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SECURITIES AND EXCHANGE COMMISSION

FORM 10-K

For the transition period from                 to                

Commission file number 1-11690

DEVELOPERS DIVERSIFIED REALTY CORPORATION

3300 Enterprise Parkway, Beachwood, Ohio 44122

(216) 755-5500

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act:

None

(Title of class)

      Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x     No o

      Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

      Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes x     No o

      The aggregate market value of the voting stock held by non-affiliates of the registrant as of the last business day of the registrant’s most recently completed second fiscal quarter was $1.3 billion.

APPLICABLE ONLY TO CORPORATE REGISTRANTS

      Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date.

66,728,927 common shares outstanding as of February 28, 2003

DOCUMENTS INCORPORATED BY REFERENCE.

      The registrant incorporates by reference in Part III hereof portions of its definitive Proxy Statement for its 2003 Annual Meeting of Shareholders.

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PART I

      Developers Diversified Realty Corporation, an Ohio Corporation (the “Company” or “DDR”), a self-administered and self-managed real estate investment trust (a “REIT”), is in the business of acquiring, developing, redeveloping, owning, leasing and managing shopping centers and business centers. Unless otherwise provided, references herein to the Company or DDR includes Developers Diversified Realty Corporation, its wholly owned and majority owned subsidiaries and its joint ventures.

      From January 1, 2000 to February 28, 2003, the Company and its joint ventures have acquired 25 shopping center properties. Three properties were acquired in 2003 (two of which were joint ventures), eleven properties were acquired in 2002 (four of which the Company acquired its partners’ joint venture interest), eight properties were acquired in 2001 (all of which were joint ventures), and three were acquired in 2000 (two of which were joint ventures). In 2002, a joint venture in which the Company owns a 25% equity interest was awarded the asset designation rights of 200 Service Merchandise retail real estate interests. At December 31, 2002 approximately 100 of these assets remained. In addition, in connection with the merger of American Industrial Properties REIT (“AIP”) on May 14, 2001, the Company effectively purchased 37 business centers and two shopping centers.

      The Company’s executive offices are located at 3300 Enterprise Parkway, Beachwood, Ohio 44122, and its telephone number is (216) 755-5500. Our website is located at http://www.ddr.com. On our Web site, you can obtain a copy of our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act of 1934, as amended, as soon as reasonably practicable after we file such material electronically with, or furnish it to, the Securities and Exchange Commission (the “SEC”). A copy of these filings is available to all interested parties upon written request at our corporate office to Michelle A. Mahue, Director of Investor Relations.

      The Company is in the business of acquiring, developing, redeveloping, owning, leasing and managing shopping centers and business centers. See the consolidated financial statements and notes thereto included in Item 8 of this Annual Report on Form 10-K for certain information required by Item 1.

      Since 1965, the Company and Developers Diversified Group (“DDG”), its predecessor, have owned and managed approximately 520 shopping centers and business centers. The Company’s portfolio as of February 28, 2003, consisted of 294 shopping centers and 37 business centers (including 151 properties which are owned through joint ventures) and approximately 208 undeveloped acres (of which approximately 29 acres are owned through joint ventures) (the “Portfolio Properties”). From January 1, 2000 to February 28, 2003, the Company has acquired 25 shopping centers (including 12 properties owned through joint ventures), containing an aggregate of 5.4 million square feet of gross leasable area (“GLA”) owned by the Company for an aggregate purchase price of approximately $548.1 million. During 2000, 2001 and 2002, the Company completed expansions at 32 of its shopping centers.

      As of February 28, 2003, the Company was expanding eight wholly owned properties and three of its joint ventures properties, and expects to commence expansions at four additional shopping centers in 2003. The Company, including its joint ventures, has also substantially completed the development of 12 shopping centers since December 31, 1999, at an aggregate cost of approximately $487.5 million aggregating approximately 3.4 million square feet of GLA. As of February 28, 2003, the Company had four shopping centers under development, and its joint ventures had five shopping centers under development.

      At December 31, 2002 the aggregate occupancy of the Company’s shopping center portfolio was 95.1% as compared to 94.8% at December 31, 2001. The average annualized base rent per occupied square foot was $10.58, as compared to $10.03 at December 31, 2001. Same store tenant sales performance over the trailing

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      At December 31, 2002 and 2001, the aggregate occupancy of the Company’s wholly-owned shopping centers was 94.5% for each year. The average annualized base rent per leased square foot was $9.18 as compared to $8.48 at December 31, 2001. During 2002, same store sales, for those tenants required to report sales (approximately 12.8 million square feet), decreased 1.1% to $226 per square foot, compared to $229 per square foot in 2001.

      At December 31, 2002, the aggregate occupancy of the Company’s joint venture shopping centers was 96.7% as compared to 95.4% at December 31, 2001. The average annualized base rent per leased square foot was $13.69 at December 31, 2002, as compared to $12.75 at December 31, 2001. During 2002, same store sales, for those tenants required to report such information (approximately 5.5 million square feet), increased 0.8% to $273 per square foot, compared to $270 per square foot in 2001. At December 31, 2002, the aggregate occupancy of the Company’s business centers was 83.5%, as compared to 85.4% at December 31, 2001.

      The Company is self-administered and self-managed and, therefore, does not engage or pay for a REIT advisor. The Company manages all of the Portfolio Properties. At December 31, 2002, the Company owned and/or managed approximately 59 million total square feet of GLA, which included all of the Portfolio Properties and 4 properties owned by third parties.

      The Company’s investment objective is to increase cash flow and the value of its portfolio of properties and to seek continued growth through the selective acquisition, development, redevelopment, renovation and expansion of income-producing real estate properties, primarily shopping centers. In addition, the Company may also pursue the disposition of certain real estate assets and utilize the proceeds to repay debt, reinvest in other real estate assets and developments and for other corporate purposes. In pursuing its investment objective, the Company will continue to seek to acquire and develop high quality, well-located shopping centers with attractive initial yields and strong prospects for future cash flow growth and capital appreciation where the Company’s financial strength and management and leasing capabilities can enhance value.

      Management believes that opportunities to acquire existing shopping centers have been and will continue to be available to buyers with access to capital markets and institutional investors, such as the Company. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources.”

      The Company’s real estate strategy and philosophy is to grow its business through a combination of leasing, expansion, acquisition and development. The Company seeks to:

	•	Increase cash flows and property values through strategic leasing, re-tenanting, renovation and expansion of the Company’s portfolio;
	•	Continue to selectively acquire well-located, quality shopping centers (individually or in portfolio transactions) which have leases at rental rates below market rates or other cash flow growth or capital appreciation potential where the Company’s financial strength, relationships with retailers and management capabilities can enhance value;
	•	Increase cash flows and property values by continuing to take advantage of attractive financing and refinancing opportunities (see “Recent Developments — Financings”);
	•	Increase per share cash flows through the strategic disposition of low growth assets and utilizing the proceeds to repay debt, invest in other real estate assets and, or developments and for other corporate purposes;
	•	Selectively develop the Company’s undeveloped parcels or new sites in areas with attractive demographics;

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	•	Hold properties for long-term investment and place a strong emphasis on regular maintenance, periodic renovation and capital improvements; and
	•	Continue to manage and develop the properties of others to generate fee income, subject to restrictions imposed by federal income tax laws, and create opportunities for acquisitions.

      As part of its ongoing business, the Company engages in discussions with public and private real estate entities regarding possible portfolio or asset acquisitions or business combinations.

      In addition, the Company intends to maintain a conservative debt capitalization ratio. At December 31, 2002, the Company’s debt to total market capitalization ratio, excluding the Company’s proportionate share of non-recourse indebtedness of its unconsolidated joint ventures, was approximately 0.43 to 1.0; and at February 28, 2003, this ratio was approximately 0.43 to 1.0. At December 31, 2002, the Company’s capitalization consisted of $1.5 billion of debt (excluding the Company’s proportionate share of joint venture mortgage debt aggregating $387.1 million at December 31, 2002 as compared to $401.1 million at December 31, 2001), $484.0 million of preferred stock and preferred operating partnership units and $1,484.8 million of market equity. (Market equity is defined as common shares and operating partnership units outstanding multiplied by the closing price of common shares on the New York Stock Exchange at December 31, 2002 of $21.99). At December 31, 2002, the Company’s total debt consisted of $760.8 million of fixed-rate debt, including $100 million of variable rate debt which has been effectively swapped to a weighted average fixed rate of approximately 6.24%, and $730.7 million of variable rate debt including $100 million of fixed rate debt which has been effectively swapped to a weighted average variable rate of approximately 3.5%. Fluctuations in the market price of the Company’s common shares may cause this ratio to vary from time to time.

      The strategy, philosophy, investment and financing policies of the Company, and its policies with respect to certain other activities, including its growth, debt capitalization, distributions, status as a REIT and operating policies, are determined by the Board of Directors. Although it has no present intention to do so, the Board of Directors may amend or revise these policies from time to time without a vote of the shareholders of the Company.

Recent Developments

      The acquisitions, developments and expansions were generally financed through cash provided from operating activities, revolving credit facilities, mortgages assumed, construction loans, secured debt, unsecured public debt, common and preferred equity offerings, joint venture capital, preferred operating partnership units, common operating partnership units and asset sales. Total debt outstanding at December 31, 2002 was approximately $1.5 billion as compared to approximately $1.3 billion and $1.2 billion at December 31, 2001 and 2000, respectively. In 2002, the increase in the Company’s outstanding debt was due primarily to the funding of acquisitions, developments and expansion activity.

      In January 2003, the Company agreed to enter into a $150 million secured financing for five years with interest at a coupon rate of 4.41%. In addition, the Company entered into interest rate swaps aggregating $100 million, effectively converting floating rate debt into fixed rate debt with an effective weighted average coupon rate of 2.875% and a life of 1.75 years.

      In December 2002, the Company financed five shopping center properties for $63.0 million which were acquired in August 2002. Four of these properties are subject to a one-year floating rate mortgage with a principal balance of $54.8 million and an interest rate of approximately 3.2%. It is anticipated that this debt will be converted to long term fixed rate debt during 2003. The remaining property’s mortgage is $8.2 million for ten years at a fixed interest rate of 5.5%.

      In December 2002, the Company issued 1.6 million common shares in exchange for $35 million of preferred operating partnership units.

      In June 2002, the Company renegotiated its $30 million secured revolving credit facility with National City Bank (“NCB”) to reduce the spread over LIBOR to 1.0% and extend the term to June 2005. The Company also

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      In March 2002, the Company issued $100 million of fixed rate debt with an interest rate of 7.0% (excluding the effects of interest rate swaps) due March 2007 at a discount of 99.53%. Of the total debt issued, $81.6 million was used to exchange $75.0 million of 9.43% senior notes due March 15, 2012 and was accounted for as an exchange of debt instruments.

      In March 2002, the Company entered into two swaps converting an aggregate of $100 million of fixed rate debt to variable rates for terms of 2.75 and 5 years. At December 31, 2002, the fair value of these swaps was an asset of $7.3 million.

      In March 2002, the Company issued $150 million, 8.60% Perpetual Preferred F Depositary Shares each representing 1/10 of a Preferred Share. With the proceeds from this offering, effective April 15, 2002, the Company redeemed all of the outstanding 9.5% Perpetual Preferred A Depositary Shares each representing 1/10 of a Preferred Share and 9.44% Perpetual Preferred B Depositary Shares each representing 1/10 of a Preferred Share.

      In February 2002, the Company completed the sale of 1.7 million common shares in a registered offering. Net proceeds of approximately $33.1 million were used to repay amounts outstanding under the Company’s revolving credit facilities.

      In February 2002, the Company issued approximately 2.5 million common shares to acquire two properties as discussed in “Acquisitions.”

      In 2002, the Company acquired the following shopping center assets:

(1)	Reflects the Company’s purchase price associated with the acquisition of its partners’ 75.25% ownership interest in these shopping centers.
(2)	Reflects the Company’s purchase price associated with the acquisition of a portfolio of shopping centers.
(3)	Reflects the Company’s purchase price associated with the acquisition of its partner’s 50% interest in this shopping center.
(4)	Reflects the Company’s purchase price associated with the acquisition of its partner’s 80% interest in this shopping center.
(5)	Reflects the Company’s acquisition of two shopping center properties from Burnham Pacific Properties, Inc., Burnham Pacific Operating Partnership, L.P., and BPP/ Van Ness, L.P. This acquisition was financed through the issuance of approximately 2.5 million common shares valued at approximately $49.2 million and cash.
(6)	The Company’s total real estate assets increased approximately $299 million relating to these acquisitions after reflecting the reclassification of the Company’s ownership interest from advances to and investments in joint ventures.

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     Furthermore, the Company acquired the following shopping center assets in 2003:

(1)	The Company purchased a 67% equity interest, net of debt assumed, for approximately $17.4 million.
(2)	The Company purchased a 25% equity interest, net of debt assumed, for approximately $7.1 million.

      The Company sold the following properties in 2002:

(1)	Industrial property
(2)	Shopping center property
(3)	The Company formed a joint venture with a fund advised by DRA Advisors, Inc. and contributed a wholly-owned new shopping center development. The Company retained a 10% equity ownership interest in the joint venture. The amount includes 100% of the selling price; the Company eliminated that portion of gain associated with its 10% ownership interest.
(4)	Represents sale of assets through merchant building program.

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     The Company’s joint ventures sold the following shopping center properties, excluding those purchased by the Company as described above, in 2002:

(4)	Represents sale of assets through merchant building program.

Strategic Transactions

JDN Merger

      In October 2002, the Company and JDN announced entering into a definitive merger agreement pursuant to which JDN shareholders will receive 0.518 shares of DDR in exchange for each share of JDN stock. The transaction valued JDN at approximately $1.1 billion, which included approximately $584 million of assumed debt at the carrying amount and $50 million of preferred stock. It is anticipated that this transaction will be approved by the JDN shareholders and will close in March 2003.

      DDR has arranged for an unsecured bridge financing facility in the amount of $300 million, with pricing comparable to the Company’s $650 million revolving credit facility. This facility will be used to repay JDN’s secured term loan and revolving credit facility and also repay JDN’s $75 million MOPPERS financing which matures at the end of March 2003. This financing will significantly unencumber JDN’s operating shopping center portfolio.

      It is DDR’s intention to utilize this transaction to strengthen its balance sheet through the sale of assets. Since the announcement of the merger agreement, JDN has sold 5 assets for $42 million and has eight additional assets under contract or letter of intent which is expected to generate approximately $68 million of additional proceeds. Following completion of the merger, DDR will continue to pursue the sale of additional non-core assets and land.

      Following the merger, DDR will own or manage over 400 retail operating and development properties in 44 states comprising nearly 86 million square feet of GLA, which includes approximately 25 million square feet of total GLA attributable to JDN. In addition, as part of the merger, DDR will acquire 19 properties comprising approximately 6.3 million square feet of total GLA currently under development by JDN as well as a development pipeline of 9 properties representing 1.9 million square feet of total GLA with a total estimated cost of approximately $120 million. Upon completion of the transaction, DDR will have a total market capitalization of over $5.0 billion (including its pro rata portion of unconsolidated joint venture debt).

Service Merchandise Portfolio

      In March 2002, the Company announced its participation in a joint venture with Lubert-Adler Funds and Klaff Realty, L.P., which was awarded asset designation rights for all of the retail real estate interests of the bankrupt estate of Service Merchandise Corporation for approximately $242 million. The Company has a 25% interest in the joint venture. In addition, the Company earns fees for the management, leasing, development and disposition of the real estate portfolio. The designation rights enable the joint venture to determine the ultimate use and disposition of the real estate interests held by the bankrupt estate. At December 31, 2002, the portfolio

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      During 2002, the joint venture sold 45 sites and received gross proceeds of approximately $106.5 million. The Company recognized pre-tax income of approximately $4.3 million relating to the operations of this joint venture. The Company also earned disposition, management, leasing and financing fees aggregating $1.4 million in 2002 relating to this joint venture.

Expansions 2002

      For the twelve month period ended December 31, 2002, the Company completed expansions and redevelopments at five shopping centers located in Denver, Colorado; Detroit, Michigan; St. Louis, Missouri; Lebanon, Ohio; and North Olmsted, Ohio at an aggregate cost of approximately $8.0 million. The Company is currently expanding/redeveloping eight shopping centers located in Birmingham, Alabama; North Little Rock, Arkansas; Bayonet Point, Florida; Brandon, Florida; North Canton, Ohio; Tiffin, Ohio; Riverdale, Utah and Taylorsville, Utah at a projected incremental cost of approximately $29.7 million. The Company is also scheduled to commence three additional expansion projects at the shopping centers located in Aurora, Ohio; Princeton, New Jersey and Erie, Pennsylvania.

      For the twelve month period ended December 31, 2002, the Company’s joint ventures completed expansions and redevelopments at seven shopping centers located in Atlanta, Georgia; Marietta, Georgia; Schaumburg, Illinois; Leawood, Kansas; Overland Park, Kansas; Maple Grove, Minnesota and San Antonio, Texas at an aggregate cost of approximately $15.0 million. The Company’s joint ventures are currently expanding/redeveloping three shopping centers located in San Ysidro, California; Shawnee, Kansas; and North Olmsted, Ohio at a projected incremental cost of approximately $8.8 million. The Company is scheduled to commence one additional expansion project at the joint venture shopping center located in Deer Park, Illinois.

  Development (Wholly Owned) 2002

      The consolidated development projects are as follows:

	•	Phase II of the Meridian, Idaho (a suburb of Boise) shopping center commenced construction in 2002, with completion scheduled for 2003.
	•	The Company commenced construction during 2002 on the central quadrant of the Coon Rapids, Minnesota, Riverdale Village Shopping Center. This development will create an additional 295,000 square feet of retail space.
	•	The Company broke ground during 2002 on two shopping center developments located in Riverdale, Utah and Long Beach, California.
	•	The Company anticipates breaking ground in 2003 on a 100,000 square foot shopping center located in, St. Louis, Missouri (Southtown).

      The wholly-owned and consolidated development funding schedule as of December 31, 2002 is as follows (in millions):

  Development (Joint Ventures) 2002

      The Company has joint venture development agreements for five shopping center projects. These five projects have an aggregate projected cost of approximately $192.8 million and are currently scheduled for completion during 2003. The projects located in Long Beach, California (City Place) and Austin, Texas are being

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      The joint venture development funding schedule as of December 31, 2002 is as follows (in millions):

  Retail Environment

      During 2002, certain national and regional retailers experienced financial difficulties and several have filed for protection under bankruptcy laws. However, the Company’s occupancy rates and lease rate have increased and rental rates have continued to grow. At December 31, 2002, the Company’s occupancy rate, lease rate and average rent per square rent per square foot were 95.9%, 95.1% and $10.58, respectively, compared to 95.4%, 94.8% and $10.03 at December 31, 2001.

      See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Item 7 and the Consolidated Financial Statements and Notes thereto included in Item 8 of this Annual Report on Form 10-K for further information on certain of the recent developments described above.

  Competition

      As one of the nation’s largest owners and developers of shopping centers, the Company has established close relationships with a large number of major national and regional retailers. Management is associated with and actively participates in many shopping center and REIT industry organizations.

      Notwithstanding these relationships, there are numerous developers and real estate companies that compete with the Company in seeking properties for acquisition and tenants who will lease space in these properties.

  Employees

      As of February 28, 2003, the Company employed 344 full-time individuals, including executive, administrative and field personnel. The Company considers its relations with its personnel to be good.

  Qualification as a Real Estate Investment Trust

      The Company presently meets the qualification requirements of a REIT under Sections 856-860 of the Internal Revenue Code of 1986, as amended (the “Code”). As a result, the Company generally will not be subject to federal income tax to the extent it meets certain requirements of the Code.

Item 2.     PROPERTIES

      At December 31, 2002, the Portfolio Properties included 291 shopping centers and 37 business centers (151 of which are owned through joint ventures). The shopping centers consist of 279 community shopping centers and 12 enclosed mini-malls. The Portfolio Properties also include approximately 208 undeveloped acres primarily located adjacent to certain of the shopping centers. The shopping centers aggregate approximately 45.5 million square feet of Company-owned GLA (approximately 61.6 million square feet of total GLA) and are located in 43 states, principally in the East and Midwest, with significant concentrations in Ohio, Florida, Missouri, California and Texas. The business centers aggregate 4.4 million square feet of Company owned GLA and are located in 12 states, primarily in Texas.

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      The Company’s shopping centers are designed to attract local area customers and are typically anchored by one or more discount department stores and often include a supermarket, drug store, junior department store and/or other major “category-killer” discount retailers as additional anchors. Most of the shopping centers are anchored by a Wal-Mart, Kmart or Target, and the majority of centers are anchored by two or more national or regional tenants. The tenants of the shopping centers typically offer day-to-day necessities rather than high-priced luxury items. As one of the nation’s largest owners and operators of shopping centers, the Company has established close relationships with a large number of major national and regional retailers, many of which occupy space in the shopping centers.

      Shopping centers make up the largest portion of the Company’s portfolio, comprising 42.6 million (92.7%) square feet of Company-owned GLA and enclosed mini-malls account for 2.9 million (7.3%) square feet of Company-owned GLA. On December 31, 2002, the average annualized base rent per square foot of Company-owned GLA of the Company’s wholly-owned shopping centers was $9.18, and those owned through joint ventures was $13.69. The average annualized base rent per square foot of the Company’s business centers was $8.38.

      The following table sets forth, as of December 31, 2002, information as to anchor and/or national retail tenants which individually accounted for at least 1.0% of total annualized base rent of the wholly owned properties and the Company’s proportionate share of joint venture properties:

      In addition, as of December 31, 2002, unless otherwise indicated, with respect to the 291 shopping centers:

	•	49 of these properties were developed by DDG, 27 were developed by the Company and the balance were acquired by the Company;
	•	80 of these properties are anchored by a Wal-Mart, Kmart or Target store;
	•	These properties range in size from 4,000 square feet to approximately 800,000 square feet of GLA (with 21 properties exceeding 400,000 square feet of GLA);

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	•	Approximately 67.4% of the Company-owned GLA of these properties is leased to national chains, including subsidiaries, with approximately 20.9% of the Company-owned GLA leased to regional chains and approximately 6.8% of the Company-owned GLA leased to local tenants;
	•	Approximately 95.1% of the aggregate Company-owned GLA of these properties was occupied as of December 31, 2002 (and, with respect to the properties owned by the Company at December 31, for each of the five years beginning with 1998, between 93.4% and 96.5% of aggregate Company-owned GLA of these properties was occupied);
	•	Eight wholly-owned properties are currently being expanded by the Company and three properties are being expanded which are owned by joint ventures. The Company is pursuing the expansion of four additional properties and
	•	Four wholly-owned properties are currently being developed by the Company and five properties by the joint ventures.

Tenant Lease Expirations and Renewals

      The following table shows tenant lease expirations for the next ten years at the Company’s shopping centers, including joint ventures, and business centers assuming that none of the tenants exercise any of their renewal options:

      The rental payments under certain of these leases will remain constant until the expiration of their base terms, regardless of inflationary increases. There can be no assurance that any of these leases will be renewed or that any new tenants will be obtained if not renewed.

      The Company’s 208 undeveloped acres generally consist of outlots, retail pads and expansion pads which are primarily located adjacent to certain of the shopping centers. The Company is pursuing an active marketing program to lease, develop or sell its undeveloped acres.

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Developers Diversified Realty Corporation

[Additional columns below]

[Continued from above table, first column(s) repeated]

						Company-
						Owned								Average
		DDR				Gross				Total				Base Rent
		Ownership				Leasable				Annualized				(Per SF)				Percent
		Interest				Area (SF)				Base Rent				(2)				Leased				Anchor Tenants (Lease Expiration)
1			100.00%				383,006			$	3,315,407			$	8.90				97.2%			Winn Dixie Stores (2014), Rhodes/Marks Fitzgerald (2004), Goody’s (2004), Regal Cinemas, Inc. (2014), Stein Mart (2011), OfficeMax (2011), Michael’s (2009), Books-a-Million (2005), Lowes Home Centers (Not Owned)
2			100.00%				301,074			$	1,741,033			$	7.88				73.4%			Office Depot (2004), Burlington Coat Factory (2008), Regal Cinemas, Inc. (2006), Home Depot (Not Owned), Western Supermarkets (Not Owned)
3			100.00%				98,096			$	1,209,020			$	14.54				84.7%			Marshalls (2006)
4			50.00%				647,904			$	9,183,129			$	14.67				96.6%			Bassett Furniture (2010), Ashley Homestores (2011), Stein Mart (2011), AMC Theatre (2021), Barnes & Noble (2012), Babies ’R Us (2007), Ross Stores, Inc. (2007), OfficeMax (2012), JoAnn, Etc. (2010), Best Buy (2014)
5			50.00%				197,009			$	2,782,509			$	14.12				100.0%			Ross Stores (2009), OfficeMax (2013), PetSmart (2014), Michaels (2009), Target (Not Owned), AMC Theatres (Not Owned)
6			50.00%				346,430			$	4,039,686			$	11.95				97.6%			Staples (2009), Comp USA (2013), Mac Frugal’s (2010), Barnes & Noble (2011), T.J. Maxx (2005), Circuit City (2016), Oshman’s Sporting Goods, (2017), Bassett Furniture (2009), Linens ’N Things (2011), Fry’s (Not Owned)
7			100.00%				262,827			$	2,934,724			$	11.17				100.0%			T.J. Maxx (2005), Best Buy (2017), Goody’s (2013), Old Navy (2005), Bed, Bath & Beyond (2009), Wal- Mart Super Center (Not Owned), Home Depot (Not Owned)
8			100.00%				233,378			$	1,238,781			$	5.87				90.4%			Bed Bath & Beyond (2013), T.J. Maxx (2007), Cinemark Theatre- Tandy (2011), Burlington Coat Factory Whse (2014)
9			100.00%				272,245			$	1,666,478			$	6.33				96.7%			Wal-Mart Stores (2011), Stage (2005), J.C. Penney (2012)

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[Additional columns below]

[Continued from above table, first column(s) repeated]

						Company-
						Owned								Average
		DDR				Gross				Total				Base Rent
		Ownership				Leasable				Annualized				(Per SF)				Percent
		Interest				Area (SF)				Base Rent				(2)				Leased				Anchor Tenants (Lease Expiration)
10			20.00%				103,414			$	1,467,343			$	14.93				95.0%			Safeway (2020)
11			20.00%				518,938			$	6,264,412			$	13.73				87.9%			Miller’s Outpost/Hub Dist (2008), Office Depot, Inc. (2012), Ikea (2007), Circuit City (2009)
12			20.00%				109,358			$	967,229			$	9.40				94.1%			Ralphs Grocery Store (2020), Ballard Wimer Brockett & Edwards (2004)
13			20.00%				459,529			$	3,692,168			$	11.03				72.8%			Wal-Mart (2010), Movies 12/Cinemark (2017), Wal-Mart (2010), Michael’s (2004), Marshall’s (2007), Circuit City (2011), Staples (2003), CostCo (Not Owned)
14			24.75%				242,114			$	2,377,949			$	10.39				94.5%			Nordstrom, Inc. (2012), Ross Stores, Inc (2013), Wal-Mart (2022), Albertson’s (Not Owned)
15			20.00%				45,600			$	1,274,369			$	27.95				100.0%
16			100.00%				75,345			$	1,013,611			$	15.31				87.9%			Regal Cinemas (2014)
17			20.00%				348,237			$	5,986,998			$	18.94				90.8%			Albertson’s (2020), Michael’s (2010), Borders Book & Music (2015), Century Theatres, Inc (2016), Bed, Bath & Beyond (2010), Ross Stores, Inc (2010)
18			100.00%				248,474			$	3,641,378			$	14.82				98.9%			OfficeMax (2011), PetSmart (2012), Ross Dress For Less (2008), Barnes & Noble Booksellers (2011), Circuit City (2017), Century Theatre (2016)
19			20.00%				76,692			$	1,122,607			$	14.64				100.0%			Walgreens (2033), Food 4 Less/FoodsCo (2013)
20			20.00%				440,228			$	6,826,871			$	15.72				98.6%			Pacific Theatres (2013), Sportsmart (2008), Circuit City (2009), Marshalls (2009), Ross Dress For Less (2004), Michael’s (2004), K Mart (2018), Mervyn’s (Not Owned)
21			100.00%				123,755			$	4,333,900			$	35.34				99.1%			Crunch Fitness Int’l, Inc. (2008), Amc Van Ness 14 Theatres (2018)
22			20.00%				258,003			$	1,411,484			$	8.92				61.3%			K-Mart (2006)
23			100.00%				19,875			$	110,320			$	9.23				60.1%			Big “R” (Not Owned), City Market (Not Owned)

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