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, 2012

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):

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

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

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

£ 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, 2012, CBL & Associates Properties, Inc. (the "Company") reported its results for the fourth quarter and year ended December 31, 2011. The Company's earnings release for the fourth quarter and year ended December 31, 2011 is attached as Exhibit 99.1. On February 9, 2012, the Company held a conference call to discuss the results for the fourth quarter and year ended December 31, 2011. 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, 2011, 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 Full Year 2011 Results

99.2 Investor Conference Call Script - Fourth Quarter and Year Ended December 31, 2011

99.3 Supplemental Financial and Operating Information - For The Three Months and Year Ended December 31, 2011

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,

Treasurer and Secretary

Date: February 9, 2012

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 2011 RESULTS

• Reported FFO per diluted share of $0.60 for the fourth quarter 2011 and $2.22 for the year ended December 31, 2011.

• Same-center net operating income improved 0.6% for the fourth quarter 2011 and 1.4% for the year ended December 31, 2011, over the prior-year periods, excluding lease termination fees.

• Same-store sales per square foot increased 3.3% for mall tenants 10,000 square feet or less for stabilized malls for the year ended December 31, 2011.

• Portfolio occupancy at December 31, 2011, increased 120 basis points from the prior-year period, to 93.6%.

• Positive average leasing spread of 7.6% during the fourth quarter 2011.

• Reduced total debt by $494 million during the fourth quarter 2011.

CHATTANOOGA, Tenn. (February 8, 2012) - CBL & Associates Properties, Inc. (NYSE:CBL) announced results for the fourth quarter and year ended December 31, 2011. 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.

	Three Months Ended December 31,		Year Ended December 31,
	2011	2010	2011	2010
Funds from Operations (“FFO”) per diluted share	$0.60	$0.62	$2.22	$2.08

CBL's President and Chief Executive Officer Stephen Lebovitz commented, “We are pleased with our excellent results for the fourth quarter including a 120-basis-point increase in portfolio occupancy, positive leasing spreads and same-center NOI growth. We outperformed our previously increased FFO guidance. The capital provided during the quarter from closing the TIAA-CREF joint venture, community center disposition and financings significantly enhances our liquidity position and contributed to the nearly $500 million in debt reduction during the quarter.

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CBL Reports Fourth Quarter Results

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February 8, 2012

“The strength of our portfolio of market-dominant malls and our capital structure provides a platform for growth in an improving operating, leasing and investment environment. Our team has worked hard and executed well to generate same-center NOI and FFO growth, as well as source attractive new opportunities. Operating from a position of strength, we are capitalizing on this position in 2012 with our mall renovation and redevelopment program, additional outlet center projects, including our recently announced development, The Outlet Shoppes at Atlanta and other opportunities that we see in the market.”     

FFO allocable to common shareholders for the fourth quarter of 2011 was $89,035,000, or $0.60 per diluted share, compared with $86,329,000, or $0.62 per diluted share, for the fourth quarter of 2010.

FFO allocable to common shareholders for 2011 was $329,323,000, or $2.22 per diluted share, compared with $287,563,000, or $2.08 per diluted share, for 2010.

Net income attributable to common shareholders for the fourth quarter of 2011 was $72,373,000, or $0.49 per diluted share, compared with net income of $16,266,000, or $0.12 per diluted share for the fourth quarter of 2010.

Net income attributable to common shareholders for 2011 was $91,560,000, or $0.62 per diluted share, compared with net income of $29,532,000, or $0.21 per diluted share for 2010.

HIGHLIGHTS

▪ Portfolio same-center net operating income (“NOI”), excluding lease termination fees, for the quarter ended December 31, 2011, increased 0.6% compared with a decline of 0.3% for the prior-year period. Same-center NOI, excluding lease terminations fees, for the year ended December 31, 2011, increased 1.4% compared with a decline of 1.3% for the prior year.

▪ Average gross rent on leases signed during the fourth quarter 2011 for tenants 10,000 square feet or less increased 7.6% over the prior gross rent per square foot.

▪ Same-store sales per square foot for mall tenants 10,000 square feet or less for stabilized malls for 2011 increased 3.3% to $336 per square foot.

▪ Consolidated and unconsolidated variable rate debt of $905,445,000 represented 10.3% of the total market capitalization for the Company and 17.2% of the Company's share of total consolidated and unconsolidated debt as of December 31, 2011. This compares favorably to variable rate debt in the prior-year period of 17.4% of total market capitalization and 29.3% of the Company's share of total consolidated and unconsolidated debt as of December 31, 2010.

PORTFOLIO OCCUPANCY

	December 31,
	2011	2010
Portfolio occupancy	93.6%	92.4%
Mall portfolio	94.1%	92.9%
Stabilized malls	94.2%	93.2%
Non-stabilized malls	92.1%	77.3%
Associated centers	93.4%	91.3%
Community centers	91.5%	91.8%

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CBL Reports Fourth Quarter Results

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February 8, 2012

JOINT VENTURE ACTIVITY

During the quarter, CBL and TIAA-CREF closed their $1.09 billion real estate joint venture to invest in market-dominant shopping malls. TIAA-CREF received a 50% pari passu interest in three enclosed malls, including Oak Park Mall in Kansas City, KS; West County Center in St. Louis, MO; and CoolSprings Galleria in Nashville, TN, and a 12% interest in Pearland Town Center in Houston, TX. In total, CBL reduced outstanding debt balances by approximately $486 million through TIAA-CREF's assumption of approximately $267 million of property-specific debt and cash proceeds of approximately $219 million. CBL continues to manage and lease the properties.

FINANCING aCTIVITY

In December 2011, CBL closed four separate loans totaling $383.0 million. After repayment of the existing loan balances, the new financing activity generated excess proceeds of more than $160.0 million. CBL closed a $140.0 million ten-year non-recourse loan secured by Cross Creek Mall in Fayetteville, NC, with a fixed interest rate of 4.54% and closed a $60.0 million ten-year non-recourse loan secured by The Outlet Shoppes at Oklahoma City in Oklahoma City, OK, bearing a fixed interest rate of 5.73%.

CBL closed a five-year extension and amendment of the existing non-recourse loan secured by St. Clair Square in Fairview Heights (St. Louis, MO), IL, increasing the loan amount to $125.0 million. The interest rate was reduced to LIBOR plus 300 basis points. CBL also closed a recourse loan secured by The Promenade in D'Iberville, MS, with a three-year initial term and two two-year extension options. The loan bears interest of 75% of LIBOR plus 175 basis points.

In total during 2011, CBL completed more than $2.3 billion in financing activity, including the extension and modification of three credit facilities totaling $1.15 billion and property-specific debt totaling $1.18 billion.

DISPOSITIONS

During the fourth quarter, CBL completed the sale of Westridge Square, a community center located in Greensboro, NC. Subsequent to the quarter end, CBL disposed of Oak Hollow Square, a community center located in High Point, NC. The aggregate sales price for the two properties was $40.3 million. Proceeds were used to reduce the outstanding balance of an unsecured term facility that was originally used to acquire the centers.

DEVELOPMENT

In January 2012, CBL announced that it formed a 75/25 joint venture with Horizon Group Properties, Inc. to develop The Outlet Shoppes at Atlanta in Atlanta (Woodstock), GA. Once complete, the 370,000-square-foot project will be a premier outlet destination for tourists and residents of this market. Construction is expected to begin in spring 2012, with the grand opening scheduled for late summer 2013. CBL and Horizon are co-developing the project with Horizon responsible for leasing and management.

OUTLOOK AND GUIDANCE

Based on today's outlook, the Company is providing 2012 FFO guidance of $1.95 - $2.03 per share. The full year guidance assumes $3.0 million to $5.0 million of outparcel sales and same-center NOI growth in the range of 0.0% to 1.0%, excluding applicable lease termination fees. 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	$	0.45		$	0.53
Adjust to fully converted shares from common shares	(0.10		)	(0.12		)
Expected earnings per diluted, fully converted common share	0.35			0.41
Add: depreciation and amortization	1.50			1.50
Add: noncontrolling interest in earnings of Operating Partnership	0.10			0.12
Expected FFO per diluted, fully converted common share	$	1.95		$	2.03

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CBL Reports Fourth Quarter Results

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February 8, 2012

INVESTOR CONFERENCE CALL AND SIMULCAST

CBL & Associates Properties, Inc. will conduct a conference call at 11:00 a.m. ET on Thursday, February 9, 2012, to discuss its fourth quarter and year end results. The number to call for this interactive teleconference is (212) 231-2900. A seven-day replay of the conference call will be available by dialing (402) 977-9140 and entering the passcode 21562439. 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 2011 fourth quarter and year-end earnings release conference call. The live broadcast of the quarterly conference call will be available online at cblproperties.com on Thursday, February 9, 2012, beginning at 11:00 a.m. ET. The online replay will follow shortly after the call and continue through February 16, 2012.

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 157 properties, including 87 regional malls/open-air centers. The properties are located in 26 states and total 85.9 million square feet including 3.4 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), Texas, 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. In October 2011, NAREIT clarified that FFO should exclude the impact of losses on impairment of depreciable properties. The Company has calculated FFO for all periods presented in accordance with this clarification. 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 attributable to the Company's common shareholders to FFO allocable to its common shareholders, located in 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

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CBL Reports Fourth Quarter Results

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February 8, 2012

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 2011, the Company recorded a gain on extinguishment of debt from discontinued operations. Considering the significance and nature of this item, 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 Company's results of operations. Therefore, the Company has also presented its FFO measures excluding this item.

Same-Center Net Operating Income

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

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

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

Pro Rata Share of Debt

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

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

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CBL Reports Fourth Quarter Results

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February 8, 2012

	Three Months Ended December 31,						Year Ended December 31,
	2011			2010			2011			2010
REVENUES:
Minimum rents	$	167,450		$	180,092		$	680,801		$	677,809
Percentage rents	8,407			8,812			17,209			17,436
Other rents	8,783			9,350			22,576			22,671
Tenant reimbursements	73,850			78,781			304,956			309,592
Management, development and leasing fees	2,121			1,740			6,935			6,416
Other	8,491			7,436			34,863			29,258
Total revenues	269,102			286,211			1,067,340			1,063,182
OPERATING EXPENSES:
Property operating	38,451			37,530			154,047			149,021
Depreciation and amortization	64,583			73,983			275,261			284,072
Real estate taxes	20,737			23,173			93,857			96,621
Maintenance and repairs	13,168			15,088			57,098			56,469
General and administrative	11,618			11,493			44,751			43,383
Loss on impairment of real estate	—			14,805			55,761			14,805
Other	6,103			6,056			28,898			25,523
Total operating expenses	154,660			182,128			709,673			669,894
Income from operations	114,442			104,083			357,667			393,288
Interest and other income	834			1,042			2,589			3,873
Interest expense	(61,563		)	(69,567		)	(271,334		)	(285,619		)
Gain on investments	—			888			—			888
Gain on extinguishment of debt	448			—			1,029			—
Gain on sales of real estate assets	55,793			310			59,396			2,887
Equity in earnings (losses) of unconsolidated affiliates	1,916			422			6,138			(188		)
Income tax (provision) benefit	(1,501		)	1,365			269			6,417
Income from continuing operations	110,369			38,543			155,754			121,546
Operating income (loss) of discontinued operations	(373		)	(119		)	29,241			(23,755		)
Gain (loss) on discontinued operations	(122		)	349			(1		)	379
Net income	109,874			38,773			184,994			98,170
Net income attributable to noncontrolling interests in:
Operating partnership	(20,398		)	(6,026		)	(25,841		)	(11,018		)
Other consolidated subsidiaries	(6,509		)	(6,607		)	(25,217		)	(25,001		)
Net income attributable to the Company	82,967			26,140			133,936			62,151
Preferred dividends	(10,594		)	(9,874		)	(42,376		)	(32,619		)
Net income attributable to common shareholders	$	72,373		$	16,266		$	91,560		$	29,532
Basic per share data attributable to common shareholders:
Income from continuing operations, net of preferred dividends	$	0.49		$	0.12		$	0.46		$	0.34
Discontinued operations	—			—			0.16			(0.13		)
Net income attributable to common shareholders	$	0.49		$	0.12		$	0.62		$	0.21
Weighted average common shares outstanding	148,364			139,376			148,289			138,375
Diluted earnings per share data attributable to common shareholders:
Income from continuing operations, net of preferred dividends	$	0.49		$	0.12		$	0.46		$	0.34
Discontinued operations	—			—			0.16			(0.13		)
Net income attributable to common shareholders	$	0.49		$	0.12		$	0.62		$	0.21
Weighted average common and potential dilutive common     shares outstanding	148,407			139,432			148,335			138,416
Amounts attributable to common shareholders:
Income from continuing operations, net of preferred dividends	$	72,759		$	16,098		$	68,780		$	46,557
Discontinued operations	(386		)	168			22,780			(17,025		)
Net income attributable to common shareholders	$	72,373		$	16,266		$	91,560		$	29,532

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February 8, 2012

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

(in thousands, except per share data)

	Three Months Ended December 31,						Year Ended December 31,
	2011			2010			2011			2010
Net income attributable to common shareholders	$	72,373		$	16,266		$	91,560		$	29,532
Noncontrolling interest in income of operating partnership	20,398			6,026			25,841			11,018
Depreciation and amortization expense of:
Consolidated properties	64,583			73,983			275,261			284,072
Unconsolidated affiliates	11,406			6,393			32,538			27,445
Discontinued operations	205			1,774			1,109			7,700
Non-real estate assets	(529		)	(1,281		)	(2,488		)	(4,182		)
Noncontrolling interests' share of depreciation and amortization	(403		)	94			(919		)	(605		)
Loss on impairment of real estate, net of tax benefit	452			14,805			56,557			40,240
Gain on depreciable property	(54,357		)	—			(56,763		)	—
(Gain) loss on discontinued operations	122			(349		)	1			(379		)
Funds from operations of the operating partnership	114,250			117,711			422,697			394,841
Gain on extinguishment of debt from discontinued operations	—			—			(31,434		)	—
Funds from operations of the operating partnership, as adjusted	$	114,250		$	117,711		$	391,263		$	394,841
Funds from operations per diluted share	$	0.60		$	0.62		$	2.22		$	2.08
Gain on extinguishment of debt from discontinued operations(1)	—			—			(0.17		)	—
Funds from operations, as adjusted, per diluted share	$	0.60		$	0.62		$	2.05		$	2.08
Weighted average common and potential dilutive common shares      outstanding with operating partnership units fully converted	190,424			190,101			190,380			190,043
Reconciliation of FFO of the operating partnership to FFO allocable to      common shareholders:
Funds from operations of the operating partnership	$	114,250		$	117,711		$	422,697		$	394,841
Percentage allocable to common shareholders (2)	77.93		%	73.34		%	77.91		%	72.83		%
Funds from operations allocable to common shareholders	$	89,035		$	86,329		$	329,323		$	287,563
Funds from operations of the operating partnership, as adjusted	$	114,250		$	117,711		$	391,263		$	394,841
Percentage allocable to common shareholders (2)	77.93		%	73.34		%	77.91		%	72.83		%
Funds from operations allocable to Company shareholders, as adjusted	$	89,035		$	86,329		$	304,833		$	287,563
(1) Diluted per share amounts presented for reconciliation purposes may differ from actual diluted per share amounts due to rounding.
(2) 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 outstanding on page 4.

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(Continued)

SUPPLEMENTAL FFO INFORMATION:
Lease termination fees	$	570		$	238		$	3,272		$	2,815
Lease termination fees per share	$	—		$	—		$	0.02		$	0.01
Straight-line rental income	$	1,650		$	738		$	5,387		$	5,278
Straight-line rental income per share	$	0.01		—			$	0.03		$	0.03
Gains on outparcel sales	$	1,966		$	410		$	3,989		$	3,015
Gains on outparcel sales per share	$	0.01		$	—		$	0.02		$	0.02
Net amortization of acquired above- and below-market leases	$	24		$	178		$	2,107		$	2,386
Net amortization of acquired above- and below-market leases per share	$	—		$	—		$	0.01		$	0.01
Net amortization of debt premiums (discounts)	$	871		$	925		$	2,831		$	5,134
Net amortization of debt premiums (discounts) per share	$	—		$	—		$	0.01		$	0.03
Income tax (provision) benefit	$	(1,501	)	$	1,365		$	269		$	6,417
Income tax (provision) benefit per share	$	(0.01	)	$	0.01		$	—		$	0.03
Loss on impairment of real estate from continuing operations	$	—		$	(14,805	)	$	(55,761	)	$	(14,805	)
Loss on impairment of real estate from continuing operations per share	$	—		$	(0.08	)	$	(0.29	)	$	(0.08	)
Loss on impairment of real estate from discontinued operations	$	(729	)	$	—		$	(2,968	)	$	(25,435	)
Loss on impairment of real estate from discontinued operations per share	$	—		$	—		$	(0.02	)	$	(0.13	)
Gain on extinguishment of debt from discontinued operations	$	—		$	—		$	31,434		$	—
Gain on extinguishment of debt from discontinued operations per share	$	—		$	—		$	0.17		$	—

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CBL Reports Fourth Quarter Results

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February 8, 2012

Same-Center Net Operating Income

(Dollars in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2011			2010			2011			2010
Net income attributable to the Company	$	82,967		$	26,140		$	133,936		$	62,151
Adjustments:
Depreciation and amortization	64,583			73,983			275,261			284,072
Depreciation and amortization from unconsolidated affiliates	11,406			6,393			32,538			27,445
Depreciation and amortization from discontinued operations	205			1,774			1,109			7,700
Noncontrolling interests' share of depreciation and amortization in    other consolidated subsidiaries	(403		)	94			(919		)	(605		)
Interest expense	61,563			69,567			271,334			285,619
Interest expense from unconsolidated affiliates	11,236			6,472			32,891			27,861
Interest expense from discontinued operations	—			963			179			3,765
Noncontrolling interests' share of interest expense in other consolidated    subsidiaries	(529		)	(41		)	(1,329		)	(967		)
Abandoned projects expense	43			(28		)	94			392
Gain on sales of real estate assets	(55,793		)	(310		)	(59,396		)	(2,887		)
Gain on sales of real estate assets of unconsolidated affiliates	(118		)	(129		)	(1,445		)	(128		)
Gain on investments	—			(888		)	—			(888		)
Gain on extinguishment of debt	(448		)	—			(1,029		)	—
Gain on extinguishment of debt from discontinued operations	—			—			(31,434		)	—
Writedown of mortgage notes receivable	—			—			1,900			—
Loss on impairment of real estate	—			14,805			55,761			14,805
Loss on impairment of real estate from discontinued operations	729			—			2,968			25,435
Income tax provision (benefit)	1,501			(1,365		)	(269		)	(6,417		)
Net income attributable to noncontrolling interest     in earnings of operating partnership	20,398			6,026			25,841			11,018
(Gain) loss on discontinued operations	122			(349		)	1			(379		)
Operating partnership's share of total NOI	197,462			203,107			737,992			737,992
General and administrative expenses	11,618			11,493			44,751			43,383
Management fees and non-property level revenues	(5,793		)	(5,965		)	(22,036		)	(21,530		)
Operating partnership's share of property NOI	203,287			208,635			760,707			759,845
Non-comparable NOI	(7,329		)	(14,167		)	(18,052		)	(27,886		)
Total same-center NOI	$	195,958		$	194,468		$	742,655		$	731,959
Total same-center NOI percentage change	0.8		%				1.5		%
Total same-center NOI	$	195,958		$	194,468		$	742,655		$	731,959
Less lease termination fees	(521		)	(207		)	(2,910		)	(2,633		)
Total same-center NOI, excluding lease termination fees	$	195,437		$	194,261		$	739,745		$	729,326
Malls	$	176,047		$	175,637		$	666,572		$	658,006
Associated centers	8,183			8,192			32,333			31,899
Community centers	4,422			4,246			17,559			15,967
Offices and other	6,785			6,186			23,281			23,454
Total same-center NOI, excluding lease termination fees	$	195,437		$	194,261		$	739,745		$	729,326
Percentage Change:
Malls	0.2		%				1.3		%
Associated centers	(0.1		)%				1.4		%
Community centers	4.1		%				10		%
Office and other	9.7		%				(0.7		)%
Total same-center NOI, excluding lease termination fees	0.6		%				1.4		%

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CBL Reports Fourth Quarter Results

Page 9

February 8, 2012

Company's Share of Consolidated and Unconsolidated Debt

(Dollars in thousands)

	As of December 31, 2011
	Fixed Rate			Variable Rate			Total
Consolidated debt	$	3,733,355		$	756,000		$	4,489,355
Noncontrolling interests' share of consolidated debt	(30,416		)	(726		)	(31,142		)
Company's share of unconsolidated affiliates' debt	658,470			150,171			808,641
Company's share of consolidated and unconsolidated debt	$	4,361,409		$	905,445		$	5,266,854
Weighted average interest rate	5.58		%	2.47		%	5.04		%
	As of December 31, 2010
	Fixed Rate			Variable Rate			Total
Consolidated debt	$	3,694,742		$	1,515,005		$	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	$	4,068,188		$	1,682,367		$	5,750,555
Weighted average interest rate	5.83		%	2.77		%	4.94		%

Debt-To-Total-Market Capitalization Ratio as of December 31, 2011

(In thousands, except stock price)

	Shares Outstanding	Stock Price (1)	Value
Common stock and operating partnership units	190,380	$15.70	$	2,988,966
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			3,557,716
Company's share of total debt			5,266,854
Total market capitalization			$	8,824,570
Debt-to-total-market capitalization ratio			59.7		%

(1) Stock price for common stock and operating partnership units equals the closing price of the common stock on December 30, 2011. The stock prices for the preferred stocks

represent the liquidation preference of each respective series.

Reconciliation of Shares and Operating Partnership Units Outstanding

(In thousands)

	Three Months Ended December 31,		Year Ended December 31,
2011:	Basic	Diluted	Basic	Diluted
Weighted average shares - EPS	148,364	148,407	148,289	148,335
Weighted average operating partnership units	42,017	42,017	42,046	42,046
Weighted average shares- FFO	190,381	190,424	190,335	190,381
2010:
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

Dividend Payout Ratio

	Three Months Ended December 31,						Year Ended December 31,
	2011			2010			2011			2010
Weighted average cash dividend per share	$	0.21913		$	0.22010		$	0.88773		$	0.90496
FFO per diluted, fully converted share	$	0.60		$	0.62		$	2.22		$	2.08
Dividend payout ratio	36.5		%	35.5		%	40		%	43.5		%

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CBL Reports Fourth Quarter Results

Page 10

February 8, 2012

Consolidated Balance Sheets

(Unaudited; in thousands, except share data)

	As of
	December 31, 2011			December 31, 2010
ASSETS
Real estate assets:
Land	$	851,303		$	928,025
Buildings and improvements	6,777,776			7,543,326
	7,629,079			8,471,351
Accumulated depreciation	(1,762,149		)	(1,721,194		)
	5,866,930			6,750,157
Held for sale	14,033			—
Developments in progress	124,707			139,980
Net investment in real estate assets	6,005,670			6,890,137
Cash and cash equivalents	56,092			50,896
Receivables:
Tenant, net of allowance for doubtful accounts of $1,760      and $3,167 in 2011 and 2010, respectively	74,160			77,989
Other, net of allowance for doubtful accounts of $1,397      in 2011	11,592			11,996
Mortgage and other notes receivable	34,239			30,519
Investments in unconsolidated affiliates	304,710			179,410
Intangible lease assets and other assets	232,965			265,607
	$	6,719,428		$	7,506,554
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Mortgage and other indebtedness	$	4,489,355		$	5,209,747
Accounts payable and accrued liabilities	303,577			314,651
Total liabilities	4,792,932			5,524,398
Commitments and contingencies
Redeemable noncontrolling interests:
Redeemable noncontrolling partnership interests	31,447			34,379
Redeemable noncontrolling preferred joint venture interest	423,834			423,834
Total redeemable noncontrolling interests	455,281			458,213
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 shares outstanding	18			18
Common stock, $.01 par value, 350,000,000 shares      authorized, 148,364,037 and 147,923,707 issued and      outstanding in 2011 and 2010, respectively	1,484			1,479
Additional paid-in capital	1,659,889			1,657,507
Accumulated other comprehensive income	3,425			7,855
Dividends in excess of cumulative earnings	(399,581		)	(366,526		)
Total shareholders' equity	1,265,240			1,300,338
Noncontrolling interests	205,975			223,605
Total equity	1,471,215			1,523,943
	$	6,719,428		$	7,506,554

-END-

EX-99.2

Exhibit 99.2

CBL & ASSOCIATES PROPERTIES, INC.

CONFERENCE CALL, FOURTH QUARTER

February 9, 2012 @ 11:00 AM ET

Stephen:

Thank you and good morning. We appreciate your participation in the CBL & Associates Properties, Inc. conference call to discuss fourth quarter and full-year 2011 results. Joining me today is John Foy, CBL's Chief Financial Officer and Katie Reinsmidt, Vice President - Corporate Communications and Investor Relations, who will begin by reading our Safe Harbor disclosure.

Katie:

This conference call contains "forward-looking statements" within the meaning of the federal securities laws. Such statements are inherently subject to risks and uncertainties. Future events and actual results, financial and otherwise, may differ materially from the events and results discussed in the forward-looking statements. We direct you to the Company's various filings with the Securities and Exchange Commission including, without limitation, the Company's most recent Annual Report on Form 10-K. During our discussion today, references made to per share amounts are based upon a fully diluted converted share basis.

During this call, the Company may discuss non-GAAP financial measures as defined by SEC Regulation G. A reconciliation of each non-GAAP financial measure to the comparable GAAP financial measure will be included in the earnings release that is furnished on the Form 8-K along with a transcript of today's comments and additional supplemental schedules. This call will also be available for replay on the Internet through a link on our website at cblproperties.com.

Stephen:

Thank you, Katie.

During the fourth quarter we continued our string of improving results. We achieved growth in occupancy of 120 basis points, a 60 basis point increase in same center NOI, positive leasing spreads in the high single digits and our eighth consecutive quarter of sales growth. We are encouraged by the over 38% increase in our stock price in the fourth quarter and sustained share price gains so far in 2012 that reflect these continued improvements.

2011 was also a very productive year for improving our balance sheet. In total, we ended the year with nearly $500 million less in debt than 2010 with proceeds generated by asset sales and the TIAA joint venture. At the end of the fourth quarter we had more than $1.1 billion in availability on our credit lines, providing us with tremendous financial flexibility. We have kept our focus on reducing our overall leverage and have been successful at selling off non-core properties at attractive pricing. For 2012, we expect to see more attractive growth opportunities, while remaining focused on strengthening our balance sheet.

DEVELOPMENT

We recently announced that we were partnering with Horizon Group to develop our second outlet center, The Outlet Shoppes at Atlanta. The project is located in the affluent suburb of Woodstock, north of the city. We plan to begin construction on the center this spring. The 370,000 square foot project is already 70% leased or committed with a first-class line-up of retailers including Saks Fifth Avenue OFF 5^TH, Nike, Michael Kors, J. Crew, Puma, and Under Armour. Similar to The Outlet Shoppes at Oklahoma City, this project will be developed in a 75/25 joint venture with Horizon Group, with an initial unleveraged yield above 10%.

Our new venture with Horizon builds on the outstanding results being generated by our project in Oklahoma City, which continues to exceed all projections. Based on current results, the center is on track to generate an unleveraged 11% return, and sales are trending over $400 per square foot for the first year. In December, we closed a $60.0 million, ten-year non-recourse CMBS loan secured by The Outlet Shoppes at Oklahoma City.

1

Another strong avenue of growth for us is the expansion and redevelopment opportunities within our existing portfolio. These projects enhance the centers, increasing traffic and solidifying the malls' dominant position in the market. One of our most recent projects, a new 12-screen Cinemark theatre at Stroud Mall in Stroudsburg, PA, opened during the fourth quarter and soon we will open a new 12-screen Carmike theatre at Foothills Mall in Maryville, TN. In total in 2011, we opened seven anchor locations, 34 new junior anchor locations and added 14 restaurants to our centers.

We recently announced our renovation program for 2012. We will renovate four malls including Cross Creek Mall in Fayetteville, NC, Mall del Norte in Laredo, TX, Post Oak Mall in College Station, TX and Turtle Creek Mall in Hattiesburg, MS. The aggregate expenditure for the renovations is estimated at approximately $20 million. These renovations are important to the continued growth of the centers, helping to attract new retailers and driving traffic and sales.

RETAIL SALES:

Overall, it was a solid holiday sales season, given the generally mild weather across most of our portfolio. Department stores posted healthy increases, with Macy's leading the pack. We generated a 3.5% increase in our malls during the fourth quarter. For the full year, sales increased 3.3% to $336 per square foot.

LEASING AND OCCUPANCY

The ongoing improvement in sales has translated into steady demand from retailers, which is reflected in our positive leasing spreads. Fourth quarter spreads showed progress in renewal leasing and new leasing spreads continued to be very strong. Overall leases for stabilized malls signed during the quarter produced an 8% increase over the prior gross rent per square foot. Renewal leasing spreads were positive, up 4.5% over the prior rents and new leases were signed at a 23% increase over prior rents.

Short term deals were similar to third quarter at roughly 44% of total leasing, excluding a package of short-term Pac Sun renewals we signed in the quarter. This compares favorably to 60% for the fourth quarter 2010.

Our leasing volume has increased significantly as well. In total, we signed almost 1.7 million square feet of leases during the fourth quarter, a 20% increase over the prior-year period. Leases signed during the quarter included approximately 400,000 square feet of new leases and 1.3 million square feet of renewal leases.

For all of 2011, we signed more than 7.1 million square feet of leases, achieving the strongest year of leasing in our company's history.

BANKRUPTCY AND STORE CLOSURES

We experienced a limited level of new bankruptcy and store closure activity during the quarter. We had two anchor closure announcements, both impacting our Hickory Hollow Mall in Nashville. The buildings are owned by the anchors, Sears and Macys, so there was no direct revenue impact resulting from the closures. You may recall that we recorded an impairment related to Hickory Hollow in 2010 and we have been pursuing opportunities to reposition the center with non-retail uses. This quarter we sold the former JCPenney building to Metro Government of Nashville and Davidson County. They have plans to use the space for a library and community center. We are also working with the owners of the other anchors on plans for repurposing their stores.

With the recent attention on Sears, we wanted to spend a few minutes reviewing our portfolio. We have 71 Sears stores. Sears owns 52 of those stores and leases 19. In total, Sears contributes approximately $6.7 million or 65 basis points of total rents, so we have minimal revenue exposure. The stores are profitable with extremely low occupancy cost at the leased locations in the 2- 3% range and gross rents averaging $2-4 per square foot. For upcoming lease expirations, we've completed a number of renewals. We have been successful in working with Sears on several of their owned locations to explore opportunities, including joint developments and other options. We have worked with them on outparcel carve-outs to add restaurants on former parking fields. At our Friendly Center in Greensboro, NC, Sears subleased a portion of their store to Whole Foods which should be well-received by the center's shoppers. We have a strong relationship with the Sears real estate team and will continue to work with them to improve their real estate. In most of our centers the Sears store is very well-located with good visibility and prime parking fields. We are confident that in most of these locations, there would be demand from alternative users for the space such as a non-traditional department store, box users, restaurants, etc. We will continue to watch Sears closely, but we don't anticipate a material negative impact from any future closings.

2

DISPOSITIONS/ACQUISITIONS

Moving on to transaction activity, as I mentioned earlier, we have been active on the disposition front recently. In November, we closed on the sale of Westridge Square, a community center located in Greensboro, NC. And last month, we closed on the sale of Oak Hollow Square, a community center in High Point, NC. The aggregate sales price for the properties was $40.3 million, in cash. Proceeds were used to reduce the outstanding balance on our Starmount unsecured facility. We will continue to pursue non-core disposition activities where we can achieve attractive pricing.

I'll now turn it over to John for the financial review.

John:

Thank you, Stephen.

During the fourth quarter we completed approximately $380 million in financings at very attractive rates. These financings generated net cash proceeds of more than $160 million after repayment of the existing loan balances. The new loans were placed with a mix of lenders, including CMBS, banks, and life companies, demonstrating our broad access to capital.

We have approximately $635 million of mortgage maturities remaining in 2012. We are currently in the market receiving bids on the majority of these maturities. We have received interest from CMBS lenders as well as institutions and banks and anticipate completing these financings within the next several months. With the favorable rate environment, we are hoping to achieve improved rates on the new loans. We will keep the market informed of that progress. In the near-term, we will be retiring a number of these loans using our credit facilities, which allows us to take advantage of the interest rate savings.

We are pleased to have finished 2011 with nearly full availability of $1.1 billion on our three major credit facilities. Our coverage ratios remain very sound, with an interest coverage ratio of 2.5 times and fixed charge coverage of 1.9 times. Debt to EBITDA improved to 7.1 times for 2011 and our debt to GAV ratio was 51% at quarter-end. Today more than 80% of our debt is non-recourse and property-specific.

FINANCIAL REVIEW:

For the fourth quarter 2011 we reported FFO per share of $0.60, compared with $0.62 in the prior year. We reported FFO for 2011 of $2.22 per share, including the $0.17 per share gain on the extinguishment of debt. This compares with FFO per share of $2.08 in 2010. We were pleased to exceed our previously increased FFO guidance for the year. There were several contributors to this outperformance, including higher than anticipated occupancy and lower than budgeted interest rates on floating rate debt as well as new loans.

Our same-center NOI growth was near the high-end of our guidance, increasing 1.4% over the prior year. During the fourth quarter same-center NOI increased 60 basis points.

Other major items in earnings results included:

• G&A as a percentage of revenue was 4.3% for the fourth quarter compared with 4.0% in the prior-year period.

• Our cost recovery ratio for the fourth quarter 2011 was 102.1% compared with 103.9% in the prior-year period. For the full year, the cost recovery ratio was 100.0% compared with 102.5% for 2010.

• We recorded a bad debt credit of $270,000 for the fourth quarter 2011 compared with a credit of $154,000 in the prior year period. Bad debt for the year was $1.6 million compared with $2.7 million for 2010.

• Variable rate debt was 10.3% of total market capitalization at the end of 2011 versus 17.4% in 2010. Variable rate debt represents 17.2% of our share of consolidated and unconsolidated debt, compared with 29.3% last year. The decline in variable rate debt is the result of the payoff of two construction loans using proceeds from the TIAA joint venture as well as a new permanent loan that was put in place for The Outlet Shoppes at Oklahoma City.

3

GUIDANCE:

Based on our current outlook and expectations, we are providing guidance for 2012 FFO in the range of $1.95 to $2.03 per share, which reflects the dilutive impact of the TIAA joint venture that was completed in the fourth quarter 2011. The guidance assumes NOI growth in the range of 0 to 1%. Other assumptions in guidance include outparcel sales in the range of $3 to $5 million for the year. We are assuming that portfolio occupancy will be flat to up 50 basis points for the year. While we realize that our guidance range is slightly below consensus, we believe there may be a few items that are impacting 2012 that are not fully reflected in The Street's estimates. We anticipate an income tax provision of $3 million to $5 million for 2012. This creates a negative variance when compared with the $275,000 income tax benefit in 2011. We are assuming a more normalized level of bad debt expense for 2012 in the range of $3 to $4 million. Total bad debt expense in 2011 was only $1.6 million. Bad debt expense directly impacts both FFO and NOI. Finally, we anticipate a cost recovery ratio in the range of 97% to 99% for 2012, slightly lower than our cost recovery ratio of 100% for 2011.

CONCLUSION:

We are very proud of our achievements in 2011 - setting new leasing records, continuing our debt reduction and posting strong operational gains. The entire CBL team is focused on continuing this positive momentum in 2012. Our strategy of owning the only or the dominant mall in a market differentiates our portfolio and adds tremendous value. Our properties and our markets are places where retailers want to be and due to our reasonable occupancy cost of 12.4%, can operate profitably. I think we've generated significant supporting evidence of the advantages of this position through the growth in fundamentals over the past year. We are pushing to continue these improvements.

In addition to our focus on driving internal growth, we will be prudent in managing our capital while we pursue new external growth opportunities. We are also exploring opportunities to monetize certain non-core properties as we see attractive pricing similar to our two recent community center sales. With the improving markets, we are encouraged with our prospects for 2012.

Thank you for joining us today and we appreciate your support. We are now happy to answer any questions you may have.

4

EX-99.3

Exhibit 99.3

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

	Three Months Ended December 31,						Year Ended December 31,
	2011			2010			2011			2010
REVENUES:
Minimum rents	$	167,450		$	180,092		$	680,801		$	677,809
Percentage rents	8,407			8,812			17,209			17,436
Other rents	8,783			9,350			22,576			22,671
Tenant reimbursements	73,850			78,781			304,956			309,592
Management, development and leasing fees	2,121			1,740			6,935			6,416
Other	8,491			7,436			34,863			29,258
Total revenues	269,102			286,211			1,067,340			1,063,182
OPERATING EXPENSES:
Property operating	38,451			37,530			154,047			149,021
Depreciation and amortization	64,583			73,983			275,261			284,072
Real estate taxes	20,737			23,173			93,857			96,621
Maintenance and repairs	13,168			15,088			57,098			56,469
General and administrative	11,618			11,493			44,751			43,383
Loss on impairment of real estate	—			14,805			55,761			14,805
Other	6,103			6,056			28,898			25,523
Total operating expenses	154,660			182,128			709,673			669,894
Income from operations	114,442			104,083			357,667			393,288
Interest and other income	834			1,042			2,589			3,873
Interest expense	(61,563		)	(69,567		)	(271,334		)	(285,619		)
Gain on investments	—			888			—			888
Gain on extinguishment of debt	448			—			1,029			—
Gain on sales of real estate assets	55,793			310			59,396			2,887
Equity in earnings (losses) of unconsolidated affiliates	1,916			422			6,138			(188		)
Income tax (provision) benefit	(1,501		)	1,365			269			6,417
Income from continuing operations	110,369			38,543			155,754			121,546
Operating income (loss) of discontinued operations	(373		)	(119		)	29,241			(23,755		)
Gain (loss) on discontinued operations	(122		)	349			(1		)	379
Net income	109,874			38,773			184,994			98,170
Net income attributable to noncontrolling interests in:
Operating partnership	(20,398		)	(6,026		)	(25,841		)	(11,018		)
Other consolidated subsidiaries	(6,509		)	(6,607		)	(25,217		)	(25,001		)
Net income attributable to the Company	82,967			26,140			133,936			62,151
Preferred dividends	(10,594		)	(9,874		)	(42,376		)	(32,619		)
Net income attributable to common shareholders	$	72,373		$	16,266		$	91,560		$	29,532
Basic per share data attributable to common shareholders:
Income from continuing operations, net of preferred dividends	$	0.49		$	0.12		$	0.46		$	0.34
Discontinued operations	—			—			0.16			(0.13		)
Net income attributable to common shareholders	$	0.49		$	0.12		$	0.62		$	0.21
Weighted average common shares outstanding	148,364			139,376			148,289			138,375
Diluted earnings per share data attributable to common shareholders:
Income from continuing operations, net of preferred dividends	$	0.49		$	0.12		$	0.46		$	0.34
Discontinued operations	—			—			0.16			(0.13		)
Net income attributable to common shareholders	$	0.49		$	0.12		$	0.62		$	0.21
Weighted average common and potential dilutive common     shares outstanding	148,407			139,432			148,335			138,416
Amounts attributable to common shareholders:
Income from continuing operations, net of preferred dividends	$	72,759		$	16,098		$	68,780		$	46,557
Discontinued operations	(386		)	168			22,780			(17,025		)
Net income attributable to common shareholders	$	72,373		$	16,266		$	91,560		$	29,532

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

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

(in thousands, except per share data)

	Three Months Ended December 31,						Year Ended December 31,
	2011			2010			2011			2010
Net income attributable to common shareholders	$	72,373		$	16,266		$	91,560		$	29,532
Noncontrolling interest in income of operating partnership	20,398			6,026			25,841			11,018
Depreciation and amortization expense of:
Consolidated properties	64,583			73,983			275,261			284,072
Unconsolidated affiliates	11,406			6,393			32,538			27,445
Discontinued operations	205			1,774			1,109			7,700
Non-real estate assets	(529		)	(1,281		)	(2,488		)	(4,182		)
Noncontrolling interests' share of depreciation and amortization	(403		)	94			(919		)	(605		)
Loss on impairment of real estate, net of tax benefit	452			14,805			56,557			40,240
Gain on depreciable property	(54,357		)	—			(56,763		)	—
(Gain) loss on discontinued operations	122			(349		)	1			(379		)
Funds from operations of the operating partnership	114,250			117,711			422,697			394,841
Gain on extinguishment of debt from discontinued operations	—			—			(31,434		)	—
Funds from operations of the operating partnership, as adjusted	$	114,250		$	117,711		$	391,263		$	394,841
Funds from operations per diluted share	$	0.60		$	0.62		$	2.22		$	2.08
Gain on extinguishment of debt from discontinued operations(1)	—			—			(0.17		)	—
Funds from operations, as adjusted, per diluted share	$	0.60		$	0.62		$	2.05		$	2.08
Weighted average common and potential dilutive common shares      outstanding with operating partnership units fully converted	190,424			190,101			190,380			190,043
Reconciliation of FFO of the operating partnership to FFO allocable to      common shareholders:
Funds from operations of the operating partnership	$	114,250		$	117,711		$	422,697		$	394,841
Percentage allocable to common shareholders (2)	77.93		%	73.34		%	77.91		%	72.83		%
Funds from operations allocable to common shareholders	$	89,035		$	86,329		$	329,323		$	287,563
Funds from operations of the operating partnership, as adjusted	$	114,250		$	117,711		$	391,263		$	394,841
Percentage allocable to common shareholders (2)	77.93		%	73.34		%	77.91		%	72.83		%
Funds from operations allocable to Company shareholders, as adjusted	$	89,035		$	86,329		$	304,833		$	287,563
(1) Diluted per share amounts presented for reconciliation purposes may differ from actual diluted per share amounts due to rounding.
(2) 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 outstanding on page 4.

(Continued)

SUPPLEMENTAL FFO INFORMATION:
Lease termination fees	$	570		$	238		$	3,272		$	2,815
Lease termination fees per share	$	—		$	—		$	0.02		$	0.01
Straight-line rental income	$	1,650		$	738		$	5,387		$	5,278
Straight-line rental income per share	$	0.01		—			$	0.03		$	0.03
Gains on outparcel sales	$	1,966		$	410		$	3,989		$	3,015
Gains on outparcel sales per share	$	0.01		$	—		$	0.02		$	0.02
Net amortization of acquired above- and below-market leases	$	24		$	178		$	2,107		$	2,386
Net amortization of acquired above- and below-market leases per share	$	—		$	—		$	0.01		$	0.01
Net amortization of debt premiums (discounts)	$	871		$	925		$	2,831		$	5,134
Net amortization of debt premiums (discounts) per share	$	—		$	—		$	0.01		$	0.03
Income tax (provision) benefit	$	(1,501	)	$	1,365		$	269		$	6,417
Income tax (provision) benefit per share	$	(0.01	)	$	0.01		$	—		$	0.03
Loss on impairment of real estate from continuing operations	$	—		$	(14,805	)	$	(55,761	)	$	(14,805	)
Loss on impairment of real estate from continuing operations per share	$	—		$	(0.08	)	$	(0.29	)	$	(0.08	)
Loss on impairment of real estate from discontinued operations	$	(729	)	$	—		$	(2,968	)	$	(25,435	)
Loss on impairment of real estate from discontinued operations per share	$	—		$	—		$	(0.02	)	$	(0.13	)
Gain on extinguishment of debt from discontinued operations	$	—		$	—		$	31,434		$	—
Gain on extinguishment of debt from discontinued operations per share	$	—		$	—		$	0.17		$	—

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

Same-Center Net Operating Income

(Dollars in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2011			2010			2011			2010
Net income attributable to the Company	$	82,967		$	26,140		$	133,936		$	62,151
Adjustments:
Depreciation and amortization	64,583			73,983			275,261			284,072
Depreciation and amortization from unconsolidated affiliates	11,406			6,393			32,538			27,445
Depreciation and amortization from discontinued operations	205			1,774			1,109			7,700
Noncontrolling interests' share of depreciation and amortization in    other consolidated subsidiaries	(403		)	94			(919		)	(605		)
Interest expense	61,563			69,567			271,334			285,619
Interest expense from unconsolidated affiliates	11,236			6,472			32,891			27,861
Interest expense from discontinued operations	—			963			179			3,765
Noncontrolling interests' share of interest expense in other consolidated    subsidiaries	(529		)	(41		)	(1,329		)	(967		)
Abandoned projects expense	43			(28		)	94			392
Gain on sales of real estate assets	(55,793		)	(310		)	(59,396		)	(2,887		)
Gain on sales of real estate assets of unconsolidated affiliates	(118		)	(129		)	(1,445		)	(128		)
Gain on investments	—			(888		)	—			(888		)
Gain on extinguishment of debt	(448		)	—			(1,029		)	—
Gain on extinguishment of debt from discontinued operations	—			—			(31,434		)	—
Writedown of mortgage notes receivable	—			—			1,900			—
Loss on impairment of real estate	—			14,805			55,761			14,805
Loss on impairment of real estate from discontinued operations	729			—			2,968			25,435
Income tax provision (benefit)	1,501			(1,365		)	(269		)	(6,417		)
Net income attributable to noncontrolling interest     in earnings of operating partnership	20,398			6,026			25,841			11,018
(Gain) loss on discontinued operations	122			(349		)	1			(379		)
Operating partnership's share of total NOI	197,462			203,107			737,992			737,992
General and administrative expenses	11,618			11,493			44,751			43,383
Management fees and non-property level revenues	(5,793		)	(5,965		)	(22,036		)	(21,530		)
Operating partnership's share of property NOI	203,287			208,635			760,707			759,845
Non-comparable NOI	(7,329		)	(14,167		)	(18,052		)	(27,886		)
Total same-center NOI	$	195,958		$	194,468		$	742,655		$	731,959
Total same-center NOI percentage change	0.8		%				1.5		%
Total same-center NOI	$	195,958		$	194,468		$	742,655		$	731,959
Less lease termination fees	(521		)	(207		)	(2,910		)	(2,633		)
Total same-center NOI, excluding lease termination fees	$	195,437		$	194,261		$	739,745		$	729,326
Malls	$	176,047		$	175,637		$	666,572		$	658,006
Associated centers	8,183			8,192			32,333			31,899
Community centers	4,422			4,246			17,559			15,967
Offices and other	6,785			6,186			23,281			23,454
Total same-center NOI, excluding lease termination fees	$	195,437		$	194,261		$	739,745		$	729,326
Percentage Change:
Malls	0.2		%				1.3		%
Associated centers	(0.1		)%				1.4		%
Community centers	4.1		%				10		%
Office and other	9.7		%				(0.7		)%
Total same-center NOI, excluding lease termination fees	0.6		%				1.4		%

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

Company's Share of Consolidated and Unconsolidated Debt

(Dollars in thousands)

	As of December 31, 2011
	Fixed Rate			Variable Rate			Total
Consolidated debt	$	3,733,355		$	756,000		$	4,489,355
Noncontrolling interests' share of consolidated debt	(30,416		)	(726		)	(31,142		)
Company's share of unconsolidated affiliates' debt	658,470			150,171			808,641
Company's share of consolidated and unconsolidated debt	$	4,361,409		$	905,445		$	5,266,854
Weighted average interest rate	5.58		%	2.47		%	5.04		%
	As of December 31, 2010
	Fixed Rate			Variable Rate			Total
Consolidated debt	$	3,694,742		$	1,515,005		$	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	$	4,068,188		$	1,682,367		$	5,750,555
Weighted average interest rate	5.83		%	2.77		%	4.94		%

Debt-To-Total-Market Capitalization Ratio as of December 31, 2011

(In thousands, except stock price)

	Shares Outstanding	Stock Price (1)	Value
Common stock and operating partnership units	190,380	$15.70	$	2,988,966
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			3,557,716
Company's share of total debt			5,266,854
Total market capitalization			$	8,824,570
Debt-to-total-market capitalization ratio			59.7		%

(1) Stock price for common stock and operating partnership units equals the closing price of the common stock on December 30, 2011. The stock prices for the

preferred stocks represent the liquidation preference of each respective series.

Reconciliation of Shares and Operating Partnership Units Outstanding

(In thousands)

	Three Months Ended December 31,		Year Ended December 31,
2011:	Basic	Diluted	Basic	Diluted
Weighted average shares - EPS	148,364	148,407	148,289	148,335
Weighted average operating partnership units	42,017	42,017	42,046	42,046
Weighted average shares- FFO	190,381	190,424	190,335	190,381
2010:
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

Dividend Payout Ratio

	Three Months Ended December 31,						Year Ended December 31,
	2011			2010			2011			2010
Weighted average cash dividend per share	$	0.21913		$	0.22010		$	0.88773		$	0.90496
FFO per diluted, fully converted share	$	0.60		$	0.62		$	2.22		$	2.08
Dividend payout ratio	36.5		%	35.5		%	40		%	43.5		%

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

Consolidated Balance Sheets

(Unaudited; in thousands, except share data)

	As of
	December 31, 2011			December 31, 2010
ASSETS
Real estate assets:
Land	$	851,303		$	928,025
Buildings and improvements	6,777,776			7,543,326
	7,629,079			8,471,351
Accumulated depreciation	(1,762,149		)	(1,721,194		)
	5,866,930			6,750,157
Held for sale	14,033			—
Developments in progress	124,707			139,980
Net investment in real estate assets	6,005,670			6,890,137
Cash and cash equivalents	56,092			50,896
Receivables:
Tenant, net of allowance for doubtful accounts of $1,760      and $3,167 in 2011 and 2010, respectively	74,160			77,989
Other, net of allowance for doubtful accounts of $1,397      in 2011	11,592			11,996
Mortgage and other notes receivable	34,239			30,519
Investments in unconsolidated affiliates	304,710			179,410
Intangible lease assets and other assets	232,965			265,607
	$	6,719,428		$	7,506,554
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Mortgage and other indebtedness	$	4,489,355		$	5,209,747
Accounts payable and accrued liabilities	303,577			314,651
Total liabilities	4,792,932			5,524,398
Commitments and contingencies
Redeemable noncontrolling interests:
Redeemable noncontrolling partnership interests	32,271			34,379
Redeemable noncontrolling preferred joint venture interest	423,834			423,834
Total redeemable noncontrolling interests	456,105			458,213
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 shares outstanding	18			18
Common stock, $.01 par value, 350,000,000 shares      authorized, 148,364,037 and 147,923,707 issued and      outstanding in 2011 and 2010, respectively	1,484			1,479
Additional paid-in capital	1,657,927			1,657,507
Accumulated other comprehensive income	3,425			7,855
Dividends in excess of cumulative earnings	(399,581		)	(366,526		)
Total shareholders' equity	1,263,278			1,300,338
Noncontrolling interests	207,113			223,605
Total equity	1,470,391			1,523,943
	$	6,719,428		$	7,506,554

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

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,
	2011			2010			2011			2010
EBITDA:
Net income attributable to the Company	$	82,967		$	26,140		$	133,936		$	62,151
Adjustments:
Depreciation and amortization	64,583			73,983			275,261			284,072
Depreciation and amortization from unconsolidated affiliates	11,406			6,393			32,538			27,445
Depreciation and amortization from discontinued operations	205			1,774			1,109			7,700
Noncontrolling interests' share of depreciation and amortization in    other consolidated subsidiaries	(403		)	94			(919		)	(605		)
Interest expense	61,563			69,567			271,334			285,619
Interest expense from unconsolidated affiliates	11,236			6,472			32,891			27,861
Interest expense from discontinued operations	—			963			179			3,765
Noncontrolling interests' share of interest expense in    other consolidated subsidiaries	(529		)	(41		)	(1,329		)	(967		)
Income and other taxes	1,619			(1,559		)	650			(5,681		)
Gain on investments				(888		)				(888		)
Gain on extinguishment of debt	(448		)	—			(1,029		)	—
Gain on extinguishment of debt from discontinued operations	—			—			(31,434		)	—
Writedown of mortgage note receivable	—			—			1,900			—
Loss on impairment of real estate	—			14,805			55,761			14,805
Loss on impairment of real estate from discontinued operations	729			—			2,968			25,435
Abandoned projects	43			(28		)	94			392
Net income attributable to noncontrolling interest    in earnings of operating partnership	20,398			6,026			25,841			11,018
Gain on depreciable property	(54,357		)	—			(56,763		)	—
(Gain) loss on discontinued operations	122			(349		)	1			(379		)
Company's share of total EBITDA	$	199,134		$	203,352		$	742,989		$	741,743
Interest Expense:
Interest expense	$	61,563		$	69,567		$	271,334		$	285,619
Interest expense from unconsolidated affiliates	11,236			6,472			32,891			27,861
Interest expense from discontinued operations	—			963			179			3,765
Noncontrolling interests' share of interest expense in    other consolidated subsidiaries	(529		)	(41		)	(1,329		)	(967		)
Company's share of total interest expense	$	72,270		$	76,961		$	303,075		$	316,278
Ratio of EBITDA to Interest Expense	2.76			2.64			2.45			2.35

(Continued)

Reconciliation of EBITDA to Cash Flows Provided By Operating Activities

(In thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2011			2010			2011			2010
Company's share of total EBITDA	$	199,134		$	203,352		$	742,989		$	741,743
Interest expense	(61,563		)	(69,567		)	(271,334		)	(285,619		)
Interest expense from discontinued operations	—			(963		)	(179		)	(3,765		)
Noncontrolling interests' share of interest expense in      other consolidated subsidiaries	529			41			1,329			967
Income and other taxes	(1,619		)	1,559			(650		)	5,681
Net amortization of deferred financing costs and debt premiums (discounts)	2,096			2,060			10,239			7,193
Net amortization of deferred financing costs and debt premiums      (discounts) from discontinued operations	—			135			—			221
Net amortization of intangible lease assets	273			97			(906		)	(1,384		)
Depreciation and interest expense from unconsolidated affiliates	(22,642		)	(12,865		)	(65,429		)	(55,306		)
Noncontrolling interests' share of depreciation and amortization      in other consolidated subsidiaries	403			(94		)	919			605
Noncontrolling interests in earnings of other consolidated subsidiaries	6,509			6,607			25,217			25,001
Gain on outparcel sales	(1,437		)	(310		)	(2,633		)	(2,887		)
Realized foreign currency loss	—			—			—			169
Realized loss on available for sale securities	—			114			22			114
Equity in (earnings) losses of unconsolidated affiliates	(1,916		)	(422		)	(6,138		)	188
Distributions from unconsolidated affiliates	3,415			1,405			9,586			4,959
Income tax effect from share-based compensation	—			—			—			(1,815		)
Share-based compensation expense	14			380			1,783			2,313
Provision for doubtful accounts	(259		)	(59		)	1,743			2,891
Change in deferred tax assets	(663		)	(214		)	(5,695		)	2,031
Changes in operating assets and liabilities	1,427			8,697			976			(13,508		)
Cash flows provided by operating activities	$	123,701		$	139,953		$	441,839		$	429,792

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

Schedule of Mortgage and Other Indebtedness

(Dollars in thousands )

		Original Maturity	Optional  Extended Maturity	Interest				Balance
Location	Property	Date	Date	Rate	Balance			Fixed		Variable
Operating Properties:
Ft. Smith, AR	Massard Crossing	Feb-12		7.54%	$	5,318		$	5,318	—
Vicksburg, MS	Pemberton Plaza	Feb-12		7.54%	1,817			1,817		—
Houston, TX	Willowbrook Plaza	Feb-12		7.54%	27,213			27,213		—
Statesboro, GA	Statesboro Crossing	Feb-12		1.3%	13,611			—		13,611
Colonial Heights, VA	Southpark Mall	May-12		7%	31,142			31,142		—
Asheboro, NC	Randolph Mall	Jul-12		6.5%	12,443			12,443		—
Douglasville, GA	Arbor Place	Jul-12		6.51%	64,615			64,615		—
Saginaw, MI	Fashion Square	Jul-12		6.51%	49,472			49,472		—
Louisville, KY	Jefferson Mall	Jul-12		6.51%	35,994			35,994		—
North Charleston, SC	Northwoods Mall	Jul-12		6.51%	51,534			51,534		—
Jackson, TN	Old Hickory Mall	Jul-12		6.51%	28,542			28,542		—
Racine, WI	Regency Mall	Jul-12		6.51%	28,225			28,225		—
Douglasville, GA	The Landing at Arbor Place	Jul-12		6.51%	7,294			7,294		—
Spartanburg, SC	WestGate Mall	Jul-12		6.5%	44,703			44,703		—
Chattanooga, TN	CBL Center	Aug-12		6.25%	12,843			12,843		—
Nashville, TN	RiverGate Mall	Sep-12		2.58%	87,500			—		87,500
Livonia, MI	Laurel Park Place	Dec-12		8.5%	45,218			45,218		—
Monroeville, PA	Monroeville Mall	Jan-13		5.73%	109,912			109,912		—
Chattanooga, TN	CBL Center II	Feb-13		4.5%	9,078			—		9,078
Greensburg, PA	Westmoreland Mall	Mar-13		5.05%	66,344			66,344		—
Columbia, SC	Columbia Place	Sep-13		5.45%	27,349			27,349		—
St. Louis, MO	South County Center	Oct-13		4.96%	74,047			74,047		—
Joplin, MO	Northpark Mall	Mar-14		5.75%	34,966			34,966		—
Laredo, TX	Mall del Norte	Dec-14		5.04%	113,400			113,400		—
D'lberville, MS	The Promenade	Dec-14	Dec-16	1.97%	58,000			—		58,000
Rockford, IL	CherryVale Mall	Oct-15		5%	84,234			84,234		—
Brookfield, IL	Brookfield Square	Nov-15		5.08%	94,385			94,385		—
Madison, WI	East Towne Mall	Nov-15		5%	71,819			71,819		—
Madison, WI	West Towne Mall	Nov-15		5%	101,444			101,444		—
Bloomington, IL	Eastland Mall	Dec-15		5.85%	59,400			59,400		—
Decatur, IL	Hickory Point Mall	Dec-15		5.85%	30,228			30,228		—
Nashville, TN	CoolSprings Crossing	Apr-16		4.54%	13,320		(a)	13,320		—
Chattanooga, TN	Gunbarrel Pointe	Apr-16		4.64%	11,854		(b)	11,854		—
Janesville, WI	Janesville Mall	Apr-16		8.38%	6,623			6,623		—
Stroud, PA	Stroud Mall	Apr-16		4.59%	35,621		(c)	35,621		—
York, PA	York Galleria	Apr-16		4.55%	56,905		(d)	56,905		—
Akron, OH	Chapel Hill Mall	Aug-16		6.1%	71,329			71,329		—
Chesapeake, VA	Greenbrier Mall	Aug-16		5.91%	78,539			78,539		—

		Original Maturity	Optional  Extended Maturity	Interest				Balance
Location	Property	Date	Date	Rate	Balance			Fixed			Variable
Chattanooga, TN	Hamilton Place	Aug-16		5.86%	108,038			108,038			—
Midland, MI	Midland Mall	Aug-16		6.1%	35,201			35,201			—
St. Louis, MO	Chesterfield Mall	Sep-16		5.74%	140,000			140,000			—
Fairview Heights, IL	St. Clair Square	Dec-16		3.19%	125,000			—			125,000
Southaven, MS	Southaven Towne Center	Jan-17		5.5%	42,598			42,598			—
Cary, NC	Cary Towne Center	Mar-17		8.5%	57,960			57,960			—
Charleston, SC	Citadel Mall	Apr-17		5.68%	70,112			70,112			—
Chattanooga, TN	Hamilton Corner	Apr-17		5.67%	15,885			15,885			—
Layton, UT	Layton Hills Mall	Apr-17		5.66%	100,200			100,200			—
Lafayette, LA	Mall of Acadiana	Apr-17		5.67%	140,199			140,199			—
Lexington, KY	The Plaza at Fayette Mall	Apr-17		5.67%	41,388			41,388			—
Fairview Heights, IL	The Shoppes at St. Clair Square	Apr-17		5.67%	20,975			20,975			—
Cincinnati, OH	EastGate Crossing	May-17		5.66%	15,608			15,608			—
Winston-Salem, NC	Hanes Mall	Oct-18		6.99%	158,288			158,288			—
Nashville, TN	Hickory Hollow Mall	Oct-18		6%	25,058			25,058			—
Nashville, TN	The Courtyard at Hickory Hollow	Oct-18		6%	1,448			1,448			—
Terre Haute, IN	Honey Creek Mall	Jul-19		8%	31,782			31,782			—
Daytona Beach, FL	Volusia Mall	Jul-19		8%	54,672			54,672			—
Chattanooga, TN	The Terrace	Jun-20		7.25%	14,467			14,467			—
Burnsville, MN	Burnsville Center	Jul-20		6%	80,880			80,880			—
Huntsville, AL	Parkway Place	Jul-20		6.5%	41,004			41,004			—
Roanoke, VA	Valley View Mall	Jul-20		6.5%	63,459			63,459			—
Beaumont, TX	Parkdale Mall & Crossing	Mar-21		5.85%	93,713			93,713			—
Oklahoma City, OK	The Outlet Shoppes at Oklahoma City	Mar-21		5.73%	60,000			60,000			—
Cincinnati, OH	EastGate Mall	Apr-21		5.83%	43,393			43,393			—
Chattanooga, TN	Hamilton Crossing & Expansion	Apr-21		5.99%	10,480			10,480			—
Little Rock, AR	Park Plaza Mall	Apr-21		5.28%	98,099			98,099			—
Wausau, WI	Wausau Center	Apr-21		5.85%	19,562			19,562			—
Lexington, KY	Fayette Mall	May-21		5.42%	182,931			182,931			—
St. Louis, MO	Mid Rivers Mall	May-21		5.88%	91,039			91,039			—
Burlington, NC	Alamance Crossing	Jul-21		5.83%	50,606			50,606			—
Asheville, NC	Asheville Mall	Sep-21		5.8%	77,663			77,663			—
Fayetteville, NC	Cross Creek Mall	Jan-22		4.54%	140,000			140,000			—
	SUBTOTAL				$	4,007,989		$	3,714,800		$	293,189
Weighted average interest rate					5.34		%	5.54		%	2.72		%
Debt Premiums (Discounts): (e)
Colonial Heights, VA	Southpark Mall	May-12		2.58%	$	243		$	243		—
Livonia, MI	Laurel Park Place	Dec-12		7.54%	1,342			1,342			—
Monroeville, PA	Monroeville Mall	Jan-13		5.83%	471			471			—
St. Louis, MO	South County Center	Oct-13		4.96%	(670		)	(670		)	—
Joplin, MO	Northpark Mall	Mar-14		6.51%	168			168			—
St. Louis, MO	Chesterfield Mall	Sep-16		4.96%	(1,263		)	(1,263		)	—
	SUBTOTAL				$	291		$	291		—

		Original Maturity	Optional  Extended Maturity	Interest					Balance
Location	Property	Date	Date	Rate	Balance				Fixed			Variable
Total Loans On Operating Properties And Debt Premiums (Discounts)					$	4,008,280			$	3,715,091		$	293,189
Weighted average interest rate					5.34		%		5.54		%	2.72		%
Construction Loans:
Madison, MS	The Forum at Grandview - Land	Sep-12	Sep-13	3.78%	$	2,023			—			$	2,023
Madison, MS	The Forum at Grandview	Sep-13	Sep-14	3.28%	10,200				—			10,200
Burlington, NC	Alamance West	Dec-13	Dec-15	3.28%	13,698				—			13,698
	SUBTOTAL			3.25%	$	25,921			—			$	25,921
Credit Facilities:
Secured credit facilities:
$105,000 capacity		Jun-13		3.02%	$	15,000			—			$	15,000
$525,000 capacity		Feb-14	Feb-15	3.04%	—				—			—
$520,000 capacity		Apr-14		3.05%	12,300				—			12,300
Total secured facilities				3.03%	27,300				—			27,300
Unsecured term facilities:
Starmount		Nov-12		1.4%	181,590				—			181,590
General		Apr-12	Apr-13	1.88%	228,000				—			228,000
Total term facilities				1.67%	409,590				—			409,590
	SUBTOTAL			1.75%	$	436,890			—			$	436,890
Other	Pearland Town Center				$	18,264		(f)	$	18,264		—
Total Consolidated Debt					$	4,489,355			$	3,733,355		$	756,000
Weighted average interest rate					4.99		%		5.54		%	2.18		%

		Original Maturity	Optional  Extended Maturity	Interest					Balance
Location	Property	Date	Date	Rate	Balance				Fixed			Variable
Plus CBL's Share Of Unconsolidated Affiliates' Debt:
Port Orange, FL	The Pavilion at Port Orange	Mar-12		4.5%	$	68,282			—			$	68,282
York, PA	York Town Center	Mar-12		1.52%	19,716				—			19,716
Lee's Summit, MO	Summit Fair	Jul-12		5%	16,437			(g)	—			16,437
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%	38,812				38,812			—
Greensboro, NC	Green Valley Office Building	Apr-13		5.33%	971				971			—
Durham, 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			—
St. Louis, MO	West County Center	Apr-13		5.19%	72,758				72,758			—
West Melbourne, FL	Hammock Landing Phase I	Nov-13		3.78%	42,487				—			42,487
West Melbourne, FL	Hammock Landing Phase II	Nov-13		3.75%	3,249				—			3,249
Myrtle Beach, SC	Coastal Grand-Myrtle Beach	Oct-14		5.09%	41,424			(h)	41,424			—
El Centro, CA	Imperial Valley Mall	Sep-15		4.99%	32,251				32,251			—
Overland Park, KS	Oak Park Mall	Dec-15		5.85%	137,850				137,850			—
Raleigh, NC	Triangle Town Center	Dec-15		5.74%	93,513				93,513			—
Durham, NC	Renaissance Center Phase I	Jul-16		5.61%	17,208				17,208			—
Clarksville, TN	Governor's Square Mall	Sep-16		8.23%	10,944				10,944			—
Paducah, KY	Kentucky Oaks Mall	Jan-17		5.27%	12,680				12,680			—
Greensboro, NC	The Shops at Friendly Center	Jan-17		5.9%	20,942				20,942			—
Harrisburg, PA	High Pointe Commons	May-17		5.74%	7,127				7,127			—
Ft. Myers, FL	Gulf Coast Town Center Phase I	Jul-17		5.6%	95,400				95,400			—
Harrisburg, PA	High Pointe Commons Phase II	Jul-17		6.1%	2,845				2,845			—
Nashville, TN	CoolSprings Galleria	Jun-18		6.98%	55,568				55,568			—
	SUBTOTAL				$	808,532			$	658,361		$	150,171
Debt Premiums (Discounts) - Unconsolidated:
St. Louis, MO	West County Center	Apr-13		5.85%	$	109			$	109		—
Less Noncontrolling Interests' Share Of  Consolidated Debt:		Noncontrolling Interest %
Chattanooga, TN	CBL Center	8%		6.25%	$	(1,028	)		$	(1,028	)	—
Chattanooga, TN	CBL Center II	8%		4.5%	(726		)		—			(726		)
Chattanooga, TN	Hamilton Crossing & Expansion	8%		5.67%	(838		)		(838		)	—
Chattanooga, TN	The Terrace	8%		7.25%	(1,157		)		(1,157		)	—
Chattanooga, TN	Hamilton Corner	10%		5.68%	(1,589		)		(1,589		)	—
Chattanooga, TN	Hamilton Place	10%		5.99%	(10,804		)		(10,804		)	—
Oklahoma City, OK	The Outlet Shoppes at Oklahoma   City	25%		5.73%	(15,000		)		(15,000		)	—
	SUBTOTAL				$	(31,142	)		$	(30,416	)	$	(726	)
Company's Share Of Consolidated And Unconsolidated Debt					$	5,266,854			$	4,361,409		$	905,445
Weighted average interest rate					5.04		%		5.58		%	2.47		%

		Original Maturity	Optional  Extended Maturity	Interest					Balance
Location	Property	Date	Date	Rate	Balance				Fixed			Variable
Total Debt of Unconsolidated Affiliates:
Port Orange, FL	The Pavilion at Port Orange	Mar-12		4.5%	$	68,282			—			$	68,282
York, PA	York Town Center	Mar-12		1.52%	39,433				—			39,433
Lee's Summit, MO	Summit Fair	Jul-12		5%	60,880				—			60,880
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 Center Office Building	Apr-13		5.33%	2,199				2,199			—
Greensboro, NC	Friendly Shopping Center	Apr-13		5.33%	77,625				77,625			—
Greensboro, NC	Green Valley Office Building	Apr-13		5.33%	1,941				1,941			—
Durham, 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			—
St. Louis, MO	West County Center	Apr-13		5.19%	145,515				145,515			—
West Melbourne, FL	Hammock Landing Phase I	Nov-13		3.78%	42,487				—			42,487
West Melbourne, FL	Hammock Landing Phase II	Nov-13		3.75%	3,249				—			3,249
Myrtle Beach, SC	Coastal Grand-Myrtle Beach	Oct-14		5.09%	82,849			(h)	82,849			—
El Centro, CA	Imperial Valley Mall	Sep-15		4.99%	53,752				53,752			—
Overland Park, KS	Oak Park Mall	Dec-15		5.85%	275,700				275,700			—
Raleigh, NC	Triangle Town Center	Dec-15		5.74%	187,025				187,025			—
Durham, NC	Renaissance Center Phase I	Jul-16		5.61%	34,416				34,416			—
Clarksville, TN	Governor's Square Mall	Sep-16		8.23%	23,040				23,040			—
Paducah, KY	Kentucky Oaks Mall	Jan-17		5.27%	25,361				25,361			—
Greensboro, NC	The Shops at Friendly Center	Jan-17		5.9%	41,883				41,883			—
Harrisburg, PA	High Pointe Commons	May-17		5.74%	14,253				14,253			—
Ft. Myers, FL	Gulf Coast Town Center Phase I	Jul-17		5.6%	190,800				190,800			—
Harrisburg, PA	High Pointe Commons Phase II	Jul-17		6.1%	5,690				5,690			—
Nashville, TN	CoolSprings Galleria	Jun-18		6.98%	111,136				111,136			—
					$	1,521,451			$	1,307,120		$	214,331
Weighted average interest rate					5.25		%		5.58		%	4.05		%

(a)	The Company has an interest rate swap on a notional amount of $13,320, amortizing to $11,313 over the term of the swap, related to CoolSprings Crossing to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminates in April 2016.
(b)	The Company has an interest rate swap on a notional amount of $11,854, amortizing to $10,083 over the term of the swap, related to Gunbarrel Point to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminates in April 2016.
(c)	The Company has an interest rate swap on a notional amount of $35,621, amortizing to $30,276 over the term of the swap, related to Stroud Mall to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminates in April 2016.
(d)	The Company has an interest rate swap on a notional amount of $56,905, amortizing to $48,337 over the term of the swap, related to York Galleria Mall to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminates in April 2016.
(e)	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.
(f)	Pearland Town Center is owned 88% by the Company and 12% by a noncontrolling partner. This amount represents the noncontrolling partner's equity contribution that is accounted for as a financing due to certain terms of the joint venture agreement.
(g)	Represents the 27% share of the outstanding balance of the construction financing that the Company has guaranteed. The maximum amount that the Company has guaranteed is approximately $19,170.
(h)	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.

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

Schedule of Maturities of Mortgage and Other Indebtedness

(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
2012	$	729,074	$	104,435	$	(1,028	)	$	832,481	15.81	%
2013	531,753		176,345		(726		)	707,372		13.43	%
2014	189,130		41,424		—			230,554		4.37	%
2015	455,208		263,614		—			718,822		13.65	%
2016	740,430		28,152		(10,804		)	757,778		14.39	%
2017	504,925		138,994		(1,589		)	642,330		12.2	%
2018	184,794		55,568		—			240,362		4.56	%
2019	86,454		—		—			86,454		1.64	%
2020	199,810		—		(1,157		)	198,653		3.77	%
2021	727,486		—		(15,838		)	711,648		13.51	%
2022	140,000		—		—			140,000		2.66	%
Face Amount of Debt	4,489,064		808,532		(31,142		)	5,266,454		99.99	%
Net Premiums on Debt	291		109		—			400		0.01	%
Total	$	4,489,355	$	808,641	$	(31,142	)	$	5,266,854	100	%

Based on Original Maturity Dates:

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
2012	$	959,097	$	104,435	$	(1,028	)	$	1,062,504	20.17	%
2013	325,628		176,345		(726		)	501,247		9.52	%
2014	236,930		41,424		—			278,354		5.28	%
2015	441,510		263,614		—			705,124		13.39	%
2016	682,430		28,152		(10,804		)	699,778		13.29	%
2017	504,925		138,994		(1,589		)	642,330		12.2	%
2018	184,794		55,568		—			240,362		4.56	%
2019	86,454		—		—			86,454		1.64	%
2020	199,810		—		(1,157		)	198,653		3.77	%
2021	727,486		—		(15,838		)	711,648		13.51	%
2022	140,000		—		—			140,000		2.66	%
Face Amount of Debt	4,489,064		808,532		(31,142		)	5,266,454		99.99	%
Net Premiums on Debt	291		109		—			400		0.01	%
Total	$	4,489,355	$	808,641	$	(31,142	)	$	5,266,854	100	%

Debt Covenant Compliance Ratios

Covenant	Required	Actual	Compliance
Debt to Gross Asset Value	<65%	51.4%	Yes
Interest Coverage Ratio *	>1.75x	2.45x	Yes
Debt Service Coverage Ratio *	>1.50x	1.89x	Yes

* Based on rolling twelve months

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

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)	1,075,697	$	37.74	$	39.42	4.5	%	$	40.62	7.6	%
Stabilized malls	1,029,493	38.40		40.21		4.7	%	41.44		7.9	%
New leases	165,865	44.07		50.62		15	%	54.21		23	%
Renewal leases	863,628	37.31		38.21		2.4	%	38.98		4.5	%
Year-to-Date:
All Property Types (1)	3,055,000	$	36.05	$	37.16	3.1	%	$	38.32	6.3	%
Stabilized malls	2,840,969	37.24		38.40		3.1	%	39.60		6.3	%
New leases	655,968	40.46		46.40		14.7	%	49.37		22	%
Renewal leases	2,185,001	36.27		36.00		(0.7	)%	36.66		1.1	%

Total Leasing Activity

	Square Feet
Quarter:
Total Leased	1,686,845
Operating Portfolio	1,665,117
Development Portfolio	21,728
Year-to-Date:
Total Leased	7,146,540
Operating Portfolio	6,819,360
Development Portfolio	327,180

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

	As of December 31,
	2011		2010
Stabilized malls	$	29.68	$	29.36
Non-stabilized malls	23.92		25.64
Associated centers	11.65		12.04
Community centers	14.38		13.76
Other	17.68		18.14

^{(1) Includes stabilized malls, associated centers, community centers and other.} 

^{(2) Average Gross Rent does not incorporate allowable future increases for recoverable common area expenses.} 

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

Top 25 Tenants Based On Percentage Of Total Annualized Revenues

	Tenant	Number of Stores	Square Feet	Percentage of Total Annualized Revenues
1	Limited Brands, LLC (1)	157	800,820	3.26%
2	Foot Locker, Inc.	173	669,063	2.51%
3	AE Outfitters Retail Company	84	496,381	2.27%
4	The Gap, Inc.	78	838,076	2%
5	Abercrombie & Fitch, Co.	86	586,775	1.94%
6	Signet Group plc (2)	112	201,107	1.92%
7	Dick's Sporting Goods, Inc.	22	1,272,738	1.65%
8	Genesco Inc. (3)	191	279,230	1.63%
9	Luxottica Group, S.P.A. (4)	134	297,360	1.51%
10	Zale Corporation	131	134,207	1.39%
11	Express Fashions	48	401,503	1.37%
12	Finish Line, Inc.	72	377,895	1.32%
13	JC Penney Company, Inc. (5)	74	8,529,870	1.31%
14	Aeropostale, Inc.	79	284,406	1.21%
15	Dress Barn, Inc. (6)	106	473,326	1.2%
16	New York & Company, Inc.	50	357,522	1.19%
17	Best Buy Co., Inc.	60	549,431	1.09%
18	Forever 21 Retail, Inc.	21	314,113	1.04%
19	The Buckle, Inc.	48	239,907	0.98%
20	Sun Capital Partners, Inc. (7)	53	643,668	0.97%
21	Pacific Sunwear of California	62	230,237	0.91%
22	The Children's Place Retail Stores, Inc.	56	239,634	0.88%
23	Claire's Stores, Inc.	116	137,624	0.88%
24	Barnes & Noble Inc.	19	700,266	0.86%
25	The Regis Corporation	147	177,086	0.86%
		2,179	19,232,245	36.15%

(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, Smokey Bones, Souper Salad and Bar Louie Restaurants.

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

Capital Expenditures

(In thousands)

	Three Months		Twelve Months
Tenant allowances	$	14,268	$	46,403
Renovations	4,299		23,300
Deferred maintenance:
Parking lot and parking lot lighting	3,459		8,793
Roof repairs and replacements	584		3,312
Other capital expenditures	3,752		8,707
Total deferred maintenance expenditures	7,795		20,812
Total capital expenditures	$	26,362	$	90,515

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 fifteen 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)

	2011		2010
Quarter ended:
March 31,	$	412	$	212
June 30,	744		567
September 30,	721		929
December 31,	1,104		976
	$	2,981	$	2,684

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months and Year Ended December 31, 2011

Properties Opened During the Twelve Months Ended December 31, 2011

(Dollars in thousands)

			CBL's Share of
Property	Location	Total Project Square Feet	Total Cost (b)		Cost to Date (c)		Opening Date	Initial Yield
Community Center Expansion:
Settlers Ridge Phase II	Robinson Township, PA	86,144	$	20,722	$	20,722	Summer-11	9.8	%
Community / Open-Air Center:
The Outlet Shoppes at Oklahoma City (a)	Oklahoma City, OK	324,565	$	60,974	$	63,175	August-11	10.6	%
Mall Expansion:
Alamance West	Burlington, NC	236,438	$	16,130	$	17,180	Fall-11	11	%
Mall Redevelopment:
Layton Hills Mall - Dick's Sporting Goods	Layton, UT	126,060	$	7,001	$	5,448	September-11	11.5	%
Stroud Mall - Cinemark	Stroudsburg, PA	44,979	7,472		7,454		November-11	5.9	%
		171,039	$	14,473	$	12,902
Total Properties Opened		818,186	$	112,299	$	113,979

Properties Under Development at December 31, 2011

(Dollars in thousands)

			CBL's Share of
Property	Location	Total Project Square Feet	Total Cost (b)		Cost to Date (c)		Expected Opening Date	Initial Yield
Community Center Expansions:
The Forum at Grandview - Phase II	Madison, MS	83,060	$	16,826	$	4,700	Summer - 12	7.6	%
Waynesville Commons	Waynesville, NC	127,585	9,987		4,683		Fall - 12	10.6	%
		210,645	$	26,813	$	9,383
Mall Redevelopments:
Foothills Mall/Plaza - Carmike	Maryville, TN	45,276	$	8,337	$	7,336	Spring-12	7.3	%
Monroeville Mall - JC Penney / Cinemark	Pittsburgh, PA	464,792	26,178		7,714		Fall - 12 / Winter - 13	7.6	%
		510,068	$	34,515	$	15,050
Total Under Development		720,713	$	61,328	$	24,433

(a) The Outlet Shoppes at Oklahoma City is a 75/25 joint venture. Total cost and cost to date are reflected at 100 percent.

(b) Total Cost is presented net of reimbursements to be received.

(c) Cost to Date does not reflect reimbursements until they are received.