8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES AND EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):  February 8, 2011

CBL & ASSOCIATES PROPERTIES, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	1-12494	62-1545718
(State or Other Jurisdiction of Incorporation)	(Commission File  Number)	(I.R.S. Employer Identification No.)
Suite 500, 2030 Hamilton Place Blvd., Chattanooga, TN 37421
(Address of principal executive office, including zip code)
423.855.0001
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, 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 (see General Instruction A.2. below):

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

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

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

 o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 Results of Operations and Financial Condition

     On February 8, 2011, CBL & Associates Properties, Inc. (the "Company") reported its results for the fourth quarter and year ended December 31, 2010. The Company's earnings release for the fourth quarter and year ended December 31, 2010 is attached as Exhibit 99.1. On February 9, 2011, the Company held a conference call to discuss the results for the fourth quarter and year ended December 31, 2010. The transcript of the conference call is attached as Exhibit 99.2. The Company has posted to its website certain supplemental financial and operating information for the three months and year ended December 31, 2010, which is attached as Exhibit 99.3.

     The information in this Form 8-K and the Exhibits attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01   Financial Statements and Exhibits

(a)   Financial Statements of Businesses Acquired

Not applicable

(b)   Pro Forma Financial Information

Not applicable

(c)   Exhibits

Exhibit

Number                          Description

  99.1 Earnings Release – CBL & Associates Properties Reports Fourth Quarter and Year End 2010 Results

  99.2 Investor Conference Call Script – Fourth Quarter and Year Ended December 31, 2010

  99.3 Supplemental Financial and Operating Information – For The Three Months and Year Ended December 31, 2010

SIGNATURE

     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.

                                     CBL & ASSOCIATES PROPERTIES, INC.

/s/ John N. Foy

_______________________________

John N. Foy

           Vice Chairman,

Chief Financial Officer and Treasurer

Date: February 9, 2011

EX-99.1

Exhibit 99.1

Investor Contact:  Katie Reinsmidt, Vice President - Corporate Communications and Investor Relations, 423.490.8301, katie_reinsmidt@cblproperties.com

CBL & ASSOCIATES PROPERTIES REPORTS

FOURTH QUARTER AND FULL YEAR 2010 RESULTS

·   Reported FFO per diluted share of $2.08 for the year ended December 31, 2010, excluding a loss on impairment of real estate.

·    Portfolio occupancy increased 200 basis points to 92.4% as of December 31, 2010, compared with December 31, 2009.

·   Same-store sales per square foot for mall tenants 10,000 square feet or less for stabilized malls for the year ended December 31, 2010, increased 2.5%.

·   Portfolio Same Center NOI, excluding lease termination fees, for the fourth quarter 2010 declined 0.3%, compared with a decline of 1.5% in the fourth quarter 2009.

CHATTANOOGA, Tenn. (February 8, 2011) – CBL & Associates Properties, Inc. (NYSE:CBL) announced results for the fourth quarter and year ended December 31, 2010.  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.

Funds from Operations (“FFO”) allocable to common shareholders for the fourth quarter of 2010, excluding a loss on impairment of real estate, was $86,329,000, or $0.62 per diluted share, compared with $85,783,000, or $0.62 per diluted share, for the fourth quarter of 2009.  FFO allocable to common shareholders, including a loss on impairment of real estate, for the fourth quarter of 2010, was $75,471,000, or $0.54 per diluted share, compared with $2,358,000, or $0.02 per diluted share, for the fourth quarter of 2009.   FFO for the fourth quarter of 2010 included a loss on impairment of real estate of $14,805,000, compared with a loss on impairment of real estate of $114,862,000 in the fourth quarter of 2009.

FFO allocable to common shareholders for 2010, excluding a loss on impairment of real estate, was $287,563,000, or $2.08 per diluted share, compared with $267,425,000, or $2.51 per diluted share, for 2009. FFO allocable to common shareholders for 2010, including a loss on impairment of real estate, was $258,256,000, or $1.87 per diluted share, compared with $190,066,000, or $1.79 per diluted share, for 2009.  FFO for 2010 included a loss on impairment of real estate of $40,240,000, compared with a loss on impairment of real estate of $114,862,000 for 2009.

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CBL Reports Fourth Quarter Results

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FFO of the operating partnership for the fourth quarter of 2010, excluding a loss on impairment of real estate, was $117,711,000, compared with $118,109,000 for the fourth quarter of 2009. FFO of the operating partnership for the fourth quarter of 2010, including a loss on impairment of real estate, was $102,906,000, compared with $3,247,000 for the fourth quarter of 2009.  FFO of the operating partnership for 2010, excluding a loss on impairment of real estate, was $394,841,000, compared with $397,068,000 for 2009.   FFO of the operating partnership for 2010, including a loss on impairment of real estate, was $354,601,000, compared with $282,206,000 for 2009.

Net income attributable to common shareholders for the fourth quarter of 2010 was $16,266,000, or $0.12 per diluted share, compared with net loss of $57,790,000, or $0.42 per diluted share for the fourth quarter of 2009.  Net income attributable to common shareholders for the fourth quarter of 2010 included a loss on impairment of real estate of $14,805,000, compared with a loss on the impairment of real estate of $114,862,000 in the fourth quarter of 2009.

Net income attributable to common shareholders for 2010 was $29,532,000, or $0.21 per diluted share, compared with net loss of $36,807,000, or $0.35 per diluted share for 2009.  Net income attributable to common shareholders for 2010 included a loss on impairment of real estate of $40,240,000, compared with a loss on impairment of real estate of $114,862,000 for 2009.

CBL’s President and Chief Executive Officer, Stephen D. Lebovitz, commented, “We finished the year with both improved operating results at our properties and a strengthened balance sheet as a result of the successful disposition of several community centers. Portfolio occupancy, led by our malls and community centers, is up significantly as we executed over 4.8 million square feet of leasing in 2010. The benefits of our strategy to backfill space over the past two years with shorter-term leases are beginning to be more evident with the gains in new lease rates.  We are hopeful that we will achieve similar success in renewal leasing as more retailers begin to experience sustained positive sales trends.

“Our goal throughout the second half of 2010 was to maintain the positive momentum we had established and position CBL for future opportunities. The significant improvement in our liquidity, and continued execution of our strategy to drive revenue growth and control expenses, have helped us achieve that goal. As we move forward in 2011, we are more positive in our outlook and are pursuing opportunities for growth such as our outlet center joint venture and the renovation program to enhance several of our market dominant malls. Our hard work during the past year has made us a much stronger company today and we are confident that we are well positioned to capitalize on the improving economy.”

HIGHLIGHTS

§   Same-store sales per square foot for mall tenants 10,000 square feet or less for stabilized malls for 2010 increased 2.5% to $322 per square foot compared with $314 per square foot in 2009.

§   Same-center net operating income (“NOI”), excluding lease termination fees, for the fourth quarter of 2010, declined 0.3% compared with a decline of 1.5% for the fourth quarter of 2009. Same-center NOI, excluding lease termination fees, for 2010, declined 1.3% compared with a decline of 1.3% for 2009.

§   Consolidated and unconsolidated variable rate debt of $1,611,492,000 represented 16.7% of the total market capitalization of $9,645,443,000 for the Company and 28.0% of the Company's share of total consolidated and unconsolidated debt of $5,750,555,000 as of December 31, 2010.

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CBL Reports Fourth Quarter Results

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PORTFOLIO OCCUPANCY

	December 31,
	2010			2009
Portfolio occupancy		92.4	%		90.4	%
Mall portfolio		92.9	%		91.3	%
Stabilized malls		93.2	%		91.6	%
Non-stabilized malls		77.3	%		76.3	%
Associated centers		91.3	%		92.5	%
Community centers		91.8	%		80.9	%

FINANCING ACTIVITY

During the fourth quarter, CBL retired the $10.9 million loan secured by Wausau Center in Wausau, WI.  Subsequent to the quarter end, CBL retired the $78.7 million loan secured by Mid Rivers Mall in St. Charles, MO.

TRANSACTIONS

During the fourth quarter 2010, CBL conveyed the ownership interest in phase one of Settlers Ridge in Pittsburgh, PA and sold Milford Marketplace in Milford, CT and Lakeview Pointe in Stillwater, OK for a total consideration of $132.8 million.

OUTLOOK AND GUIDANCE

Based on today's outlook, the Company is providing 2011 FFO guidance of $2.10 - $2.15 per share.  The full year guidance includes an estimated gain on the extinguishment of debt of $0.14 per share related to its property in High Point, NC.  While the timing of the anticipated gain is uncertain, the Company is projecting the gain to occur in the second half of the year.  The full year guidance also assumes $4.5 million to $5.5 million of outparcel sales and same-center NOI growth in the range of (0.5%) to 1.0%, 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.

	Low			High
Expected diluted earnings per common share	$	0.40		$	0.45
Adjust to fully converted shares from common shares		(0.09	)		(0.10	)
Expected earnings per diluted, fully converted common share		0.31			0.35
Add: depreciation and amortization		1.70			1.70
Add: noncontrolling interest in earnings of Operating Partnership		0.09			0.10
Expected FFO per diluted, fully converted common share	$	2.10		$	2.15

INVESTOR CONFERENCE CALL AND SIMULCAST

CBL & Associates Properties, Inc. will conduct a conference call at 11:00 a.m. EST on Wednesday, February 9, 2011, to discuss its fourth quarter results.  The number to call for this interactive teleconference is (212) 231-2918.  A seven-day replay of the conference call will be available by dialing (402) 977-9140 and entering the passcode 21463757.  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., fourth 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 2010 fourth quarter earnings release conference call.  The live broadcast of the quarterly conference call will be available online at cblproperties.com on Wednesday, February 9, 2011, beginning at 11:00 a.m. EST.  The online replay will follow shortly after the call and continue through February 16, 2011.

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CBL Reports Fourth Quarter Results

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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 158 properties, including 85 regional malls/open-air centers. The properties are located in 26 states and total 85.1 million square feet including 2.9 million square feet of non-owned shopping centers managed for third parties. 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 (loss) determined in accordance with GAAP. The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (loss) (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 (loss) attributable to its common shareholders.

In the reconciliation of net income (loss) attributable to the Company's common shareholders to FFO allocable to its common shareholders, located at the end of this earnings release, the Company makes an adjustment to add back noncontrolling interest in income (loss) 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 (loss) for purposes of evaluating the Company’s operating performance or to cash flow as a measure of liquidity.

During the years ended December 31, 2010 and 2009, the Company recorded losses on impairment of certain of its real estate assets. Considering the significance and nature of the impairments, the Company believes that it is important to identify the impact of the change on its FFO measures for a reader to have a complete understanding of the

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company's results of operations. Therefore, the Company has also presented its FFO measure excluding these impairment charges.

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 (loss) 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 for the year ended December 31, 2009, and the "Management's Discussion and Analysis of Financial Condition and Results of Operations" included therein, for a discussion of such risks and uncertainties.

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CBL Reports Fourth Quarter Results

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CBL & Associates Properties, Inc.

Consolidated Statements of Operations

 (Unaudited; in thousands, except per share amounts)

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
REVENUES:
Minimum rents	$	181,756		$	180,890		$	684,205		$	688,466
Percentage rents		8,849			7,155			17,549			16,412
Other rents		9,408			8,941			22,781			20,714
Tenant reimbursements		79,230			80,442			311,590			321,001
Management, development and leasing fees		1,740			1,980			6,416			7,372
Other		7,440			7,371			29,263			28,314
Total revenues		288,423			286,779			1,071,804			1,082,279
EXPENSES:
Property operating		37,977			38,507			150,755			160,715
Depreciation and amortization		74,425			83,295			286,465			306,928
Real estate taxes		23,428			22,202			97,643			96,167
Maintenance and repairs		15,293			14,635			57,293			56,796
General and administrative		11,493			9,830			43,383			41,010
Loss on impairment of real estate		14,805			114,862			40,240			114,862
Other		6,056			7,009			25,523			25,794
Total expenses		183,477			290,340			701,302			802,272
Income (loss) from operations		104,946			(3,561	)		370,502			280,007
Interest and other income		1,042			1,022			3,873			5,211
Interest expense		(69,776	)		(77,760	)		(286,579	)		(292,826	)
Loss on extinguishment of debt		-			(601	)		-			(601	)
Gain (loss) on investments		888			(411	)		888			(9,260	)
Gain on sales of real estate assets		310			2,352			2,887			3,820
Equity in earnings (losses) of unconsolidated affiliates		422			3,622			(188	)		5,489
Income tax benefit		1,365			619			6,417			1,222
Income (loss) from continuing operations		39,197			(74,718	)		97,800			(6,938	)
Operating loss of discontinued operations		(773	)		(120	)		(9	)		(110	)
Gain (loss) on discontinued operations		349			45			379			(17	)
Net income (loss)		38,773			(74,793	)		98,170			(7,065	)
Net (income) loss attributable to noncontrolling interests in:
Operating partnership		(6,026	)		29,018			(11,018	)		17,845
Other consolidated subsidiaries		(6,607	)		(6,561	)		(25,001	)		(25,769	)
Net income (loss) attributable to the Company		26,140			(52,336	)		62,151			(14,989	)
Preferred dividends		(9,874	)		(5,454	)		(32,619	)		(21,818	)
Net income (loss) attributable to common shareholders	$	16,266		$	(57,790	)	$	29,532		$	(36,807	)
Basic per share data attributable to common shareholders:
Income (loss) from continuing operations, net of preferred dividends	$	0.12		$	(0.42	)	$	0.21		$	(0.35	)
Discontinued operations		-			-			-			-
Net income (loss) attributable to common shareholders	$	0.12		$	(0.42	)	$	0.21		$	(0.35	)
Weighted average common shares outstanding		139,376			137,878			138,375			106,366
Diluted per share data attributable to common shareholders:
Income (loss) from continuing operations, net of preferred dividends	$	0.12		$	(0.42	)	$	0.21		$	(0.35	)
Discontinued operations		-			-			-			-
Net income (loss) attributable to common shareholders	$	0.12		$	(0.42	)	$	0.21		$	(0.35	)
Weighted average common and potential dilutive    common shares outstanding		139,432			137,878			138,416			106,366
Amounts attributable to common shareholders:
Income (loss) from continuing operations, net of preferred dividends	$	16,577		$	(57,735	)	$	29,263		$	(36,721	)
Discontinued operations		(311	)		(55	)		269			(86	)
Net income (loss) attributable to common shareholders	$	16,266		$	(57,790	)	$	29,532		$	(36,807	)

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The Company's calculation of FFO allocable to Company shareholders is as follows:

(in thousands, except per share data)

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
Net income (loss) attributable to common shareholders	$	16,266		$	(57,790	)	$	29,532		$	(36,807	)
Noncontrolling interest in income (loss) of operating partnership		6,026			(29,018	)		11,018			(17,845	)
Depreciation and amortization expense of:
Consolidated properties		74,425			83,295			286,465			306,928
Unconsolidated affiliates		6,393			6,334			27,445			28,826
Discontinued operations		1,332			1,022			5,307			2,754
Non-real estate assets		(1,281	)		(231	)		(4,182	)		(962	)
Noncontrolling interests' share of depreciation and amortization		94			(320	)		(605	)		(705	)
(Gain) loss on discontinued operations		(349	)		(45	)		(379	)		17
Funds from operations of the operating partnership		102,906			3,247			354,601			282,206
Loss on impairment of real estate		14,805			114,862			40,240			114,862
Funds from operations of the operating partnership, excluding      loss on impairment of real estate	$	117,711		$	118,109		$	394,841		$	397,068
Funds from operations per diluted share	$	0.54		$	0.02		$	1.87		$	1.79
Loss on impairment of real estate per diluted share		0.08			0.60			0.21			0.72
Funds from operations, excluding loss on impairment of real      estate, per diluted share	$	0.62		$	0.62		$	2.08		$	2.51
Weighted average common and potential dilutive common shares      outstanding with operating partnership units fully converted		190,101			189,866			190,043			157,970
Reconciliation of FFO of the operating partnership      to FFO allocable to Company shareholders:
Funds from operations of the operating partnership	$	102,906		$	3,247		$	354,601		$	282,206
Percentage allocable to common shareholders (1)		73.34	%		72.63	%		72.83	%		67.35	%
Funds from operations allocable to common shareholders	$	75,471		$	2,358		$	258,256		$	190,066
Funds from operations of the operating partnership, excluding      loss on impairment of real estate	$	117,711		$	118,109		$	394,841		$	397,068
Percentage allocable to common shareholders (1)		73.34	%		72.63	%		72.83	%		67.35	%
Funds from operations allocable to Company shareholders,      excluding loss on impairment of real estate	$	86,329		$	85,783		$	287,563		$	267,425

(1) Represents the weighted average number of common shares outstanding for the period divided by the sum of the weighted average number of common shares and the weighted average number of operating partnership units outstanding during the period.  See the reconciliation of shares and operating partnership units on page 10.

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SUPPLEMENTAL FFO INFORMATION (1)

 (in thousands, except per share data)

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
Lease termination fees	$	238		$	2,871		$	2,815		$	7,284
Lease termination fees per share	$	-		$	0.02		$	0.01		$	0.05
Straight-line rental income	$	738		$	1,596		$	5,278		$	7,762
Straight-line rental income per share	$	-		$	0.01		$	0.03		$	0.05
Gains on outparcel sales	$	410		$	3,730		$	3,015		$	6,136
Gains on outparcel sales per share	$	-		$	0.02		$	0.02		$	0.04
Amortization of acquired above- and below-market leases	$	178		$	1,109		$	2,386		$	5,561
Amortization of acquired above- and below-market leases per share	$	-		$	0.01		$	0.01		$	0.04
Amortization of debt premiums	$	925		$	1,623		$	5,134		$	6,980
Amortization of debt premiums per share	$	-		$	0.01		$	0.03		$	0.04
Income tax benefit	$	1,365		$	619		$	6,417		$	1,222
Income tax benefit per share	$	0.01		$	-		$	0.03		$	0.01
Loss on impairment of real estate	$	(14,805	)	$	(114,862	)	$	(40,240	)	$	(114,862	)
Loss on impairment of real estate per share	$	(0.08	)	$	(0.60	)	$	(0.21	)	$	(0.73	)
Gain (loss) on investments	$	888		$	(411	)	$	888		$	(9,260	)
Gain (loss) on investments per share	$	-		$	-		$	-		$	(0.06	)

(1) Supplemental FFO information includes CBL's prorata share of unconsolidated affiliates and excludes noncontrolling interests' share of consolidated properties.

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CBL Reports Fourth Quarter Results

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Same-Center Net Operating Income

(Dollars in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
Net income (loss) attributable to the Company	$	26,140		$	(52,336	)	$	62,151		$	(14,989	)
Adjustments:
Depreciation and amortization		74,425			83,295			286,465			306,928
Depreciation and amortization from unconsolidated affiliates		6,393			6,334			27,445			28,826
Depreciation and amortization from discontinued operations		1,332			1,022			5,307			2,754
Noncontrolling interests' share of depreciation and amortization in    other consolidated subsidiaries		94			(320	)		(605	)		(705	)
Interest expense		69,776			77,760			286,579			292,826
Interest expense from unconsolidated affiliates		6,472			6,332			27,861			29,092
Interest expense from discontinued operations		754			444			2,805			1,225
Noncontrolling interests' share of interest expense in    other consolidated subsidiaries		(41	)		(238	)		(967	)		(933	)
Loss on extinguishment of debt		-			601			-			601
Abandoned projects		(28	)		155			392			1,501
Gain on sales of real estate assets		(310	)		(2,352	)		(2,887	)		(3,820	)
Gain on sales of real estate assets of unconsolidated affiliates		(129	)		(1,433	)		(128	)		(2,316	)
(Gain) loss on investments		(888	)		411			(888	)		9,260
Loss on impairment of real estate		14,805			114,862			40,240			114,862
Income tax benefit		(1,365	)		(619	)		(6,417	)		(1,222	)
Net income (loss) attributable to noncontrolling interests    in operating partnership		6,026			(29,018	)		11,018			(17,845	)
(Gain) loss on discontinued operations		(349	)		(45	)		(379	)		17
Operating partnership's share of total NOI		203,107			204,855			737,992			746,062
General and administrative expenses		11,493			9,830			43,383			41,010
Management fees and non-property level revenues		(5,901	)		(4,712	)		(21,475	)		(19,802	)
Operating partnership's share of property NOI		208,699			209,973			759,900			767,270
Non-comparable NOI		(4,039	)		(2,029	)		(15,559	)		(8,884	)
Total same-center NOI	$	204,660		$	207,944		$	744,341		$	758,386
Total same-center NOI percentage change		-1.6	%					-1.9	%
Total same-center NOI	$	204,660		$	207,944		$	744,341		$	758,386
Less lease termination fees		(235	)		(2,855	)		(2,804	)		(7,219	)
Total same-center NOI, excluding lease termination fees	$	204,425		$	205,089		$	741,537		$	751,167
Malls	$	186,451		$	187,009		$	672,569		$	679,371
Associated centers		8,227			7,932			32,110			31,430
Community centers		3,634			3,310			13,590			14,114
Offices and other		6,113			6,838			23,268			26,252
Total same-center NOI, excluding lease termination fees	$	204,425		$	205,089		$	741,537		$	751,167
Percentage Change:
Malls		-0.3	%					-1.0	%
Associated centers		3.7	%					2.2	%
Community centers		9.8	%					-3.7	%
Offices and other		-10.6	%					-11.4	%
Total same-center NOI, excluding lease termination fees		-0.3	%					-1.3	%

-MORE-

CBL Reports Fourth Quarter Results

Page 10

February 8, 2011

Company's Share of Consolidated and Unconsolidated Debt

(Dollars in thousands)

	December 31, 2010
	Fixed Rate			Variable Rate			Total
Consolidated debt	$	3,765,617		$	1,444,130		$	5,209,747
Noncontrolling interests' share of consolidated debt		(24,708	)		(928	)		(25,636	)
Company's share of unconsolidated affiliates' debt		398,154			168,290			566,444
Company's share of consolidated and unconsolidated debt	$	4,139,063		$	1,611,492		$	5,750,555
Weighted average interest rate		5.81	%		2.70	%		4.94	%
	December 31, 2009
	Fixed Rate			Variable Rate			Total
Consolidated debt	$	4,049,718		$	1,566,421		$	5,616,139
Noncontrolling interests' share of consolidated debt		(23,737	)		(928	)		(24,665	)
Company's share of unconsolidated affiliates' debt		404,104			190,163			594,267
Company's share of consolidated and unconsolidated debt	$	4,430,085		$	1,755,656		$	6,185,741
Weighted average interest rate		5.96	%		3.04	%		5.13	%

Debt-To-Total-Market Capitalization Ratio as of December 31, 2010

(In thousands, except stock price)

	Shares Outstanding		Stock Price (1)		Value
Common stock and operating partnership units		190,065	$	17.50	$	3,326,138
7.75% Series C Cumulative Redeemable Preferred Stock		460		250.00		115,000
7.375% Series D Cumulative Redeemable Preferred Stock		1,815		250.00		453,750
Total market equity						3,894,888
Company's share of total debt						5,750,555
Total market capitalization					$	9,645,443
Debt-to-total-market capitalization ratio						59.6	%

  (1) Stock price for common stock and operating partnership units equals the closing price of the common stock on December 31, 2010.  The stock price for the preferred stock represents the liquidation preference of each respective series of preferred stock.

Reconciliation of Shares and Operating Partnership Units Outstanding

(In thousands)

	Three Months Ended December 31,				Year Ended December 31,
2010:	Basic		Diluted		Basic		Diluted
Weighted average shares - EPS		139,376		139,432		138,375		138,416
Weighted average operating partnership units		50,670		50,669		51,626		51,627
Weighted average shares- FFO		190,046		190,101		190,001		190,043
2009:
Weighted average shares - EPS		137,878		137,878		106,366		106,366
Weighted average diluted shares for FFO (2)		-		39		-		37
Weighted average operating partnership units		51,949		51,949		51,567		51,567
Weighted average shares- FFO		189,827		189,866		157,933		157,970

Dividend Payout Ratio

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
Weighted average dividend per share	$	0.22010		$	0.10371		$	0.90496		$	0.74032
FFO per diluted, fully converted share(3)	$	0.54		$	0.02		$	1.87		$	1.79
Dividend payout ratio		40.8	%		518.6	%		48.4	%		41.4	%

  (2) Because the Company incurred net losses during the three months and year ended December 31, 2009, there are no potentially dilutive shares recognized in the number of diluted weighted average shares for EPS purposes for those periods due to their anti-dilutive nature.  However, because FFO was positive during these periods, the dilutive shares are recognized in the number of diluted weighted average shares for purposes of calculating FFO per share.

  (3) FFO per diluted, fully converted share for the three months and year ended December 31, 2010, includes the impact of non-cash impairments of real estate of $0.08 and $0.21, respectively, per share.  FFO per diluted, fully converted share for the three months and year ended December 31, 2009, includes the impact of non-cash impairments of real estate of $0.60 and $0.73, respectively, per share.

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CBL Reports Fourth Quarter Results

Page 11

February 8, 2011

Consolidated Balance Sheets

(Unaudited,  in thousands except share data)

	December 31,
ASSETS	2010			2009
Real estate assets:
Land	$	928,025		$	946,750
Buildings and improvements		7,543,326			7,569,015
		8,471,351			8,515,765
Accumulated depreciation		(1,721,194	)		(1,505,840	)
		6,750,157			7,009,925
Developments in progress		139,980			85,110
Net investment in real estate assets		6,890,137			7,095,035
Cash and cash equivalents		50,896			48,062
Receivables:
Tenant, net of allowance		77,989			73,170
Other		11,996			8,162
Mortgage and other notes receivable		30,519			38,208
Investments in unconsolidated affiliates		179,410			186,523
Intangible lease assets and other assets		265,607			279,950
	$	7,506,554		$	7,729,110
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Mortgage and other indebtedness	$	5,209,747		$	5,616,139
Accounts payable and accrued liabilities		314,651			248,333
Total liabilities		5,524,398			5,864,472
Commitments and contingencies
Redeemable noncontrolling interests:
Redeemable noncontrolling partnership interests		34,379			22,689
Redeemable noncontrolling preferred joint venture interest		423,834			421,570
Total redeemable noncontrolling interests		458,213			444,259
Shareholders' equity:
Preferred Stock, $.01 par value, 15,000,000 shares authorized:
7.75% Series C Cumulative Redeemable Preferred Stock,    460,000 shares outstanding		5			5
7.375% Series D Cumulative Redeemable Preferred Stock,    1,815,000 and 700,000 shares outstanding in 2010 and    2009, respectively		18			7
Common Stock, $.01 par value, 350,000,000 shares authorized,      147,923,707 and 137,888,408 issued and outstanding in 2010      and 2009, respectively		1,479			1,379
Additional paid-in capital		1,657,507			1,399,654
Accumulated other comprehensive income		7,855			491
Accumulated deficit		(366,526	)		(283,640	)
Total shareholders' equity		1,300,338			1,117,896
Noncontrolling interests		223,605			302,483
Total equity		1,523,943			1,420,379
	$	7,506,554		$	7,729,110

-END-

EX-99.2

    exhibit992.htm
    
    
    

EX-99.3

Exhibit 99.3

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

Consolidated Statements of Operations

(Unaudited; in thousands, except per share amounts)

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
REVENUES:
Minimum rents	$	181,756		$	180,890		$	684,205		$	688,466
Percentage rents		8,849			7,155			17,549			16,412
Other rents		9,408			8,941			22,781			20,714
Tenant reimbursements		79,230			80,442			311,590			321,001
Management, development and leasing fees		1,740			1,980			6,416			7,372
Other		7,440			7,371			29,263			28,314
Total revenues		288,423			286,779			1,071,804			1,082,279
EXPENSES:
Property operating		37,977			38,507			150,755			160,715
Depreciation and amortization		74,425			83,295			286,465			306,928
Real estate taxes		23,428			22,202			97,643			96,167
Maintenance and repairs		15,293			14,635			57,293			56,796
General and administrative		11,493			9,830			43,383			41,010
Loss on impairment of real estate		14,805			114,862			40,240			114,862
Other		6,056			7,009			25,523			25,794
Total expenses		183,477			290,340			701,302			802,272
Income (loss) from operations		104,946			(3,561	)		370,502			280,007
Interest and other income		1,042			1,022			3,873			5,211
Interest expense		(69,776	)		(77,760	)		(286,579	)		(292,826	)
Loss on extinguishment of debt		-			(601	)		-			(601	)
Gain (loss) on investments		888			(411	)		888			(9,260	)
Gain on sales of real estate assets		310			2,352			2,887			3,820
Equity in earnings (losses) of unconsolidated affiliates		422			3,622			(188	)		5,489
Income tax benefit		1,365			619			6,417			1,222
Income (loss) from continuing operations		39,197			(74,718	)		97,800			(6,938	)
Operating loss of discontinued operations		(773	)		(120	)		(9	)		(110	)
Gain (loss) on discontinued operations		349			45			379			(17	)
Net income (loss)		38,773			(74,793	)		98,170			(7,065	)
Net (income) loss attributable to noncontrolling interests in:
Operating partnership		(6,026	)		29,018			(11,018	)		17,845
Other consolidated subsidiaries		(6,607	)		(6,561	)		(25,001	)		(25,769	)
Net income (loss) attributable to the Company		26,140			(52,336	)		62,151			(14,989	)
Preferred dividends		(9,874	)		(5,454	)		(32,619	)		(21,818	)
Net income (loss) attributable to common shareholders	$	16,266		$	(57,790	)	$	29,532		$	(36,807	)
Basic per share data attributable to common shareholders:
Income (loss) from continuing operations, net of preferred dividends	$	0.12		$	(0.42	)	$	0.21		$	(0.35	)
Discontinued operations		-			-			-			-
Net income (loss) attributable to common shareholders	$	0.12		$	(0.42	)	$	0.21		$	(0.35	)
Weighted average common shares outstanding		139,376			137,878			138,375			106,366
Diluted per share data attributable to common shareholders:
Income (loss) from continuing operations, net of preferred dividends	$	0.12		$	(0.42	)	$	0.21		$	(0.35	)
Discontinued operations		-			-			-			-
Net income (loss) attributable to common shareholders	$	0.12		$	(0.42	)	$	0.21		$	(0.35	)
Weighted average common and potential dilutive    common shares outstanding		139,432			137,878			138,416			106,366
Amounts attributable to common shareholders:
Income (loss) from continuing operations, net of preferred dividends	$	16,577		$	(57,735	)	$	29,263		$	(36,721	)
Discontinued operations		(311	)		(55	)		269			(86	)
Net income (loss) attributable to common shareholders	$	16,266		$	(57,790	)	$	29,532		$	(36,807	)

-1-

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

The Company's calculation of FFO allocable to Company shareholders is as follows (in thousands, except per share data):

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
Net income (loss) attributable to common shareholders	$	16,266		$	(57,790	)	$	29,532		$	(36,807	)
Noncontrolling interest in income (loss) of operating partnership		6,026			(29,018	)		11,018			(17,845	)
Depreciation and amortization expense of:
Consolidated properties		74,425			83,295			286,465			306,928
Unconsolidated affiliates		6,393			6,334			27,445			28,826
Discontinued operations		1,332			1,022			5,307			2,754
Non-real estate assets		(1,281	)		(231	)		(4,182	)		(962	)
Noncontrolling interests' share of depreciation and amortization		94			(320	)		(605	)		(705	)
(Gain) loss on discontinued operations		(349	)		(45	)		(379	)		17
Funds from operations of the operating partnership		102,906			3,247			354,601			282,206
Loss on impairment of real estate		14,805			114,862			40,240			114,862
Funds from operations of the operating partnership, excluding      loss on impairment of real estate	$	117,711		$	118,109		$	394,841		$	397,068
Funds from operations per diluted share	$	0.54		$	0.02		$	1.87		$	1.79
Loss on impairment of real estate per diluted share		0.08			0.60			0.21			0.72
Funds from operations, excluding loss on impairment of real      estate, per diluted share	$	0.62		$	0.62		$	2.08		$	2.51
Weighted average common and potential dilutive common shares      outstanding with operating partnership units fully converted		190,101			189,866			190,043			157,970
Reconciliation of FFO of the operating partnership      to FFO allocable to Company shareholders:
Funds from operations of the operating partnership	$	102,906		$	3,247		$	354,601		$	282,206
Percentage allocable to common shareholders (1)		73.34	%		72.63	%		72.83	%		67.35	%
Funds from operations allocable to common shareholders	$	75,471		$	2,358		$	258,256		$	190,066
Funds from operations of the operating partnership, excluding      loss on impairment of real estate	$	117,711		$	118,109		$	394,841		$	397,068
Percentage allocable to common shareholders (1)		73.34	%		72.63	%		72.83	%		67.35	%
Funds from operations allocable to Company shareholders,      excluding loss on impairment of real estate	$	86,329		$	85,783		$	287,563		$	267,425

(1) Represents the weighted average number of common shares outstanding for the period divided by the sum of the weighted average number of common shares and the weighted average number of operating partnership units outstanding during the period.  See the reconciliation of shares and operating partnership units on page 10.

-2-

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

SUPPLEMENTAL FFO INFORMATION (1)

(in thousands, except per share data)

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
Lease termination fees	$	238		$	2,871		$	2,815		$	7,284
Lease termination fees per share	$	-		$	0.02		$	0.01		$	0.05
Straight-line rental income	$	738		$	1,596		$	5,278		$	7,762
Straight-line rental income per share	$	-		$	0.01		$	0.03		$	0.05
Gains on outparcel sales	$	410		$	3,730		$	3,015		$	6,136
Gains on outparcel sales per share	$	-		$	0.02		$	0.02		$	0.04
Amortization of acquired above- and below-market leases	$	178		$	1,109		$	2,386		$	5,561
Amortization of acquired above- and below-market leases per share	$	-		$	0.01		$	0.01		$	0.04
Amortization of debt premiums	$	925		$	1,623		$	5,134		$	6,980
Amortization of debt premiums per share	$	-		$	0.01		$	0.03		$	0.04
Income tax benefit	$	1,365		$	619		$	6,417		$	1,222
Income tax benefit per share	$	0.01		$	-		$	0.03		$	0.01
Loss on impairment of real estate	$	(14,805	)	$	(114,862	)	$	(40,240	)	$	(114,862	)
Loss on impairment of real estate per share	$	(0.08	)	$	(0.60	)	$	(0.21	)	$	(0.73	)
Gain (loss) on investments	$	888		$	(411	)	$	888		$	(9,260	)
Gain (loss) on investments per share	$	-		$	-		$	-		$	(0.06	)

(1) Supplemental FFO information includes CBL's prorata share of unconsolidated affiliates and excludes noncontrolling interests' share of consolidated properties.

-3-

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

Same-Center Net Operating Income

(Dollars in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
Net income (loss) attributable to the Company	$	26,140		$	(52,336	)	$	62,151		$	(14,989	)
Adjustments:
Depreciation and amortization		74,425			83,295			286,465			306,928
Depreciation and amortization from unconsolidated affiliates		6,393			6,334			27,445			28,826
Depreciation and amortization from discontinued operations		1,332			1,022			5,307			2,754
Noncontrolling interests' share of depreciation and amortization in    other consolidated subsidiaries		94			(320	)		(605	)		(705	)
Interest expense		69,776			77,760			286,579			292,826
Interest expense from unconsolidated affiliates		6,472			6,332			27,861			29,092
Interest expense from discontinued operations		754			444			2,805			1,225
Noncontrolling interests' share of interest expense in    other consolidated subsidiaries		(41	)		(238	)		(967	)		(933	)
Loss on extinguishment of debt		-			601			-			601
Abandoned projects		(28	)		155			392			1,501
Gain on sales of real estate assets		(310	)		(2,352	)		(2,887	)		(3,820	)
Gain on sales of real estate assets of unconsolidated affiliates		(129	)		(1,433	)		(128	)		(2,316	)
(Gain) loss on investments		(888	)		411			(888	)		9,260
Loss on impairment of real estate		14,805			114,862			40,240			114,862
Income tax benefit		(1,365	)		(619	)		(6,417	)		(1,222	)
Net income (loss) attributable to noncontrolling interests    in operating partnership		6,026			(29,018	)		11,018			(17,845	)
(Gain) loss on discontinued operations		(349	)		(45	)		(379	)		17
Operating partnership's share of total NOI		203,107			204,855			737,992			746,062
General and administrative expenses		11,493			9,830			43,383			41,010
Management fees and non-property level revenues		(5,901	)		(4,712	)		(21,475	)		(19,802	)
Operating partnership's share of property NOI		208,699			209,973			759,900			767,270
Non-comparable NOI		(4,039	)		(2,029	)		(15,559	)		(8,884	)
Total same-center NOI	$	204,660		$	207,944		$	744,341		$	758,386
Total same-center NOI percentage change		-1.6	%					-1.9	%
Total same-center NOI	$	204,660		$	207,944		$	744,341		$	758,386
Less lease termination fees		(235	)		(2,855	)		(2,804	)		(7,219	)
Total same-center NOI, excluding lease termination fees	$	204,425		$	205,089		$	741,537		$	751,167
Malls	$	186,451		$	187,009		$	672,569		$	679,371
Associated centers		8,227			7,932			32,110			31,430
Community centers		3,634			3,310			13,590			14,114
Offices and other		6,113			6,838			23,268			26,252
Total same-center NOI, excluding lease termination fees	$	204,425		$	205,089		$	741,537		$	751,167
Percentage Change:
Malls		-0.3	%					-1.0	%
Associated centers		3.7	%					2.2	%
Community centers		9.8	%					-3.7	%
Offices and other		-10.6	%					-11.4	%
Total same-center NOI, excluding lease termination fees		-0.3	%					-1.3	%

-4-

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

Company's Share of Consolidated and Unconsolidated Debt

(Dollars in thousands)

	December 31, 2010
	Fixed Rate			Variable Rate			Total
Consolidated debt	$	3,765,617		$	1,444,130		$	5,209,747
Noncontrolling interests' share of consolidated debt		(24,708	)		(928	)		(25,636	)
Company's share of unconsolidated affiliates' debt		398,154			168,290			566,444
Company's share of consolidated and unconsolidated debt	$	4,139,063		$	1,611,492		$	5,750,555
Weighted average interest rate		5.81	%		2.70	%		4.94	%
	December 31, 2009
	Fixed Rate			Variable Rate			Total
Consolidated debt	$	4,049,718		$	1,566,421		$	5,616,139
Noncontrolling interests' share of consolidated debt		(23,737	)		(928	)		(24,665	)
Company's share of unconsolidated affiliates' debt		404,104			190,163			594,267
Company's share of consolidated and unconsolidated debt	$	4,430,085		$	1,755,656		$	6,185,741
Weighted average interest rate		5.96	%		3.04	%		5.13	%

Debt-To-Total-Market Capitalization Ratio as of December 31, 2010

(In thousands, except stock price)

	Shares Outstanding		Stock Price (1)		Value
Common stock and operating partnership units		190,065	$	17.50	$	3,326,138
7.75% Series C Cumulative Redeemable Preferred Stock		460		250.00		115,000
7.375% Series D Cumulative Redeemable Preferred Stock		1,815		250.00		453,750
Total market equity						3,894,888
Company's share of total debt						5,750,555
Total market capitalization					$	9,645,443
Debt-to-total-market capitalization ratio						59.6	%

  (1) Stock price for common stock and operating partnership units equals the closing price of the common stock on December 31, 2010.  The stock price for the preferred stock represents the liquidation preference of each respective series of preferred stock.

Reconciliation of Shares and Operating Partnership Units Outstanding

(In thousands)

	Three Months Ended December 31,				Year Ended December 31,
2010:	Basic		Diluted		Basic		Diluted
Weighted average shares - EPS		139,376		139,432		138,375		138,416
Weighted average operating partnership units		50,670		50,669		51,626		51,627
Weighted average shares- FFO		190,046		190,101		190,001		190,043
2009:
Weighted average shares - EPS		137,878		137,878		106,366		106,366
Weighted average diluted shares for FFO (2)		-		39		-		37
Weighted average operating partnership units		51,949		51,949		51,567		51,567
Weighted average shares- FFO		189,827		189,866		157,933		157,970

Dividend Payout Ratio

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
Weighted average dividend per share	$	0.22010		$	0.10371		$	0.90496		$	0.74032
FFO per diluted, fully converted share(3)	$	0.54		$	0.02		$	1.87		$	1.79
Dividend payout ratio		40.8	%		518.6	%		48.4	%		41.4	%

  (2) Because the Company incurred net losses during the three months and year ended December 31, 2009, there are no potentially dilutive shares recognized in the number of diluted weighted average shares for EPS purposes for those periods due to their anti-dilutive nature.  However, because FFO was positive during these periods, the dilutive shares are recognized in the number of diluted weighted average shares for purposes of calculating FFO per share.

  (3) FFO per diluted, fully converted share for the three months and year ended December 31, 2010, includes the impact of non-cash impairments of real estate of $0.08 and $0.21, respectively, per share.  FFO per diluted, fully converted share for the three months and year ended December 31, 2009, includes the impact of non-cash impairments of real estate of $0.60 and $0.73, respectively, per share.

-5-

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

Consolidated Balance Sheets

(Unaudited,  in thousands except share data)

	December 31,
ASSETS	2010			2009
Real estate assets:
Land	$	928,025		$	946,750
Buildings and improvements		7,543,326			7,569,015
		8,471,351			8,515,765
Accumulated depreciation		(1,721,194	)		(1,505,840	)
		6,750,157			7,009,925
Developments in progress		139,980			85,110
Net investment in real estate assets		6,890,137			7,095,035
Cash and cash equivalents		50,896			48,062
Receivables:
Tenant, net of allowance		77,989			73,170
Other		11,996			8,162
Mortgage and other notes receivable		30,519			38,208
Investments in unconsolidated affiliates		179,410			186,523
Intangible lease assets and other assets		265,607			279,950
	$	7,506,554		$	7,729,110
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Mortgage and other indebtedness	$	5,209,747		$	5,616,139
Accounts payable and accrued liabilities		314,651			248,333
Total liabilities		5,524,398			5,864,472
Commitments and contingencies
Redeemable noncontrolling interests:
Redeemable noncontrolling partnership interests		34,379			22,689
Redeemable noncontrolling preferred joint venture interest		423,834			421,570
Total redeemable noncontrolling interests		458,213			444,259
Shareholders' equity:
Preferred Stock, $.01 par value, 15,000,000 shares authorized:
7.75% Series C Cumulative Redeemable Preferred Stock,    460,000 shares outstanding		5			5
7.375% Series D Cumulative Redeemable Preferred Stock,    1,815,000 and 700,000 shares outstanding in 2010 and    2009, respectively		18			7
Common Stock, $.01 par value, 350,000,000 shares authorized,     147,923,707 and 137,888,408 issued and outstanding in 2010     and 2009, respectively		1,479			1,379
Additional paid-in capital		1,657,507			1,399,654
Accumulated other comprehensive income		7,855			491
Accumulated deficit		(366,526	)		(283,640	)
Total shareholders' equity		1,300,338			1,117,896
Noncontrolling interests		223,605			302,483
Total equity		1,523,943			1,420,379
	$	7,506,554		$	7,729,110

-6-

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

The Company presents the ratio of earnings before interest, taxes, depreciation and amortization (EBITDA) to interest because the Company believes that the EBITDA to interest coverage ratio, along with cash flows from operating activities, investing activities and financing activities, provides investors an additional indicator of the Company's ability to incur and service debt.

Ratio of EBITDA to Interest Expense

(Dollars in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
EBITDA:
Net income (loss) attributable to the Company	$	26,140		$	(52,336	)	$	62,151		$	(14,989	)
Adjustments:
Depreciation and amortization		74,425			83,295			286,465			306,928
Depreciation and amortization from unconsolidated affiliates		6,393			6,334			27,445			28,826
Depreciation and amortization from discontinued operations		1,332			1,022			5,307			2,754
Noncontrolling interests' share of depreciation and amortization in    other consolidated subsidiaries		94			(320	)		(605	)		(705	)
Interest expense		69,776			77,760			286,579			292,826
Interest expense from unconsolidated affiliates		6,472			6,332			27,861			29,092
Interest expense from discontinued operations		754			444			2,805			1,225
Noncontrolling interests' share of interest expense in    other consolidated subsidiaries		(41	)		(238	)		(967	)		(933	)
Loss on extinguishment of debt		-			601			-			601
Income and other taxes		(1,559	)		(207	)		(5,681	)		1,275
(Gain) loss on investments		(888	)		411			(888	)		9,260
Loss on impairment of real estate		14,805			114,862			40,240			114,862
Abandoned projects		(28	)		155			392			1,501
Net income (loss) attributable to noncontrolling interests    in operating partnership		6,026			(29,018	)		11,018			(17,845	)
(Gain) loss on discontinued operations		(349	)		(45	)		(379	)		17
Company's share of total EBITDA	$	203,352		$	209,052		$	741,743		$	754,695
Interest Expense:
Interest expense	$	69,776		$	77,760		$	286,579		$	292,826
Interest expense from unconsolidated affiliates		6,472			6,332			27,861			29,092
Interest expense from discontinued operations		754			444			2,805			1,225
Noncontrolling interests' share of interest expense in    other consolidated subsidiaries		(41	)		(238	)		(967	)		(933	)
Company's share of total interest expense	$	76,961		$	84,298		$	316,278		$	322,210
Ratio of EBITDA to Interest Expense		2.64			2.48			2.35			2.34

Reconciliation of EBITDA to Cash Flows Provided By Operating Activities

(In thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2010			2009			2010			2009
Company's share of total EBITDA	$	203,352		$	209,052		$	741,743		$	754,695
Interest expense		(69,776	)		(77,760	)		(286,579	)		(292,826	)
Interest expense from discontinued operations		(754	)		(444	)		(2,805	)		(1,225	)
Noncontrolling interests' share of interest expense in
other consolidated subsidiaries		41			238			967			933
Income and other taxes		1,559			207			5,681			(1,275	)
Amortization of deferred financing costs     and debt premiums (discounts)		2,195			2,337			7,414			1,570
Net amortization of intangible lease assets		97			(162	)		(1,384	)		(2,223	)
Depreciation and interest expense from unconsolidated affiliates		(12,865	)		(12,666	)		(55,306	)		(57,918	)
Noncontrolling interests' share of depreciation and amortization     in other consolidated subsidiaries		(94	)		320			605			705
Noncontrolling interest in income of other consolidated subsidiaries		6,607			6,561			25,001			25,769
Gain on outparcel sales		(310	)		(2,352	)		(2,887	)		(3,820	)
Realized foreign currency (gain) loss		-			(11	)		169			65
Equity in (earnings) losses of unconsolidated affiliates		(422	)		(3,622	)		188			(5,489	)
Distributions from unconsolidated affiliates		1,405			4,490			4,959			12,665
Income tax benefit from share-based compensation		-			-			(1,815	)		-
Share-based compensation expense		380			797			2,312			3,160
Provision for doubtful accounts		(3,016	)		513			(66	)		5,000
Change in deferred tax accounts		(214	)		784			2,031			1,170
Changes in operating assets and liabilities		12,133			5,509			(10,072	)		(9,318	)
Cash flows provided by operating activities	$	140,318		$	133,791		$	430,156		$	431,638

-7- 

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

Schedule of Mortgage and Other Indebtedness as of December 31, 2010

(Dollars in thousands )

										Balance
Location	Property	Original Maturity Date	Original Extended Maturity Date	Interest Rate			Balance			Fixed		Variable
Operating Properties:
Statesboro, GA	Statesboro Crossing	Feb-11	Feb-13		1.26	%	$	15,002		$	-	$	15,002
D'lberville, MS	The Promenade	Mar-11	Mar-12		2.13	%		64,265			-		64,265
St. Louis, MO	West County Center - restaurant village	Mar-11	Mar-13		1.26	%		29,424			-		29,424
Lexington, KY	Fayette Mall	Jul-11			7.00	%		85,045			85,045		-
St. Louis, MO	Mid Rivers Mall	Jul-11			7.24	%		78,748			78,748		-
Pearland, TX	Pearland Town Center	Jul-11	Jul-12		2.71	%		126,321			-		126,321
Pearland, TX	Pearland Office	Jul-11	Jul-12		2.71	%		7,562			-		7,562
Panama City, FL	Panama City Mall	Aug-11			7.30	%		36,495			36,495		-
Chattanooga, TN	CBL Center II	Aug-11			4.50	%		11,599			-		11,599
Asheville,  NC	Asheville Mall	Sep-11			6.98	%		62,141			62,141		-
Burlington, NC	Alamance Crossing	Sep-11			1.51	%		52,183			-		52,183
Nashville, TN	RiverGate Mall	Sep-11	Sep-13		2.51	%		87,500			-		87,500
Ft. Smith, AR	Massard Crossing	Feb-12			7.54	%		5,413			5,413		-
Houston, TX	Willowbrook Plaza	Feb-12			7.54	%		27,698			27,698		-
Vicksburg, MS	Pemberton Plaza	Feb-12			7.54	%		1,850			1,850		-
High Point, NC	Oak Hollow Mall	Feb-12			2.00	%		39,484			39,484		-
Fayetteville, NC	Cross Creek Mall	Apr-12			7.40	%		57,981			57,981		-
Colonial Heights, VA	Southpark Mall	May-12			7.00	%		32,229			32,229		-
Douglasville, GA	Arbor Place	Jul-12			6.51	%		66,936			66,936		-
Saginaw, MI	Fashion Square	Jul-12			6.51	%		51,249			51,249		-
Louisville, KY	Jefferson Mall	Jul-12			6.51	%		37,287			37,287		-
North Charleston, SC	Northwoods Mall	Jul-12			6.51	%		53,384			53,384		-
Jackson, TN	Old Hickory Mall	Jul-12			6.51	%		29,567			29,567		-
Asheboro, NC	Randolph Mall	Jul-12			6.50	%		12,891			12,891		-
Racine, WI	Regency Mall	Jul-12			6.51	%		29,238			29,238		-
Douglasville, GA	The Landing at Arbor Place	Jul-12			6.51	%		7,556			7,556		-
Spartanburg, SC	WestGate Mall	Jul-12			6.50	%		46,310			46,310		-
Chattanooga, TN	CBL Center	Aug-12			6.25	%		13,139			13,139		-
Livonia, MI	Laurel Park Place	Dec-12			8.50	%		46,258			46,258		-
Monroeville, PA	Monroeville Mall	Jan-13			5.73	%		113,765			113,765		-
Greensburg, PA	Westmoreland Mall	Mar-13			5.05	%		68,915			68,915		-
St. Louis, MO	West County Center	Apr-13			5.19	%		148,949			148,949		-
Columbia, SC	Columbia Place	Sep-13			5.45	%		28,322			28,322		-
St. Louis, MO	South County Center	Oct-13			4.96	%		75,791			75,791		-
Joplin, MO	Northpark Mall	Mar-14			5.75	%		36,063			36,063		-
Laredo, TX	Mall del Norte	Dec-14			5.04	%		113,400			113,400		-
Fairview Heights, IL	St. Clair Square	Jan-15			4.53	%		70,875	(a)		70,875		-
Rockford, IL	CherryVale Mall	Oct-15			5.00	%		86,029			86,029		-
Brookfield, IL	Brookfield Square	Nov-15			5.08	%		96,362			96,362		-
Madison, WI	East Towne Mall	Nov-15			5.00	%		73,340			73,340		-
Madison, WI	West Towne Mall	Nov-15			5.00	%		103,592			103,592		-
Bloomington, IL	Eastland Mall	Dec-15			5.85	%		59,400			59,400		-
Decatur, IL	Hickory Point Mall	Dec-15			5.85	%		30,790			30,790		-
Overland Park, KS	Oak Park Mall	Dec-15			5.85	%		275,700			275,700		-
Janesville, WI	Janesville Mall	Apr-16			8.38	%		7,868			7,868		-
Akron, OH	Chapel Hill Mall	Aug-16			6.10	%		72,537			72,537		-
Chesapeake, VA	Greenbrier Mall	Aug-16			5.91	%		79,910			79,910		-
Chattanooga, TN	Hamilton Place	Aug-16			5.86	%		109,938			109,938		-
Midland, MI	Midland Mall	Aug-16			6.10	%		35,797			35,797		-
St. Louis, MO	Chesterfield Mall	Sep-16			5.74	%		140,000			140,000		-
Southaven, MS	Southaven Towne Center	Jan-17			5.50	%		43,366			43,366		-
Cary, NC	Cary Towne Center	Mar-17			8.50	%		63,441			63,441		-
Charleston, SC	Citadel Mall	Apr-17			5.68	%		71,318			71,318		-
Chattanooga, TN	Hamilton Corner	Apr-17			5.67	%		16,159			16,159		-
Fairview Heights, IL	The Shoppes at St. Clair Square	Apr-17			5.67	%		21,337			21,337		-
Lafayette, LA	Mall of Acadiana	Apr-17			5.67	%		142,617			142,617		-
Layton, UT	Layton Hills Mall	Apr-17			5.66	%		101,930			101,930		-

-8-

										Balance
Location	Property	Original Maturity Date	Original Extended Maturity Date	Interest Rate			Balance			Fixed			Variable
Lexington, KY	The Plaza at Fayette Mall	Apr-17		5.67	%	$	42,102		$	42,102		$	-
Cincinnati, OH	EastGate Crossing	May-17		5.66	%		15,875			15,875			-
Nashville, TN	CoolSprings Galleria	May-18		6.98	%		113,664			113,664			-
Nashville, TN	The Courtyard at Hickory Hollow	Oct-18		6.00	%		1,663			1,663			-
Nashville, TN	Hickory Hollow Mall	Oct-18		6.00	%		28,786			28,786			-
Winston-Salem, NC	Hanes Mall	Oct-18		6.99	%		160,231			160,231			-
Daytona Beach, FL	Volusia Mall	Jul-19		8.00	%		56,040			56,040			-
Terre Haute, IN	Honey Creek Mall	Jul-19		8.00	%		32,577			32,577			-
Chattanooga, TN	The Terrace	Jun-20		7.25	%		14,693			14,693			-
Burnsville, MN	Burnsville Center	Jul-20		6.00	%		82,395			82,395			-
Huntsville, AL	Parkway Place	Jul-20		6.50	%		41,717			41,717			-
Roanoke, VA	Valley View Mall	Jul-20		6.50	%		64,561			64,561			-
	SUBTOTAL					$	4,156,570		$	3,762,714		$	393,856
Weighted average interest rate							5.49	%		5.82	%		2.30	%
Debt Premiums (Discounts): (b)
St. Louis, MO	Mid Rivers Mall	Jul-11		7.24	%	$	692		$	692		$	-
Fayetteville, NC	Cross Creek Mall	Apr-12		7.40	%		1,770			1,770			-
Colonial Heights, VA	Southpark Mall	May-12		7.00	%		817			817			-
Livonia, MI	Laurel Park Place	Dec-12		8.50	%		2,855			2,855			-
Monroeville, PA	Monroeville Mall	Jan-13		5.73	%		923			923			-
St. Louis, MO	West County Center	Apr-13		5.19	%		(1,844	)		(1,844	)		-
St. Louis, MO	South County Center	Oct-13		4.96	%		(1,031	)		(1,031	)		-
Joplin, MO	Northpark Mall	Mar-14		5.75	%		246			246			-
St. Louis, MO	Chesterfield Mall	Sep-16		5.74	%		(1,525	)		(1,525	)		-
	SUBTOTAL					$	2,903		$	2,903		$	-
Weighted average interest rate							4.12	%		4.12	%
Total Loans On Operating Properties And Debt Premiums (Discounts)						$	4,159,473		$	3,765,617		$	393,856
Weighted average interest rate							5.49	%		5.82	%		2.30	%
Construction Loans:
Madison, MS	The Forum at Grandview - Land	Sep-12	Sep-13	3.76	%	$	1,800		$	-		$	1,800
Madison, MS	The Forum at Grandview	Sep-13	Sep-14	3.26	%		9,741			-			9,741
Oklahoma City, OK	The Outlet Shoppes at Oklahoma City	Dec-13	Dec-15	3.27	%		2,413			-			2,413
Burlington, NC	Alamance West	Dec-13	Dec-15	3.26	%		582			-			582
	SUBTOTAL					$	14,536		$	-		$	14,536
Credit Facilities:
Secured credit facilities:
$525,000 capacity		Feb-12	Feb-13	5.25	%	$	75,124		$	-		$	75,124
$520,000 capacity		Aug-11	Apr-14	3.10	%		518,920			-			518,920
$105,000 capacity		Jun-12		4.50	%		4,200			-			4,200
Total secured facilities				3.75	%		598,244			-			598,244
Unsecured term facilities:
General		Apr-11	Apr-13	1.92	%		228,000			-			228,000
Starmount		Nov-11	Nov-12	1.39	%		209,494			-			209,494
Total term facilities				1.64	%		437,494			-			437,494
	SUBTOTAL			2.96	%	$	1,035,738		$	-		$	1,035,738
Total Consolidated Debt						$	5,209,747		$	3,765,617		$	1,444,130
Weighted average interest rate							4.92	%		5.82	%		2.57	%

-9-

													Balance
Location	Property	Original Maturity Date			Original Extended Maturity Date	Interest Rate			Balance				Fixed			Variable
Plus CBL's Share Of Unconsolidated Affiliates' Debt:
Ft. Myers, FL	Gulf Coast Town Center Phase III	Apr-11			Apr-12	1.76	%	$	11,561			$	-		$	11,561
West Melbourne, FL	Hammock Landing Phase I	Aug-11			Aug-13	4.50	%		42,334				-			42,334
West Melbourne, FL	Hammock Landing Phase II	Aug-11				2.26	%		3,276				-			3,276
York, PA	York Town Center	Oct-11				1.51	%		20,038				-			20,038
Port Orange, FL	The Pavilion at Port Orange	Dec-11			Dec-13	4.50	%		69,363				-			69,363
Lee's Summit, MO	Summit Fair	Jul-12				4.00	%		21,718		(c)		-			21,718
Greensboro, NC	Bank of America Building	Apr-13				5.33	%		4,625				4,625			-
Greensboro, NC	First Citizens Bank Building	Apr-13				5.33	%		2,555				2,555			-
Greensboro, NC	First National Bank Building	Apr-13				5.33	%		405				405			-
Greensboro, NC	Friendly Center Office Building	Apr-13				5.33	%		1,100				1,100			-
Greensboro, NC	Friendly Shopping Center	Apr-13				5.33	%		38,813				38,813			-
Greensboro, NC	Green Valley Office Building	Apr-13				5.33	%		971				971			-
Greensboro, NC	Renaissance Center Phase II	Apr-13				5.22	%		7,850				7,850			-
Greensboro, NC	Wachovia Office Building	Apr-13				5.33	%		1,533				1,533			-
Myrtle Beach, SC	Coastal Grand-Myrtle Beach	Oct-14				5.09	%		42,816		(d)		42,816			-
El Centro, CA	Imperial Valley Mall	Sep-15				4.99	%		32,940				32,940			-
Raleigh, NC	Triangle Town Center	Dec-15				5.74	%		95,275				95,275			-
Greensboro, NC	Renaissance Center Phase I	Jul-16				5.61	%		17,504				17,504			-
Clarksville, TN	Governor's Square Mall	Sep-16				8.23	%		11,662				11,662			-
Paducah, KY	Kentucky Oaks Mall	Jan-17				5.27	%		13,203				13,203			-
Greensboro, NC	The Shops at Friendly Center	Jan-17				5.90	%		21,296				21,296			-
Harrisburg, PA	High Pointe Commons	May-17				5.74	%		7,296				7,296			-
Ft. Myers, FL	Gulf Coast Town Center Phase I	Jul-17				5.60	%		95,400				95,400			-
Harrisburg, PA	High Pointe Commons Phase II	Jul-17				6.10	%		2,910				2,910			-
	SUBTOTAL							$	566,444			$	398,154		$	168,290
Less Noncontrolling Interests' Share Of Consolidated Debt:		Noncontrolling Interest %
Chattanooga, TN	CBL Center		8.00	%		6.25	%	$	(1,051	)		$	(1,051	)	$	-
Chattanooga, TN	CBL Center II		8.00	%		4.50	%		(928	)			-			(928	)
Chattanooga, TN	Hamilton Corner		10.00	%		5.67	%		(1,616	)			(1,616	)		-
Chattanooga, TN	The Terrace		8.00	%		7.25	%		(1,175	)			(1,175	)		-
Chattanooga, TN	Hamilton Place		10.00	%		5.86	%		(10,995	)			(10,995	)		-
High Point, NC	Oak Hollow Mall		25.00	%		2.00	%		(9,871	)			(9,871	)		-
	SUBTOTAL							$	(25,636	)		$	(24,708	)	$	(928	)
Company's Share Of Consolidated And Unconsolidated Debt								$	5,750,555			$	4,139,063		$	1,611,492
Weighted average interest rate									4.94	%			5.81	%		2.70	%

-10-

												Balance
Location	Property		Original Maturity Date	Original Extended Maturity Date	Interest Rate			Balance				Fixed			Variable
Total Debt of Unconsolidated Affiliates:
Ft. Myers, FL	Gulf Coast Town Center Phase III	Apr-11		Apr-12	1.76	%	$	11,561			$	-		$	11,561
West Melbourne, FL	Hammock Landing Phase I	Aug-11		Aug-13	4.50	%		42,334				-			42,334
West Melbourne, FL	Hammock Landing Phase II	Aug-11			2.26	%		3,276				-			3,276
York, PA	York Town Center	Oct-11			1.51	%		40,075				-			40,075
Port Orange, FL	The Pavilion at Port Orange	Dec-11		Jun-13	4.50	%		69,363				-			69,363
Lee's Summit, MO	Summit Fair	Jul-12			4.00	%		80,437		(c)		-			80,437
Greensboro, NC	Bank of America Building	Apr-13			5.33	%		9,250				9,250			-
Greensboro, NC	First Citizens Bank Building	Apr-13			5.33	%		5,110				5,110			-
Greensboro, NC	First National Bank Building	Apr-13			5.33	%		809				809			-
Greensboro, NC	Friendly Shopping Center	Apr-13			5.33	%		77,625				77,625			-
Greensboro, NC	Friendly Center Office Building	Apr-13			5.33	%		2,199				2,199			-
Greensboro, NC	Green Valley Office Building	Apr-13			5.33	%		1,941				1,941			-
Greensboro, NC	Renaissance Center Phase II	Apr-13			5.22	%		15,700				15,700			-
Greensboro, NC	Wachovia Office Building	Apr-13			5.33	%		3,066				3,066			-
Myrtle Beach, SC	Coastal Grand-Myrtle Beach	Oct-14			5.09	%		85,633		(d)		85,633			-
El Centro, CA	Imperial Valley Mall	Sep-15			4.99	%		54,900				54,900			-
Raleigh, NC	Triangle Town Center	Dec-15			5.74	%		190,553				190,553			-
Greensboro, NC	Renaissance Center Phase I	Jul-16			5.61	%		35,009				35,009			-
Clarksville, TN	Governor's Square Mall	Sep-16			8.23	%		24,552				24,552			-
Paducah, KY	Kentucky Oaks Mall	Jan-17			5.27	%		26,406				26,406			-
Greensboro, NC	The Shops at Friendly Center	Jan-17			5.90	%		42,592				42,592			-
Harrisburg, PA	High Pointe Commons	May-17			5.74	%		14,592				14,592			-
Ft. Myers, FL	Gulf Coast Town Center Phase I	Jul-17			5.60	%		190,800				190,800			-
Harrisburg, PA	High Pointe Commons Phase II	Jul-17			6.10	%		5,820				5,820			-
							$	1,033,603			$	786,557		$	247,046
Weighted average interest rate								5.13	%			5.59	%		3.69	%

(a)	The Company has an interest rate cap on a notional amount of $72,000, amortizing to $69,375 over the term of the cap, related to St. Clair Square to limit the maximum interest rate that may be applied to the variable-rate loan to 7.00%.  The cap terminates in January 2012.
(b)	The weighted average interest rates used for debt premiums (discounts) reflect the market interest rate in effect as of the assumption of the related debt.
(c)	The Company has guaranteed 27%, up to a maximum of $24,379, of the outstanding balance of this construction financing.
(d)	Represents a first mortgage securing the property.  In addition to the first mortgage, there is also $18,000 of B-notes that are payable to the Company and its joint venture partner, each of which hold $9,000.

-11- 

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

Schedule of Maturities of Mortgage and Other Indebtedness Based on Outstanding Balances as of December 31, 2010

(Dollars in thousands )

Based on Maturity Dates As Though All Extension Options Available Have Been Exercised:

Year	Consolidated Debt		CBL's Share of Unconsolidated Affiliates' Debt		Noncontrolling Interests' Share of Consolidated Debt			CBL's Share of Consolidated and Unconsolidated Debt		% of Total
2011	$	326,211	$	23,314	$	(928	)	$	348,597		6.06	%
2012		970,312		33,279		(10,922	)		992,669		17.26	%
2013		872,592		169,549		-			1,042,141		18.12	%
2014		678,124		42,816		-			720,940		12.54	%
2015		799,083		128,215		-			927,298		16.13	%
2016		446,050		29,166		(10,995	)		464,221		8.07	%
2017		518,145		140,105		(1,616	)		656,634		11.42	%
2018		304,344		-		-			304,344		5.29	%
2019		88,617		-		-			88,617		1.54	%
2020		203,366		-		(1,175	)		202,191		3.52	%
Face Amount of Debt		5,206,844		566,444		(25,636	)		5,747,652		99.95	%
Net Premiums on Debt		2,903		-		-			2,903		0.05	%
Total	$	5,209,747	$	566,444	$	(25,636	)	$	5,750,555		100.00	%

Based on Original Maturity Dates as of December 31, 2010:

Year	Consolidated Debt		CBL's Share of Unconsolidated Affiliates' Debt		Noncontrolling Interests' Share of Consolidated Debt			CBL's Share of Consolidated and Unconsolidated Debt		% of Total
2011	$	1,612,699	$	146,572	$	(928	)	$	1,758,343		30.58	%
2012		639,594		21,718		(10,922	)		650,390		11.31	%
2013		448,478		57,852		-			506,330		8.81	%
2014		149,463		42,816		-			192,279		3.34	%
2015		796,088		128,215		-			924,303		16.07	%
2016		446,050		29,166		(10,995	)		464,221		8.07	%
2017		518,145		140,105		(1,616	)		656,634		11.42	%
2018		304,344		-		-			304,344		5.29	%
2019		88,617		-		-			88,617		1.54	%
2020		203,366		-		(1,175	)		202,191		3.52	%
Face Amount of Debt		5,206,844		566,444		(25,636	)		5,747,652		99.95	%
Net Premiums on Debt		2,903		-		-			2,903		0.05	%
Total	$	5,209,747	$	566,444	$	(25,636	)	$	5,750,555		100.00	%

Debt Covenant Compliance Ratios as of December 31, 2010:

Covenant	Required	Actual		In Compliance
Debt to Gross Asset Value	<65%		53%	Yes
Interest Coverage Ratio	>1.75x		2.35x	Yes
Debt Service Coverage Ratio	>1.50x		1.86x	Yes

-12- 

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

New and Renewal Leasing Activity of Same Small Shop Space Less Than 10,000 Square Feet

Property Type	Square Feet		Prior Gross Rent PSF		New Initial Gross Rent PSF		% Change Initial			New Average Gross Rent PSF (2)		% Change Average
Quarter:
All Property Types (1)		854,790	$	34.03	$	31.39		-7.8	%	$	32.43		-4.7	%
Stabilized malls		790,630		35.13		32.31		-8.0	%		33.39		-5.0	%
New leases		171,627		44.04		48.34		9.8	%		51.34		16.6	%
Renewal leases		619,003		32.66		27.87		-14.7	%		28.41		-13.0	%
Year to Date:
All Property Types (1)		2,788,111	$	37.33	$	33.50		-10.3	%	$	34.53		-7.5	%
Stabilized malls		2,540,679		39.01		34.95		-10.4	%		36.03		-7.6	%
New leases		661,387		43.64		41.74		-4.4	%		44.02		0.9	%
Renewal leases		1,879,292		37.38		32.57		-12.9	%		33.22		-11.1	%

Total Leasing Activity

	Square Feet
Quarter:
Total leased		1,375,281
Operating portfolio		1,274,742
Development portfolio		100,539
Year to Date:
Total leased		4,841,541
Operating portfolio		4,445,697
Development portfolio		395,844

Average Annual Base Rents Per Square Foot By Property Type of Small Shop Space Less Than 10,000 Square Feet

	As of December 31,
	2010		2009
Stabilized malls	$	29.36	$	29.40
Non-stabilized malls		25.64		25.81
Associated centers		12.04		11.75
Community centers		13.76		14.99
Offices		18.14		19.10

(1)	Includes Stabilized malls, Associated centers, Community centers and Offices
(2)	Average Gross Rent does not incorporate allowable future increases for recoverable common area expenses.

  -13-

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

Top 25 Tenants Based on Percentage of Total Revenues as of December 31, 2010

	Tenant	Number of Stores		Square Feet		Percentage of Total Revenues
1	Limited Brands, LLC  (1)		159		804,848		3.16	%
2	Foot Locker, Inc.		177		677,686		2.51	%
3	Abercrombie & Fitch, Co.		96		651,171		2.23	%
4	The Gap, Inc.		87		949,234		2.21	%
5	AE Outfitters Retail Company		84		494,397		2.18	%
6	Signet Group plc  (2)		115		205,104		1.91	%
7	Dick's Sporting Goods, Inc.		21		1,226,221		1.59	%
8	Genesco Inc.  (3)		191		277,182		1.57	%
9	Luxottica Group, S.P.A.  (4)		140		309,267		1.52	%
10	Zale Corporation		134		136,563		1.34	%
11	Express Fashions		48		401,113		1.30	%
12	JC Penney Company, Inc.  (5)		73		8,436,794		1.29	%
13	Finish Line, Inc.		72		374,276		1.25	%
14	New York & Company, Inc.		55		391,967		1.22	%
15	Dress Barn, Inc.  (6)		99		435,007		1.09	%
16	Charlotte Russe Holding, Inc.		51		353,385		1.06	%
17	Aeropostale, Inc.		76		261,199		1.06	%
18	Pacific Sunwear of California		67		248,824		0.96	%
19	The Buckle, Inc.		49		244,601		0.95	%
20	Forever 21 Retail, Inc.		21		304,522		0.95	%
21	Sun Capital Partners, Inc.  (7)		55		614,044		0.92	%
22	Barnes & Noble Inc.		20		704,452		0.91	%
23	The Regis Corporation		154		185,467		0.86	%
24	The Children's Place Retail Stores, Inc.		54		228,965		0.86	%
25	Claire's Stores, Inc.		116		136,801		0.86	%
			2,214		19,053,090		35.76	%

(1)	Limited Brands, LLC operates Victoria's Secret and Bath & Body Works.
(2)	Signet Group plc operates Kay Jewelers, Marks & Morgan, JB Robinson, Shaw's Jewelers, Osterman's Jewelers, LeRoy's Jewelers, Jared Jewelers, Belden Jewelers and Rogers Jewelers.
(3)	Genesco Inc. operates Journey's, Jarman, Underground Station, Hat World, Lids, Hat Zone, and Cap Factory stores.
(4)	Luxottica Group, S.P.A. operates Lenscrafters, Sunglass Hut, and Pearl Vision.
(5)	JC Penney Co., Inc. owns 36 of these stores.
(6)	Dress Barn, Inc. operates Justice, dressbarn and maurices.
(7)	Sun Capital Partners, Inc. operates Gordmans, Limited Stores, Fazoli's, Anchor Blue, Smokey Bones, Souper Salad and Bar Louie Restaurants.

  -14-

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

Capital Expenditures for the Three Months and Year Ended December 31, 2010

(In thousands)

	Three Months		Year
Tenant allowances	$	9,590	$	39,929
Renovations		118		269
Deferred maintenance:
Parking lot and parking lot lighting		2,498		7,347
Roof repairs and replacements		642		3,831
Other capital expenditures		1,991		8,718
Total deferred maintenance expenditures		5,131		19,896
Total capital expenditures	$	14,839	$	60,094

The capital expenditures incurred for maintenance such as parking lot repairs, parking lot lighting and roofs are classified as deferred maintenance expenditures. These expenditures are billed to tenants as common area maintenance expense and the majority is recovered over a five to fifteen year period. Renovation capital expenditures are for remodelings and upgrades to enhance our competitive position in the market area.  A portion of these expenditures covering items such as new floor coverings, painting, lighting and new seating areas are also recovered through tenant billings.  The costs of other items such as new entrances, new ceilings and skylights are not recovered from tenants.  We estimate that 30% of our renovation expenditures are recoverable from our tenants over a ten to fiftee n year period.  The third category of capital expenditures is tenant allowances, sometimes made to third-generation tenants.  Tenant allowances are recovered through minimum rents from the tenants over the term of the lease.

Deferred Leasing Costs Capitalized

(In thousands)

	2010		2009
Quarter ended:
March 31,	$	212	$	651
June 30,		567		208
September 30,		929		690
December 31,		976		699
	$	2,684	$	2,248

-15- 

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months and Year Ended December 31, 2010

Properties Opened During the Year Ended December 31, 2010

(Dollars in thousands)

		Total Project		CBL's Share of
Property	Location	Square Feet		Total Cost (d)		Cost to Date (e)		Date Opened	Initial Yield
Community Centers:
The Forum at Grandview (Phase I) (a)	Madison, MS		110,690	$	19,653	$	26,521	Fall-10		6.0	%*
The Pavilion at Port Orange (Phase I and Phase 1A) (b)	Port Orange, FL		494,025		67,742		61,779	Fall-09/Spring-10		7.3	%*
			604,715	$	87,395	$	88,300

Properties Under Development at December 31, 2010

(Dollars in thousands)

		Total
		Project		CBL's Share of				Expected
		Square		Total		Cost		Opening	Initial
Property	Location	Feet		Cost (d)		to Date (e)		Date	Yield
Mall Expansion:
Alamance West	Burlington, NC		236,438	$	16,296	$	5,903	Fall-11		10.9	%
Community Center Expansion:
Settlers Ridge (Phase II)	Robinson Township, PA		86,617		12,370		11,038	Summer-11		9.9	%
Community/Outlet Center:
The Outlet Shoppes at Oklahoma City (c)	Oklahoma City, OK		325,190		60,880		27,437	Summer-11		10.6	%
			648,245	$	89,546	$	44,378

(a)	The Forum at Grandview is a 75/25 joint venture.  Total cost and cost to date are reflected at 100 percent.
(b)	The Pavilion at Port Orange is a 50/50 joint venture.
(c)	The Outlet Shoppes at Oklahoma City is a 75/25 joint venture.  Total cost and cost to date are reflected at 100 percent.
(d)	Total Cost is presented net of reimbursements to be received.
(e)	Cost to Date does not reflect reimbursements until they are received.
*	Pro forma initial yields for phased projects reflect full land cost in Phase I.  Combined pro forma yields are higher than Phase I project yields.

- -16-