Simon Property Group Announces Third Quarter Results and Quarterly Dividends

INDIANAPOLIS, Oct. 29 /PRNewswire-FirstCall/ -- Simon Property Group, Inc. (the "Company" or "Simon") (NYSE: SPG) today announced results for the quarter ended September 30, 2007:

    -- Funds from operations ("FFO") of the Simon portfolio for the quarter
       increased 13.3% to $418.7 million from $369.5 million in the third
       quarter of 2006. On a diluted per share basis the increase was 12.3% to
       $1.46 from $1.30 in 2006.  FFO of the Simon portfolio for the nine
       months increased 8.9% to $1.184 billion from $1.087 billion in 2006. On
       a diluted per share basis the increase was 8.4% to $4.14 per share from
       $3.82 per share in 2006.
    -- Net income available to common stockholders for the quarter increased
       74.3% to $164.9 million from $94.6 million in the third quarter of
       2006. On a diluted per share basis the increase was 72.1% to $0.74 from
       $0.43 in 2006. Net income available to common stockholders for the nine
       months increased 14.8% to $323.2 million from $281.5 million in 2006.
       On a diluted per share basis the increase was 14.2% to $1.45 per share
       from $1.27 per share in 2006. The increase in net income for the
       quarter and nine months is primarily attributable to higher gains
       recognized in 2007 on the sale of assets and interests in
       unconsolidated entities partially offset by lower income from
       unconsolidated entities as a result of increased depreciation expense
       attributable to the acquisition of the Mills portfolio of assets.



                                      As of          As of
                                  September 30,  September 30,
                                      2007 (4)       2006          Change
    Occupancy
    Regional Malls(1)                 92.7%          92.5%    20 basis point
                                                                 increase
    Premium Outlet Centers(R) (2)     99.6%          99.3%    30 basis point
                                                                 increase
    Community/Lifestyle Centers(2)    92.8%          90.7%    210 basis point
                                                                 increase

    Comparable Sales per Sq. Ft.
    Regional Malls(3)                 $491           $474      3.6% increase
    Premium Outlet Centers(2)         $499           $462      8.0% increase

    Average Rent per Sq. Ft.
    Regional Malls(1)               $36.92         $35.23      4.8% increase
    Premium Outlet Centers(2)       $25.45         $24.05      5.8% increase
    Community/Lifestyle Centers(2)  $12.15         $11.69      3.9% increase

    (1) For mall and freestanding stores.
    (2) For all owned gross leasable area (GLA).
    (3) For mall and freestanding stores with less than 10,000 square feet.
    (4) Statistics do not include the Mills portfolio of assets.



    Dividends

Today the Company announced a quarterly common stock dividend of $0.84 per share. This dividend will be paid on November 30, 2007 to stockholders of record on November 16, 2007.

The Company also declared dividends on its two outstanding public issues of preferred stock:

    -- 6% Series I Convertible Perpetual Preferred (NYSE: SPGPrI) dividend of
       $0.75 per share is payable on November 30, 2007 to stockholders of
       record on November 16, 2007.
    -- 8 3/8% Series J Cumulative Redeemable Preferred (NYSE: SPGPrJ) dividend
       of $1.046875 per share is payable on December 31, 2007 to stockholders
       of record on December 17, 2007.

    2007 Guidance

Today the Company announced that it expects to achieve at least the high end of its previously updated guidance range of $5.83 to $5.88 per share for diluted FFO for the year ending December 31, 2007. The Company's original guidance for 2007 diluted FFO was a range of $5.70 to $5.80 per share. The Company expects diluted net income available to common stockholders for 2007 to be approximately $2.13 per share.

The following table provides the reconciliation of estimated diluted net income available to common stockholders per share to estimated diluted FFO per share.


    For the year ending December 31, 2007

    Estimated diluted net income available to common
     stockholders per share                                     $2.13

    Depreciation and amortization including our
     share of joint ventures                                     4.15

    Gain on sale of assets and interests in
     unconsolidated entities, net                               (0.29)

    Impact of additional dilutive securities                    (0.11)

    Estimated diluted FFO per share                             $5.88


    U.S. Development Activity
    The Company continues construction on:

    -- Philadelphia Premium Outlets - a 425,000 square foot upscale
       manufacturers' outlet center in Limerick, Pennsylvania, 35 miles
       northwest of Philadelphia. The center is scheduled to open on November
       8, 2007.  It is 98% leased to tenants including Ann Taylor, Banana
       Republic, Burberry, Coach, Elie Tahari, Kate Spade, Michael Kors,
       Neiman Marcus Last Call and Sony.  Phase II of this project comprising
       120,000 square feet is under construction and scheduled to open in
       April of 2008.

    -- Palms Crossing - a 396,000 square foot community center in McAllen,
       Texas. The first phase of the center is scheduled to open 92% leased on
       November 15, 2007.  The center is anchored by Beall's, DSW, Barnes &
       Noble, Babies "R" Us, Sports Authority, Ulta Cosmetics and Ashley
       Furniture.  Restaurants include P.F. Chang's, B.J.'s Restaurant and
       Brewery, Macaroni Grill and Houlihan's.

    -- Pier Park - a 920,000 square foot community/lifestyle center in Panama
       City Beach, Florida. Target and a 16-screen theater have already opened
       at the center. The remainder of the project is scheduled to open in
       May of 2008.

    -- Hamilton Town Center - a 950,000 square foot open-air retail center in
       Noblesville, Indiana. JCPenney opened at the project in October. The
       remainder of the 690,000 square foot first phase of the center is
       scheduled to open in May of 2008.

    -- Houston Premium Outlets - a 433,000 square foot upscale manufacturers'
       outlet center in Houston, Texas. The center is scheduled to open in
       March of 2008.

    -- Jersey Shore Premium Outlets - a 435,000 square foot upscale
       manufacturers' outlet center in Tinton Falls, New Jersey. The center is
       scheduled to open in the fall of 2008.

    International Activity
    Recent international activities include:

    -- On July 5th, the Company's Chelsea division opened Kobe-Sanda Premium
       Outlets, the sixth Premium Outlet Center in Japan and the second in the
       Kansai region. The project is located 22 miles north of downtown Kobe
       and 30 miles northwest of central Osaka. The 195,000 square-foot first
       phase of the project opened 100% leased to 90 tenants. Approximately
       70% of the center has been leased to international brands and the
       balance to Japanese domestic brands.

       Kobe-Sanda Premium Outlets was developed by Chelsea Japan Co., Ltd., a
       joint venture of Simon Property Group (40% interest), Mitsubishi Estate
       Co., Ltd. and Sojitz Corporation (each 30%), and brings the joint
       venture's operating portfolio of Premium Outlet Centers to 1.6 million
       square feet of gross leasable area.

    -- On July 26th, the Company announced that the Porta di Roma shopping
       center in Rome, Italy opened to the public. The center is located on
       the north side of Rome adjacent to the Grande Annulare, the peripheral
       highway which circles the city.  The 1.3 million square foot center
       (Italy's largest shopping center) opened 97% leased and is anchored by
       Auchan, LeRoy Merlin, IKEA and a 14-screen UGC Movie Theatre. The
       center's 210 small shops have been leased to significant national and
       international retailers. The trade area for Porta di Roma contains
       approximately 1.3 million people.

       The center is the joint development of the Lamaro Group, a major Rome-
       based construction and development organization, and Gallerie
       Commerciali Italia ("GCI"), Simon's Italian joint venture partnership
       with Groupe Auchan. GCI owns 40% of this project.

    -- On September 27th, GCI opened its 100% owned Cinisello shopping center
       in Milan, Italy. The 400,000 square foot center opened fully leased, is
       anchored by Auchan, and contains approximately 100 shops including H&M,
       Darty, Scarpe Scarpe, Nike, Calvin Klein, and Conbipel.


    Development projects:

    -- Construction continues on two shopping center projects in Italy
       partially owned by GCI - Nola (Naples) is expected to open in December
       of 2007 and Argine (Naples) is scheduled to open in late 2008. After
       the opening of these two projects, GCI will own interests in 45
       shopping centers in Italy comprising approximately 10.6 million square
       feet of gross leasable area.

    -- Construction also continues on five projects in China located in
       Changshu, Hangzhou, Hefei, Suzhou, and Zhengzhou. The centers range in
       size from 300,000 to 720,000 square feet and will be anchored by Wal-
       Mart. A 2008 opening is scheduled for Changshu, followed by anticipated
       2009 openings for Hangzhou, Hefei, Suzhou and Zhengzhou. Simon owns
       32.5% of these projects through its partnership with Morgan Stanley
       Real Estate Fund and Shenzhen International Trust and Investment
       Company CP.

    Dispositions

During the quarter, the Company continued its program to divest non-core assets in the U.S. with the disposition of four properties:

    -- Alton Square - a regional mall in the St. Louis suburb of Alton,
       Illinois
    -- University Mall - a regional mall in Little Rock, Arkansas
    -- Boardman Plaza - a community center in Youngstown, Ohio
    -- Griffith Park Plaza - a community center in the Chicago suburb of
       Griffith, Indiana

On July 5th, the Company's Simon Ivanhoe joint venture completed the sale of five non-core assets in Poland.

The net gain from these dispositions was $82.2 million.

Financing Activity

On August 22nd, the Company announced the syndication of a senior loan facility for The Mills Limited Partnership ("TMLP"), an entity owned by SPG- FCM Ventures, LLC (a joint venture between a Simon subsidiary and funds managed by Farallon Capital Management, L.L.C.). The facility was initially closed for $925 million in June of 2007 by JPMorgan Chase and Bank of America, Joint Arrangers and Joint Book Managers, and included a $50 million revolving credit facility.

As part of the syndication, the senior loan facility was increased to $1.025 billion, consisting of a $975 million senior term loan and a $50 million revolving credit facility. The facility matures in June 2009 and contains three, one-year extensions, at TMLP's option. The interest rate for the facility is LIBOR plus 125 basis points.

On October 4th, the Company announced the successful implementation of the $500 million accordion feature in its existing unsecured corporate credit facility, thereby increasing the Company's revolving borrowing capacity from $3.0 billion to $3.5 billion. The expanded credit facility includes a larger $875 million multi-currency tranche for Euro, Yen and Sterling borrowings. The facility will mature in January 2010 and contains a one-year extension at the Company's sole option. The base interest rate on the Company's facility is currently LIBOR plus 37.5 basis points.

On October 2nd, the Company announced the completion of the redemption of all 3,000,000 of the outstanding shares of its 7.89% Series G Cumulative Step- Up Premium Rate Preferred Stock. The Series G Preferred was redeemed at a redemption price of $50.00 per share plus accrued and unpaid distributions to the redemption date, or a total of $50.011 per share. The Company sold a new issue of preferred stock to an institutional investor in a private transaction and used the proceeds to pay the aggregate redemption price.

Conference Call

The Company will provide an online simulcast of its quarterly conference call at www.simon.com (Investor Relations tab), www.earnings.com, and www.streetevents.com. To listen to the live call, please go to any of these websites at least fifteen minutes prior to the call to register, download and install any necessary audio software. The call will begin at 11:00 a.m. Eastern Daylight Time today, October 29, 2007. An online replay will be available for approximately 90 days at www.simon.com, www.earnings.com, and www.streetevents.com. A fully searchable podcast of the conference call will also be available at www.REITcafe.com shortly after completion of the call.

Supplemental Materials

The Company will publish a supplemental information package which will be available at www.simon.com in the Investor Relations section, Financial Information tab. It will also be furnished to the SEC as part of a current report on Form 8-K. If you wish to receive a copy via mail or email, please call 800-461-3439.

Forward-Looking Statements

Certain statements made in this press release may be deemed "forward- looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, the Company can give no assurance that our expectations will be attained, and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties. Those risks and uncertainties include, but are not limited to: the Company's ability to meet debt service requirements, the availability of financing, changes in the Company's credit rating, changes in market rates of interest and foreign exchange rates for foreign currencies, the ability to hedge interest rate risk, risks associated with the acquisition, development and expansion of properties, general risks related to retail real estate, the liquidity of real estate investments, environmental liabilities, international, national, regional and local economic climates, changes in market rental rates, trends in the retail industry, relationships with anchor tenants, the inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise, risks relating to joint venture properties, costs of common area maintenance, competitive market forces, risks related to international activities, insurance costs and coverage, impact of terrorist activities, inflation and maintenance of REIT status. The Company discusses these and other risks and uncertainties under the heading "Risk Factors" in its annual and quarterly periodic reports filed with the SEC that could cause the Company's actual results to differ materially from the forward-looking statements that the Company makes. The Company may update that discussion in its periodic reports, but otherwise the Company undertakes no duty or obligation to update or revise these forward-looking statements, whether as a result of new information, future developments, or otherwise.

Funds from Operations ("FFO")

The Company considers FFO a key measure of its operating performance that is not specifically defined by accounting principles generally accepted in the United States ("GAAP"). The Company believes that FFO is helpful to investors because it is a widely recognized measure of the performance of real estate investment trusts ("REITs") and provides a relevant basis for comparison among REITs. The Company determines FFO in accordance with the definition set forth by the National Association of Real Estate Investment Trusts ("NAREIT").

About Simon

Simon Property Group, Inc. is an S&P 500 company and the largest public U.S. real estate company. Simon is a fully integrated real estate company which operates from five retail real estate platforms: regional malls, Premium Outlet Centers(R), The Mills(R), community/lifestyle centers and international properties. It currently owns or has an interest in 378 properties comprising 257 million square feet of gross leasable area in North America, Europe and Asia. The Company is headquartered in Indianapolis, Indiana and employs more than 5,000 people worldwide. Simon Property Group, Inc. is publicly traded on the NYSE under the symbol SPG. For further information, visit the Company's website at www.simon.com.



                                    SIMON
                    Consolidated Statements of Operations
                                  Unaudited
                                (In thousands)

                         For the Three Months Ended  For the Nine Months Ended
                                 September 30,             September 30,
                              2007         2006         2007         2006
    REVENUE:
    Minimum rent            $536,377     $500,589   $1,569,328   $1,474,503
    Overage rent              27,049       21,931       63,575       53,287
    Tenant reimbursements    262,183      233,278      730,780      681,090
    Management fees and
     other revenues           34,952       20,780       73,369       60,348
    Other income              46,584       42,158      178,166      135,895
      Total revenue          907,145      818,736    2,615,218    2,405,123

    EXPENSES:
    Property operating       121,698      118,185      343,047      331,389
    Depreciation and
     amortization            224,662      211,390      670,544      632,200
    Real estate taxes         77,939       73,427      236,184      225,636
    Repairs and maintenance   26,322       23,910       84,073       74,704
    Advertising and
     promotion                22,192       17,718       61,486       55,661
    Provision for credit
     losses                    3,134          393        5,100        4,853
    Home and regional
     office costs             32,976       32,703       95,945       95,691
    General and
     administrative            4,887        4,422       14,905       13,920
    Other                     14,636       15,264       42,718       40,492
      Total operating
       expenses              528,446      497,412    1,554,002    1,474,546

    OPERATING INCOME         378,699      321,324    1,061,216      930,577

    Interest expense        (238,155)    (206,195)    (704,287)    (611,010)
    Minority interest in
     income of
     consolidated entities    (3,052)      (3,154)      (9,098)      (7,512)
    Income tax expense of
     taxable REIT
     subsidiaries               (648)      (2,536)      (1,405)      (7,395)
    Income from
     unconsolidated
     entities, net             8,491       25,898       37,723       75,703
    Gain on sale of assets
     and interests in
     unconsolidated
     entities, net            82,197        9,457       82,697       51,406
    Limited Partners'
     interest in the
     Operating
     Partnership             (42,897)     (24,951)     (84,223)     (74,429)
    Preferred distributions
     of the Operating
     Partnership              (5,382)      (6,893)     (16,218)     (20,647)

    Income from continuing
     operations              179,253      112,950      366,405      336,693

    Discontinued operations,
     net of Limited
     Partners' interest          (26)          45         (171)          89
    Gain on sale of
     discontinued operations,
     net of Limited Partners'
     interest                      -            -            -           66

    NET INCOME               179,227      112,995      366,234      336,848

    Preferred dividends      (14,290)     (18,403)     (42,999)     (55,371)


    NET INCOME AVAILABLE
     TO COMMON
     STOCKHOLDERS           $164,937     $ 94,592     $323,235     $281,477

    PER SHARE DATA:

    Basic Earnings per
     Common Share              $0.74        $0.43        $1.45        $1.27

    Diluted Earnings per
     Common Share              $0.74        $0.43        $1.45        $1.27



                                      SIMON
                           Consolidated Balance Sheets
                                    Unaudited
                         (In thousands, except as noted)

                                              September 30,      December 31,
                                                  2007              2006
    ASSETS:
     Investment properties, at cost            $24,138,267       $22,863,963
       Less - accumulated depreciation           5,139,607         4,606,130
                                                18,998,660        18,257,833
     Cash and cash equivalents                     389,968           929,360
     Tenant receivables and accrued
      revenue, net                                 370,443           380,128
     Investment in unconsolidated
      entities, at equity                        1,996,540         1,526,235
     Deferred costs and other assets             1,133,175           990,899
     Notes receivable from related
      parties                                      769,580                 -
       Total assets                            $23,658,366       $22,084,455

    LIABILITIES:
     Mortgages and other indebtedness          $17,266,451       $15,394,489
     Accounts payable, accrued expenses,
      intangibles, and deferred revenue          1,131,257         1,109,190
     Cash distributions and losses in
      partnerships and joint ventures, at
      equity                                       231,972           227,588
     Other liabilities, minority interest
      and accrued dividends                        182,019           178,250
       Total liabilities                        18,811,699        16,909,517

    COMMITMENTS AND CONTINGENCIES

    LIMITED PARTNERS' INTEREST IN THE
     OPERATING PARTNERSHIP                         761,238           837,836

    LIMITED PARTNERS' PREFERRED INTEREST
     IN THE OPERATING PARTNERSHIP                  308,393           357,460

    STOCKHOLDERS' EQUITY

     CAPITAL STOCK OF SIMON PROPERTY
      GROUP, INC. (750,000,000 total
      shares authorized, $.0001 par
      value, 237,996,000 shares of
      excess common stock):

      All series of preferred stock,
       100,000,000 shares authorized,
       17,812,029 and 17,578,701 issued
       and outstanding, respectively,
       and with liquidation values of
       $890,601 and $878,935,
       respectively                                897,197           884,620

      Common stock, $.0001 par value,
       400,000,000 shares authorized,
       227,691,621 and 225,797,566
       issued and outstanding,
       respectively                                     23                23

      Class B common stock, $.0001 par
       value, 12,000,000 shares
       authorized, 8,000 issued and
       outstanding                                       -                 -

      Class C common stock, $.0001 par
       value, 4,000 shares authorized,
       issued and outstanding                            -                 -

     Capital in excess of par value              5,051,664         5,010,256
     Accumulated deficit                        (1,979,517)       (1,740,897)
     Accumulated other comprehensive
      income                                        21,275            19,239
     Common stock held in treasury at
      cost, 4,697,332 and 4,378,495
      shares, respectively                        (213,606)         (193,599)
       Total stockholders' equity                3,777,036         3,979,642

       Total liabilities and stockholders'
        equity                                 $23,658,366       $22,084,455



                                      SIMON
                      Joint Venture Statements of Operations
                                    Unaudited
                                  (In thousands)

                       For the Three Months Ended   For the Nine Months Ended
                             September 30,                September 30,
                           2007          2006          2007           2006
    Revenue:
     Minimum rent         $466,933      $262,417    $1,184,208       $771,054
     Overage rent           26,448        19,094        64,090         51,518
     Tenant
      reimbursements       220,621       136,080       572,820        386,064
     Other income           47,841        40,138       136,707        107,979
      Total revenue        761,843       457,729     1,957,825      1,316,615

    Operating Expenses:
     Property operating    165,419        98,716       407,021        267,767
     Depreciation and
      amortization         160,403        79,035       400,234        230,018
     Real estate taxes      60,073        34,073       160,989         99,194
     Repairs and
      maintenance           24,672        20,065        77,691         60,549
     Advertising and
      promotion             14,997        11,029        38,037         24,569
     Provision for
      credit losses          7,416         2,389        14,139          3,821
     Other                  35,494        26,265       103,853         86,417
      Total operating
       expenses            468,474       271,572     1,201,964        772,335
    Operating Income       293,369       186,157       755,861        544,280

    Interest expense      (248,588)     (105,417)     (594,093)      (307,150)
    Income from
     unconsolidated
     entities                  545           480           458            719
    Gain on sale of
     assets                198,135             -       193,376             94
    Income from
     Continuing
     Operations            243,461        81,220       355,602        237,943
    Income from
     consolidated joint
     venture interests(A)      (28)        4,058         2,562          9,565
    Income from
     discontinued joint
     venture interests(B)        -           129           176            631
    Gain (loss) on
     disposal or sale
     of discontinued
     operations, net             -          (329)           19         20,375
    Net Income            $243,433       $85,078      $358,359       $268,514
    Third-Party
     Investors' Share
     of Net Income        $133,705       $51,049      $194,377       $160,488
    Our Share of Net
     Income                109,728        34,029       163,982        108,026
    Amortization of
     Excess Investment     (11,014)      (12,164)      (36,036)       (37,056)
    Income from
     Beneficial
     Interests and
     Other, Net                  -         4,033             -         15,309
    Write-off of
     Investment Related
     to Properties Sold          -           135             -         (2,842)
    Our Share of Net
     Gain Related to
     Properties Sold       (90,223)         (135)      (90,223)        (7,734)

    Income from
     Unconsolidated
     Entities and
     Beneficial
      Interests, Net        $8,491       $25,898       $37,723        $75,703



                                      SIMON
                           Joint Venture Balance Sheets
                                    Unaudited
                                  (In thousands)

                                              September 30,       December 31,
                                                  2007               2006
    Assets:
    Investment properties, at cost             $20,913,688        $10,669,967
    Less - accumulated depreciation              3,077,050          2,206,399
                                                17,836,638          8,463,568

    Cash and cash equivalents                      680,139            354,620
    Tenant receivables                             346,567            258,185
    Investment in unconsolidated
     entities                                      228,871            176,400
    Deferred costs and other assets                847,169            307,468
      Total assets                             $19,939,384         $9,560,241

    Liabilities and Partners' Equity:
    Mortgages and other indebtedness           $16,049,363         $8,055,855
    Accounts payable, accrued expenses,
     and deferred revenue                          987,600            513,472
    Other liabilities                            1,008,096            255,633
      Total liabilities                         18,045,059          8,824,960
    Preferred units                                 67,450             67,450
    Partners' equity                             1,826,875            667,831
      Total liabilities and partners'
       equity                                  $19,939,384         $9,560,241

    Our Share of:
    Total assets                                $8,150,966         $4,113,051
    Partners' equity                              $994,310           $380,150
    Add:  Excess Investment (C)                    770,258            918,497
    Our net Investment in Joint Ventures        $1,764,568         $1,298,647
    Mortgages and other indebtedness            $6,416,329         $3,472,228



                                    SIMON
                      Footnotes to Financial Statements
                                  Unaudited

    Notes:

    (A) Consolidation occurs when the Company acquires an additional ownership
        interest in a joint venture and, as a result, gains control of the
        joint venture. These interests have been separated from operational
        interests to present comparative results of operations. As a result of
        the consolidation of Mall of Georgia during the fourth quarter of 2006
        and Town Center at Cobb and Gwinnett Mall as of March 31, 2007, we
        reclassified our share of the pre-consolidation earnings from these
        properties.
    (B) Discontinued joint venture interests represent assets and partnership
        interests that have been sold.
    (C) Excess investment represents the unamortized difference of the
        Company's investment over equity in the underlying net assets of the
        partnerships and joint ventures. The Company generally amortizes
        excess investment over the life of the related properties, typically
        no greater than 40 years, and the amortization is included in income
        from unconsolidated entities.



                                      SIMON
                     Reconciliation of Net Income to FFO (1)
                                    Unaudited
                         (In thousands, except as noted)

                                  For the Three Months   For the Nine Months
                                         Ended                 Ended
                                     September 30,         September 30,
                                     2007      2006        2007       2006

    Net Income(2)(3)(4)(5)         $179,227  $112,995    $366,234    $336,848

    Adjustments to Net Income to
     Arrive at FFO:

       Limited Partners' interest
        in the Operating
        Partnership and preferred
        distributions of the
        Operating Partnership        48,279    31,844     100,441      95,076
       Limited Partners' interest
        in discontinued operations       (6)       11         (44)         23
       Depreciation and
        amortization from
        consolidated properties
        and discontinued
        operations                  220,984   209,023     660,325     633,013
       Simon's share of
        depreciation and
        amortization from
        unconsolidated entities      74,397    52,477     205,697     155,555
       Gain on sales of assets
        and interests in
        unconsolidated entities
        and discontinued
        operations, net of Limited
        Partners' interest          (82,197)   (9,457)    (82,697)    (51,472)
       Minority interest portion
        of depreciation and
        amortization                 (2,302)   (2,091)     (6,595)     (6,222)
       Preferred distributions and
        dividends                   (19,672)  (25,296)    (59,217)    (76,018)

    FFO of the Simon Portfolio     $418,710  $369,506  $1,184,144  $1,086,803

    Per Share Reconciliation:

    Diluted net income available
     to common stockholders per
     share                            $0.74     $0.43       $1.45       $1.27

    Adjustments to net income to
     arrive at FFO:

       Depreciation and
        amortization from
        consolidated properties
        and Simon's share of
        depreciation and
        amortization from
        unconsolidated entities,
        net of minority interest
        portion of depreciation
        and amortization               1.04      0.92        3.05        2.80
       Gain on sales of assets and
        interests in unconsolidated
        entities and discontinued
        operations, net of Limited
        Partners' interest            (0.29)    (0.03)      (0.29)      (0.18)

       Impact of additional
        dilutive securities for
        FFO per share                 (0.03)    (0.02)      (0.07)      (0.07)

    Diluted FFO per share             $1.46     $1.30       $4.14       $3.82


    Details for per share
     calculations:

    FFO of the Simon Portfolio     $418,710  $369,506  $1,184,144  $1,086,803

    Adjustments for dilution
     calculation:
    Impact of preferred stock and
     preferred unit conversions
     and option exercises (6)        12,843    14,092      38,731      42,407
    Diluted FFO of the Simon
     Portfolio                      431,553   383,598   1,222,875   1,129,210

    Diluted FFO allocable to
     unitholders                    (84,635)  (75,785)   (240,259)   (223,432)
    Diluted FFO allocable to
     common stockholders           $346,918  $307,813    $982,616    $905,778

    Basic weighted average shares
     outstanding                    223,103   221,198     222,993     220,925
    Adjustments for dilution
     calculation:
       Effect of stock options          746       872         814         911
       Impact of Series C
        preferred unit conversion        89     1,041         136       1,050
       Impact of Series I
        preferred unit conversion     2,414     3,261       2,510       3,270
       Impact of Series I
        preferred stock conversion   11,081    10,724      11,052      10,796

    Diluted weighted average
     shares outstanding             237,433   237,096     237,505     236,952

    Weighted average limited
     partnership units outstanding   57,925    58,375      58,073      58,450

    Diluted weighted average
     shares and units outstanding   295,358   295,471     295,578     295,402

    Basic FFO per share               $1.49     $1.32       $4.21       $3.89
        Percent Increase               12.9%                  8.2%

    Diluted FFO per share             $1.46     $1.30       $4.14       $3.82
        Percent Increase               12.3%                  8.4%



                                    SIMON
               Footnotes to Reconciliation of Net Income to FFO
                                  Unaudited

    Notes:

    (1) The Company considers FFO a key measure of its operating performance
        that is not specifically defined by GAAP and believes that FFO is
        helpful to investors because it is a widely recognized measure of the
        performance of REITs and provides a relevant basis for comparison
        among REITs. The Company also uses this measure internally to measure
        the operating performance of the portfolio.  The Company's computation
        of FFO may not be comparable to FFO reported by other REITs.

        As defined by NAREIT, FFO is consolidated net income computed in
        accordance with GAAP, excluding real estate related depreciation and
        amortization, excluding gains and losses from extraordinary items,
        excluding gains and losses from the sales of real estate, plus the
        allocable portion of FFO of unconsolidated joint ventures based upon
        economic ownership interest, and all determined on a consistent basis
        in accordance with GAAP. The Company has adopted NAREIT's
        clarification of the definition of FFO that requires it to include the
        effects of nonrecurring items not classified as extraordinary,
        cumulative effect of accounting change or resulting from the sale of
        depreciable real estate. However, you should understand that FFO does
        not represent cash flow from operations as defined by GAAP, should not
        be considered as an alternative to net income determined in accordance
        with GAAP as a measure of operating performance, and is not an
        alternative to cash flows as a measure of liquidity.

    (2) Includes the Company's share of gains on land sales of $0.5 million
        and $8.3 million for the three months ended September 30, 2007 and
        2006, respectively, and $11.8 million and $34.6 million for the nine
        months ended September 30, 2007 and 2006, respectively.

    (3) Includes the Company's share of straight-line adjustments to minimum
        rent of $8.3 million and $7.8 million for the three months ended
        September 30, 2007 and 2006, respectively and $19.0 million and $13.1
        million for the nine months ended September 30, 2007 and 2006,
        respectively.

    (4) Includes the Company's share of the fair market value of leases from
        acquisitions of $15.1 million and $17.4 million for the three months
        ended September 30, 2007 and 2006, respectively, and $41.3 million and
        $52.6 million for the nine months ended September 30, 2007 and 2006,
        respectively.

    (5) Includes the Company's share of debt premium amortization of $4.1
        million and $9.4 million for the three months ended September 30, 2007
        and 2006, respectively, and $26.1 million and $22.8 million for the
        nine months ended September 30, 2007 and 2006, respectively.

    (6) Includes dividends and distributions of Series I preferred stock and
        Series C and Series I preferred units.

SOURCE Simon Property Group, Inc. > CONTACT: Investors, Shelly Doran, +1-317-685-7330, Media, Les Morris, +1-317-263-7711, both of Simon Property Group, Inc.

/Web site: http://www.simon.com /