POWER OF ATTORNEY

     Know all by these  presents,  that the undersigned  hereby  constitutes and
appoints   Thomas  J.   Guerrieri  Jr.,  the   undersigned's   true  and  lawful
attorney-in-fact to:

         (1)      execute for and on behalf of the undersigned, in the
                  undersigned's capacity as an officer and/or director of Tanger
                  Factory Outlet Centers, Inc. (the "Company"), Forms 3, 4, and
                  5 in accordance with Section 16(a) of the Securities Exchange
                  Act of 1934 and the rules thereunder, and Form 144 in
                  accordance with Rule 144 of the Securities Act of 1933 and the
                  rules thereunder;

         (2)      do and perform any and all acts for and on behalf of the
                  undersigned which may be necessary or desirable to complete
                  and execute any such Form 3, 4, 5, or 144, complete and
                  execute any amendment or amendments thereto, and timely file
                  such form with the United States Securities and Exchange
                  Commission and any stock exchange or similar authority; and

         (3)      take any other action of any type whatsoever in connection
                  with the foregoing which, in the opinion of such
                  attorney-in-fact, may be of benefit to, in the best interest
                  of, or legally required by, the undersigned, it being
                  understood that the documents executed by such
                  attorney-in-fact on behalf of the undersigned pursuant to this
                  Power of Attorney shall be in such form and shall contain such
                  terms and conditions as such attorney-in-fact may approve in
                  such attorney-in-fact's discretion.

            The undersigned hereby grants to such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorney-in-fact, in serving in such capacity at the request of the
undersigned, is not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934 or Rule 144 of the Securities Act of 1933.

            This Power of Attorney shall remain in full force and effect until
the undersigned is no longer required to file Forms 3, 4, 5, and 144 with
respect to the undersigned's holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.

                     IN WITNESS WHEREOF, the undersigned has caused this Power
of Attorney to be executed as of this 28th day of April 2004.


                                    /s/ James F. Williams
                                    Signature

                                    James F. Williams
                                    Print Name