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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): April 28, 2005

SIMON PROPERTY GROUP, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation)
  001-14469
(Commission
File Number)
  046268599
(IRS Employer
Identification No.)

115 WEST WASHINGTON STREET
INDIANAPOLIS, INDIANA
(Address of principal executive offices)

 

46204
(Zip Code)

Registrant's telephone number, including area code: 317.636.1600

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 2.02. Results of Operation and Financial Condition

        On April 28, 2005, the Registrant issued a press release containing information on earnings for the quarter ended March 31, 2005 and other matters. A copy of the press release is included as an exhibit to this filing.

        The exhibits furnished herewith use the non-GAAP financial measures Funds from Operations ("FFO") and Net Operating Income ("NOI"). The Company considers FFO and NOI key measures of its operating performance that are not specifically defined by accounting principles generally accepted in the United States ("GAAP"). The Company believes that FFO and NOI are helpful to investors because they are widely recognized measures of the performance of real estate investment trusts and provide relevant bases for comparison among REITs. The Company also uses FFO and NOI internally to measure the operating performance of its portfolio. The reconciliation of GAAP reported net income to FFO is provided on page 68 furnished herewith in Exhibit 99.2. The reconciliation of GAAP reported net income to NOI is provided on page 13 furnished herewith in Exhibit 99.1.


Item 7.01. Regulation FD Disclosure

        On April 28, 2005, the Registrant made available additional ownership and operational information concerning the Registrant, Simon Property Group, L.P., and properties owned or managed as of March 31, 2005, 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 also available upon request as specified therein.

        Exhibit 99.1 included with this filing is being furnished pursuant to Item 7.01 of Form 8-K.


Item 9.01. Financial Statements and Exhibits

        Financial Statements:

        Exhibits:

Exhibit No.

  Description
  Page Number in
This Filing

99.1   Supplemental Information as of March 31, 2005   4

99.2

 

Earnings Release for the quarter ended March 31, 2005

 

60

2



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.

Dated: April 28, 2005      

 

SIMON PROPERTY GROUP, INC.

 

By:

 

/s/  
STEPHEN E. STERRETT      
Stephen E. Sterrett,
Executive Vice President and
Chief Financial Officer

3


SIMON PROPERTY GROUP

Table of Contents

As of March 31, 2005

Description

   
  Page
Exhibit 99.1   Supplemental Information    

 

 

Company Overview

 

 
    Overview (reporting calendar, stock information, and corporate ratings)   5-6
    Ownership Structure   7
    Changes in Common Shares and Unit Ownership   8

 

 

Financial Data

 

 
    Selected Financial and Equity Information   9
    Unaudited Pro-Rata Statement of Operations   10-11
    Unaudited Pro-Rata Balance Sheet   12
    Reconciliation of NOI to Net Income   13
    Computation of Comparable Property NOI Growth   14
    Analysis of Other Income and Other Expense   15
    NOI Composition   16

 

 

Operational Data

 

 
    U.S. Portfolio GLA, Occupancy & Rent Data   17
    Regional Mall Operational Information   18
    Regional Mall Lease Expirations   19
    Regional Mall Top Tenants   20
    Regional Mall Anchor/Big Box Openings, 2005 - 2007   21
    Regional Mall Property Listing   22-26
    U.S. Premium Outlet® Centers Operational Information   27
    U.S. Premium Outlet® Centers Lease Expirations   28
    U.S. Premium Outlet® Centers Top Tenants   29
    U.S. Premium Outlet® Centers Property Listing   30
    Community/Lifestyle Centers Operational Information   31
    Community/Lifestyle Centers Lease Expirations   32
    Community/Lifestyle Centers Top Tenants   33
    Community/Lifestyle Centers Property Listing   34-35
    International Operational Information   36
    International Property Listing   37-39

 

 

Development Activity

 

 
    Capital Expenditures in the U.S. Portfolio   40
    U.S. Development Activity Report   41-44
    International Development Activity Report   45

 

 

Balance Sheet Information

 

 
    The Company's Share of Total Debt Amortization and Maturities by Year   46
    Summary of Indebtedness   47
    Summary of Indebtedness by Maturity   48-54
    Unencumbered Assets   55-58
    Preferred Stock/Units Outstanding   59

 

 

Quarterly Earnings Announcement

 

 

Exhibit 99.2

 

Press Release

 

60-72

4




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