CBL & Associates Properties, Inc. (NYSE:CBL):

• Reported FFO per diluted share of $0.50 for the quarter ended September 30, 2009.
• Stabilized mall occupancy increased 120 bps to 90.3% as of September 30, 2009, from the sequential quarter.
• Same-Center NOI in the mall portfolio declined 0.3% for the nine months ended September 30, 2009, from the prior-year period, excluding lease-termination fees.
• Balance sheet position improved with three-year extensions of two major credit facilities totaling $1.1 billion.

CBL & Associates Properties, Inc. (NYSE:CBL) announced results for the third quarter ended September 30, 2009. A description of each non-GAAP financial measure and the related reconciliation to the comparable GAAP measure is located at the end of this news release. All share and per share information for the periods presented have been adjusted to reflect the issuance of common stock and common units, as applicable, in connection with the Company's dividend payment on April 15, 2009.

Funds from Operations (“FFO”) allocable to common shareholders for the quarter ended September 30, 2009, was $68,425,000, or $0.50 per diluted share, compared with $55,320,000, or $0.78 per diluted share for the quarter ended September 30, 2008. FFO allocable to common shareholders for the nine months ended September 30, 2009, was $182,021,000, or $1.87 per diluted share, compared with $163,471,000, or $2.30 per diluted share for the nine months ended September 30, 2008. FFO per diluted share was diluted by the 66.63 million shares issued in the June 2009 equity offering.

FFO of the operating partnership for the quarter ended September 30, 2009, was $94,210,000, compared with $95,776,000 for the quarter ended September 30, 2008. FFO of the operating partnership for the nine months ended September 30, 2009, was $278,959,000, compared with $283,066,000 for the nine months ended September 30, 2008.

FFO per diluted share for the quarter and nine months ended September 30, 2009, was diluted by $0.26 per share and $0.40 per share, respectively, as a result of the 66.63 million shares issued in the June 2009 equity offering. FFO for the quarter and nine months ended September 30, 2009 was reduced by a non-cash impairment charge of $1,143,000 related to the proposed sale of the Company's 60% interest in Plaza Macaé located in Macaé, Brazil. FFO for the quarter and nine months ended September 30, 2008 included $8,000,000 of one-time fee income collected from affiliates of Centro, partially offset by a $5,778,000 write-down of marketable securities.

Net income available to common shareholders for the quarter ended September 30, 2009, was $11,134,000, or $0.08 per diluted share, compared with net income of $3,985,000, or $0.06 per diluted share for the prior-year period. Net income available to common shareholders for the nine months ended September 30, 2009, was $20,983,000, or $0.22 per diluted share, compared with $19,823,000, or $0.28 per diluted share, for the nine months ended September 30, 2008. Net income available to common shareholders per diluted share was diluted by the 66.63 million shares issued in the June 2009 equity offering.

HIGHLIGHTS

• Same-center net operating income (“NOI”) for the total portfolio, excluding lease termination fees, for the nine months ended September 30, 2009, declined 0.9%, compared with a 1.4% decrease in the prior-year period.
• Same-store sales for mall tenants of 10,000 square feet or less for stabilized malls as of September 30, 2009, declined 6.6% to $317 per square foot compared with $339 per square foot in the prior-year period.
• The debt-to-total-market capitalization ratio as of September 30, 2009, was 74.6% based on the common stock closing price of $9.70 and a fully converted common stock share count of 189,825,000 shares as of the same date. The debt-to-total-market capitalization ratio as of September 30, 2008, was 71.2% based on the common stock closing price of $20.08 and a fully converted common stock share count of 116,972,000 shares as of the same date.
• Consolidated and unconsolidated variable rate debt of $1,350,082,000 represents 16.1% of the total market capitalization for the Company and 21.6% of the Company's share of total consolidated and unconsolidated debt.

CBL’s Chairman and Chief Executive Officer, Charles B. Lebovitz, said, “We were pleased to have announced the completion of the three year extensions of both our $525 million secured credit facility and our $560 million new secured credit facility, maintaining their full lending capacity. Our capital plan provides for the repayment of CMBS maturities through 2011, and we are actively working with lenders on our other property specific secured refinancings. We have made significant progress in strengthening our balance sheet through these steps and remain focused on ensuring we have the most flexible capital structure to navigate the challenging economic environment.”

“We are encouraged by the recent improving trends sequentially in sales, traffic and occupancy in the mall portfolio and the continued strong volume of leasing. Rental rates are still a challenge in this environment, but we have made notable progress in strengthening occupancy levels. These advances have carried over to backfilling junior anchor vacancies that resulted from the 2008 retail bankruptcies, with approximately 800,000 square feet of this available space now committed. Our two recent new developments, The Promenade in Biloxi/Gulfport, MS and Settlers Ridge in Pittsburgh, PA, opened in October at impressive leased and committed levels in the mid-nineties. Despite the difficult environment, we are pleased to report progress and stability in our operating results.”

DISPOSITIONS

On October 16, 2009, the Company entered into an agreement to sell its 60% interest in Plaza Macaé in Macaé, Brazil to a third party for $24.2 million. The transaction is expected to close in the fourth quarter 2009. As a result of the anticipated sale the Company has recorded a non-cash impairment charge of $1.1 million in third quarter 2009 results.

FINANCING

CBL closed the extension and modification of its two major credit facilities including the $525 million secured credit facility and $560 million new secured credit facility, maintaining 100% lending capacity on both. The $525 million facility was extended from February 2010 to February 2012, with an option to extend the maturity for one additional year to February 2013 (subject to continued compliance with the terms of the facility). The $560 million facility was scheduled to mature in August 2011 (assuming exercise of the remaining extension option) and has been extended to April 2014.

DEVELOPMENT

On October 11, 2009, CBL celebrated the grand opening of The Promenade, the 700,000 square foot power center located in D’Iberville (Biloxi/Gulfport), MS. The first phase of The Promenade, totaling approximately 480,000 square feet, opened more than 96% leased and committed. The Promenade is anchored by Target, Best Buy, Dick’s Sporting Goods, Marshall’s, PetSmart, and ULTA and features dozens of specialty shops and restaurants.

On October 30, 2009, CBL celebrated the grand opening of Settlers Ridge, a new 600,000 square foot regional open-air center in metropolitan Pittsburgh (Robinson Township), PA. The first phase of Settlers Ridge opened more than 94% leased and committed. Settlers Ridge is anchored by a 150,000-square-foot Giant Eagle Market District supermarket, a 16-screen Cinemark stadium seating theatre, as well as LA Fitness, REI and Barnes & Noble and offers a wide selection of specialty stores and dining options.

OUTLOOK AND GUIDANCE

Based on today's outlook and the Company's third quarter results, the Company is maintaining 2009 FFO guidance of $2.28 to $2.39 per share. The full year guidance also assumes $6.0 million to $9.0 million of outparcel sales and same-center NOI growth in the range of (1.5%) to (3.5%), excluding the impact of lease termination fees from both applicable periods. The guidance excludes the impact of any future unannounced acquisitions or dispositions. The Company expects to update its annual guidance after each quarter's results.

INVESTOR CONFERENCE CALL AND SIMULCAST

CBL & Associates Properties, Inc. will conduct a conference call at 11:00 a.m. ET on Wednesday, November 4, 2009, to discuss the third quarter results. The number to call for this interactive teleconference is (480) 629-9642. A seven-day replay of the conference call will be available by dialing (303) 590-3030 and entering the passcode 4065656. A transcript of the Company's prepared remarks will be furnished on a Form 8-K following the conference call.

To receive the CBL & Associates Properties, Inc., third quarter earnings release and supplemental information please visit our website at cblproperties.com or contact Investor Relations at 423-490-8312.

The Company will also provide an online Web simulcast and rebroadcast of its 2009 third quarter earnings release conference call. The live broadcast of CBL's quarterly conference call will be available online at the Company's Web site at cblproperties.com, as well as http://www.talkpoint.com/viewer/starthere.asp?Pres=128015 on Wednesday, November 4, 2009, beginning at 11:00 a.m. ET. The online replay will follow shortly after the call and continue through November 12, 2009.

CBL is one of the largest and most active owners and developers of malls and shopping centers in the United States. CBL owns, holds interests in or manages 163 properties, including 88 regional malls/open-air centers. The properties are located in 27 states and total 87.8 million square feet including 3.0 million square feet of non-owned shopping centers managed for third parties. CBL currently has one project under construction totaling 500,000 square feet, The Pavilion at Port Orange in Port Orange, FL. Headquartered in Chattanooga, TN, CBL has regional offices in Boston (Waltham), MA, Dallas (Irving), TX, and St. Louis, MO. Additional information can be found at cblproperties.com.

NON-GAAP FINANCIAL MEASURES

Funds From Operations

FFO is a widely used measure of the operating performance of real estate companies that supplements net income determined in accordance with GAAP. The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (computed in accordance with GAAP) excluding gains or losses on sales of operating properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests. Adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests are calculated on the same basis. The Company defines FFO allocable to its common shareholders as defined above by NAREIT less dividends on preferred stock. The Company’s method of calculating FFO allocable to its common shareholders may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

The Company believes that FFO provides an additional indicator of the operating performance of its properties without giving effect to real estate depreciation and amortization, which assumes the value of real estate assets declines predictably over time. Since values of well-maintained real estate assets have historically risen with market conditions, the Company believes that FFO enhances investors’ understanding of its operating performance. The use of FFO as an indicator of financial performance is influenced not only by the operations of the Company’s properties and interest rates, but also by its capital structure.

The Company presents both FFO of its operating partnership and FFO allocable to its common shareholders, as it believes that both are useful performance measures. The Company believes FFO of its operating partnership is a useful performance measure since it conducts substantially all of its business through its operating partnership and, therefore, it reflects the performance of the properties in absolute terms regardless of the ratio of ownership interests of the Company’s common shareholders and the noncontrolling interest in the operating partnership. The Company believes FFO allocable to its common shareholders is a useful performance measure because it is the performance measure that is most directly comparable to net income available to its common shareholders.

In the reconciliation of net income available to the Company's common shareholders to FFO allocable to its common shareholders, the Company makes an adjustment to add back noncontrolling interest in earnings of its operating partnership in order to arrive at FFO of its operating partnership. The Company then applies a percentage to FFO of its operating partnership to arrive at FFO allocable to its common shareholders. The percentage is computed by taking the weighted average number of common shares outstanding for the period and dividing it by the sum of the weighted average number of common shares and the weighted average number of operating partnership units outstanding during the period.

FFO does not represent cash flows from operations as defined by accounting principles generally accepted in the United States, is not necessarily indicative of cash available to fund all cash flow needs and should not be considered as an alternative to net income for purposes of evaluating the Company’s operating performance or to cash flow as a measure of liquidity.

Same-Center Net Operating Income

NOI is a supplemental measure of the operating performance of the Company's shopping centers. The Company defines NOI as operating revenues (rental revenues, tenant reimbursements and other income) less property operating expenses (property operating, real estate taxes and maintenance and repairs).

Similar to FFO, the Company computes NOI based on its pro rata share of both consolidated and unconsolidated properties. The Company's definition of NOI may be different than that used by other companies and, accordingly, the Company's NOI may not be comparable to that of other companies. A reconciliation of same-center NOI to net income is located at the end of this earnings release.

Since NOI includes only those revenues and expenses related to the operations of its shopping center properties, the Company believes that same-center NOI provides a measure that reflects trends in occupancy rates, rental rates and operating costs and the impact of those trends on the Company's results of operations. Additionally, there are instances when tenants terminate their leases prior to the scheduled expiration date and pay the Company one-time, lump-sum termination fees. These one-time lease termination fees may distort same-center NOI trends and may result in same-center NOI that is not indicative of the ongoing operations of the Company's shopping center properties. Therefore, the Company believes that presenting same-center NOI, excluding lease termination fees, is useful to investors.

Pro Rata Share of Debt

The Company presents debt based on its pro rata ownership share (including the Company's pro rata share of unconsolidated affiliates and excluding noncontrolling interests' share of consolidated properties) because it believes this provides investors a clearer understanding of the Company's total debt obligations which affect the Company's liquidity. A reconciliation of the Company's pro rata share of debt to the amount of debt on the Company's consolidated balance sheet is located at the end of this earnings release.

Information included herein contains "forward-looking statements" within the meaning of the federal securities laws. Such statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Future events and actual events, financial and otherwise, may differ materially from the events and results discussed in the forward-looking statements. The reader is directed to the Company's various filings with the Securities and Exchange Commission, including without limitation the Company's Annual Report on Form 10-K and the "Management's Discussion and Analysis of Financial Condition and Results of Operations" incorporated by reference therein, for a discussion of such risks and uncertainties.