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Simon Property Group Regional Mall Portfolio

March 2009

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Disclaimer

This material is for your private information. This material is not to be construed as an offer to sell or the solicitation of any offer to buy any securities.
By accepting this material the recipient agrees that, except as set forth in a separate confidentiality agreement by and between recipient and Goldman
Sachs, it will not distribute or provide the material to any other person. The information contained in this material may be based on assumptions
regarding market conditions and other matters as reflected herein. We make no representations regarding the reasonableness of such assumptions
or the likelihood that any of such assumptions will coincide with actual market conditions or events, and this material should not be relied upon for
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offering circular for any securities actually sold to you. Goldman, Sachs & Co. does not provide accounting, tax or legal advice. In addition, we
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© Copyright 2009, The Goldman Sachs Group, Inc. All rights reserved.

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Table of Contents

I. Executive Summary

II. Property Information

III. Market Overview

IV. Property Financial Information

V. Sponsorship

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I. Executive Summary

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Executive Summary
Description

Goldman Sachs Mortgage Company (“Lender” or “GSMC”) is pleased to offer

you the opportunity to review an investment in a pari passu interest in the $390
million mortgage loan (“Loan”) secured by a cross-collateralized portfolio of
four regional malls (“The Simon Property Group Regional Mall Portfolio” or the
“Portfolio”).

The Simon Property Group Regional Mall Portfolio consists of four regional
mall properties located in four states, New York, Mississippi, Louisiana and
Delaware. The properties include the Galleria at White Plains (White Plains,
NY), Northpark Mall (Ridgeland (Jackson) MS), the Esplanade (Kenner (New
Orleans), LA) and the Dover Mall along with the neighboring Dover Commons
(Dover, DE). The four malls and the associated retail strip center contain a total
of 3,623,919 SF, of which 1,818,575 SF represents mall owned square
footage.

In January of 2007, GSMC originated a $390 million floating rate mortgage

loan, which represents a 63.12% LTV based on the appraised value of $617.85
million. The loan is structured with a two-year initial term and allows for three
one-year extension options.

The properties, formerly owned by Cadillac Fairview and managed by General

Growth Properties, Inc., were acquired by the Mills Corporation in January of
2003. In April of 2007, the Mills Corporation was acquired by SPG-FCM
Ventures, LLC, a joint venture between an entity owned 50% by Simon
Property Group, Inc. (NYSE: SPG) (“SPG”), and 50% by funds managed by
Farrallon Capital Management, L.L.C. (“Farallon”). SPG took over the
management and operations of the properties in July and has begun
The Esplanade repositioning and rebranding the assets under its Regional Mall platform.

SPG is the largest public U.S. real estate company and currently owns or has
an interest in 386 properties comprising 262 million square feet of gross
leasable area. SPG plans to utilize its strong national leasing platform and
targeted marketing ventures to drive occupancy, upgrade the tenant mix and
increase bottom line revenues at the properties.

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Executive Summary
Key Transaction Highlights

„ Experienced Sponsorship and Management: SPG is the largest public U.S real estate company and currently owns or has an interest
in 386 properties comprising 262 million square feet of gross leasable area. SPG is an experienced property manager with dedicated
teams that focus on quality of service, safety, convenience, visual appeal, cleanliness and comfort. It has assumed management
responsibilities for the Mills portfolio of assets, integrating the management and administrative support functions of the Mills regional malls
into its existing 192 regional mall portfolio. SPG’s established leasing staff will drive occupancy and optimize the tenant mix at the
properties. Simon Brand Ventures, SPG’s national dedicated marketing platform, brings new revenue opportunities to the malls.

„ Portfolio Diversity: The Portfolio consists of a cross-collateralized pool of four high quality regional malls located in four different
geographical areas, providing protection against a downturn in any particular asset or marketplace.

„ Strong In-Place DSCR and Debt Yield: The loan’s DSCR is 2.90x and its Debt Yield is 8.6% based on the Portfolio’s 2008 Year End Net
Operating Income.

„ Mall Shop Sales1 : The most recent mall shop sales are as follows: Galleria at White Plains ($398 PSF), Northpark Mall ($309 PSF),
Dover Mall ($363 PSF) and Esplanade Mall ($285 PSF).

„ Loan Structure: The loan is structured with strong release provisions, including 115% release prices on Northpark and Dover, 110% on
Esplanade and 100% on Galleria at White Plains. The potential de-levering upon release of Northpark, Dover or Esplanade through the
payment of the release premium, in conjunction with the DSCR tests, provides structural protection.

„ Growth Opportunities: SPG has identified several areas where it can meaningfully improve property performance and drive bottom line
Net Operating Income improvement. These opportunities include SPG’s targeted leasing effort and the leveraging of its strong national
tenant relationships to upgrade the tenant mix at each property and improve in-line occupancy levels, the conversion of new leases to a
more profitable fixed CAM structure, and cost savings that will be achieved through regional synergies and economies of scale created
across its large portfolio. SPG views the Mills portfolio as an excellent strategic fit with its existing retail platforms. SPG is leveraging its
significant experience operating both regional malls and outlet centers and its substantial resources to improve the performance of the
Mills assets. SPG’s history of successful acquisitions, together with Farallon's financial resources and expertise, provides significant
operating leverage for this portfolio and should result in meaningful improvement in the operations and cash flow of these assets.

1
All sales are based on Borrower’s Dec. 2008 comparable sales data.
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Executive Summary
Loan and Structure Information

SPG-FCM Ventures, LLC (A joint venture between an entity owned by SPG and funds
Borrower / Sponsor
managed by Farallon)
Loan Amount / $ per SF $390,000,000 / $214 psf
1
As Is Appraised Value / $ per SF / LTV $617,850,000 / $340 psf / 63.12%
Payment Date 1st or if the 1st is not a business day, then the first preceding business day
From and including the 6th day of the calendar month preceding such payment date to but
Interest Accrual Period
excluding the 6th day of the calendar month containing such specified payment date.
LIBOR Cap 6.00%
Interest Rate 1-month LIBOR + 195 bps
Term / Amortization 2 years with three 1-year extensions / None
Initial Maturity / Fully Extended Maturity February 6, 2009 / February 6, 2012
Cash Management Hard Lockbox
If, at the conclusion of any trailing twelve-month period ending on the last day of a Fiscal
Quarter, Net Operating Income is less than 85% of Closing Date NOI, then the Borrowers shall
Ongoing Reserves establish and thereafter maintain with the Cash Management Bank an account (or sub-
account) for the purpose of reserving monthly amounts payable by the Borrowers in respect of
Taxes, TI/LC, CAPEX and insurance premiums.
Release Provisions The loan is freely prepayable.

1
As is Value as of April 28, 2008, based on appraisals completed by CB Richard Ellis.
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Executive Summary
Property Information

Galleria at White Dover Mall / Dover Total Portfolio

Property Information Plains Northpark Mall Esplanade Mall Commons
Location White Plains, NY Ridgeland, MS Kenner, LA Dover, DE Various
Property Type Regional Mall Regional Mall Regional Mall Regional Mall Regional Mall
1
Appraised Value $199,000,000 $156,000,000 $123,350,000 $139,500,000 $617,850,000
Allocated Loan Amount $125,565,611 $105,542,986 $75,135,747 $83,755,656 $390,000,000
% of ALA 32.2% 27.1% 19.2% 21.5% 100%
LTV 63.1% 67.7% 60.9% 60.0% 63.1%
Year Built / Renovated 1980 / 1994 1984 / 1998 1985 / 2001-2002 1982 / 1997 Various
Net Rentable Area: Total 878,191 958,998 899,534 887,196 3,623,919
Owned Collateral 549,592 312,273 401,994 554,716 1,818,575
Mall Shop 322,276 312,273 355,394 260,797 1,250,740
Occupancy % Total 89.5% 94.2% 80.8% 96.1% 90.2%
Owned Collateral 83.3% 82.2% 77.9% 93.8% 85.1%
Mall Shop 71.5% 82.2% 75.1% 86.9% 78.4%
Dec 2008 NOI (in thousands): $7,581 $9,643 $8,600 $7,254/$709 $33,788

Comp Sales PSF (YE Dec

2008)
In Line with less than 10,000 sf $398 $309 $285 $339 $328
Anchor Tenants (collateral) $114 N/A $169 $158 $134

2
Average Occupancy Cost % DM: 13.9%
18.1% 17.1% 16.9% 16.6%
(In Line with less than 10,000sf) DC: 14.2%
Anchor Tenants Macys (328,599 Dillards (150,000 sf) Macy’s (235,518 sf), Mervyn’s Boscov’s (216,000 sf, BK)
sf) Dillards (Gayfers, (84,082 sf, dark/BK) Macy’s (140,000 sf, part
Sears (227,316 sf, 155,276 sf, ) Dillard’s (177,940 sf) of collateral)
part of collateral) Belk’s (205,000 sf) Dillard’s Men’s Store (46,600 sf JC Penney (116,480 sf)
JC Penney (136,449 part of collateral) Sears (111,309 sf, part of
sf) collateral)

1
Updated Appraised values as of April 2008. The amounts shown reflect “As Is” values.
2
Occupancy costs based on 2008 sales data and Dec 2008 rent roll obligations per tenant.
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II. Property Information

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Property Information
Property Overview – Galleria at White Plains

The Galleria is an 878,191 SF, four-level regional shopping center

located in downtown White Plains, NY, in an urban setting along the
south side of Main Street between Court Street and Lexington
Avenue. The mall contains two anchors, Macy’s and Sears, which
occupy a total of 555,915 SF. For the year ended 2008, Sears
reported sales of $25.9 million. Macy’s owns its store of 328,599
SF 1 . Mall Shop space totals 322,276 SF. Tenants include
Aeropostale, Old Navy, Ann Taylor and H&M. The mall has 2008
mall shop sales2 of $398 PSF. Excluding temporary tenants, the
overall occupancy of the center is 89.5% and mall shop occupancy
is 71.5% as of December 31, 2008. SPG is in the process of re-
positioning the ground-level of the center to include street-front
restaurant space. Excluding this space, the mall shop occupancy is
83.2%.

Galleria At White Plains Exterior

Galleria at White Plains Center Court

1
Macy’s is not required to report sales.
2
For Comparable Stores (open and operating continuously from the beginning of the prior calendar year), 10,000 SF or less
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Property Information
Property Overview – Northpark Mall

The NorthPark Mall is a 958,998 SF, two-level regional shopping

center located in Ridgeland, Mississippi, a suburb of Jackson, the
state capital and Mississippi’s largest city. The Property is comprised
of 312,273 SF of mall shop space and includes four anchors, Belk’s,
J.C. Penney and Dillards (two stores). All of the anchors own their
stores. Northpark’s mall shop tenants include Abercrombie and Fitch,
The Gap / Gap Kids, the Limited and Victoria’s Secret. Mall shop
tenants1 have 2008 sales of $309 PSF. Excluding temporary tenants,
the mall is 94.2% occupied overall and mall shop space is 82.2%
occupied as of December 31, 2008. Northpark is the dominant mall in
the trade area.

Northpark Front Mall Entrance

Northpark Interior Atrium

1
For Comparable Stores (open and operating continuously from the beginning of the prior calendar year), 10,000 SF or less.
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Property Information
Property Overview – Esplanade Mall

The Esplanade is an 899,534 SF, two-level regional mall located in

Kenner, Louisiana, approximately fifteen miles northwest of
downtown New Orleans. The mall is comprised of 355,394 SF of
mall shop space and 46,600 SF of anchor space (Dillard’s Men’s,
$7.9 mm of sales for the year ended 2008). Two additional anchors,
Dillard’s and Macy’s, own their stores. A fourth anchor, Mervyn’s,
vacated its space in January 2006. The Esplanade’s mall shop
tenants include Bath and Body Works, The Gap / Gap Kids,
Aeropostale and Victoria’s Secret. Esplanade has 2008 mall shop
sales1 of $285 PSF. Excluding temporary tenants, the mall is 80.8%
occupied overall and 75.1% occupied on a mall shop basis as of
December 31, 2008. The Macy’s store was closed after the roof
partially collapsed during Hurricane Katrina. Macy’s re-opened in
October 2008. The mall itself received only minimal damage when
some skylights were broken. There was no flooding in the mall.

Esplanade Interior Atrium Area

1
For Comparable Stores (open and operating continuously from the beginning of the prior calendar year), 10,000 SF or less.
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Property Information
Property Overview – Dover Mall and Dover Commons

Dover Mall is an 835,508 SF, one-level regional mall located in Kent

County in Dover, Delaware on Route 13 adjacent to Dover Downs,
home to the Dover International Speedway and live harness racing.
Loan collateral includes 209,109 SF of mall shop space, a 42,703 SF
movie theater and 251,216 SF in two anchor spaces occupied by
Sears (2008 sales of $17.6 million) and Macys (does not report
sales). Two additional anchors, Boscov’s and JC Penney, own their
stores. Dover Mall’s tenants include American Eagle, Foot Locker,
Old Navy and Victoria’s Secret. Dover Mall has 2008 mall shop
sales1 of $363 PSF. Excluding temporary tenants, the mall is 97%
occupied overall and 87.9% occupied on a mall shop basis as of
December 31, 2008. Dover Mall is the dominant center in the trade
area

Dover Mall Interior

Dover Commons is an 82.6% occupied, 51,688 SF retail center
located adjacent to Dover Mall with 14 tenants including Pier One
Imports, Play It Again Sports and Chuck E. Cheese. Dover Commons’
comparable sales for 2008 were $158 PSF.

Dover Mall Food Court

1
For Comparable Stores (open and operating continuously from the beginning of the prior calendar year), 10,000 SF or less.
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Property Information
Current Business Plan – Galleria at White Plains

„ Repositioning: SPG plans to reposition the Galleria mall as an upper-moderate family destination. SPG is leveraging its ownership of the
Westchester Mall and multiple other area centers to bring in new tenants and lease up the vacant space. SPG also owns the dominant
upscale mall in the area, the Westchester, and as the Westchester continues to go more couture, SPG sees an opportunity to secure the
tenants that may no longer have a home at the Westchester in the Galleria Mall.

„ Merchandising Mix: Currently, the merchandising mix at the mall is weighted more towards juniors, urban apparel and fashion forward
stores. SPG intends to add more stores that appeal to the office clientele, particularly working women. Potential target stores for the mall
include Hollister, Urban Outfitters and Chicos.

„ Development of the Ground Floor: SPG sees a significant opportunity for growth in the lease up of the now largely vacant ground floor
of the mall. Given the new development and revitalization of downtown White Plains, SPG plans to populate the street-facing first floor
with restaurants that can take advantage of the new activity in town and bring new traffic to the mall. Possible tenants include Houston’s
and McCormick’s.

„ Recoveries: SPG is in the process of converting the Galleria mall to fixed CAM as leases roll. SPG estimated the mall would be 25% fixed
CAM by the end of 2008 and 50% in 2009.

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Property Information
Current Business Plan – Dover Mall and Dover Commons

„ Dover Downs Synergies: The Dover Mall property borders the four star Dover Downs Hotel & Casino / Dover International Speedway.
The Downs is home to two NASCAR race weekends each year, over 2,700 slot machines, harness racing, and AAA rated four-diamond
hotel. Dover Downs has recently expanded its hotel, bringing the room count to 500 and adding a new full service luxury spa and
additional meeting space and has plans for additional development, including another hotel tower, more casino and night club space, and
additional convention space and entertainment facilities.

„ The NASCAR race weekends already draw 250,000 visitors to the area twice each year, and the anticipated additional development will
bring new visitors from Baltimore and Washington, D.C., both of which are within a 2-hour drive. The Dover Mall derives revenue from the
Downs through renting out its back parking lots for RV and car parking during busy NASCAR weeks, and by having additional shoppers in
the area who enjoy the tax free shopping at the center.

„ There are plans to build a Delaware Civic Center across the street from the Mall. The Delaware Civic Center Arena will be a multipurpose
arena that will be home to a minor league hockey team and the Delaware State University men and women’s basketball teams. This will
also bring new visitors to the area.

„ Higher-end tenants / Improving Merchandising Mix: SPG plans to supplement the existing merchandising mix with additional high-end
tenants.

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Property Information
Current Business Plan – Esplanade Mall and Northpark

Esplanade:
„ During Hurricane Katrina, the north side of the building was included in a tornado’s path. The tornado tore part of the mall’s roof off and
damaged some skylights and common areas. The damage to the mall was all to the roof; there was no flooding. Most of the mall reopened
in October of 2005, followed later by the Macy’s wing, which finally re-opened on October 20, 2008.

„ SPG has considered building a movie theatre on site in The Esplanade’s parking lot if market conditions allow.

„ Macy’s re-opening is expected to bring increased traffic to the mall. Although the Mervyn’s box remains empty, SPG has talked with
Target about the space.

„ SPG plans to leverage its national relationships to enhance the tenant mix at the mall.

Northpark
„ The Northpark mall draws people from all over the state of Mississippi. It is the only enclosed mall in the area and the premier shopping
center in the state and will continue to be the area’s dominant shopping center.

„ Three anchors have just remodeled their stores, a demonstration of tenants’ investment in and long term commitment to the center.

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Property Information
Location Map

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Property Information
Area Map – Galleria at White Plains

The Galleria
100 Main Street
White Plains, NY 10601

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Property Information
Area Map – Northpark Mall

Northpark Mall
1200 E. County Line #268
Ridgeland, MS 39157

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Property Information
Area Map – Esplanade Mall

Esplanade Mall
1401 W Esplanade Avenue
Kenner, LA 70065

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Property Information
Area Map – Dover Mall and Dover Commons

Dover Commons
1231 N. Dupont Highway
Dover, DE 19901

Dover Mall
1365 N. Dupont Highway
Dover, DE 19901

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III. Market Overview

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Market Overview

„ Galleria at White Plains: The Galleria is located in the highly affluent Westchester County (New York City MSA) in an urban setting in
downtown White Plains, NY
— White Plains is the fifth-ranked city in New York State for retail sales volume.
— The 10-mile radius surrounding the Property is densely populated by over 800,000 people with a high average household income of
$110,000. The average household income within five miles of The Galleria is $136,700, more than double the national average.
— The Galleria at White Plains attracts a highly educated shopper base with nearly 31% of regular shoppers holding at least a four-year
college degree.
— Regional mall competition includes (a) The Westchester in White Plains (also owned by SPG), which targets a higher price-point
market segment than The Galleria, and (b) Palisades Center in West Nyack (10 miles SW) which is separated from the Galleria’s
primary trade area by the Tappen Zee Bridge.
— New Development in White Plains: Several high profile residential buildings have recently been built or are currently under
construction. The Trump Tower, a 35-story high-rise luxury building with 212 condominium residences opened its doors in 2005. The
Trump Tower is located in White Plains’ City Center development, which on addition to the Trump building and several other luxury
residential projects, includes 450,000 square feet of retail, restaurant, and entertainment space and houses Target, Filene's Basement,
Barnes & Noble, Office Max, a 15-screen National Amusements multiplex, New York Sports Clubs, Legal Sea Foods, Applebee's
Neighborhood Grill & Bar, and the Atlanta Bread Company. Additionally, it includes the 450-seat White Plains Performing Arts Center.
— Downtown White Plains is also the new home of the Ritz-Carlton Westchester, a luxury 123-room hotel that will also include a spa and
fitness center and 10,000 square feet of meeting space. The Ritz is incorporated into Cappelli Enterprises’ Renaissance Square, a
dramatic new $400 million, 890,000-square-foot mixed-use complex under construction in downtown White Plains.
— Several Noted Restaurants are opening in downtown White Plains. Blt Steak, one of Manhattan’s premier restaurants, will open a 102
seat restaurant in the new Ritz-Carlton hotel. In addition, The Melting Pot, a fondue restaurant with more than 100 restaurants
nationwide, will also open a restaurant in White Plains.

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Market Overview
Continued

„ Northpark Mall: The Northpark Mall is located in Ridgeland, MS, a suburban community located 7 miles north of Jackson, MS, the state
capital and the largest city in Mississippi.
— The 10-mile radius surrounding the Property has a population of over 240,000 people with an average household income of $60,800.
Residents of Madison, Mississippi, less than five miles from Northpark Mall, have a median income of $93,800, the highest in the state.
— Nearly one-quarter of Northpark’s trade area residents earn annual incomes greater than $75,000.
— Retail competitors include (a) Metro Center Mall (12.5 miles SW) and (b) Dogwood Festival (10 miles SE). However, Northpark is the
dominant retail property in the Jackson area.

„ Dover Mall and Dover Commons: Dover Mall is located one mile northwest of Dover, Delaware. Dover, the second largest city in
Delaware, is the state capital and the site of Dover Air Force Base. The Dover Mall’s trade area is quite large, encompassing Delaware,
Maryland and “DelMarVa”, the coastal areas of Delaware, Maryland and Virginia.
— The Properties are located near Dover Downs, the four-star hotel & casino and Dover International Speedway. This offers Dover Mall
merchants the opportunity to reach tourists attracted by NASCAR racing events and gaming activities. Two NASCAR race weekend
draw 250,000 visitors to the area twice each year.
— The 10-mile radius surrounding the Properties has a population of 96,000 people with an average household income of $54,700,
consistent with the average household income of Delaware.
— Dover Mall, the only regional mall within a 40-mile radius, is the dominant retail center in the area with comparable mall shop sales in
2008 of $364 psf.

— In the immediate vicinity, there are 10,000 employees at the Dover Air Force Base, four universities and some light manufacturing.

— The center’s tax free shopping draws people from surrounding states.

— According to the 2000 United States Census, approximately 32.8 million people live within 150 miles of the complex.

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Market Overview
Continued

„ The Esplanade: The Esplanade is located in Kenner, LA, fifteen miles from downtown New Orleans off of Interstate 10, along the bank of
Lake Pontchartrain. New Orleans International Airport is located approximately 1 mile south of the Property.
— The 10-mile radius surrounding The Esplanade has a population of 386,900 people with an average household income of $60,700,
slightly above the average household income for the State of Louisiana.
— Regional mall competition includes Lakeside Shopping Center (8 miles east), which targets a higher price-point market segment than
The Esplanade.
— There are 74,300 people working within five miles of The Esplanade.
— As of August 2007, FEMA had provided over $33 billion to the Gulf Coast States in the two years after Hurricane Katrina. Over $8.3
billion of Public Assistance funding has been made available to LA, MS and TX to reimburse expenses for emergency protective
measures, debris removal and infrastructure repair.1 As of August 2007, Louisiana residents had received a total of $1,581,534,140 in
Other Needs Assistance, a category that includes personal property, vehicle replacement, funeral, medical and dental assistance. 2
— In 2007, the City of New Orleans successfully restored critical city services, including restoring city-wide utilities, removing debris,
replacing street signs and filling potholes. In 2007, the city issued 179,000 building permits issued at a job value of $4.6 billion. Sales
tax collections reached 87 percent of pre-Katrina levels.
— City officials considered 2008 to be the year of the city’s full recovery. The city’s 2008 budget included the rebuilding of city facilities,
the creation of community assets such as walking trails, improved streetscapes and major roadway improvements.

1
As of August 2007, state governments had disbursed $4.6 billion of these funds and have the remaining $4.61 billion available for disbursement. Source: Gulf Coast Recovery Office.
2
FEMA fact sheet “Funding status, Louisiana” August 21 2007
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IV. Property Financial Information

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Property Financial Information

Portfolio Cash Flows1

2006 2007 2008 2009 Budget

Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF

Revenues
Base Rent 32,979,566 52.5% 18.13 31,851,241 51.2% 17.51 33,651,446 49.8% 18.50 32,459,000 48.5% 17.85

Overage / Percentage Rent 1,679,607 2.7% 0.92 962,761 1.5% 0.53 617,406 0.9% 0.34 617,000 0.9% 0.34
Kiosks / Temporary / Specialty 1,651,035 2.6% 0.91 3,856,183 6.2% 2.12 4,945,884 7.3% 2.72 5,805,000 8.7% 3.19
ATM/Sponsorship Income 673,459 1.1% 0.37 866,896 1.4% 0.48 898,186 1.3% 0.49 937,000 1.4% 0.52
Total Other Rent Income 4,004,101 6.4% 2.20 5,685,840 9.1% 3.13 6,461,476 9.6% 3.55 7,359,000 11.0% 4.05

Total Gross Potential Income 36,983,667 58.9% 20.34 37,537,081 60.4% 20.64 40,112,922 59.4% 22.06 39,818,000 59.5% 21.90

Reimbursables
Operating Expenses (CAM) 11,821,929 18.8% 6.50 13,270,726 21.3% 7.30 13,314,786 19.7% 7.32 13,250,000 19.8% 7.29
Real Estate Tax 5,229,858 8.3% 2.88 5,653,508 9.1% 3.11 5,060,720 7.5% 2.78 5,606,000 8.4% 3.08
Utilities 4,400,871 7.0% 2.42 3,719,435 6.0% 2.05 6,102,855 9.0% 3.36 5,970,000 8.9% 3.28
Promotion 1,734,235 2.8% 0.95 1,266,078 2.0% 0.70 1,897,303 2.8% 1.04 1,464,000 2.2% 0.81
Total Reimbursements 23,186,893 36.9% 12.75 23,909,747 38.5% 13.15 26,375,664 39.0% 14.50 26,290,000 39.3% 14.46

Miscellaneous Income 2,588,145 4.1% 1.42 728,032 1.2% 0.40 1,071,450 1.6% 0.59 836,000 1.2% 0.46
Total Other Income 2,588,145 4.1% 1.42 728,032 1.2% 0.40 1,071,450 1.6% 0.59 836,000 1.2% 0.46

Gross Revenue 62,758,705 100.0% 34.51 62,174,860 100.0% 34.19 67,560,036 100.0% 37.15 66,944,000 100.0% 36.81

Less Credit Loss (1,713,610) -2.7% (0.94) (390,093) -0.6% (0.21) (2,259,929) -3.3% (1.24) (394,000) -0.6% (0.22)
Effective Gross Revenue 61,045,095 97.3% 33.57 61,784,767 99.4% 33.97 65,300,107 96.7% 35.91 66,550,000 99.4% 36.59

Real Estate Taxes 7,035,602 11.5% 3.87 7,545,995 12.2% 4.15 7,485,824 11.5% 4.12 7,911,000 11.9% 4.35
Insurance 665,213 1.1% 0.37 1,202,231 1.9% 0.66 2,475,775 3.8% 1.36 1,222,000 1.8% 0.67
Utilities 5,274,544 8.6% 2.90 5,414,188 8.8% 2.98 5,957,629 9.1% 3.28 6,384,000 9.6% 3.51
Repairs & Maintenance 4,257,104 7.0% 2.34 3,917,891 6.3% 2.15 4,330,305 6.6% 2.38 3,999,000 6.0% 2.20
Janitorial 1,848,867 3.0% 1.02 2,037,058 3.3% 1.12 2,049,262 3.1% 1.13 2,105,000 3.2% 1.16
Management Fee 1,657,249 2.7% 0.91 1,749,392 2.8% 0.96 2,053,992 3.1% 1.13 2,050,000 3.1% 1.13
Payroll/Security 2,509,670 4.1% 1.38 2,493,988 4.0% 1.37 2,681,437 4.1% 1.47 2,714,000 4.1% 1.49
Promotion 2,166,237 3.5% 1.19 1,779,293 2.9% 0.98 2,259,907 3.5% 1.24 1,808,000 2.7% 0.99
Professional Fees 2,393,448 3.9% 1.32 581,091 0.9% 0.32 492,357 0.8% 0.27 566,000 0.9% 0.31
General and Administrative 3,049,373 5.0% 1.68 2,019,004 3.3% 1.11 1,725,508 2.6% 0.95 1,861,000 2.8% 1.02
Total Operating Expenses 30,857,307 50.5% 16.97 28,740,131 46.5% 15.80 31,511,996 48.3% 17.33 30,620,000 46.0% 16.84

Net Operating Income 30,187,788 49.5% 16.60 33,044,636 53.5% 18.17 33,788,111 51.7% 18.58 35,930,000 54.0% 19.76

1
To be consistent with accounting classifications of 2008 and 2009 Budget data, both 2006 and 2007 data have been adjusted to exclude income pertaining to items such as interest income, lease
termination fees, gain/loss on asset sales, etc.
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Property Financial Information

Cash Flows – Galleria at White Plains1

2006 2007 2008 2009 Budget

Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF

Revenues
Base Rent 10,230,352 52.8% 18.61 9,646,848 48.8% 17.55 10,207,436 47.3% 18.57 10,468,000 46.8% 19.05

Overage / Percentage Rent 99,147 0.5% 0.18 104,588 0.5% 0.19 126,555 0.6% 0.23 128,000 0.6% 0.23
Kiosks / Temporary / Specialty 482,246 2.5% 0.88 1,051,835 5.3% 1.91 1,178,814 5.5% 2.14 1,457,000 6.5% 2.65
ATM/Sponsorship Income 157,475 0.8% 0.29 220,047 1.1% 0.40 289,685 1.3% 0.53 315,000 1.4% 0.57
Total Other Rent Income 738,868 3.8% 1.34 1,376,470 7.0% 2.50 1,595,054 7.4% 2.90 1,900,000 8.5% 3.46

Total Gross Potential Income 10,969,220 56.6% 19.96 11,023,318 55.7% 20.06 11,802,490 54.6% 21.48 12,368,000 55.3% 22.50

Reimbursables
Operating Expenses (CAM) 3,372,154 17.4% 6.14 3,931,707 19.9% 7.15 3,560,638 16.5% 6.48 3,745,000 16.7% 6.81
Real Estate Tax 3,314,654 17.1% 6.03 3,586,074 18.1% 6.52 3,533,709 16.4% 6.43 3,812,000 17.0% 6.94
Utilities 934,821 4.8% 1.70 613,687 3.1% 1.12 1,514,697 7.0% 2.76 1,613,000 7.2% 2.93
Promotion 574,926 3.0% 1.05 341,803 1.7% 0.62 700,653 3.2% 1.27 470,000 2.1% 0.86
Total Reimbursements 8,196,555 42.3% 14.91 8,473,271 42.8% 15.42 9,309,697 43.1% 16.94 9,640,000 43.1% 17.54

Miscellaneous Income 213,993 1.1% 0.39 280,658 1.4% 0.51 487,512 2.3% 0.89 358,000 1.6% 0.65
Total Other Income 213,993 1.1% 0.39 280,658 1.4% 0.51 487,512 2.3% 0.89 358,000 1.6% 0.65

Gross Revenue 19,379,768 100.0% 35.26 19,777,247 100.0% 35.99 21,599,699 100.0% 39.30 22,366,000 100.0% 40.70

Less Credit Loss (485,366) -2.5% (0.88) (325,644) -1.6% (0.59) (1,164,004) -5.4% (2.12) (122,000) -0.5% (0.22)
Effective Gross Revenue 18,894,402 97.5% 34.38 19,451,603 98.4% 35.39 20,435,695 94.6% 37.18 22,244,000 99.5% 40.47

Real Estate Taxes 4,760,895 25.2% 8.66 5,102,318 26.2% 9.28 5,445,135 26.6% 9.91 5,784,000 26.0% 10.52
Insurance 152,205 0.8% 0.28 183,311 0.9% 0.33 262,433 1.3% 0.48 289,000 1.3% 0.53
Utilities 1,802,230 9.5% 3.28 1,516,857 7.8% 2.76 1,773,165 8.7% 3.23 1,613,000 7.3% 2.93
Repairs & Maintenance 1,152,812 6.1% 2.10 1,583,542 8.1% 2.88 1,515,618 7.4% 2.76 1,509,000 6.8% 2.75
Janitorial 927,080 4.9% 1.69 974,393 5.0% 1.77 949,397 4.6% 1.73 1,000,000 4.5% 1.82
Management Fee 501,570 2.7% 0.91 513,790 2.6% 0.93 694,705 3.4% 1.26 732,000 3.3% 1.33
Payroll/Security 792,005 4.2% 1.44 789,973 4.1% 1.44 858,558 4.2% 1.56 882,000 4.0% 1.60
Promotion 681,072 3.6% 1.24 477,671 2.5% 0.87 803,424 3.9% 1.46 574,000 2.6% 1.04
Professional Fees 1,517,967 8.0% 2.76 101,418 0.5% 0.18 135,976 0.7% 0.25 83,000 0.4% 0.15
General and Administrative 806,189 4.3% 1.47 553,129 2.8% 1.01 416,199 2.0% 0.76 468,000 2.1% 0.85
Total Operating Expenses 13,094,025 69.3% 23.82 11,796,402 60.6% 21.46 12,854,610 62.9% 23.39 12,934,000 58.1% 23.53

Net Operating Income 5,800,377 30.7% 10.55 7,655,201 39.4% 13.93 7,581,085 37.1% 13.79 9,310,000 41.9% 16.94

1
To be consistent with accounting classifications of 2008 and 2009 Budget data, both 2006 and 2007 data have been adjusted to exclude income pertaining to items such as interest income, lease
termination fees, gain/loss on asset sales, etc.
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Property Financial Information

Rent Roll – Galleria at White Plains1

Base Expense Total Base

Expiration Annual Total
Tenant Suite # SF Start Date Rent Reimb Rent +
Date Base Rent Reimb
PSF Type Reimb
H&M XC 26,511 01/15/2001 05/14/2011 42.17 1,117,969 NNN 569,372 1,687,341
Victoria's Secret 314A 7,600 01/29/2007 01/31/2018 49.74 378,024 NNN 25,268 403,292
Charlotte Russe 210 6,500 06/20/2006 01/31/2017 49.69 322,985 NNN 19,021 342,006
New York & Company 305 9,955 05/22/1992 01/31/2011 32.00 318,560 NNN 522,851 841,411
Old Navy 422 15,438 04/14/1997 01/31/2010 15.00 231,570 NNN 294,247 525,817
Foot Locker 425 5,280 06/04/1997 01/31/2009 42.00 221,760 NNN 222,661 444,421
Sears XA 227,316 03/18/2003 08/31/2013 0.92 210,000 NNN 90,987 300,987
Footaction USA 338 5,034 03/12/1997 01/31/2011 40.00 201,360 NNN 146,798 348,158
Ann Taylor Loft 357 6,332 03/26/1999 04/30/2010 31.00 196,296 NNN 167,888 364,184
Bath & Body Works 473A 3,252 01/17/2007 01/31/2018 55.35 179,998 NNN 605 180,603

Total 313,218 10.79 3,378,522 2,059,697 5,438,219

1
All data is per the Borrower’s December 2008 rent roll and represents the top 10 tenants sorted by annual base rent in descending order.

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Property Financial Information

Cash Flows – Northpark Mall1

2006 2007 2008 2009 Budget

Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF

Revenues
Base Rent 8,201,937 51.9% 26.27 7,790,448 49.9% 24.95 7,995,963 48.2% 25.61 7,678,000 47.3% 24.59

Overage / Percentage Rent 272,976 1.7% 0.87 196,587 1.3% 0.63 174,985 1.1% 0.56 97,000 0.6% 0.31
Kiosks / Temporary / Specialty 515,158 3.3% 1.65 1,078,318 6.9% 3.45 1,461,181 8.8% 4.68 1,685,000 10.4% 5.40
ATM/Sponsorship Income 132,049 0.8% 0.42 146,821 0.9% 0.47 178,787 1.1% 0.57 120,000 0.7% 0.38
Total Other Rent Income 920,183 5.8% 2.95 1,421,726 9.1% 4.55 1,814,953 10.9% 5.81 1,902,000 11.7% 6.09

Total Gross Potential Income 9,122,120 57.8% 29.21 9,212,174 59.1% 29.50 9,810,916 59.1% 31.42 9,580,000 59.0% 30.68

Reimbursables
Operating Expenses (CAM) 3,067,892 19.4% 9.82 3,490,684 22.4% 11.18 3,890,829 23.5% 12.46 3,514,000 21.7% 11.25
Real Estate Tax 707,361 4.5% 2.27 773,666 5.0% 2.48 700,598 4.2% 2.24 671,000 4.1% 2.15
Utilities 2,071,708 13.1% 6.63 1,657,866 10.6% 5.31 1,582,207 9.5% 5.07 1,940,000 12.0% 6.21
Promotion 456,055 2.9% 1.46 343,295 2.2% 1.10 474,680 2.9% 1.52 383,000 2.4% 1.23
Total Reimbursements 6,303,016 39.9% 20.18 6,265,511 40.2% 20.06 6,648,314 40.1% 21.29 6,508,000 40.1% 20.84

Miscellaneous Income 367,502 2.3% 1.18 119,708 0.8% 0.38 130,649 0.8% 0.42 138,000 0.9% 0.44
Total Other Income 367,502 2.3% 1.18 119,708 0.8% 0.38 130,649 0.8% 0.42 138,000 0.9% 0.44

Gross Revenue 15,792,638 100.0% 50.57 15,597,393 100.0% 49.95 16,589,879 100.0% 53.13 16,226,000 100.0% 51.96

Less Credit Loss (108,154) -0.7% (0.35) (179,189) -1.1% (0.57) (97,767) -0.6% (0.31) (96,000) -0.6% (0.31)
Effective Gross Revenue 15,684,484 99.3% 50.23 15,418,204 98.9% 49.37 16,492,112 99.4% 52.81 16,130,000 99.4% 51.65

Real Estate Taxes 817,108 5.2% 2.62 827,972 5.4% 2.65 785,028 4.8% 2.51 821,000 5.1% 2.63
Insurance 144,961 0.9% 0.46 383,648 2.5% 1.23 1,032,125 6.3% 3.31 365,000 2.3% 1.17
Utilities 1,569,990 10.0% 5.03 1,393,863 9.0% 4.46 1,465,459 8.9% 4.69 1,961,000 12.2% 6.28
Repairs & Maintenance 886,248 5.7% 2.84 834,204 5.4% 2.67 924,862 5.6% 2.96 892,000 5.5% 2.86
Janitorial 317,400 2.0% 1.02 341,971 2.2% 1.10 357,759 2.2% 1.15 328,000 2.0% 1.05
Management Fee 430,493 2.7% 1.38 449,649 2.9% 1.44 495,643 3.0% 1.59 489,000 3.0% 1.57
Payroll/Security 619,543 4.0% 1.98 630,422 4.1% 2.02 669,749 4.1% 2.14 680,000 4.2% 2.18
Promotion 632,456 4.0% 2.03 472,256 3.1% 1.51 579,059 3.5% 1.85 475,000 2.9% 1.52
Professional Fees 207,853 1.3% 0.67 157,593 1.0% 0.50 80,498 0.5% 0.26 125,000 0.8% 0.40
General and Administrative 725,806 4.6% 2.32 486,751 3.2% 1.56 459,018 2.8% 1.47 488,000 3.0% 1.56
Total Operating Expenses 6,351,858 40.5% 20.34 5,978,329 38.8% 19.14 6,849,200 41.5% 21.93 6,624,000 41.1% 21.21

Net Operating Income 9,332,626 59.5% 29.89 9,439,875 61.2% 30.23 9,642,912 58.5% 30.88 9,506,000 58.9% 30.44

1
To be consistent with accounting classifications of 2008 and 2009 Budget data, both 2006 and 2007 data have been adjusted to exclude income pertaining to items such as interest income, lease
termination fees, gain/loss on asset sales, etc.
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Property Financial Information

Rent Roll – Northpark Mall1

Expiration Base Rent Annual Expense Total Base

Tenant Suite # SF Start Date Total Reimb
Date PSF Base Rent Reimb Type Rent + Reimb
Gap/Gap Kids/Baby Gap 204 8,785 03/06/1995 05/31/2009 39.00 342,615 NNN 176,258 518,873
Abercrombie & Fitch 1308 10,600 10/07/1996 06/30/2009 23.00 243,800 NNN 219,368 463,168
Express 228 8,730 03/24/2004 05/31/2014 27.00 235,710 NNN 170,754 406,464
American Eagle Outfitters 1116A 7,514 06/04/2008 01/31/2019 30.00 225,420 NNN 162,468 387,888
The Shoe Department 502 6,279 09/13/1993 02/29/2012 30.00 188,370 NNN 38,791 227,161
Hollister Co. 824 7,131 02/14/2002 01/31/2013 26.00 185,406 NNN 125,834 311,240
The Buckle 724 5,112 05/20/2008 01/31/2019 34.00 173,808 NNN 120,184 293,992
Charlotte Russe 1412 6,660 12/22/2005 04/30/2016 25.00 166,500 NNN 150,423 316,923
LensCrafters 242 6,500 12/31/2008 02/28/2018 25.00 162,500 NNN 167,007 329,507
The Limited 816 7,280 02/04/1994 01/31/2011 22.00 160,160 NNN 131,976 292,136

Total 74,591 27.94 2,084,289 1,463,064 3,547,353

1
All data is per the Borrower’s December 2008 rent roll and represents the top 10 tenants sorted by annual base rent in descending order.

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Property Financial Information

Cash Flows – Esplanade Mall1

2006 2007 2008 2009 Budget

Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF

Revenues
Base Rent 7,167,912 47.5% 17.83 6,646,097 48.6% 16.53 7,687,713 47.4% 19.12 6,894,000 46.6% 17.15

Overage / Percentage Rent 759,384 5.0% 1.89 316,432 2.3% 0.79 21,258 0.1% 0.05 34,000 0.2% 0.08
Kiosks / Temporary / Specialty 457,950 3.0% 1.14 940,399 6.9% 2.34 1,214,535 7.5% 3.02 1,348,000 9.1% 3.35
ATM/Sponsorship Income 131,068 0.9% 0.33 183,294 1.3% 0.46 156,983 1.0% 0.39 187,000 1.3% 0.47
Total Other Rent Income 1,348,402 8.9% 3.35 1,440,125 10.5% 3.58 1,392,776 8.6% 3.46 1,569,000 10.6% 3.90

Total Gross Potential Income 8,516,314 56.4% 21.19 8,086,222 59.1% 20.12 9,080,489 55.9% 22.59 8,463,000 57.3% 21.05

Reimbursables
Operating Expenses (CAM) 2,788,842 18.5% 6.94 3,333,263 24.4% 8.29 3,387,600 20.9% 8.43 3,366,000 22.8% 8.37
Real Estate Tax 602,165 4.0% 1.50 619,778 4.5% 1.54 532,340 3.3% 1.32 481,000 3.3% 1.20
Utilities 1,201,521 8.0% 2.99 1,198,118 8.8% 2.98 2,657,337 16.4% 6.61 2,025,000 13.7% 5.04
Promotion 391,766 2.6% 0.97 315,211 2.3% 0.78 374,470 2.3% 0.93 322,000 2.2% 0.80
Total Reimbursements 4,984,294 33.0% 12.40 5,466,370 40.0% 13.60 6,951,747 42.8% 17.29 6,194,000 41.9% 15.41

Miscellaneous Income 1,588,922 10.5% 3.95 122,701 0.9% 0.31 203,512 1.3% 0.51 123,000 0.8% 0.31
Total Other Income 1,588,922 10.5% 3.95 122,701 0.9% 0.31 203,512 1.3% 0.51 123,000 0.8% 0.31

Gross Revenue 15,089,530 100.0% 37.54 13,675,293 100.0% 34.02 16,235,748 100.0% 40.39 14,780,000 100.0% 36.77

Less Credit Loss (701,464) -4.6% (1.74) 177,070 1.3% 0.44 (528,537) -3.3% (1.31) (85,000) -0.6% (0.21)
Effective Gross Revenue 14,388,066 95.4% 35.79 13,852,363 101.3% 34.46 15,707,211 96.7% 39.07 14,695,000 99.4% 36.56

Real Estate Taxes 783,927 5.4% 1.95 682,974 4.9% 1.70 655,775 4.2% 1.63 582,000 4.0% 1.45
Insurance 229,298 1.6% 0.57 459,828 3.3% 1.14 873,683 5.6% 2.17 427,000 2.9% 1.06
Utilities 1,574,088 10.9% 3.92 1,684,963 12.2% 4.19 1,972,661 12.6% 4.91 1,948,000 13.3% 4.85
Repairs & Maintenance 1,058,498 7.4% 2.63 885,032 6.4% 2.20 1,107,696 7.1% 2.76 948,000 6.5% 2.36
Janitorial 300,174 2.1% 0.75 349,012 2.5% 0.87 382,673 2.4% 0.95 384,000 2.6% 0.96
Management Fee 358,965 2.5% 0.89 386,337 2.8% 0.96 480,899 3.1% 1.20 442,000 3.0% 1.10
Payroll/Security 572,662 4.0% 1.42 577,399 4.2% 1.44 591,022 3.8% 1.47 617,000 4.2% 1.53
Promotion 513,049 3.6% 1.28 467,322 3.4% 1.16 455,644 2.9% 1.13 398,000 2.7% 0.99
Professional Fees 419,619 2.9% 1.04 148,492 1.1% 0.37 106,476 0.7% 0.26 217,000 1.5% 0.54
General and Administrative 774,363 5.4% 1.93 437,064 3.2% 1.09 480,403 3.1% 1.20 476,000 3.2% 1.18
Total Operating Expenses 6,584,643 45.8% 16.38 6,078,423 43.9% 15.12 7,106,932 45.2% 17.68 6,439,000 43.8% 16.02

Net Operating Income 7,803,423 54.2% 19.41 7,773,940 56.1% 19.34 8,600,279 54.8% 21.39 8,256,000 56.2% 20.54

1
To be consistent with accounting classifications of 2008 and 2009 Budget data, both 2006 and 2007 data have been adjusted to exclude income pertaining to items such as interest income, lease
termination fees, gain/loss on asset sales, etc.
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Property Financial Information

Rent Roll – Esplanade Mall1

Expiration Base Rent Annual Expense Total Base

Tenant Suite # SF Start Date Total Reimb
Date PSF Base Rent Reimb Type Rent + Reimb
Limited/Limited Too 228 13,004 01/11/1994 03/31/2009 24.00 312,096 NNN 288,960 601,056
The Gap/Gap Kids 1408 10,621 03/01/2001 01/31/2012 28.26 300,150 NNN 31,169 331,319
Old Navy 1702 14,372 01/28/1998 01/31/2014 15.50 222,768 NNN 141,483 364,251
Footaction USA 2206 9,031 04/13/2007 01/31/2011 23.00 207,713 NNN 237,348 445,062
Dillard's Men Store XB 46,600 08/12/1992 09/30/2011 3.75 174,750 NNN 13,980 188,730
Victoria's Secret 303 6,830 10/06/1993 01/31/2016 25.00 170,750 NNN 111,175 281,925
LensCrafters 2020 6,397 10/24/1996 01/31/2013 25.00 159,925 NNN 90,138 250,063
Hollister Co. 1104 7,125 11/24/2003 01/31/2014 22.00 156,750 NNN 196,041 352,791
Charlotte Russe 414 6,022 05/20/2005 07/31/2015 24.04 144,769 NNN 145,738 290,507
Ann Taylor Loft 324 6,146 06/19/2001 01/31/2012 22.37 137,500 NNN 138,522 276,021

Total 126,148 15.75 1,987,170 1,394,555 3,381,725

1
All data is per the Borrower’s December 2008 rent roll and represents the top 10 tenants sorted by annual base rent in descending order.

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Property Financial Information

Cash Flows – Dover Mall1

2006 2007 2008 2009 Budget

Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF

Revenues
Base Rent 6,723,679 57.4% 13.37 7,114,558 57.7% 14.14 6,971,842 57.2% 13.86 6,772,000 53.2% 13.46

Overage / Percentage Rent 547,387 4.7% 1.09 345,154 2.8% 0.69 294,608 2.4% 0.59 358,000 2.8% 0.71
Kiosks / Temporary / Specialty 195,681 1.7% 0.39 785,631 6.4% 1.56 1,091,354 8.9% 2.17 1,285,000 10.1% 2.55
ATM/Sponsorship Income 252,867 2.2% 0.50 316,734 2.6% 0.63 272,731 2.2% 0.54 315,000 2.5% 0.63
Total Other Rent Income 995,935 8.5% 1.98 1,447,519 11.7% 2.88 1,658,693 13.6% 3.30 1,958,000 15.4% 3.89

Total Gross Potential Income 7,719,614 66.0% 15.35 8,562,077 69.5% 17.02 8,630,535 70.8% 17.16 8,730,000 68.6% 17.35

Reimbursables
Operating Expenses (CAM) 2,508,631 21.4% 4.99 2,433,238 19.7% 4.84 2,380,401 19.5% 4.73 2,512,000 19.7% 4.99
Real Estate Tax 563,041 4.8% 1.12 613,783 5.0% 1.22 260,889 2.1% 0.52 596,000 4.7% 1.18
Utilities 191,946 1.6% 0.38 248,963 2.0% 0.49 347,762 2.9% 0.69 392,000 3.1% 0.78
Promotion 311,488 2.7% 0.62 261,382 2.1% 0.52 341,575 2.8% 0.68 283,000 2.2% 0.56
Total Reimbursements 3,575,106 30.5% 7.11 3,557,366 28.9% 7.07 3,330,627 27.3% 6.62 3,783,000 29.7% 7.52

Miscellaneous Income 409,003 3.5% 0.81 203,558 1.7% 0.40 234,777 1.9% 0.47 217,000 1.7% 0.43
Total Other Income 409,003 3.5% 0.81 203,558 1.7% 0.40 234,777 1.9% 0.47 217,000 1.7% 0.43

Gross Revenue 11,703,723 100.0% 23.27 12,323,001 100.0% 24.50 12,195,939 100.0% 24.25 12,730,000 100.0% 25.31

Less Credit Loss (389,374) -3.3% (0.77) (41,342) -0.3% (0.08) (466,834) -3.8% (0.93) (84,000) -0.7% (0.17)
Effective Gross Revenue 11,314,349 96.7% 22.49 12,281,659 99.7% 24.42 11,729,105 96.2% 23.32 12,646,000 99.3% 25.14

Real Estate Taxes 623,591 5.5% 1.24 869,329 7.1% 1.73 560,282 4.8% 1.11 675,000 5.3% 1.34
Insurance 132,539 1.2% 0.26 164,025 1.3% 0.33 298,416 2.5% 0.59 134,000 1.1% 0.27
Utilities 298,223 2.6% 0.59 800,545 6.5% 1.59 716,942 6.1% 1.43 832,000 6.6% 1.65
Repairs & Maintenance 1,130,205 10.0% 2.25 589,675 4.8% 1.17 744,887 6.4% 1.48 606,000 4.8% 1.20
Janitorial 304,213 2.7% 0.60 371,682 3.0% 0.74 354,499 3.0% 0.70 381,000 3.0% 0.76
Management Fee 339,742 3.0% 0.68 372,950 3.0% 0.74 354,392 3.0% 0.70 360,000 2.8% 0.72
Payroll/Security 522,134 4.6% 1.04 487,619 4.0% 0.97 535,735 4.6% 1.07 506,000 4.0% 1.01
Promotion 337,829 3.0% 0.67 361,866 2.9% 0.72 420,433 3.6% 0.84 353,000 2.8% 0.70
Professional Fees 191,018 1.7% 0.38 169,767 1.4% 0.34 122,545 1.0% 0.24 104,000 0.8% 0.21
General and Administrative 733,035 6.5% 1.46 533,804 4.3% 1.06 366,331 3.1% 0.73 420,000 3.3% 0.83
Total Operating Expenses 4,612,529 40.8% 9.17 4,721,262 38.4% 9.39 4,474,462 38.1% 8.90 4,371,000 34.6% 8.69

Net Operating Income 6,701,820 59.2% 13.32 7,560,397 61.6% 15.03 7,254,643 61.9% 14.42 8,275,000 65.4% 16.45

1
To be consistent with accounting classifications of 2008 and 2009 Budget data, both 2006 and 2007 data have been adjusted to exclude income pertaining to items such as interest income, lease
termination fees, gain/loss on asset sales, etc.
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Property Financial Information

Rent Roll – Dover Mall1

Expense
Expiration Base Rent Annual Total Total Base
Tenant Suite # SF Start Date Reimb
Date PSF Base Rent Reimb Rent + Reimb
Type
Old Navy XC 20,647 05/24/2000 01/31/2011 16.00 330,352 NNN 71,948 402,300
Carmike Cinemas XB 42,703 03/31/1999 01/31/2019 6.60 281,750 NNN 193,149 474,899
Sears XF 111,309 05/01/1981 08/31/2012 2.38 264,359 NNN 39,862 304,221
Macy's XA 139,907 06/09/1981 08/31/2052 1.61 225,000 NNN 62,958 287,958
Zales Jewelers 2008 2,882 03/14/2005 12/31/2015 62.46 180,000 NNN 18,898 198,898
fye 1036 7,055 07/09/1998 01/31/2010 23.86 168,336 NNN 132,732 301,068
Victoria's Secret 2024 6,168 02/24/2006 01/31/2017 25.00 154,200 NNN 114,119 268,319
Wilmington Savings Fund AT07 9 06/15/2008 12/31/2013 16,666.67 150,000 NNN 0 150,000
The Shoe Department 5028 6,082 03/29/2002 06/14/2012 23.94 145,603 NNN 157,329 302,932
Sarku Japan 3072 1,636 01/19/2000 12/31/2016 81.00 132,516 NNN 34,166 166,682

Total 338,398 6.01 2,032,116 825,160 2,857,276

1
All data is per the Borrower’s December 2008 rent roll and represents the top 10 tenants sorted by annual base rent in descending order.

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Property Financial Information

Cash Flows – Dover Commons1

2006 2007 2008 2009 Budget

Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF Total $ % Gross PSF

Revenues
Base Rent 655,686 82.7% 12.69 653,290 81.5% 12.64 788,492 84.0% 15.25 647,000 76.8% 12.52

Overage / Percentage Rent 713 0.1% 0.01 0 0.0% 0.00 0 0.0% 0.00 0 0.0% 0.00
Kiosks / Temporary / Specialty 0 0.0% 0.00 0 0.0% 0.00 0 0.0% 0.00 30,000 3.6% 0.58
ATM/Sponsorship Income 0 0.0% 0.00 0 0.0% 0.00 0 0.0% 0.00 0 0.0% 0.00
Total Other Rent Income 713 0.1% 0.01 0 0.0% 0.00 0 0.0% 0.00 30,000 3.6% 0.58

Total Gross Potential Income 656,399 82.8% 12.70 653,290 81.5% 12.64 788,492 84.0% 15.25 677,000 80.4% 13.10

Reimbursables
Operating Expenses (CAM) 84,410 10.6% 1.63 81,834 10.2% 1.58 95,318 10.2% 1.84 113,000 13.4% 2.19
Real Estate Tax 42,637 5.4% 0.82 60,207 7.5% 1.16 33,184 3.5% 0.64 46,000 5.5% 0.89
Utilities 875 0.1% 0.02 801 0.1% 0.02 852 0.1% 0.02 0 0.0% 0.00
Promotion 0 0.0% 0.00 4,387 0.5% 0.08 5,925 0.6% 0.11 6,000 0.7% 0.12
Total Reimbursements 127,922 16.1% 2.47 147,229 18.4% 2.85 135,279 14.4% 2.62 165,000 19.6% 3.19

Miscellaneous Income 8,725 1.1% 0.17 1,407 0.2% 0.03 15,000 1.6% 0.29 0 0.0% 0.00
Total Other Income 8,725 1.1% 0.17 1,407 0.2% 0.03 15,000 1.6% 0.29 0 0.0% 0.00

Gross Revenue 793,046 100.0% 15.34 801,926 100.0% 15.51 938,771 100.0% 18.16 842,000 100.0% 16.29

Less Credit Loss (29,252) -3.7% (0.57) (20,988) -2.6% (0.41) (2,787) -0.3% (0.05) (7,000) -0.8% (0.14)
Effective Gross Revenue 763,794 96.3% 14.78 780,938 97.4% 15.11 935,984 99.7% 18.11 835,000 99.2% 16.15

Real Estate Taxes 50,081 6.6% 0.97 63,402 8.1% 1.23 39,604 4.2% 0.77 49,000 5.9% 0.95
Insurance 6,210 0.8% 0.12 11,419 1.5% 0.22 9,118 1.0% 0.18 7,000 0.8% 0.14
Utilities 30,013 3.9% 0.58 17,960 2.3% 0.35 29,402 3.1% 0.57 30,000 3.6% 0.58
Repairs & Maintenance 29,341 3.8% 0.57 25,438 3.3% 0.49 37,242 4.0% 0.72 44,000 5.3% 0.85
Janitorial 0 0.0% 0.00 0 0.0% 0.00 4,934 0.5% 0.10 12,000 1.4% 0.23
Management Fee 26,479 3.5% 0.51 26,666 3.4% 0.52 28,353 3.0% 0.55 27,000 3.2% 0.52
Payroll/Security 3,326 0.4% 0.06 8,575 1.1% 0.17 26,373 2.8% 0.51 29,000 3.5% 0.56
Promotion 1,831 0.2% 0.04 178 0.0% 0.00 1,347 0.1% 0.03 8,000 1.0% 0.15
Professional Fees 56,991 7.5% 1.10 3,821 0.5% 0.07 46,862 5.0% 0.91 37,000 4.4% 0.72
General and Administrative 9,980 1.3% 0.19 8,256 1.1% 0.16 3,557 0.4% 0.07 9,000 1.1% 0.17
Total Operating Expenses 214,252 28.1% 4.15 165,715 21.2% 3.21 226,792 24.2% 4.39 252,000 30.2% 4.88

Net Operating Income 549,542 71.9% 10.63 615,223 78.8% 11.90 709,192 75.8% 13.72 583,000 69.8% 11.28

1
To be consistent with accounting classifications of 2008 and 2009 Budget data, both 2006 and 2007 data have been adjusted to exclude income pertaining to items such as interest income, lease
termination fees, gain/loss on asset sales, etc.
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Property Financial Information

Rent Roll – Dover Commons1

Expense
Expiration Base Rent Annual Total Total Base
Tenant Suite # SF Start Date Reimb
Date PSF Base Rent Reimb Rent + Reimb
Type
Pier 1 Imports 150 8,956 03/11/1988 02/28/2009 17.00 152,252 NNN 16,046 168,298
Chuck E. Cheese's 100 10,724 06/27/2002 01/31/2013 9.79 105,000 NNN 34,272 139,272
Catherine's 125 3,226 03/18/1992 04/30/2011 17.50 56,455 NNN 19,785 76,239
Armed Forces Recruiting 131 2,591 05/02/2007 12/16/2011 19.00 49,229 NNN 0 49,229
Once Upon a Child 117 2,400 06/26/2006 07/31/2011 19.00 45,600 NNN 9,552 55,152
Play It Again Sports 105 2,987 09/27/1993 11/30/2013 15.07 45,014 NNN 10,579 55,593
Plato's Closet 121 2,404 03/11/2008 01/31/2014 18.00 43,272 NNN 7,693 50,965
Unisex Palace 103 1,608 08/10/1999 08/31/2009 22.00 35,376 NNN 9,616 44,992
Quizno's Classic Subs 113 1,400 03/24/2008 04/30/2013 23.00 32,200 NNN 7,140 39,340
Papa John's Pizza 111 1,260 07/30/1998 10/31/2011 25.00 31,500 NNN 6,836 38,336

Total 37,556 15.87 595,898 121,518 717,416

1
All data is per the Borrower’s December 2008 rent roll and represents the top 10 tenants sorted by annual base rent in descending order.

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V. Sponsorship

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Sponsorship
Sponsorship and Property Manager

„ Simon Property Group (NYSE: SPG)

The Simon Property Group (“SPG”) is an S&P 500 company and the largest public U.S. real estate company. SPG is a fully
integrated real estate company which operates from five retail real estate platforms: regional malls, Premium Outlet Centers,
The Mills, community/lifestyle centers and international properties. Within these platforms, nearly all retail distribution channels
are represented - from community centers to power centers to lifestyle centers to Premium Outlet Centers to value-oriented
regional malls to mega-town centers and super-regional malls. SPG’s strategy is to have a significant presence in each of these
elements of the retail real estate spectrum. SPG currently owns or has an interest in 386 properties comprising 262 million
square feet of gross leasable area in North America, Europe and Asia. The Company's current total market capitalization is
approximately $10.7 billion. The Company is headquartered in Indianapolis, Indiana and employs more than 5,000 people
worldwide.
For the fourth quarter 2008, SPG posted $507 million in funds from operations, up 6.5 percent from a year ago. Net income,
meanwhile, jumped 28.6 percent for the quarter, to $145.2 million. SPG said it will pay out 90 percent of its fourth-quarter
dividend in stock, and says the move will allow it to retain $925 million in cash this year.

„ Farallon Capital Management

Farallon Capital Management, L.L.C. ("Farallon") is a global, San Francisco-based investment management company that
manages discretionary equity capital of more than $26 billion, largely from institutional investors such as university endowments,
foundations, and pension plans. Farallon was founded in March 1986 by Thomas F. Steyer. Farallon invests in public and private
debt and equity securities, direct investments in private companies and real estate. Farallon invests in real estate across all asset
classes around the world, including the United States, Europe, Latin America and India.

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Sponsorship
SPG Investment Strategy

Revenue Enhancing Opportunities from Simon Business Ventures

„ Passive Management under Previous Ownership: In late 2005, the discovery of accounting irregularities at the Mills Corporation led to a
sharp decline in Mills’ overall valuation. Mills struggled to meet its obligations related to various development projects and its financial
difficulties made it difficult for Mills to actively manage this portfolio of malls.

„ Strong National Sponsor: SPG is the largest shopping center owner, manager, developer, and marketer in the United States. Through its
extensive network of approximately 324 properties though-out the U.S, SPG generates over $60 billion in annual retail sales and enjoys a
strong presence in the top 25 metro areas. Each year, Americans make approximately 2.8 billion shopper visits to SPG U.S. properties.

„ Simon Brand Ventures: SPG will capitalize on its Simon Brand Ventures (SBV) platform, a division of Simon Property Group that was
established to provide methods for retailers and consumer businesses to take advantage of the expansive consumer reach that SPG malls
provide. SBV drives all SPG consumer-marketing activities and has pioneered the “mall as media” model that affords marketers
extraordinary opportunities to bring their brands to life on-mall. This group has developed innovative national, regional and local marketing
programs targeting key demographic grounds in nontraditional ways. Examples of SB ventures include OnSpot Digital Network, high-
definition digital screens with full sight, sound, and motion capabilities deliver advertising, mall content, and fashion and lifestyle
programming, and other on-mall media opportunities including Sky Banners, Backlit Indoor Billboards, Posters, Door Clings, Table Tops,
and outdoor opportunities including WallScapes and Outdoor Digital ads.

„ Simon Giftcard: SPG is also rolling out its Simon Giftcard program at each of the malls. Simon’s Giftcard program expanded nationally in
2003 and quickly became the best-selling Visa giftcard program in the world. Its usage helps lengthen the peak shopping seasons and
results in fewer merchandise returns, which in turn increases retailers’ profitability.

„ National Leasing Platform: SPG has well-established relationships with 4,200 retailers across the United States. SPG’s experiences
leasing team is leveraging the company’s strong national relationships to drive occupancy across the portfolio and to optimize the tenant
mix at each of the malls.

„ Cost Efficiencies: Cost savings will be achieved through regional synergies and economies of scale created across SPG’s large portfolio.
Rather than outsourcing certain service functions (such as trash removal) to third party vendors, SPG performs these functions in house for
significant cost savings.

„ Fixed CAM: SPG is transitioning each mall from pro rata to fixed cam, which is more profitable for SPG.

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