Exhibit 23.2







                        CONSENT OF INDEPENDENT AUDITORS



We consent to the  incorporation  by reference in  Registration  Statements Nos.
33-73376,  333-04295,  333-41768,  and  333-88914  on Form S-8 and  Registration
Statements Nos. 33-92218, 333-62830, 333-90395, 333-47041, 333-97831, 333-104882
and  333-108947 on Form S-3 of CBL & Associates  Properties,  Inc. of our report
dated December 21, 2005 (which report includes an explanatory paragraph relating
to the purpose of such financial statement) on the Statement of Certain Revenues
and Certain Operating Expenses of Oak Park Investments,  L.P. for the year ended
December  31,  2004,  appearing  in this  Current  Report  on Form  8-K of CBL &
Associates Properties, Inc.



/s/ DELOITTE & TOUCHE LLP

Atlanta, Georgia
January 16, 2006