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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): February 10, 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:

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

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

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

/
/    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 February 10, 2005, the Registrant issued a press release containing information on earnings for the quarter and year ended December 31, 2004 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 70 furnished herewith in Exhibit 99.2. The reconciliation of GAAP reported net income to NOI is provided on page 15 furnished herewith in Exhibit 99.1.

        The exhibits included with this filing are being furnished pursuant to Item 2.02 and Item 7.01 of Form 8-K.


Item 7.01. Regulation FD Disclosure

        On February 10, 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 December 31, 2004, 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.


Item 9.01. Financial Statements and Exhibits

        Financial Statements:

        Exhibits:

Exhibit No.

  Description
  Page Number in
This Filing

99.1   Supplemental Information as of December 31, 2004   5

99.2

 

Earnings Release for the quarter ended December 31, 2004

 

62

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: February 10, 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 December 31, 2004

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 Balance Sheet   10-11
    Unaudited Pro-Rata Statements of Operations   12-13
    Reconciliation of NOI to Net Income   14-15
    Computation of Comparable Property NOI Growth   16
    Analysis of Other Income and Other Expense   17
    NOI Composition   18

 

 

Operational Data

 

 
    U.S. Portfolio GLA, Occupancy & Rent Data   19
    Regional Mall Operational Information   20
    Regional Mall Lease Expirations   21
    Regional Mall Top Tenants   22
    Regional Mall Anchor/Big Box Openings, 2004 - 2006   23-24
    Regional Mall Property Listing   25-29
    U.S. Premium Outlet Centers Operational Information   30
    U.S. Premium Outlet Centers Lease Expirations   31
    U.S. Premium Outlet Centers Top Tenants   32
    U.S. Premium Outlet Centers Property Listing   33
    Community Centers Operational Information   34
    Community Centers Lease Expirations   35
    Community Centers Top Tenants   36
    Community Centers Property Listing   37-38
    International Operational Information   39
    International Property Listing   40-41

 

 

Development Activity

 

 
    Capital Expenditures   42
    U.S. Development Activity Report   43-45
    International Development Activity Report   46

 

 

Balance Sheet Information

 

 
    Debt Amortization and Maturities by Year   47
    Summary of Indebtedness   48
    Summary of Indebtedness by Maturity   49-56
    Unencumbered Assets   57-60
    Preferred Stock/Units Outstanding   61

 

 

Quarterly Earnings Announcement

 

 

Exhibit 99.2

 

Press Release

 

62-74

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