ICSC for the regional mall industry was 3.5%. The growth rate for SPG data submitted to the ICSC was 2%. Having said that, we are working with the ICSC to modify its methodology to more closely reflect the methodology used by the public mall companies, as we believe that data, including SPG's, to be much more reflective of actual mall productivity. Mike McCarty, our head of research, currently chairs the ICSC research committee addressing this issue. Liquidity and Capital Activities The third tranche of our CPI debt facility is due in September of 2000 and we are nearing completion of the refinancing of this $500 million obligation with approximately six of our lead lenders for a one-year period. We expect pricing on this refinancing to be consistent with the existing facility rate of LIBOR plus 65 bps. SPG's variable rate debt consists primarily of the remaining two tranches of the CPI facility and borrowings under the Company's corporate credit facility. Simon has finalized a transaction to sell its 8% equity investment in Chelsea GCA Realty to an institutional investor in a private transaction. This transaction will result in no gain or loss to SPG, and was completed with the approval of Chelsea. As you know, SPG and Chelsea recently completed their initial joint project, the Orlando Premium Outlets. Chelsea and Simon have a wonderful working relationship, and are currently evaluating additional joint development opportunities. Neither SPG nor Chelsea believe, however, that our continuing ownership stake in Chelsea is necessary to the relationship. In no way should this transaction be viewed as a commentary on the valuation of Chelsea. Instead, it merely reflects our desire to monetize our investment in Chelsea and recycle the $50 million of capital. Dispositions We continued to make progress on the disposition of non-core assets during the second quarter: . On May 1st, we sold the office building attached to Lenox Square in Atlanta, Georgia, generating proceeds of approximately $71 million. This transaction was completed at a cap rate of 8.25%. This sale was part of our strategy to dispose of SPG's office assets. . During the remainder of the quarter, the Company sold one small regional mall and three small neighborhood community centers, generating proceeds of $21 million. The blended cap rate for these transactions was 11.5%. We continue to be active in the disposition of non-core assets. We have ongoing interest in additional regional malls, as well as our remaining office assets. We expect to complete additional transactions in the remainder of 2000. Page 32 of 42

SIMON PROPERTY GROUP Conference Call Text August 3, 2000 Development Activities In May, we opened Orlando Premium Outlets in Orlando, Florida. This is our first 50/50 joint venture with Chelsea GCA Realty to develop upscale manufacturers' outlet shopping centers. This 430,000 square foot fashion- oriented outlet center features 110 high-quality tenants such as Versace Company Store, Bottega Veneta, Banana Republic Factory Outlet, Coach, Timberland, Nike Factory Store, Bose, Polo Ralph Lauren Factory Store, Westpoint Stevens, DKNY, JP Tod's and Cole-Haan, to name a few. The property has opened very strong, and we are very pleased with the results. Orlando is now 97% leased and committed. We have three new developments currently under construction in the U.S.: . Arundel Mills in Anne Arundel, Maryland is our fifth joint venture with The Mills Corporation. This 1.3 million square foot value-oriented super-regional mall will open in November of this year. The tenant line- up here is representative of our other Mills developments and is detailed in our press release. . Waterford Lakes Town Center in Orlando, Florida will open Phase II in November of this year. Phase I, which opened in November 1999, is now 100% leased and committed. Phase II anchors include OfficeMax, PetsMart and Best Buy. . Bowie Town Center in the Baltimore/Washington corridor commenced construction in the spring of this year. This is a open-air regional mall with a main street architecture design encompassing 667,000 square feet of GLA--560,000 square feet of mall space; 107,000 square feet of grocery retail. The center will be anchored by Hecht's and Sears and will also feature Old Navy, Barnes & Noble, Bed Bath & Beyond, Zany Brainy and Safeway. We will also complete four major redevelopments in 2000: . LaPlaza Mall in McAllen, Texas . North East Mall in Hurst, Texas . Palm Beach Mall in West Palm Beach, Florida . Town Center at Boca Raton, Florida The scope of these projects is included in the press release, and our typical, detailed disclosure for new development and redevelopment activities is provided in our 8-K, which will be filed on Monday. Technology Initiatives Let me now spend a couple of minutes talking about our technology initiatives. During the first quarter conference call we discussed the creation of MerchantWired, a full-service retail infrastructure company that connects the physical and virtual worlds in the retail industry by providing retailers access to a high speed, highly reliable and secure coast-to-coast broadband network. MerchantWired provides retailers in any property across the country with the infrastructure to meet their specific communication needs. MerchantWired has forged strategic technology partnerships with Cisco Systems, Inc., IBM, Intermedia Communications and AT&T. A consortium of mall companies currently owns MerchantWired, including Simon, Macerich, Rouse, Taubman, Urban and Westfield. MerchantWired plans to enroll other property owners in the program. Page 33 of 42

SIMON PROPERTY GROUP Conference Call Text August 3, 2000 MerchantWired is headquartered in Indianapolis and is led by President and CEO James R. Giuliano, III. SPG currently owns approximately 50% of the venture. We are extremely pleased with the lineup of mall industry leaders participating in MerchantWired and with the spirit of cooperation achieved among the partners in launching this exciting new venture. We are pleased with the progress made since the announcement of MerchantWired in May. Over 100 malls have been wired to date and we expect to have over 350 malls fully wired and operational by October 31st. We believe that MerchantWired will become the industry standard for our retailers' broadband communication needs. MerchantWired is currently in the midst of an aggressive marketing effort to tenants, and the response to date from the retailers has been strong and growing. Ten national retailers have now signed letters of intent and/or network contracts. Because of our ownership level in MerchantWired, SPG is required to account for its results using the equity method. As with any startup, MerchantWired will be in a net loss position as it ramps up operations. We expect our share of MerchantWired's results, plus our other technology initiatives, to negatively impact SPG's FFO by three to five cents per share in the remainder of 2000. Given the rapid rollout of MerchantWired, the impact on 2001 is a little more difficult to project, but we would expect the impact to be about the same as in 2000. This negative impact is the result of the flow-through of MerchantWired's administrative and marketing expenses, which are typical for a start-up organization, and necessary for long-term value creation. On May 4th, we announced our joining with leading real estate companies from a broad range of property sectors to form a real estate technology company, Constellation Real Estate Technologies. The new company intends to form, incubate and sponsor real estate-related Internet, e-commerce and broadband enterprises; acquire interests in existing "best of breed" companies on a synergistic basis; and act as an opportunistic consolidator across property sectors in the emerging real estate technology area. Since the initial announcement, Constellation has been getting organized and working to expand membership. The group has also been completing due diligence on potential initial investments. You will hear more from Constellation in the coming months. In the second quarter, we also rolled out an enhanced version of our mall websites at shopsimon.com. 155 Simon malls now have personalized individual Web sites where shoppers can: 1. check mall hours, location and directions 2. review upcoming mall events 3. obtain customer service information 4. review restaurant and theater listings 5. buy gift certificates on-line 6. sign up for MALLPeRKS and check point balances 7. apply for jobs at mall retailers on-line and 8. subscribe to "S" magazine on-line 9. find out about retailer sales and special promotions 10. customize the information they want to receive from us via e-mail on sales, new stores, events, etc. Page 34 of 42

SIMON PROPERTY GROUP Conference Call Text August 3, 2000 At our Mall of America website, we are also piloting an e-commerce feature. It is populated with hundreds of merchandise offerings available for sale on- line from 6 retailers. At the end of August, shoppers will be able to review MALLPeRKS rewards on line. At that time we will also kick-off our first on-line sweepstakes program. At the end of September, we will unveil banner ad positions on the site for sale and will offer multi-lingual support of the site in Spanish for certain properties in Texas and Florida. Regarding clixnmortar--we continue to progress toward introducing a "new and improved" product for the Atlanta market in the 2000 holiday season. An important recent investment that may prove integral to the development of clix products, is SPG's investment in Found.com. Found.com has created software that will help us build an infrastructure for our retailers where shoppers on-line can identify merchandise actually in inventory at an individual retailer's store at the mall. If not available at the mall, the consumer can be redirected to a nearby store or order it from an online "warehouse." This technology has the potential to truly integrate on-line and physical shopping into a seamless experience for the consumer. We made an initial equity investment in Found, and are currently working to integrate the technology into the clix existing infrastructure. International SPG has ownership interests in five operational assets in Europe: . 3 in Poland--all one-level malls anchored by Carrefour, and . 2 in France--one anchored by Carrefour and the other by Auchan The projects are performing well, construction was completed within budgetary expectations, and leasing has been good. There are two projects under construction in Poland, both to be anchored by Carrefour; and our list of potential projects includes several locations in France, Poland and Switzerland. Simon's international investment in BEG/ERE is $43.7 million to date. Conclusion In conclusion, I want reiterate that I am bullish about our company for the following reasons: . Our core business remains strong, as evidenced by continuing portfolio sales growth and occupancy increases, healthy NOI growth, and continued margin improvement. . We have a strong balance sheet--no acquisition activity is planned, our development activity is slowing, and we are actively recycling capital through property dispositions and the sale of our investment in Chelsea. . And this is an exciting time to be in the real estate business with the multitude of opportunities offered by technology. And I firmly believe that we are at the forefront of the movement to take advantage of technology. Page 35 of 42

CONTACTS: Shelly Doran317.685.7330 Investors Billie Scott317.263.7148 Media FOR IMMEDIATE RELEASE SIMON PROPERTY GROUP ANNOUNCES SECOND QUARTER COMPARABLE FFO PER SHARE GROWTH OF 8.7% Indianapolis, Indiana--August 3, 2000 . . . Simon Property Group, Inc. (the "Company") (NYSE:SPG) today announced results for the quarter and six months ended June 30, 2000. Diluted funds from operations for the quarter increased 5.6%, to $0.75 per share in 2000 from $0.71 per share in 1999. Total revenue for the quarter increased 7.4%, to $487.7 million as compared to $454.0 million in 1999. Diluted funds from operations for the six months increased 5.1%, to $1.45 per share in 2000 from $1.38 per share in 1999. Total revenue for the six months increased 7.3%, to $965.5 million as compared to $900.1 million in 1999. On January 1, 2000, the Company adopted Staff Accounting Bulletin No. 101 ("SAB 101"), which addresses certain revenue recognition policies, including the accounting for overage rent earned by a landlord. SAB 101 requires overage rent to be recognized as revenue only when each tenant's sales exceed their sales threshold. SAB 101 impacts the timing in which overage rent is recognized throughout the year, but does not materially impact the total overage rent recognized for the full year. If 1999 financial results were restated to reflect adoption of SAB 101, the Company's share of 1999 diluted funds from operations for the quarter would be reduced by $4.7 million, or $0.02 per share, and funds from operations for the six months would be reduced by $8.4 million, or $0.04 per share. Accordingly, on a comparable basis to last year, the increase in the Company's share of diluted funds from operations on a per share basis for the quarter and six months was 8.7% and 8.2%, respectively. Occupancy for mall and freestanding stores in the regional malls at June 30, 2000 increased 160 basis points to 90.0%, as compared to 88.4% at June 30, 1999. Comparable retail sales per square foot increased 5.2%, to $387 while total retail sales per square foot increased 6.3% to $373. Average base rents for mall and freestanding stores in the regional mall portfolio were $27.63 per square foot at June 30, 2000, an increase of $1.48, or 5.7%, from June 30, 1999. New Business Initiatives On May 4th, Simon announced it's joining with leading real estate companies across a broad range of property sectors to form a real estate technology company, Constellation Real Estate Technologies. Constellation intends to form, incubate and sponsor real estate-related Internet, e-commerce and broadband enterprises; acquire interests in existing "best of breed" companies on a synergistic basis; and act as an opportunistic consolidator across property sectors in the emerging real estate technology area. Constellation's founding membership includes the three largest public real estate companies--Simon Property Group, Equity Office Properties and Equity Residential Properties--as well as the three largest real estate service companies by total market capitalization. Collectively, the total capital commitment of the nine founding members is $135 million. Simon has committed $15 million to Constellation. On May 9th, the launch of MerchantWired (www.merchantwired.com) was announced. MerchantWired, headquartered in Indianapolis, is a full-service retail infrastructure company that connects the physical and virtual worlds in the retail industry. Leading a consortium of property owners and infrastructure partners, MerchantWired is dedicated to establishing the standard for retail networks, providing retailers in any property across the country with the infrastructure to meet their specific needs. Through strategic partnerships with Cisco Page 36 of 42

Systems, Inc., IBM and Intermedia Communications, MerchantWired is working with leading property owners including SPG, The Macerich Company, The Rouse Company, Taubman Centers, Inc., Urban Shopping Centers, Inc., and Westfield America, Inc. to initially wire 350 retail properties nationwide. MerchantWired is providing a complete packaged solution for retailers with a core set of initial offerings that includes: Internet provider in mall network, secure managed network services, secure access to the Internet, voice over IP infrastructure in the store, and redundant WAN infrastructure connecting retailers with their home offices, business partners and customers. Disposition Activities During the second quarter of 2000, the Company sold the following assets in conjunction with its ongoing strategy to dispose of its non-core assets: Asset Name Location Asset Type -------------------------- --------------------------- ---------------- Lenox Office Building Atlanta, GA Office Building Fremont Mall Fremont, NE Regional Mall Buffalo Grove Towne Center Buffalo Grove (Chicago), IL Community Center Arvada Plaza Arvada (Denver), CO Community Center Marwood Plaza Indianapolis, IN Community Center The total proceeds from these sales of $92 million were utilized to repay indebtedness. New Development Activities One new development project opened during the second quarter. Orlando Premium Outlets, a new 430,000 square foot center located in Orlando, Florida, began a phased opening in May, with more than 90 of the 110 stores (representing 86% of the GLA) now operating. Traffic and sales to date have been extremely strong, with many tenants ranking among the top performers in their chains. Leading tenants include Anne Klein, BCBG Max Azaria, Bottega Veneta, Burberry, Calvin Klein, DKNY, Ermenigildo Zegna, Max Mara, Polo Ralph Lauren, Timberland, Tod's and Versace. Orlando Premium Outlets is ideally located on Interstate 4 midway between Walt Disney World/EPCOT and Sea World and was jointly developed by Simon and Chelsea GCA Realty. Simon's ownership percentage: 50%. The Company currently has three projects under construction in the U.S.: . Arundel Mills is a 1.3 million square foot value-oriented super-regional mall in Anne Arundel County, Maryland, in the middle of the highly trafficked Baltimore/Washington, D.C. corridor. This project is the fifth Simon joint venture with The Mills Corporation. Anchors/major tenants: Jillian's, Bed Bath & Beyond, Sun & Ski Sports, Muvico, Books- A-Million, Off Broadway Shoes, For Your Entertainment and Off Fifth-Saks Fifth Avenue. Simon's ownership percentage: 37.5%. Scheduled opening: November 2000. . Waterford Lakes Town Center in Orlando, Florida, is a 982,000 square foot power center. The 562,000 square foot first phase of the project opened in November 1999. The first phase is 100% leased and includes anchors: Super Target, TJMaxx, Ross Dress for Less, Bed Bath & Beyond, Barnes & Noble, Old Navy, Regal 20-Plex Theatre, Zany Brainy and Dress Barn. The second phase comprises 420,000 square feet and is scheduled to open in November 2000 with OfficeMax, PetsMart and Best Buy as anchors. Simon's ownership percentage: 100%. . Bowie Town Center in Annapolis, Maryland, is a 560,000 square foot open- air regional shopping center with main street architecture and a 107,000 square foot grocery retail component scheduled to open October 2001. Anchors/major tenants: Hecht's, Sears, Old Navy, Barnes & Noble, Bed Bath & Beyond, Zany Brainy and Safeway. Simon's ownership percentage: 100%. Page 37 of 42

Redevelopment Activities The Company continues its redevelopment program with the following major projects scheduled for 2000 completion: . LaPlaza Mall in McAllen, Texas--Addition of Dillard's (March 2000) and expansion of JCPenney, small shops and new Foley's Home Store (November 2000). . North East Mall in Hurst, Texas--Saks Fifth Avenue, Nordstrom and Foley's are scheduled to open in September 2000, March 2001 and fall 2001, respectively. Mall renovation is to be completed in conjunction with Saks' opening. New, expanded and relocated Dillard's and small shop expansion opened in September 1999. . Palm Beach Mall in West Palm Beach, Florida--Addition of Dillard's, Old Navy, Borders, Designer Shoe Warehouse and Mars Music Store. . Town Center at Boca Raton in Boca Raton, Florida--Addition of Nordstrom, Lord & Taylor expansion, mall expansion and renovation, and new parking structure (November 2000). New, expanded and relocated Saks Fifth Avenue, new parking structure and expansion of Bloomingdale's opened during the fourth quarter of 1999. Management Announcement The Company today announced the promotion of Stephen E. Sterrett to chief financial officer. Mr. Sterrett joined the Simon organization in 1988, and has held various financial management positions since that date, most recently as senior vice president and treasurer. Dividends On July 21, 2000, the Company declared a common stock dividend of $0.5050 per share. This dividend will be paid on August 18, 2000 to shareholders of record on August 4, 2000. The Company also declared dividends on its three public issues of preferred stock, all payable on October 2, 2000 to shareholders of record on September 15, 2000: . Simon Property Group, Inc. 6.50% Series B Convertible Preferred Stock (NYSE:SPGPrB)--$1.625 per share . SPG Properties, Inc. 8.75% Series B Cumulative Redeemable Preferred Stock (NYSE:SGVPrB)--$0.546875 per share . SPG Properties, Inc. 7.89% Series C Cumulative Preferred Stock--$0.98625 per share. Simon Property Group, Inc., headquartered in Indianapolis, Indiana, is a self-administered and self-managed real estate investment trust which, through its subsidiary partnerships, is engaged in the ownership, development, management, leasing, acquisition and expansion of income-producing properties, primarily regional malls and community shopping centers. It currently owns or has an interest in 253 properties containing an aggregate of 184 million square feet of gross leasable area in 36 states and five assets in Europe. Together with its affiliated management company, Simon owns or manages approximately 190 million square feet of gross leasable area in retail and mixed-use properties. Shares of Simon Property Group, Inc. are paired with beneficial interests in shares of stock of SPG Realty Consultants, Inc. Additional Simon Property Group information is available at www.shopsimon.com. Supplemental Materials The Company's June 30, 2000 Form 10-Q and supplemental information package (8-K) may be requested in e-mail or hard copy formats by contacting Shelly Doran--Director of Investor Relations, Simon Property Group, P.O. Box 7033, Indianapolis, IN 46207 or via e-mail at sdoran@simon.com. Page 38 of 42

Conference Call The Company will provide an online simulcast of its second quarter conference call at www.shopsimon.com, www.vcall.com, www.streetfusion.com and www.streetevents.com. To listen to the live call, please go to any of these web sites at least fifteen minutes prior to the call to register, download and install any necessary audio software. The call will begin at 4:00 p.m. Eastern Daylight Time today, August 3rd. An online replay will be available for approximately 90 days. Statements in this press release that are not historical may be deemed forward-looking statements within the meaning of the federal securities laws. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. The reader is directed to the Company's various filings with the Securities and Exchange Commission, including quarterly reports on Form 10-Q, reports on Form 8-K and annual reports on Form 10-K for a discussion of such risks and uncertainties. Page 39 of 42

SIMON Combined Financial Highlights(A) Unaudited (In thousands, except as noted) Three Months Six Months Ended Ended June 30, June 30, ------------------ ------------------ 2000 1999 2000 1999 -------- -------- -------- -------- Revenue: Minimum rent.......................... $294,265 $276,394 $590,727 $550,243 Overage rent.......................... 6,718 14,586 18,756 28,026 Tenant reimbursements................. 154,303 139,555 299,147 276,838 Other income.......................... 32,373 23,471 56,880 44,992 -------- -------- -------- -------- Total revenue....................... 487,659 454,006 965,510 900,099 Expenses: Property operating.................... 79,459 72,003 156,441 140,507 Depreciation and amortization......... 99,140 89,765 197,628 179,525 Real estate taxes..................... 49,729 44,123 98,151 91,043 Repairs and maintenance............... 16,195 16,976 35,760 36,888 Advertising and promotion............. 15,245 14,854 31,255 29,552 Provision for credit losses........... 2,214 2,951 4,345 4,794 Other................................. 9,375 6,691 18,484 14,249 -------- -------- -------- -------- Total operating expenses............ 271,357 247,363 542,064 496,558 Operating Income...................... 216,302 206,643 423,446 403,541 Interest Expense...................... 155,207 142,734 313,866 283,856 -------- -------- -------- -------- Income before Minority Interest....... 61,095 63,909 109,580 119,685 Minority Interest..................... (2,283) (3,688) (4,717) (5,503) Gain (Loss) on Sales of Real Estate, net(B)............................... 1,562 (9,308) 8,658 (9,308) Income Tax Benefit of SRC............. -- 3,374 -- 3,374 -------- -------- -------- -------- Income before Unconsolidated Entities............................. 60,374 54,287 113,521 108,248 Income from Unconsolidated Entities... 15,538 13,051 33,527 26,478 -------- -------- -------- -------- Income before Extraordinary Items and Cumulative Effect of Accounting Change............................... 75,912 67,338 147,048 134,726 Extraordinary Items--Debt Related Transactions......................... -- (43) (440) (1,817) Cumulative Effect of Accounting Change(C)............................ -- -- (12,342) -- -------- -------- -------- -------- Income before Allocation to Limited Partners............................. 75,912 67,295 134,266 132,909 Less: Limited Partners' Interest in the Operating Partnerships........... (15,532) (12,710) (26,271) (25,665) Less: Preferred Distributions of the SPG Operating Partnership............ (2,817) -- (5,634) -- Less: Preferred Dividends of Subsidiary........................... (7,334) (7,334) (14,668) (14,668) -------- -------- -------- -------- Net Income............................ 50,229 47,251 87,693 92,576 Preferred Dividends................... (9,217) (8,789) (18,438) (19,160) -------- -------- -------- -------- Net Income Available to Common Shareholders......................... $ 41,012 $ 38,462 $ 69,255 $ 73,416 ======== ======== ======== ======== Page 40 of 42

SIMON Combined Financial Highlights--Continued (A) Unaudited (In thousands, except as noted) Three Months Six Months Ended Ended June 30, June 30, ----------- ------------ 2000 1999 2000 1999 ----- ----- ----- ----- PER SHARE DATA: Basic Income per Paired Share: Before Extraordinary Items.......................... $0.24 $0.22 $0.45 $0.44 Extraordinary Items................................. -- -- -- (0.01) Cumulative Effect of Accounting Change.............. -- -- (0.05) -- ----- ----- ----- ----- Net Income Available to Common Shareholders......... $0.24 $0.22 $0.40 $0.43 ===== ===== ===== ===== Diluted Income per Paired Share: Before Extraordinary Items.......................... $0.24 $0.22 $0.45 $0.44 Extraordinary Items................................. -- -- -- (0.01) Cumulative Effect of Accounting Change.............. -- -- (0.05) -- ----- ----- ----- ----- Net Income Available to Common Shareholders......... $0.24 $0.22 $0.40 $0.43 ===== ===== ===== ===== SELECTED BALANCE SHEET INFORMATION June 30, 2000 December 31, 1999 ------------- ----------------- Cash and Cash Equivalents....................... $ 143,478 $ 157,632 Investment Properties, net...................... $11,598,276 $11,703,171 Mortgages and Other Indebtedness................ $ 8,805,667 $ 8,768,951 SELECTED REGIONAL MALL OPERATING STATISTICS June 30, -------------- 2000 1999 ------ ------ Occupancy(D).................................................... 90.0% 88.4% Average Rent per Square Foot(D)................................. $27.63 $26.15 Total Sales Volume (in millions)(E)............................. $7,075 $5,953 Comparable Sales per Square Foot(E)............................. $ 387 $ 368 Total Sales per Square Foot(E).................................. $ 373 $ 351 - -------- (A) Represents combined condensed financial statements of Simon Property Group, Inc. and its paired share affiliate, SPG Realty Consultants, Inc. (B) Net of asset write downs of $10.6 million for the three and six months ended June 30, 2000. (C) Due to the adoption of SAB 101 on January 1, 2000, which requires overage rent to be recognized as revenue only when each tenant's sales exceed their sales threshold. Previously, the Company recognized overage rent based on reported and estimated sales through the end of the period, less the applicable prorated base sales amount. (D) Includes mall and freestanding stores. (E) Based on the standard definition of sales for regional malls adopted by the International Council of Shopping Centers, which includes only mall and freestanding stores. Page 41 of 42

SIMON Combined Financial Highlights--Continued(A) Unaudited (In thousands, except as noted) RECONCILIATION OF NET INCOME TO FUNDS FROM OPERATIONS ("FFO") Three Months Six Months Ended Ended June 30, June 30, ------------------ ------------------ 2000 1999 2000 1999 -------- -------- -------- -------- Income Before Extraordinary Items and Cumulative Effect of Accounting Change............................... $ 75,912 $ 67,338 $147,048 $134,726 Plus: Real estate depreciation and amortization from combined consolidated properties......... 98,906 89,544 197,142 179,081 Plus: Simon's share of real estate depreciation and amortization and extraordinary items from unconsolidated affiliates....... 28,055 20,761 56,856 41,291 Less: Gain (loss) on sale of real estate, net(B).................. (1,562) 9,308 (8,658) 9,308 Less: Minority interest portion of real estate depreciation and amortization.................... (1,475) (255) (2,955) (2,050) Less: Preferred distributions (including those of subsidiary)..................... (19,368) (16,123) (38,740) (33,828) -------- -------- -------- -------- FFO of the Simon Portfolio............ $180,468 $170,573 $350,693 $328,528 ======== ======== ======== ======== Basic FFO per Paired Share: Basic FFO Allocable to the Company.... $131,039 $125,099 $254,542 $239,359 Basic Weighted Average Paired Shares Outstanding.......................... 173,672 173,342 173,448 171,177 Basic FFO per Paired Share............ $ 0.75 $ 0.72 $ 1.47 $ 1.40 ======== ======== ======== ======== Diluted FFO per Paired Share: Diluted FFO Allocable to the Company.. $140,364 $134,356 $273,039 $259,569 Diluted Weighted Average Number of Equivalent Paired Shares............. 188,316 188,259 188,090 187,872 Diluted FFO per Paired Share.......... $ 0.75 $ 0.71 $ 1.45 $ 1.38 ======== ======== ======== ======== Page 42 of 42