SITE Centers Corp. - FORM 8-K - EX-99.2

Attached files

file	filename
8-K - FORM 8-K - SITE Centers Corp.	l37775e8vk.htm
EX-99.3 - EX-99.3 - SITE Centers Corp.	l37775exv99w3.htm
EX-99.1 - EX-99.1 - SITE Centers Corp.	l37775exv99w1.htm

Quarterly Financial Supplement For the nine months ended September 30, 2009

DEVELOPERS DIVERSIFIED REALTY CORPORATION

For Immediate Release:


Media Contact:		Investor Contact:
Scott Schroeder		Kate Deck
216-755-5500		216-755-5500
sschroeder@ddr.com		kdeck@ddr.com

DEVELOPERS DIVERSIFIED REALTY REPORTS FFO PER
DILUTED SHARE OF $0.44 FOR THE QUARTER ENDED
SEPTEMBER 30, 2009 BEFORE NON-OPERATING GAINS AND LOSSES

CLEVELAND, OHIO, October 22, 2009 - Developers Diversified Realty (NYSE: DDR) today announced operating results for the third quarter ended September 30, 2009.

	•		The Company’s third quarter Funds From Operations (“FFO”) was $74.5 million or $0.44 per diluted share before $164.6 million of net charges summarized below. The Company’s operating FFO for the nine-month period was $235.3 million or $1.58 per diluted share before $352.0 million of net charges summarized below.

			The net charges, primarily non cash, for the three- and nine-month periods ended September 30, 2009, aggregating $164.6 million and $352.0 million are summarized as follows:


	Three			Nine
	Months			Months
Non-cash loss on equity derivative instruments related to Otto investment	$	118.2		$	198.2
Non-cash impairment charges — consolidated and equity method investments		63.9			181.7
Consolidated impairment charges and loss on sales including discontinued operations		3.0			104.5
Less portion of impairment charges and losses allocated to non-controlling interests (Mervyns)		—			(31.4	)
Non-cash change in control compensation charge		4.9			15.4
(Gain) on sale of MDT units, net loan loss reserve and other expenses		(2.2	)		9.6
Impairment charges, derivative (gains)/losses and losses on asset sales — equity method investments		0.7			16.4
Gain on repurchases of unsecured notes		(23.9	)		(142.4	)

	$	164.6		$	352.0

•

FFO applicable to common shareholders for the three-month period ended September 30, 2009, including the above net charges, was a loss of $90.1 million, or $0.54 per diluted share, which compares to revised FFO income of $96.7 million, or $0.80 per diluted share, for the prior-year comparable period. Net loss applicable to common shareholders for the three-month period ended September 30, 2009 was $148.4 million or $0.90 per diluted

			share, which compares to revised net income of $24.7 million, or $0.20 per diluted share, for the prior-year comparable period.

	•		FFO applicable to common shareholders for the nine-month period ended September 30, 2009, including the above net charges, was a loss of $116.6 million, or $0.80 per diluted share, which compares to revised FFO income of $288.9 million, or $2.39 per diluted share, for the prior-year comparable period. Net loss applicable to common shareholders for the nine-month period ended September 30, 2009 was $308.7 million, or $2.11 per diluted share, which compares to revised net income of $80.4 million, or $0.66 per diluted share, for the prior-year comparable period.

	•		The 2008 results for both the three- and nine-month periods ended September 30, 2008 have been revised to reflect the change in accounting relating to convertible debt. This change resulted in additional non-cash interest expense of $2.7 million and $3.8 million for the three-month periods ended September 30, 2009 and 2008, respectively, and $9.8 million and $11.4 million for the nine-month periods ended September 30, 2009 and 2008, respectively.

	•		Executed leases during the third quarter of 2009 totaled approximately 2.6 million square feet, including 146 new leases and 287 renewals.

	•		On a cash basis, base rental rates on new leases and renewals decreased 3.5% overall.

	•		Core portfolio leased percentage at September 30, 2009 was 90.9%, compared to 90.7% at June 30, 2009.

	•		Same store net operating income (“NOI”) for the year decreased 4.1% over the prior-year comparable period. The decrease in same store NOI is primarily related to the bankruptcies and subsequent store closings of Circuit City, Linens ‘N Things, Goody’s and Steve & Barry’s.

Scott A. Wolstein, Developers Diversified’s Chairman and Chief Executive Officer, stated, “We are pleased to report solid earnings results this quarter. We had another high volume quarter in terms of leasing activity, and we are happy to see the improvement in leased rate as a result.

“We also executed upon several important financial transactions this quarter, and have made good progress on our de-leveraging and liquidity enhancing initiatives. We are proud of the considerable strides that we have made thus far, but our focus remains keenly on the additional balance sheet progress that we expect to complete in the coming quarters.”

Financial Results:

Net loss applicable to common shareholders was $148.4 million, or $0.90 per share (diluted and basic), for the three-month period ended September 30, 2009, as

compared to revised net income of $24.7 million, or $0.20 per share (diluted and basic), for the prior-year comparable period.

FFO applicable to common shareholders was a loss of $90.1 million for the three-month period ended September 30, 2009, as compared to revised FFO income of $96.7 million for the three-month period ended September 30, 2008. For the three-month period ended September 30, 2009, FFO per share was a loss of $0.54 (diluted and basic) compared to revised FFO income of $0.80 (diluted and basic) for the prior-year comparable period. The decrease in net income and reported loss for the three-month period ended September 30, 2009, is primarily the result of $164.6 million of net charges, generally non cash as detailed above, in addition to several major tenant bankruptcies in late 2008 and early 2009, the release of an approximate $16 million deferred tax allowance in 2008 and the impact of asset sales associated with the Company’s deleveraging efforts, offset slightly by lower interest rates on variable rate debt.

Net loss applicable to common shareholders was $308.7 million, or $2.11 per share (diluted and basic), for the nine-month period ended September 30, 2009, as compared to revised net income of $80.4 million, or $0.66 per share (diluted and basic), for the prior-year comparable period.

FFO applicable to common shareholders was a loss of $116.6 million for the nine-month period ended September 30, 2009, as compared to revised FFO income of $288.9 million for the nine-month period ended September 30, 2008. For the nine-month period ended September 30, 2009, FFO per share was a loss of $0.80 (diluted and basic) compared to revised FFO income of $2.40 (basic) and $2.39 (diluted) for the prior-year comparable period. The decrease in net income and reported loss for the nine-month period ended September 30, 2009, is primarily the result of $352.0 million of net charges, generally non cash as detailed above, in addition to several major tenant bankruptcies, the release an approximate $16 million deferred tax allowance in 2008 and the impact of asset sales associated with the Company’s deleveraging efforts, offset slightly by lower interest rates on variable rate debt.

FFO is a supplemental non-GAAP financial measurement used as a standard in the real estate industry and a widely accepted measure of real estate investment trust (“REIT”) performance. Management believes that FFO provides an additional indicator of the financial performance of a REIT. The Company also believes that FFO more appropriately measures the core operations of the Company and provides a benchmark to its peer group. FFO does not represent cash generated from operating activities in accordance with generally accepted accounting principles (“GAAP”), is not necessarily indicative of cash available to fund cash needs and should not be considered as an alternative to net income computed in accordance with GAAP as an indicator of the Company’s operating performance or as an alternative to cash flow as a measure of liquidity. FFO is defined and calculated by the Company as net income, adjusted to exclude: (i) preferred share dividends, (ii) gains from disposition of depreciable real estate property, except for those sold through the Company’s merchant building program, which are presented net of taxes, (iii) extraordinary items and (iv) certain non-cash items. These non-cash items principally include real property depreciation and amortization of intangibles, equity income from joint ventures and equity income from non-controlling interests and adding the Company’s

proportionate share of FFO from its unconsolidated joint ventures and non-controlling interests, determined on a consistent basis. Other real estate companies may calculate FFO in a different manner. FFO excluding the net non-operating charges detailed above is useful to investors as the Company removes these net charges to analyze the results of operations and assess performance of the core operating real estate portfolio. A reconciliation of net income to FFO is presented in the financial highlights section.

Leasing:

The following results for the three-month period ended September 30, 2009 highlight continued strong leasing activity throughout the portfolio despite the current economic environment:

	•		Executed 146 new leases aggregating approximately 0.7 million square feet and 287 renewals aggregating approximately 1.9 million square feet.

	•		On a cash basis, rental rates for new leases and renewals decreased 3.5%.

	•		Total portfolio average annualized base rent per occupied square foot, excluding assets in Brazil, as of September 30, 2009 was $12.50, as compared to $12.38 at September 30, 2008.

	•		Core portfolio leased rate was 90.9% as of September 30, 2009, as compared to 94.5% at September 30, 2008 and 90.7% at June 30, 2009.

Overall, the Company remains encouraged by the leasing activity achieved during the third quarter. While the resulting rental spreads and core occupancy level are much less favorable than what the Company has historically achieved, it should be no surprise that rental rates are under pressure as bankruptcy driven vacancy has increased across the retail sector.

Strategic Transactions:

On February 23, 2009, the Company entered into a stock purchase agreement (the “Stock Purchase Agreement”) with Mr. Alexander Otto (the “Investor”) to issue and sell 30 million common shares for aggregate gross proceeds of approximately $112.5 million and warrants to purchase up to 10 million common shares with an exercise price of $6.00 per share to the Investor and certain members of his family (collectively with the Investor, the “Otto Family”). The share issuance, together with the warrants issuances are collectively referred to as the “Otto Transaction”. On April 9, 2009, the Company’s shareholders approved the sale of the common shares and warrants to the Otto Family pursuant to the Otto Transaction. Under the terms of the Stock Purchase Agreement, the Company issued additional common shares to the Otto Family in an amount equal to any dividends declared, associated with the issuance of common shares, by the Company after February 23, 2009 and prior to the applicable closing of the stock purchase by the Investor. The transaction was completed in two closings, May and September 2009. In May 2009, the Company issued and sold 15.0 million shares and warrants to purchase 5.0 million common shares to the Otto Family for a purchase price of $52.5 million. The Company also issued an additional 1,071,428 shares as a result of the first quarter 2009 dividend to the Otto Family

associated with the initial 15.0 million shares. In September 2009, the Company issued and sold 15.0 million common shares and warrants to purchase 5.0 million common shares to the Otto Family for a purchase price of $60.0 million. The Company also issued an additional 1,787,304 shares as a result of the first and second quarter 2009 dividends to the Otto Family associated with the second 15.0 million shares. In total, the Company issued 32,858,732 million common shares to the Otto Family.

The shareholders’ approval of the Otto Transaction in April 2009 resulted in a “potential change in control” under the Company’s equity-based award plans. In addition, in September 2009 as a result of the second closing with the Otto family acquiring beneficial ownership of more than 20% of the Company’s outstanding common shares, a “change in control” was deemed to have occurred under the Company’s equity deferred compensation plans. In accordance with the equity-based award plans, all unvested stock options became fully exercisable and all restrictions on unvested shares lapsed, and, in accordance with the equity deferred compensation plans, all unvested deferred stock units vested and were no longer subject to forfeiture. As such, in September 2009, the Company recorded an additional accelerated non-cash charge of approximately $4.9 million in accordance with SFAS 123(R) related to these equity awards. The total non-cash change in control charge recorded for the nine-month period ended September 30, 2009 was $15.4 million.

In addition, the shares and warrants are required to be recognized at fair value in April 2009 and marked-to-market through earnings thereafter until settlement or expiration. As a result, the Company reported an aggregate non-cash charge of $118.2 million, or $0.70 per diluted share in the third quarter of 2009 and $198.2 million, or $1.33 per diluted share for the nine-month period ended September 30, 2009, relating to the valuation adjustments associated with these instruments, due to the appreciation in share price since the initial valuation date. Following the closing of the shares during the third quarter of 2009, the Company will no longer be required to mark to market this contract, but will continue adjusting the warrants to fair value through earnings until exercised or upon expiration.

In the third quarter of 2009, the Company acquired its partner’s 80% interest in Merriam Village through the assumption and guarantee of $17.0 million of debt, of which the Company had previously guaranteed 20%. DDR did not expend any funds for this interest. In connection with DDR’s assumption of the remaining 80% guarantee, the lender agreed to modify and extend this secured mortgage. This acquisition is a component of the Company’s ongoing initiative to exit its investments with Coventry II.

In the third quarter of 2009, the Company liquidated its investment in Macquarie DDR Trust (ASX: MDT) for aggregate proceeds of $6.4 million. The Company recorded a gain on sale of these units of approximately $3.5 million for the three months ended September 30, 2009.

In October 2009, the Macquarie DDR Trust unitholders approved the redemption of Developers Diversified’s interest in the MDT US LLC joint venture. A 100% interest in three shopping center assets was transferred to the Company in October 2009 in

exchange for its approximate 14.5% ownership stake and a cash payment of $1.6 million to the DDR Macquarie Fund.

Dispositions:

The Company sold 11 properties, aggregating 1.5 million square feet, in the third quarter of 2009, generating gross proceeds of approximately $156.6 million. The Company recorded an aggregate gain on sale of approximately $4.4 million related to these assets in the third quarter of 2009. The Company’s joint ventures sold eight properties, aggregating 1.7 million square feet in the third quarter of 2009, generating gross proceeds of approximately $107.6 million. The Company’s joint ventures recorded an aggregate loss on sale of approximately $13.8 million related to these assets in the third quarter of 2009 of which the Company’s proportionate share was $0.5 million.

Wholly-Owned and Consolidated Joint Venture Development:

The Company currently has the following wholly-owned and consolidated joint venture shopping center projects under construction:

Expected

Remaining

Initial

Owned

Cost

Anchor

Location

GLA

($ Millions)

Opening *

Description

Boise (Nampa), Idaho

431,689

29.3

2H 07

Community Center

Boston (Norwood), Massachusetts

56,343

7.8

1H 10

Community Center

Elmira (Horseheads), New York

350,987

10.0

1H 07

Community Center

Austin (Kyle), Texas **

443,092

20.5

2H 09

Community Center

Total

1,282,111

67.6


*		1H = First Half, 2H = Second Half; either actual or anticipated

**		Consolidated 50% Joint Venture

In addition to these current projects, several of which will be developed in phases, the Company and its joint venture partners intend to commence construction on various other developments only after substantial tenant leasing has occurred and acceptable construction financing is available, including several international projects.

Unconsolidated Joint Venture Development:

One of the Company’s unconsolidated joint ventures has the following shopping center project under construction.

DDR’s

Expected

Effective

Remaining

Initial

Ownership

Owned

Cost

Anchor

Location

Percentage

GLA

($ Millions)

Opening*

Description

Dallas (Allen), Texas

10.0

797,665

(4.6)

1H 08

Lifestyle Center


*		1H = First Half

**		Includes a reduction in costs from future land sales

Wholly-Owned and Consolidated Joint Venture Redevelopments and Expansions:

The Company is currently expanding/redeveloping the following wholly-owned shopping center at a projected aggregate net cost of approximately $89.1 million. At September 30, 2009, approximately $73.5 million of costs had been incurred in relation to this project.


Property		Description
Miami (Plantation), Florida		Redevelop shopping center to include Kohl’s and additional junior tenants

Unconsolidated Joint Venture Redevelopments and Expansions:

One of the Company’s unconsolidated joint ventures is currently expanding/redeveloping the following shopping center at a projected net cost of $90.3 million, which includes original acquisition costs related to this asset which was acquired for redevelopment. At September 30, 2009, approximately $76.5 million of costs had been incurred in relation to this project.


	DDR’s
	Effective
	Ownership
Property	Percentage			Description
Buena Park, California		20	%	Large-scale redevelopment of enclosed mall to open-air format

Financings:

In September 2009, the Company issued $300 million 9.625% senior unsecured notes due March 2016. The notes were offered at 99.42% of par with a yield to maturity of 9.75%. Proceeds from the offering were used to repay debt with shorter term maturities and to reduce amounts outstanding on the Company’s unsecured credit facilities.

In September 2009, the Company purchased approximately $250.1 million face amount of its outstanding senior unsecured notes through an announced cash tender offer at a discount to par resulting in a gross gain of approximately $22.1 million. The tender offer included debt maturities from 2010 through 2018.

Also in the third quarter of 2009, the Company purchased approximately $47.4 million face amount of its outstanding senior unsecured notes (primarily convertible unsecured notes) at a discount to par resulting in a gross gain of approximately $6.7 million. This gain was reduced by approximately $2.4 million due to the adoption of FSP APB 14-1, “Accounting for Convertible Debt That May Be Settled in Cash Upon Conversion”, on January 1, 2009 (“Convertible Debt Restatement”).

In July 2009, the Company obtained $17 million of mortgage debt from a life insurance company on two shopping centers at a 6% interest rate and maturing in 2017.

In October 2009, the Company obtained a $400 million, five-year loan secured by a portfolio of 28 stabilized shopping centers from Goldman Sachs Commercial Mortgage Capital, L.P., an affiliate of Goldman, Sachs & Co.

Equity Issuances:

The Company sold approximately 18.4 million of its common shares during the three-month period ended September 30, 2009, generating gross proceeds of approximately $156.6 million through its continuous equity program. Substantially, all net proceeds were used to repay debt. In September 2009, the Company also issued 16.8 million common shares in connection with the Otto Transaction as previously discussed.

Developers Diversified owns and manages approximately 670 retail operating and development properties in 44 states, Brazil, Canada and Puerto Rico. Totaling more than 148 million square feet, the Company’s shopping center portfolio features open-air, value-oriented neighborhood and community centers, mixed-use centers and lifestyle centers located in prime markets with stable populations and high-growth potential. Developers Diversified is the largest landlord in Puerto Rico and owns a premier portfolio of regional malls in and around Sao Paulo, Brazil. Developers Diversified is a self-administered and self-managed REIT operating as a fully integrated real estate company. Additional information about the Company is available on the Internet at www.ddr.com.

A copy of the Company’s Supplemental Financial/Operational package is available to all interested parties upon request at our corporate office to Kate Deck, Investor Relations Director, Developers Diversified Realty Corporation, 3300 Enterprise Parkway, Beachwood, Ohio 44122 or on our Web site which is located at http://www.ddr.com.

Developers Diversified Realty Corporation considers portions of this information to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, with respect to the Company’s expectation for future periods. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved. For this purpose, any statements contained herein that are not historical fact may be deemed to be forward-looking statements. There are a number of important factors that could cause our results to differ materially from those indicated by such forward-looking statements, including, among other factors, local conditions such as oversupply of space or a reduction in demand for real estate in the area; competition from other available space; dependence on rental income from real property; the loss of, significant downsizing of or bankruptcy of a major tenant; constructing properties or expansions that produce a desired yield on investment; our ability to sell assets on commercially reasonable terms; our ability to secure equity or debt financing on commercially acceptable terms or at all; our ability to enter into definitive agreements with regard to our financing and joint venture arrangements or our failure to satisfy conditions to the completion of these arrangements; and the finalization of the financial statements for nine-month period ended September 30, 2009. For additional factors that could cause the results of the Company to differ materially from these indicated in the forward-looking statements, please refer to the Company’s Form 10-K as of December 31, 2008. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)


	Three-Month Period						Nine-Month Period
	Ended September 30,						Ended September 30,
	2009			2008 ^(E)			2009			2008 ^(E)
Revenues:
Minimum rents ^(A)	$	135,481		$	149,335		$	408,623		$	448,511
Percentage and overage rents ^(A)		1,441			1,054			5,075			4,947
Recoveries from tenants		43,758			49,548			135,181			145,801
Ancillary and other property income		5,698			4,889			15,696			15,748
Management, development and other fee income		14,693			15,378			43,194			47,302
Other ^(B)		1,193			2,656			6,173			7,383

		202,264			222,860			613,942			669,692

Expenses:
Operating and maintenance ^(C)		36,952			34,572			107,155			102,206
Real estate taxes		27,965			26,872			83,076			79,128
Impairment charges ^(D)		2,653			—			80,167			—
General and administrative ^(E)		25,886			19,560			73,469			61,607
Depreciation and amortization		53,621			60,031			171,552			167,769

		147,077			141,035			515,419			410,710

Other income (expense):
Interest income		3,289			1,660			9,546			2,775
Interest expense ^(F)		(57,268	)		(61,713	)		(175,165	)		(185,977	)
Gain on repurchases of senior notes		23,881			—			142,360			200
Loss on equity derivative instruments ^(G)		(118,174	)		—			(198,199	)		—
Other income (expenses) ^(H)		2,203			(6,859	)		(9,123	)		(7,459	)

		(146,069	)		(66,912	)		(230,581	)		(190,461	)

(Loss) income before equity in net (loss) income of joint ventures, impairment of joint venture investments, income tax (expense) benefit of taxable REIT subsidiaries and franchise taxes, discontinued operations and gain on disposition of real estate, net of tax		(90,882	)		14,913			(132,058	)		68,521
Equity in net (loss) income of joint ventures ^(I)		(183	)		1,981			(8,984	)		21,924
Impairment of joint venture investments ^(J)		(61,200	)		—			(101,571	)		—
Income tax (expense) benefit of taxable REIT subsidiaries and franchise taxes		(639	)		16,426			(527	)		15,111

(Loss) income from continuing operations		(152,904	)		33,320			(243,140	)		105,556
Income (loss) from discontinued operations ^(K)		5,126			416			(81,959	)		6,125

(Loss) income before gain on disposition of real estate		(147,778	)		33,736			(325,099	)		111,681
Gain on disposition of real estate, net of tax		7,128			3,093			8,222			6,368

Net (loss) income		(140,650	)		36,829			(316,877	)		118,049
Loss (income) attributable to non-controlling interests ^(L)		2,804			(1,579	)		39,848			(5,975	)

Net (loss) income attributable to DDR	$	(137,846	)	$	35,250		$	(277,029	)	$	112,074

Net (loss) income applicable to common shareholders	$	(148,413	)	$	24,683		$	(308,731	)	$	80,372

Funds From Operations (“FFO”):
Net (loss) income applicable to common shareholders	$	(148,413	)	$	24,683		$	(308,731	)	$	80,372
Depreciation and amortization of real estate investments		51,635			61,099			170,236			172,740
Equity in net loss (income) of joint ventures ^(I)		183			(1,981	)		8,557			(21,924	)
Joint ventures’ FFO ^(I)		13,584			15,833			32,553			60,922
Non-controlling interests (OP Units) ^(L)		8			261			167			1,145
Gain on disposition of depreciable real estate		(7,130	)		(3,170	)		(19,405	)		(4,321	)

FFO applicable to common shareholders		(90,133	)		96,725			(116,623	)		288,934
Preferred dividends		10,567			10,567			31,702			31,702

FFO	$	(79,566	)	$	107,292		$	(84,921	)	$	320,636

Per share data:
Earnings per common share
Basic	$	(0.90	)	$	0.20		$	(2.11	)	$	0.66

Diluted	$	(0.90	)	$	0.20		$	(2.11	)	$	0.66

Dividends Declared	$	0.02		$	0.69		$	0.42		$	2.07

Funds From Operations – Basic ^(M)	$	(0.54	)	$	0.80		$	(0.80	)	$	2.40

Funds From Operations – Diluted ^(M)	$	(0.54	)	$	0.80		$	(0.80	)	$	2.39

Basic – average shares outstanding		165,073			119,795			146,151			119,447

Diluted – average shares outstanding		165,073			119,882			146,151			119,583

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)

(A)

Base and percentage rental revenues for the nine-month period ended September 30, 2009, as compared to the prior-year comparable period, decreased $39.8 million primarily due to store closings related to five major tenant bankruptcies which approximated $38.4 million, the most significant of which related to the assets formerly occupied by Mervyns, which is 50% owned by the Company through a consolidated joint venture. There was also a decrease of $3.8 million in straight line rental income, a majority of which is related to major tenant bankruptcies and a $0.3 million decrease related to the Company’s business centers. These decreases were partially offset by net increased leasing activity of $2.7 million. Included in rental revenues for the nine-month periods ended September 30, 2009 and 2008, is approximately $2.5 million and $7.2 million, respectively, of revenue resulting from the recognition of straight-line rents, including discontinued operations.

(B)

Other income for the three- and nine-month periods ended September 30, 2009 and 2008 was comprised of the following (in millions):


	Three-Month Period				Nine-Month Period
	Ended September 30,				Ended September 30,
	2009		2008		2009		2008
Lease termination fees	$	0.8	$	0.8	$	3.4	$	5.0
Financing fees		0.2		1.9		0.9		1.9
Other miscellaneous		0.2		—		1.9		0.5

	$	1.2	$	2.7	$	6.2	$	7.4


	Three-Month Period				Nine-Month Period
	Ended September 30,				Ended September 30,
	2009		2008		2009		2008
Bad debt expense	$	4.8	$	3.5	$	10.8	$	10.2
Ground Rent Expense ^(a)		1.3		1.0		3.5		3.1


(a)		Includes non-cash expense for the three-month periods ended September 30, 2009 and 2008 of approximately $0.6 million and $0.4 million, respectively, and for the nine-month periods ended September 30, 2009 and 2008, of approximately $1.4 million and $1.3 million, respectively, related to the straight-line of ground leases.

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)

(D)

The Company recorded impairment charges during both the three and nine-month periods ended September 30, 2009 on consolidated assets that are either under contract or being marketed for sale as the book basis of the assets was in excess of the estimated fair market value. Of this amount, $61.0 million was recorded in the nine-month period related to impairment charges on 13 assets formerly occupied by Mervyns, of which the Company’s proportionate share was $29.7 million after adjusting for the allocation of the loss to the non-controlling interest in this consolidated joint venture. An additional $65.5 million in impairment charges were reported for the nine-month period as part of discontinued operations (see footnote K).

(E)

General and administrative expenses include internal leasing salaries, legal salaries and related expenses associated with the releasing of space, which are charged to operations as incurred. For the nine-month periods ended September 30, 2009 and 2008, general and administrative expenses were approximately 5.6% and 4.3% of total revenues, including joint venture revenues, respectively. In the three- and nine-month periods ended September 30, 2009, the Company recorded non-cash charges as a result of the change in control provisions included in the Company’s equity-based award plans triggered from the Otto Transaction, as previously discussed. Excluding these charges, general and administrative expenses were 4.5% of total revenues for the nine-month period ended September 30, 2009.

(F)

In 2009, the Company adopted FSP APB 14-1, “Accounting for Convertible Debt That May be Settled in Cash Upon Conversion”. The adoption of this FSP required the Company to restate its interest expense and record non-cash interest-related charges of $3.3 million and $9.8 million, net of capitalized interest, for the three and nine months ended September 30, 2008, respectively. The Company recorded non-cash interest expense of approximately $2.7 million and $9.8 million for the three and nine months ended September 30, 2009, respectively, in accordance with this new accounting standard.

(G)

Represents the impact of the valuation adjustments for the equity derivative instruments issued as part of the Otto Transaction. The total non-cash charge for the quarter includes an $83.2 million loss recognized on the 16.8 million common shares issued to the Otto Family in September 2009, which included the impact of dividends paid in common shares. The magnitude of the charge recognized during the quarter primarily relates to the difference between the closing trading value of the Company’s common shares of $4.88 on June 30, 2009, which was less than the closing trading value of the Company’s common shares on the September 18, 2009 issuance date of $9.82. The balance of the charge for the quarter included $35.0 million relating to the warrant valuation adjustments. The Company incurred charges of approximately $80 million relating to these contracts in the second quarter of 2009 resulting in an aggregate $198.2 million charge recorded for the nine months ended September 30, 2009.

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)

(H)		Other income (expenses) for the third quarter primarily related to a $3.5 million gain on the sale of Macquarie DDR Trust units offset by litigation-related expenditures, the write off of costs related to abandoned development projects, costs incurred for transactions that are not expected to close and debt extinguishment costs. Other expenses for the nine months ended September 30, 2009 also included a reserve associated with a mezzanine note receivable of $5.4 million and an $0.8 million loss on Macquarie DDR Trust units sold in the second quarter of 2009.

(I)		The following is a summary of the combined operating results of the Company’s joint ventures:


	Three-Month Period						Nine-Month Period
	Ended September 30,						Ended September 30,
	2009			2008			2009			2008
Revenues from operations ^(a)	$	221,437		$	234,804		$	662,265		$	698,925


Operating expenses		87,084			85,416			253,670			241,245
Depreciation and amortization of real estate investments		62,103			58,058			186,856			172,081
Interest expense ^(b)		84,896			74,718			237,959			221,958

		234,083			218,192			678,485			635,284

(Loss) income from operations before tax expense and discontinued operations		(12,646	)		16,612			(16,220	)		63,641
Income tax expense		(2,513	)		(4,011	)		(7,065	)		(11,994	)
Income (loss) from discontinued operations, net of tax ^(c)		358			1,334			(31,060	)		4,138
Loss on disposition of discontinued operations, net of tax ^(d)		(13,767	)		—			(19,852	)		—
Loss on disposition of assets ^(d)		(74	)		—			(26,815	)		(13	)
Other, net ^(e)		(3,602	)		(36,728	)		5,833			19,811

Net (loss) income	$	(32,244	)	$	(22,793	)	$	(95,179	)	$	75,583

DDR ownership interests ^(f)	$	(1,302	)	$	2,603		$	(12,375	)	$	22,816


FFO from joint ventures are summarized as follows:

Net (loss) income	$	(32,244	)	$	(22,793	)	$	(95,179	)	$	75,583
Loss (gain) on disposition of real estate, including discontinued operations		—			—			—			13
Depreciation and amortization of real estate investments		62,434			59,274			189,472			175,723

	$	30,190		$	36,481		$	94,293		$	251,319

DDR ownership interests ^(f)	$	13,584		$	15,883		$	32,553		$	60,922

DDR joint venture distributions received, net	$	7,757		$	15,189		$	23,493		$	41,490

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)

(a)

Revenues for the three-month periods ended September 30, 2009 and 2008 included approximately $1.4 million and $1.5 million, respectively, resulting from the recognition of straight-line rents, of which the Company’s proportionate share was $0.2 million in each period. Revenues for the nine-month periods ended September 30, 2009 and 2008 included approximately $3.0 million and $5.7 million, respectively, resulting from the recognition of straight-line rents, of which the Company’s proportionate share was $0.3 million and $0.7 million, respectively. Revenues from operations for the nine-month period ended September 30, 2009, as compared to the prior-year comparable period, decreased primarily due to store closings related to four major tenant bankruptcies which is estimated to be approximately $25.0 million.

(b)

Interest expense includes non-cash charges related to ineffective derivative instruments at the DDR Macquarie Fund of $3.6 million and $5.1 million for the three and nine-month periods ended September 30, 2009, respectively, and of $0.2 million and $0.7 million for the three- and nine-month periods ended September 30, 2008, respectively.

(c)

The DDR Macquarie Fund reported impairment losses of $33.9 million on three assets under contract to be sold as of June 30, 2009 which were subsequently sold in the third quarter of 2009. The Company’s proportionate share of these impairment losses aggregated $5.5 million for the nine- month period and was reduced by the impact of the other than temporary impairment recorded on this investment in the fourth quarter of 2008.

(d)

Loss on disposition of discontinued operations consists of the sale of 13 properties by three separate unconsolidated joint ventures in 2009. These dispositions resulted in a loss of $13.8 million and $19.9 million for the three- and nine-month periods ended September 30, 2009, respectively, and exclude the impact of the previously recognized impairments discussed above. The Company’s proportionate share of the loss on disposition for the three- and nine-month periods ended September 30, 2009 was $0.5 million and $1.4 million, respectively, and was reduced by the impact of previously recorded impairments on the respective unconsolidated joint ventures, as appropriate. In addition, an unconsolidated joint venture disposed of a property in the first quarter of 2009 resulting in a loss of $26.7 million of which the Company’s proportionate share was $5.8 million.

(e)

Includes the effects of certain derivative instruments that are marked-to-market through earnings from the Company’s equity investment in Macquarie DDR Trust aggregating approximately $2.3 million of loss and $7.2 million of income through the Company’s ownership period in the units for the three- and nine-month periods ended September 30, 2009, respectively and $37.7 million of loss and $16.5 million of income for the three- and nine-month periods ended September 30, 2008, respectively.

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)

	(f)		The Company’s share of joint venture net loss was decreased by $1.2 million and the equity in net income was decreased by $0.6 million for the three-month periods ended September 30, 2009 and 2008, respectively. The Company’s share of joint venture net loss was decreased by $3.4 million and the equity in net income was decreased by $0.9 million for the nine-month periods ended September 30, 2009 and 2008, respectively. These adjustments relate primarily to basis differences impacting amortization and depreciation, impairment charges and (loss) gain on dispositions.

			At September 30, 2009 and 2008, the Company owned joint venture interests, excluding consolidated joint ventures, in 318 and 329 shopping center properties, respectively.

(J)

The Company recorded $61.2 million and $101.6 million in impairment charges, for the three- and nine-month periods ended September 30, 2009, respectively, associated with joint venture investments in accordance with APB Opinion No. 18, “The Equity Method of Accounting for Investment in Common Stock.” The provisions of this opinion require that a loss in value of an investment under the equity method of accounting which is an other than “temporary” decline must be recognized. The Company determined that certain of its unconsolidated joint venture investments suffered an “other than temporary impairment” during 2009. During the three months ended September 30, 2009, these charges primarily related to the Company’s investments in the DDRTC Core Retail Fund LLC ($55.0 million) and the DDR-SAU Retail Fund LLC ($6.2 million). During the nine months ended September 30, 2009, the Company also recorded a charge relating to its interest in the Coventry II joint ventures ($40.4 million).

(K)

The operating results relating to assets classified as discontinued operations are summarized as follows:


	Three-Month Period Ended					Nine-Month Period Ended
	September 30,					September 30,
	2009		2008			2009			2008
Revenues from operations	$	2,202	$	13,232		$	19,086		$	41,476


Operating expenses		652		3,617			5,005			11,899
Impairment charges		—		—			65,496			—
Interest, net		328		2,571			4,747			8,312
Depreciation and amortization of real estate investments		544		3,911			5,832			13,310

Total expenses		1,524		10,099			81,080			33,521

Income (loss) before gain (loss) on disposition of real estate		678		3,133			(61,994	)		7,955
Gain (loss) on disposition of real estate, net		4,448		(2,717	)		(19,965	)		(1,830	)

Net income (loss)	$	5,126	$	416		$	(81,959	)	$	6,125

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)

(L)

Non-controlling interests are comprised of the following:


	Three-Month Period					Nine-Month Period
	Ended September 30,					Ended September 30,
	2009		2008			2009			2008
Loss (income) attributable to non-controlling interests	$	2,804	$	(1,558	)	$	39,860		$	(5,914	)
Redeemable operating partnership units		—		(21	)		(12	)		(61	)

	$	2,804	$	(1,579	)	$	39,848		$	(5,975	)

In June 2008, 0.5 million operating partnership units were converted into an equivalent number of common shares of the Company.

(M)

For purposes of computing FFO per share (basic), the weighted average shares outstanding were adjusted to reflect the assumed conversion of approximately 0.4 million Operating Partnership Units (“OP Units”) outstanding at September 30, 2009 and 2008, into 0.4 million common shares for the three-month periods ended September 30, 2009 and 2008, on a weighted average basis, and 0.4 million common shares and 0.6 million common shares for the nine-month periods ended September 30, 2009 and 2008, respectively, on a weighted average basis. The weighted average diluted shares and OP Units outstanding, for purposes of computing FFO were approximately 165.5 million and 120.8 million for the three-month periods ended September 30, 2009 and 2008, respectively, and 146.5 million and 120.7 million for the nine-month periods ended September 30, 2009 and 2008, respectively. For purposes of calculating operating FFO for the three- and nine month- periods ended September 30, 2009, the weighted average diluted shares and OP Units were 169.5 million and 148.6 million, respectively, which include common stock equivalents relating to equity awards and warrants.

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands)

Selected Balance Sheet Data ^(A):


	September 30, 2009			December 31, 2008 ^(B)
Assets:
Real estate and rental property:
Land	$	1,968,142		$	2,073,947
Buildings		5,574,306			5,890,332
Fixtures and tenant improvements		277,153			262,809

		7,819,601			8,227,088
Less: Accumulated depreciation		(1,317,117	)		(1,208,903	)

		6,502,484			7,018,185
Construction in progress		957,298			882,478

Real estate, net		7,459,782			7,900,663

Investments in and advances to joint ventures		521,161			583,767
Cash		26,415			29,494
Restricted cash ^(C)		102,716			111,792
Notes receivable		75,547			75,781
Receivables, including straight-line rent, net		148,184			164,356
Other assets, net		145,164			154,369

	$	8,478,969		$	9,020,222


Liabilities:
Indebtedness:
Revolving credit facilities	$	826,262		$	1,027,183
Unsecured debt		1,825,834			2,402,032
Mortgage and other secured debt		2,512,991			2,437,440

		5,165,087			5,866,655
Dividends payable		10,899			6,967
Other liabilities ^(D)		309,187			281,179

		5,485,173			6,154,801
Redeemable operating partnership units		627			627
Equity		2,993,169			2,864,794

	$	8,478,969		$	9,020,222

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands)


(A)		Amounts include the consolidation of a 50% owned joint venture, DDR MDT MV LLC (“MV LLC”), that owns 32 sites formerly occupied by Mervyns at September 30, 2009, which includes the following (in millions):


	September 30, 2009		December 31, 2008
Real estate, net	$	230.3	$	325.1
Restricted cash		57.3		64.8
Mortgage debt		229.6		258.5
Non-controlling interests		29.6		70.2


(B)		The December 31, 2008 selected balance sheet data was revised to reflect the adoption of two accounting standards in the first quarter of 2009.



	–		The Company adopted the provisions of FSP APB 14-1, resulting in the Convertible Debt Restatement. The Company increased real estate assets by $2.9 million and equity by $52.6 million and decreased unsecured debt by $50.7 million and deferred charges by $1.0 million in connection with the adoption.

	–		The Company adopted the provisions of SFAS No. 160, “Non-controlling Interests in Consolidated Financial Statements – an Amendment of ARB No. 51,” which impacted the accounting for transactions with non-controlling shareholders. The Company no longer has a line item in its balance sheet referred to as Minority Interests. Equity at December 31, 2008 has been revised to include $120.1 million attributable to non-controlling interests. Equity at September 30, 2009 includes $95.0 million attributable to non-controlling interests.



(C)			Included in restricted cash are amounts held by MV LLC as noted above. The MV LLC restricted cash is comprised of proceeds received from the seller of the Mervyns portfolio relating to Mervyn’s bankruptcy filing in the third quarter 2008, a capital contribution by the members of MV LLC, and proceeds related to a security deposit letter of credit, net of debt service payments, all of which are required to be held in escrow by the lender. Also included in restricted cash is $45.4 million and $47.0 million at September 30, 2009 and December 31, 2008, respectively, relating to the terms of a bond issue for one of the Company’s projects in Mississippi.

(D)			Includes a $54.5 million non-cash liability relating to the equity derivative instruments deemed issued in connection with the Otto Transaction as of September 30, 2009, that will be satisfied through the issuance of common shares or upon the expiration of the contract. The liability will be reclassified into equity upon ultimate exercise or expiration of the instruments.

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(in thousands)

Selected Balance Sheet Data (Continued):

Combined condensed balance sheets relating to the Company’s joint ventures are as follows:


	September 30,			December 31,
	2009			2008
Land	$	2,316,638		$	2,378,033
Buildings		6,418,500			6,353,985
Fixtures and tenant improvements		159,375			131,622

		8,894,513			8,863,640
Less: Accumulated depreciation		(748,754	)		(606,530	)

		8,145,759			8,257,110
Construction in progress		295,222			412,357

Real estate, net		8,440,981			8,669,467
Receivables, including straight-line rent, net		156,567			136,410
Leasehold interests		11,746			12,615
Other assets		408,901			315,591

	$	9,018,195		$	9,134,083


Mortgage debt ^(a)	$	5,619,195		$	5,776,897
Notes and accrued interest payable to DDR		73,746			64,967
Other liabilities		258,518			237,363

		5,951,459			6,079,227
Accumulated equity		3,066,736			3,054,856

	$	9,018,195		$	9,134,083


(a)		The Company’s proportionate share of joint venture debt aggregated approximately $1,076.7 million and $1,216.1 million at September 30, 2009 and December 31, 2008, respectively.

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Table of Contents


Section	Page

Earnings Release & Financial Statements		1.0

Financial Summary		2.0
Financial Highlights		2.1
Market Capitalization and Financial Ratios		2.2
Market Capitalization Summary		2.3
Debt to EBITDA Calculation		2.4
Significant Accounting Policies		2.5
Other Real Estate Information		2.6
Reconciliation of Non-GAAP Financial Measures		2.7
Non-Cash Expense – Equity Derivative Instruments		2.8

Joint Venture Financial Summary		3.0
Joint Venture Investment Summary		3.1
Joint Venture Combining Financial Statements		3.2

Investment Summary		4.0
Capital Transactions		4.1
Acquisitions		4.2
Dispositions		4.2
Development Projects		4.3
Development Delivery and Funding Schedules		4.4
Expansion and Redevelopment Projects		4.5
Summary of Recently Developed Assets		4.6
Summary of Recently Expanded and Redeveloped Assets		4.7

Portfolio Summary		5.0

Debt Summary		6.0
Consolidated Debt		6.1
Joint Venture Debt		6.2
Consolidated and Joint Venture Maturities		6.3

Investor Contact Information		7.0

Property list available online at www.ddr.com

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

FINANCIAL HIGHLIGHTS
(In Thousands Except Per Share Information)


	Nine-Month			Nine-Month
	Period Ended			Period Ended
	September 30,			September 30,			Year Ended December 31,
	2009			2008			2008			2007			2006			2005
FUNDS FROM OPERATIONS:
Net (Loss) Income Applicable to Common Shareholders		($308,731	)(5)	$	80,372			($114,199	)(7)	$	214,008	(8)	$	196,789		$	227,474
Depreciation and Amortization of Real Estate Investments	$	170,236		$	172,740		$	236,344		$	214,396		$	185,449		$	169,117
Equity in Net Loss (Income) From Joint Ventures	$	8,557			($21,924	)		($17,719	)		($43,229	)		($30,337	)		($34,873	)
Joint Venture Funds From Operations	$	32,553		$	60,922		$	68,355		$	84,423		$	44,473		$	49,302
Non-Controlling Interests (OP Units)	$	167		$	1,145		$	1,145		$	2,275		$	2,116		$	2,916
Gain on Disposition of Real Estate		($19,405	)		($4,321	)		($4,244	)		($17,956	)		($21,987	)		($58,834	)

FUNDS FROM OPERATIONS AVAILABLE TO COMMON SHAREHOLDERS		($116,623	)	$	288,934		$	169,682		$	453,918		$	376,504		$	355,102
PREFERRED DIVIDENDS	$	31,702		$	31,702		$	42,269		$	50,934	(8)	$	55,169		$	55,169

FUNDS FROM OPERATIONS		($84,921	)	$	320,636		$	211,952		$	504,852		$	431,673		$	410,271


PER SHARE INFORMATION:
Funds From Operations — Diluted		($0.80	)(5)	$	2.39		$	1.40	(7)	$	3.70		$	3.40		$	3.21
Net (Loss) Income — Diluted		($2.11	)	$	0.66			($0.96	)	$	1.75		$	1.79		$	2.08
Dividends	$	0.42		$	2.07		$	2.07		$	2.64		$	2.36		$	2.16

WEIGHTED AVERAGE SHARES AND OPERATING PARTNERSHIP UNITS, FFO		146,550			120,644			121,030			122,716			110,826			110,700

DEBT TO TOTAL UNDEPRECIATED ASSETS, INVESTMENTS, CASH & NOTES REC.		54.03	%		58.13	%		58.81	%		56.92	%		54.36	%		52.67	%

GEN. & ADMIN. EXPENSES AS A PERCENTAGE OF TOTAL REVENUES (1)		5.62	%(6)		4.32	%		5.17	%(9)		4.53	%(10)		4.80	%		4.55	%

REVENUES:
DDR Revenues	$	633,028		$	711,167		$	943,654		$	973,690		$	824,725		$	748,571
Joint Venture Revenues	$	674,039		$	714,624		$	946,340		$	818,029		$	438,885		$	438,103

TOTAL REVENUES (2)	$	1,307,067		$	1,425,791		$	1,889,994		$	1,791,719		$	1,263,610		$	1,186,675


NET OPERATING INCOME:
DDR Net Operating Income	$	437,818		$	517,983		$	682,566		$	723,196		$	615,007		$	555,291
Joint Venture Net Operating Income	$	411,521		$	468,395		$	617,465		$	544,732		$	288,699		$	280,617

TOTAL NET OPERATING INCOME (2)(3)	$	849,339		$	986,378		$	1,300,031		$	1,267,928		$	903,706		$	835,907


REAL ESTATE AT COST:
DDR Real Estate at Cost	$	8,776,899		$	9,186,180		$	9,109,565		$	8,984,738		$	7,450,693		$	7,029,337
Joint Venture Real Estate at Cost	$	9,189,735		$	9,264,728		$	9,275,998		$	8,945,738		$	3,939,707		$	3,470,112

TOTAL REAL ESTATE AT COST (4)	$	17,966,634		$	18,450,907		$	18,385,564		$	17,930,476		$	11,390,400		$	10,499,449


(1)		The calculation includes all revenues from discontinued operations as well as joint venture revenues.

(2)		Includes activities from discontinued operations.

(3)		Includes NOI associated with acquisitions, expansions and developments from completion date of said capital transactions.

(4)		Includes construction in progress (CIP) at September 30, 2009 of $1,252.5 million (includes $295.2 million of CIP included in joint ventures, of which $58.2 million represents the Company’s proportionate share), and at December 31, 2008, 2007, 2006, 2005, CIP aggregated $1,291.9 million, $872.3 million, $611.2 million and $386.2 million, respectively.

(5)		Includes non-recurring non-cash charges aggregating $352.0 million primarily related to impairments of consolidated investments net of non-controlling interests, a non-cash change in control charge, loss on equity derivative instruments, a loan loss reserve, DDR’s proportionate share of joint venture loss on sale of assets and impairments and consolidated loss on sales of assets offset by the gain on repurchases of debt for the nine-month period ended September 30, 2009. Excluding these items, operating FFO was $1.58 per diluted share.

(6)		Includes $15.2 million relating to a non-cash change in control charge. Excluding this charge, general and administrative expenses were approximately 4.5% of total revenues for the period.

(7)		Includes non-recurring non-cash charges aggregating $186.5 million primarily related to impairments offset by the gains on repurchases of debt. Excluding these items, operating FFO was $2.94 per diluted share.

(8)		Amounts were adjusted to include original issuance costs associated with the redemption of preferred stock of $5.4 million for the year ended December 31, 2007.

(9)		Includes $15.8 million for a non-cash charge relating to the termination of an equity award plan. Excluding this charge, general and administrative expenses were approximately 4.3% of total revenues for the year ended December 31, 2008.

(10)		Includes the former president’s resignation as an executive officer of the Company charge of $4.1 million. Excluding this charge, general and administrative expenses were approximately 4.3% of total revenues for the year ended December 31, 2007.

Financial Highlights 2.1

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

MARKET CAPITALIZATION & FINANCIAL RATIOS


	Nine-Month
	Period Ended
	September 30,			Year Ended December 31,
	2009			2008			2007			2006			2005
DDR DEBT TO UNDEPRECIATED REAL ESTATE ASSETS, INVESTMENTS AND NOTES RECEIVABLE		54.03	%		58.81	%		56.92	%		54.36	%		52.67	%

DDR & JV DEBT TO UNDEPRECIATED REAL ESTATE ASSETS, INVESTMENTS AND NOTES RECEIVABLE		57.37	%		62.20	%		61.01	%		57.20	%		55.44	%

INTEREST COVERAGE RATIO:
Interest Expense (1)	$	165,129		$	267,240		$	283,211		$	218,049		$	184,281
FFO Before Interest and Preferred Dividends (1)	$	437,105		$	650,112		$	776,958		$	648,416		$	594,551

		2.65			2.43			2.74			2.97			3.23
DEBT SERVICE COVERAGE RATIO:
Debt Service (1)	$	184,738		$	268,222		$	291,585		$	247,464		$	217,434
FFO Before Interest and Preferred Dividends (1)	$	437,105		$	650,112		$	776,958		$	648,416		$	594,551

		2.37			2.42			2.66			2.62			2.73
FIXED CHARGES (INCLUDING PREFERRED DIVIDENDS) COVERAGE RATIO:
Fixed Charges (1)	$	216,440		$	310,491		$	337,114		$	302,632		$	272,603
FFO Before Interest and Preferred Dividends (1)	$	437,105		$	650,112		$	776,958		$	648,416		$	594,551

		2.02			2.09			2.30			2.14			2.18
DIVIDEND PAYOUT RATIO:
Common Share Dividends and Operating Partnership Interest	$	60,709	(2)	$	249,757		$	327,183		$	260,069		$	237,856
FFO less preferred dividends, exclusive of charge associated with preferred stock redemption	$	372,848		$	364,115		$	459,322		$	376,504		$	355,102

		0.16	(2)		0.69			0.71			0.69			0.67


(1)		See page 2.2.b for detailed calculation.

(2)		Includes issuance of common shares with an aggregate value of $50.8 million. Cash payout is actually 0.02 per quarter, resulting in an actual cash payout ratio of 0.03 in 2009.

Market Capitalization and Financial Ratios 2.2.a

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009


	Nine-Month
	Period Ended
	September 30,			Year Ended December 31,
	2009			2008			2007			2006			2005
UNDEPRECIATED REAL ESTATE ASSETS, CASH, INVESTMENTS & NOTES RECEIVABLE
Undepreciated Real Estate Assets	$	8,776,899		$	9,109,565		$	8,984,738		$	7,450,693		$	7,029,337
Undepreciated Real Estate Intangible Assets	$	56,919		$	64,711		$	72,443		$	27,408		$	26,345
Cash and Cash Equivalents, including restricted cash	$	129,131		$	141,286		$	108,505		$	28,378		$	30,655
Notes Receivable	$	75,547		$	75,781		$	18,557		$	18,161		$	24,996
Investments in and Advances to Joint Ventures	$	521,161		$	583,767		$	638,111		$	291,685		$	275,136

	$	9,559,657		$	9,975,110		$	9,822,354		$	7,816,325		$	7,386,469

DDR & JV UNDEPRECIATED REAL ESTATE ASSETS, CASH, INVESTMENTS & NOTES RECEIVABLE
Undepreciated Real Estate Assets	$	8,776,899		$	9,109,565		$	8,984,738		$	7,450,693		$	7,029,337
Undepreciated Real Estate Intangible Assets	$	56,919		$	64,711		$	72,443		$	27,408		$	26,345
Cash and Cash Equivalents	$	129,131		$	141,286		$	108,505		$	28,378		$	30,655
Notes Receivable or Proportionate Share Thereof	$	135,985		$	141,311		$	19,487		$	35,443		$	116,212
Proportionate Share of JV Undepreciated Real Estate Assets	$	1,780,606		$	1,930,001		$	1,673,987		$	804,738		$	736,109

	$	10,879,539		$	11,386,875		$	10,859,160		$	8,346,659		$	7,938,658

FUNDS FROM OPERATIONS BEFORE INTEREST AND PREFERRED DIVIDENDS
FFO		($116,623	)	$	169,682		$	453,917		$	376,504		$	355,102
Impairments and Other Non-Cash Adjustments	$	489,471	(1)	$	194,433	(3)	$	0		$	0		$	0
Interest Expense	$	179,641		$	259,617		$	279,630		$	224,172		$	186,196
Adjustment to Interest Expense for Consolidated Joint Ventures		($4,726	)		($5,434	)		($7,524	)		($7,429	)		($1,915	)
Adjustment for Impact of Gains on Early Extinguishment of Debt		($142,360	)		($10,455	)	$	0		$	0		$	0
Preferred Dividends, Including Preferred Operating Partnership Interests & Non-Cash D-42 Dividend	$	31,702		$	42,269		$	50,934		$	55,169		$	55,169

	$	437,105		$	650,112		$	776,958		$	648,416		$	594,551

DEBT SERVICE
Interest Expense	$	179,641		$	259,617		$	279,630		$	224,172		$	186,196
Adjustment to Interest Expense for Consolidated Joint Ventures		($4,726	)		($5,434	)		($7,524	)		($7,429	)		($1,915	)
Non-cash adjustment to Interest Expense due to Adoption of Accounting Standard for Convertible Debt		($9,787	)(2)		($13,057	)(2)		($11,104	)(2)		($1,305	)(2)	$	0
Recurring Principal Amortization	$	19,610		$	27,096		$	30,583		$	32,026		$	33,154

	$	184,738		$	268,222		$	291,585		$	247,464		$	217,434

FIXED CHARGES
Debt Service	$	184,738		$	268,222		$	291,585		$	247,464		$	217,434
Preferred Dividends, Including Preferred Operating Partnership Interests and excluding Non-Cash	$	31,702		$	42,269		$	45,529		$	55,169		$	55,169

D-42 Dividend	$	216,440		$	310,491		$	337,114		$	302,632		$	272,603


(1)		Adjusted to eliminate non-cash charges related to impairment and loss on sale of consolidated investments net of non-controlling interests ($48.8 million), change in control charge ($15.4 million), loss on equity derivative instruments ($198.2 million), loan loss reserve ($5.4 million), impairment of joint venture investments ($107.3 million), DDR’s proportionate share of loss relating to the impairment of joint venture assets and loss on joint venture asset sales ($9.9 million) and impairment and loss on sale of consolidated assets included in discontinued operations ($104.5 million).

(2)		Adjusted to eliminate the impact of the change in accounting of the convertible debt pursuant to the retrospective adoption of FSP APB 14-1.

(3)		Adjusted to eliminate non-cash charges related to impairment of consolidated investments net of non-controlling interests ($57.6 million), loan loss reserve ($5.4 million), impairments of joint venture investments ($106.9 million), termination of a supplemental equity award plan ($15.8 million) and loss on sale of assets ($8.7 million).

Market Capitalization and Financial Ratios 2.2.b

Developers Diversified Realty

Quarterly Financial Supplement
For the nine months ended September 30, 2009

Total Market Capitalization as of September 30, 2009 (In Millions) ^{(1) (2) (3)}

Total Market Capitalization as of September 30, 2009 (In Millions) ^{(1) (2) (3)}


	At September 30, 2009					At December 31, 2008
			Percentage of					Percentage of
	Amount		Total			Amount		Total
Common Shares Equity	$	1,819.9		24	%	$	629.7		9	%
Perpetual Preferred Stock	$	555.0		7	%	$	555.0		8	%
Senior Convertible Notes	$	498.8		7	%	$	782.3		11	%
Fixed-Rate Unsecured Debt	$	1,327.0		18	%	$	1,619.7		23	%
Mortgage Debt	$	1,521.6		20	%	$	1,482.7		21	%
Variable-Rate Revolving Credit and Term Debt	$	1,026.3		14	%	$	1,227.2		17	%
Fixed-Rate Revolving Credit and Term Debt	$	600.0		8	%	$	600.0		9	%
Construction Financing	$	191.4		2	%	$	154.8		2	%


Total	$	7,540.0		100	%	$	7,051.4		100	%


Debt to Market Capitalization				68.5	%				83.2	%

Notes:


1.		Market value ($9.24 per share as of September 30, 2009 and $4.88 per share as of December 31, 2008) includes operating partnership units equivalent to approximately 0.4 million of the Company’s common shares.

2.		Does not include proportionate share of unconsolidated joint venture debt aggregating $1,076.7 million and $1,216.1 million at September 30, 2009 and December 31, 2008, respectively.

3.		Consolidated debt includes 100% of consolidated joint venture debt, comprised primarily of debt associated with a joint venture with Macquarie DDR Trust, of which the joint venture partners’ share is $148.1 million and $130.1 million at September 30, 2009 and December 31, 2008, respectively.

Market Capitalization Summary 2.3

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Debt to EBITDA calculation


	Quarter ended
	September 30, 2009			June 30, 2009
Debt/EBITDA — consolidated
EBITDA:
Net income (loss) attributable to DDR		(137,846	)		(226,585	)

Adjustments:
Impairment charges		2,653			107,014
Non-cash change in control charge (in G&A)		4,871			10,491
Depreciation and amortization		53,621			58,641
Depreciation attributable to non-controlling interests		(546	)		(703	)
Interest expense		57,268			59,962
Interest expense attributable to non-controlling interests		(1,588	)		(1,436	)
Gain on repurchases of senior notes		(23,881	)		(45,901	)
Loss on equity derivative instruments		118,174			80,025
Other (income) expenses, net		(2,153	)		6,913
Equity in net loss of joint ventures		183			9,153
Impairment of joint venture investments		61,200			40,266
Income tax expense		639			920
EBITDA adjustments from discontinued operations⁽¹⁾		(3,576	)		64,052
Gain on disposition of real estate, net		(7,128	)		(648	)
Impairment charges applicable to non-controlling interests		—			(31,253	)

EBITDA before JVs		121,891			130,911
Pro rata share of JV FFO		13,584			3,809
Pro rata share of JV impairments, loss on disposition and derivative gains/losses		712			11,362


EBITDA Consolidated		136,187			146,082
EBITDA Consolidated — annualized		544,748			584,328

Consolidated indebtedness		5,165,087			5,564,702
Non-controlling interests’ share of consolidated debt		(148,138	)		(140,574	)

Total consolidated indebtedness		5,016,949			5,424,128

Debt/EBITDA — consolidated		9.21			9.28

Ratio reflects Company’s consolidated EBITDA and pro rata share of JV FFO. The JV FFO, which is net of interest expense, reflects the earnings available to the Company to service consolidated debt. In addition, the JV debt is generally non-recourse to the Company.


Debt/EBITDA — pro rata

EBITDA before JVs	121,891	130,911
Pro rata share of JV EBITDA	31,937	31,531


EBITDA including pro rata share of JVs	153,828	162,442
EBITDA including pro rata share of JVs - annualized	615,112	649,768

Total consolidated indebtedness	5,016,949	5,424,128
Pro rata share of JV debt	1,076,660	1,209,899

Total pro rata indebtedness	6,093,609	6,634,027

Debt/EBITDA — pro rata	9.90	10.21

Ratio includes Company’s pro rata share of JV EBITDA and the Company’s pro rata share of JV debt outstanding.



Notes:
(1)	Discontinued operations includes the following EBITDA adjustments:
	Impairment charges	—		25,091
	Interest expense, net	328		1,439
	Depreciation and amortization	544		1,499
	(Gain) loss on disposition of real estate, net	(4,448	)	36,023

		(3,576	)	64,052

Debt to EBITDA Calculation 2.4

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Significant Accounting Policies

Revenues

•		Percentage and overage rents are recognized after the tenants reported sales have exceeded the applicable sales breakpoint.

•		Revenues associated with tenant reimbursements are recognized in the period in which the expenses are incurred based upon the provisions of tenants’ leases.

•		Lease termination fees are included in other income and recognized upon termination of a tenant’s lease, which generally coincides with the receipt of cash.

General and Administrative Expenses

•

General and administrative expenses include internal leasing salaries, legal salaries and related expenses associated with the leasing of space which are charged to operations as incurred. All indirect internal costs associated with acquisitions are expensed as incurred.

Deferred Financing Costs

•

Costs incurred in obtaining long-term financing are included in deferred charges and are amortized over the terms of the related debt agreements; such amortization is reflected as interest expense in the consolidated statements of operations.

Real Estate

•		Real estate assets are stated at cost less accumulated depreciation, which, in the opinion of management, is not in excess of the individual property’s estimated undiscounted future cash flows, including estimated proceeds from disposition.

•		Depreciation and amortization are provided on a straight-line basis over the estimated useful lives of the assets as follows:


		Buildings		15 to 31 years
		Furniture/Fixtures and Tenant Improvements		Useful lives, which approximate lease terms, where applicable

Significant Accounting Policies 2.5.a

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Significant Accounting Policies (Continued)

•		Expenditures for maintenance and repairs are charged to operations as incurred. Renovations that improve or extend the life of the asset are capitalized.

•		Construction in progress includes shopping center developments and significant expansions and redevelopments.

Capitalization

•		The Company capitalizes interest on funds used for the construction or expansion of shopping centers. Capitalization of interest ceases when construction activities are completed and the property is available for occupancy by tenants.

•		For the nine-month period ended September 30, 2009 and for the years ended December 31, 2008, 2007, 2006 and 2005, the Company capitalized interest of $17.3 million, $41.1 million, $28.8 million, $20.1 million and $12.5 million, respectively, as adjusted for the retrospective adoption of FSP APB 14-1.

•		In addition, the Company capitalized certain construction administration costs of $8.4 million for the nine-month period ended September 30, 2009 and $13.9 million, $10.9 million, $10.1 million and $6.2 million for the years ended December 31, 2008, 2007, 2006, and 2005, respectively.

•		Interest and real estate taxes incurred during the construction period are capitalized and depreciated over the building life.

Gain on Sales of Real Estate

•

Gain on sales of real estate generally related to the sale of outlots and land adjacent to existing shopping centers is recognized at closing when the earnings process is deemed to be complete.

Significant Accounting Policies 2.5.b

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Other Real Estate Information

Total Recurring Capital Expenditures

•

The Company and its joint ventures (at 100%) currently estimate total annual recurring leasing capital expenditures to be approximately $32 million ($0.27 psf of owned GLA) in 2009.

Undeveloped Land

•		Included in land is undeveloped real estate, comprised primarily of outlots or expansion pads adjacent to the shopping centers owned by the Company. Land held for development is included in the Company’s CIP amount.

•		At December 31, 2008, the Company estimated the value of this undeveloped land adjacent to existing shopping centers to be approximately $70 million. This value has not been adjusted to reflect changes in land sales or acquisitions subsequent to December 31, 2008.

Non-Income Producing Assets

•

The Company currently estimates the undepreciated cost of its non-income producing real estate assets and furniture, fixtures and equipment, excluding Mervyns, to be approximately $175 million at September 30, 2009.

Other Real Estate Information 2.6

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Reconciliation of Supplemental
Non-GAAP Financial Measures
(In thousands)
(Unaudited)

Table 1 — Developers Diversified Realty Corporation and the Company’s Joint Ventures Combined

Same Store Net Operating Income (NOI) represents shopping center assets owned in comparable periods, excluding those under redevelopment. NOI generally includes revenues and expenses for each comparable asset, but excludes straight-line rent, lease termination income and provisions for uncollectible amounts and/or recoveries thereof. Reconciliation of Same Store NOI to Total Revenues and Certain Expenses is as follows:


	Nine-Months Ended
	September 30,
	2009			2008
Total Revenues DDR	$	613,942		$	669,692
Total Revenues — Combined Joint Ventures		662,265			698,925
Operating and Maintenance — DDR		(107,155	)		(102,206	)
Real Estate Taxes — DDR		(83,076	)		(79,128	)
Operating and Maintenance and Real Estate Taxes- Combined Joint Ventures		(253,670	)		(241,245	)


Combined NOI	$	832,306		$	946,038


Total Same Store NOI	$	746,455		$	778,246		(4.1%)
Property NOI from other operating segments		85,851			167,792


Combined NOI	$	832,306		$	946,038

Reconciliation of Supplemental Non-GAAP Financial Measures 2.7.a

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Reconciliation of Supplemental
Non-GAAP Financial Measures
(In thousands)
(Unaudited)

Table 2 — Developers Diversified Realty Corporation

Reconciliation of Funds From Operations (FFO):


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2009			2008			2009			2008
FUNDS FROM OPERATIONS:
Net (Loss) Income Applicable to Common Shareholders	$	(148,413	)	$	24,683		$	(308,731	)	$	80,372
Depreciation and Amortization of Real Estate Investments		51,635			61,099			170,236			172,740
Equity in Net Loss (Income) From Joint Ventures		183			(1,981	)		8,557			(21,924	)
Joint Venture Funds From Operations		13,584			15,833			32,553			60,922
Non-Controlling Interests (OP Units)		8			261			167			1,145
Gain on Sales of Real Estate		(7,130	)		(3,170	)		(19,405	)		(4,321	)

FUNDS FROM OPERATIONS AVAILABLE TO COMMON SHAREHOLDERS	$	(90,133	)	$	96,725		$	(116,623	)	$	288,934


Preferred Dividend Charges		10,567			10,567			31,702			31,702

FUNDS FROM OPERATIONS	$	(79,566	)	$	107,292		$	(84,921	)	$	320,636


ADDITIONAL NON-CASH DISCLOSURES:
Below Market Rent Amortization	$	90		$	235		$	445		$	714
Pro Rata Share of JV Below Market Rent Amortization		17			(67	)		92			10

Debt Premium Amortization Income	$	929		$	927		$	2,748		$	3,704
Pro Rata Share of JV Debt Premium Amortization Expense		(5	)		(2	)		(41	)		(16	)

Convertible Debt Accretion	$	2,654		$	3,814		$	9,787		$	11,442

Reconciliation of Supplemental Non-GAAP Financial Measures 2.7.b

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Reconciliation of Supplemental
Non-GAAP Financial Measures
(In thousands)
(Unaudited)

Table 3 — Developers Diversified Realty Corporation

Summary of Consolidated Transactional Income


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2009			2008			2009			2008			Income Statement Caption
Transactional Income Included in FFO
Consolidated
(Loss) Gains, Net of Tax	$	(246	)	$	66		$	502		$	358		(Loss) Gain on Disposition of Real Estate

Loss on Sales from Discontinued Operations		(2,646	)		(5,828	)		(38,954	)		(5,828	)	Loss on Disposition of Discontinued Operations
Land Sale Gain		7,338			2,968			7,304			5,687		(Loss) Gain on Disposition of Real Estate

	$	4,446		$	(2,794	)	$	(31,148	)	$	217


Transactional Income NOT Included in FFO
Consolidated
Gain on Dispositions	$	36		$	59		$	416		$	323		(Loss) Gain on Disposition of Real Estate
Gain on Sales from Discontinued Operations		7,094			3,111			18,989			3,998		Gain on Disposition of Discontinued Operations

	$	7,130		$	3,170		$	19,405		$	4,321		FFO Reconciliation


Gain on Disposition of Real Estate, net of tax
(Loss) Gains, Net of Tax	$	(246	)	$	66		$	502		$	358
Land Sale Gain		7,338			2,968			7,304			5,687
Gain on Dispositions		36			59			416			323

	$	7,128		$	3,093		$	8,222		$	6,368		Consolidated Income Statement


Gain (Loss) on Disposition of Real Estate From Discontinued Operations, net
Gain (Loss) on Sales from Discontinued Operations	$	4,448		$	(2,717	)	$	(19,965	)	$	(1,830	)	Consolidated Income Statement

Reconciliation of Supplemental Non-GAAP Financial Measures 2.7.c

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Reconciliation of Supplemental
Non-GAAP Financial Measures
(In thousands)
(Unaudited)

Table 4 — Developers Diversified Realty Corporation

Summary of Joint Venture Transactional Income


	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2009			2008		2009			2008			Income Statement Caption
Transactional Income Included in FFO
Joint Ventures
Loss on Sales from Discontinued Operations	$	(13,767	)	$	—	$	(19,852	)	$	—		Loss on Disposition of Discontinued Operations, net of tax
Land Sale Gains and Loss on Disposition of Real Estate		(74	)		—		(26,815	)		—		Loss on Disposition of Assets

	$	(13,841	)	$	—	$	(46,667	)	$	—

DDR’s Proportionate Share	$	(521	)	$	—	$	(1,429	)	$	—


Transactional Income NOT Included in FFO
Joint Ventures
Gain on Sales from Discontinued Operations	$	—		$	—	$	—		$	—		Gain on Disposition of Discontinued Operations, net of tax
Loss on Sales		—			—		—			(13	)	Loss on Disposition of Assets

	$	—		$	—	$	—		$	(13	)

DDR’s Proportionate Share	$	—		$	—	$	(5,348	)	$	—


Gain on Sales of Real Estate, Net of Tax
Land Sale Gains and Loss on Disposition of Real Estate	$	(74	)	$	—	$	(26,815	)	$	—
Loss on Sales		—			—		—			(13	)

	$	(74	)	$	—	$	(26,815	)	$	(13	)	Loss on Disposition of Assets


Gain on Sales of Real Estate From Discontinued Operations
Loss on Sales from Discontinued Operations included in FFO	$	(13,767	)	$	—	$	(19,852	)	$	—
Gain on Sales from Discontinued Operations NOT included in FFO		—			—		—			—

	$	(13,767	)	$	—	$	(19,852	)	$	—		Loss on Disposition of Discontinued Operations, net of tax

Reconciliation of Supplemental Non-GAAP Financial Measures 2.7.d

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Activity
Non-Cash Expense — Equity Derivative Instruments
(In millions except share and per share amounts)
(Unaudited)

Description

The following instruments were approved for issuance on April 9, 2009 upon approval by the Company’s shareholders of the Stock Purchase Agreement dated February 23, 2009 between Mr. Alexander Otto and the Company. These equity instruments are required to be marked-to-market through earnings pursuant to the provisions of Emerging Issues Task Force (EITF) No. 07-5, “Determining Whether an Instrument (or Embedded Feature) Is Indexed to an Entity’s Own Stock,” due to certain downward price protection provisions in the agreement.


	Shares		Contract Price		Term		Settlement
Forward — Tranche I		15,000,000	$	3.50		n/a	11-May-09
Forward — Tranche II		15,000,000	$	4.00		n/a	18-Sep-09
Warrants — Tranche I		5,000,000	$	6.00	May-14			n/a
Warrants — Tranche II		5,000,000	$	6.00	Sep-14			n/a


Note:		The number of shares and/or contract prices are subject to certain adjustments as a result of stock dividends and/or future issuances (if any) of our common stock at amounts below a defined price as described in the Stock Purchase Agreement.

Instrument Valuation


																Quarterly
																Change
	Market Value As of - Asset / (Liability) - 2009															Expense/
	April 9th			May 11th			June 30th			September 18th			September 30th			(Income)
Forward — Tranche I	$	2.4	(a)	$	(35.6	)(b)		n/a			n/a			n/a		$	—
Forward — Tranche II		10.0	(a)		n/a			(21.7	)		(104.9	)(c)		n/a			83.2
Warrants — Tranche I		(4.5	)		n/a			(9.6	)		n/a			(27.0	)		17.4
Warrants — Tranche II		(4.7	)		n/a			(9.9	)		n/a			(27.5	)		17.6

	$	3.2		$	(35.6	)	$	(41.2	)	$	(104.9	)	$	(54.5	)(d)	$	118.2


Closing value of Company’s common shares — As of:	$	3.12		$	5.48		$	4.88		$	9.82		$	9.24
Increase in share price since April 9, 2009:				$	2.36		$	1.76		$	6.70		$	6.12

Non-Cash Expense


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2009		2008		2009		2008
Forward — Tranche I	$	—	$	—	$	38.0	$	—
Forward — Tranche II		83.2		—		114.9		—
Warrants — Tranche I		17.4		—		22.5		—
Warrants — Tranche II		17.6		—		22.8		—


TOTAL	$	118.2	$	—	$	198.2	$	—


(a)		Initial valuation due to the closing trading value of the Company’s stock of $3.12 on April 9, 2009 which was less than the respective instrument contract price (including the impact of the first quarter declared stock dividends).

(b)		Upon settlement of the Forward-Tranche I (“Tranche I”) on May 11, 2009 (the “Settlement Date”), the Company received cash proceeds of $52.5 and issued approximately 16.1 million of its common shares. Based upon the change in market value of Tranche I from the original valuation date of April 9th as compared to the Settlement Date, the Company recognized an expense of approximately $38.0. The change in market value of Tranche I was derived predominantly from an increase in the closing trading price of our common stock of $2.36 per share since the initial valuation date.

(c)		Upon settlement of the Forward-Tranche II (“Tranche II”) on September 18, 2009 (the “Settlement II Date”), the Company received cash proceeds of $60.0 and issued approximately 16.8 million of its common shares. Based upon the change in market value of Tranche II from the original valuation date of April 9th as compared to the Settlement II Date, the Company recognized an expense of $114.9 and $83.2 in expense since June 30, 2009. The change in market value of Tranche II was derived predominantly from an increase in the closing trading price of our common stock of $6.70 per share since the initial valuation date.

(d)		Represents a non-cash obligation classified in other liabilities in the condensed consolidated balance sheet that will be reclassified into equity upon ultimate exercise or expiration.

Non-Cash Expense - Equity Derivative Instruments 2.8

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Joint Venture Investment Summary
(in millions)
as of September 30, 2009


			DDR											Promoted
			Ownership			Consolidated	Number of			Gross Book				Interest
	Legal Name	Partner(s)	%			(Yes/No)	Properties			Value		Debt		(Yes/No)
1	DDRTC Core Retail Fund, LLC	TREA Retail Property Portfolio 2006, LLC (TIAA) (85%)		15.0	%	No		66		$	2,958.9	$	1,768.9	Yes

2	DDR Domestic Retail Fund I	DDR Domestic Retail Fund I (80%)		20.0	%	No		63		$	1,460.5	$	967.2	Yes

3	Investments with Macquarie (DDR Macquarie Fund LLC, Management LLC, U.S. Trust Inc. and MDT PS LLC )	Macquarie Bank Ltd (MBL) / Macquarie DDR Trust (MDT) (B)	Various			No		50		$	1,721.6	$	1,092.7	Yes

4	DDR MDT MV LLC (Mervyns) (C)	Macquarie DDR Trust (MDT) (50%)		50.0	%	Yes		32		$	380.4	$	229.6	Yes

5	Coventry II DDR Bloomfield LLC	Coventry II Fund (80%)		20.0	%	No		1	(A)	$	211.8	$	39.2	Yes

6	Coventry II DDR Buena Park LLC	Coventry II Fund (80%)		20.0	%	No		1		$	106.8	$	61.0	Yes

7	Coventry II DDR Fairplain LLC	Coventry II Fund (80%)		20.0	%	No		1		$	32.4	$	16.0	Yes

8	Coventry II DDR Marley Creek LLC	Coventry II Fund (80%)		20.0	%	No		1		$	13.3	$	10.7	Yes

9	Coventry II DDR Montgomery Farm LLC	Coventry II Fund (80%)		20.0	%	No		1		$	175.8	$	130.3	Yes

10	Coventry II DDR Phoenix Spectrum LLC	Coventry II Fund (80%)		20.0	%	No		1		$	89.8	$	46.0	Yes

11	Coventry II DDR SM LLC	Coventry II Fund (80%)		20.0	%	No		42		$	131.7	$	104.9	Yes

12	Coventry II DDR Totem Lake LLC	Coventry II Fund (80%)		20.0	%	No		1		$	42.1	$	29.5	Yes

13	Coventry II DDR Tri County LLC	Coventry II Fund (80%)		20.0	%	No		1		$	231.1	$	164.7	Yes

14	Coventry II DDR Westover LLC	Coventry II Fund (80%)		20.0	%	No		1		$	29.7	$	20.9	Yes

15	RVIP IIIB LP	Prudential Real Estate Advisors (74.25%)		25.75	%	No		1		$	91.5	$	60.0	Yes

16	RVIP VII LLC	Prudential Real Estate Advisors (79%)		21.0	%	No		2		$	125.8	$	72.1	Yes

17	RVIP VIII LP	Prudential Real Estate Advisors (74.25%)		25.75	%	No		1		$	33.7	$	23.4	Yes

18	DPG Realty Holdings LLC	Prudential Insurance Co. of America (90%)		10.0	%	No		9		$	100.4	$	9.1	No

19	TRT DDR Venture I General Partnership	TRT-DDR Joint Venture I Owner LLC (90%)		10.0	%	No		3		$	160.1	$	110.0	Yes

20	Sonae Sierra Brazil BV Sarl	Sonae Sierra, SGPS, SA (50%)		50.0	%	No		10		$	524.3	$	104.9	No

21	DDR-SAU Retail Fund, LLC	Special Account - U, L.P. (State of Utah ) (80%)		20.0	%	No		29		$	309.6	$	226.2	No

22	Cole MT Independence Missouri JV LLC	Cole Realty Advisors, Inc. (85.5%)		14.5	%	No		1		$	61.5	$	34.1	No

23	DDRA Comm. Ctrs Five, L.P.	DRA Advisors (50%)		50.0	%	No		5		$	240.0	$	280.0	No

24	DDR Markaz II LLC (Kuwait Financial Centre II)	Kuwait Financial Centre S.A.K., Bank of Bahrain and Kuwait B.S.C. (80%)		20.0	%	No		13		$	206.0	$	150.5	Yes

25	Lennox Town Center LTD.	Casto Properties (50%)		50.0	%	No		1		$	21.0	$	27.0	No

26	Sun Center Limited	Casto Properties (20.55%)		79.45	%	No		1		$	25.8	$	18.2	No

27	Dublin Village	Casto Properties (36.6%)		63.4	%	No		—		$	0.1	$	0.0	No

28	DOTRS LLC	State Teachers Retirement Board of Ohio (50%)		50.0	%	No		1		$	26.6	$	21.0	No

29	Jefferson County Plaza LLC	The Sansone Group (50%)		50.0	%	No		1		$	7.0	$	3.6	No

30	Sansone Group/ DDRC LLC	The Sansone Group (50%)		50.0	%	No		—		$	0.0	$	0.0	No

31	Shea & Tatum Assoc. LP (Paradise Village) (C)	Churchill Family Trust (33%)		67.0	%	Yes		1		$	29.6	$	30.0	No

32	Other Joint Ventures		Various			Yes/No		23		$	461.9	$	73.9	Yes


	TOTALS							364		$	10,010.8	$	5,925.6


(A)		Property is under development.

(B)		The Company owns an effective ownership of 14.5% in DDR Macquarie Fund LLC as of September 30, 2009.

(C)		Joint Venture is included in consolidated operating results of DDR.

Joint Venture Investment Summary 3.1

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Joint Ventures (Combining Financial Information) (1)
(in millions)
Combining Balance Sheets
as of September 30, 2009


	DDRTC Core Retail			DDR Domestic			Investments with			Coventry II DDR			Coventry II DDR			Coventry II DDR			Coventry II DDR
	Fund LLC			Retail Fund I			Macquarie			Bloomfield LLC			Buena Park LLC			Fairplain Plaza LLC			Marley Creek LLC
Real estate assets	$	2,958.9		$	1,460.5		$	1,721.6		$	211.8		$	106.8		$	32.4		$	13.3
Accumulated depreciation		(182.5	)		(82.4	)		(167.7	)		0.0			(9.3	)		(1.7	)		(0.7	)

Real estate, net		2,776.4			1,378.1			1,553.9			211.8			97.5			30.7			12.6

Receivables, net		29.6			21.8			26.0			0.1			3.0			0.6			0.1
Other assets		105.8			63.9			81.0			(0.0	)		1.1			0.9			0.2
Disproportionate share of equity		—			—			—			—			—			—			—

	$	2,911.8		$	1,463.8		$	1,660.9		$	211.9		$	101.6		$	32.2		$	12.9


Mortgage debt	$	1,768.9		$	967.2		$	1,092.7		$	39.2		$	61.0		$	16.0		$	10.7
Amounts payable to DDR		1.0			1.5			0.9			65.5			0.0			0.0			0.0
Other liabilities		42.3			20.5			50.0			18.9			1.9			0.1			0.1

		1,812.2			989.2			1,143.6			123.6			62.9			16.1			10.8
Accumulated equity (deficit)		1,099.6			474.6			517.3			88.3			38.7			16.1			2.1
Disproportionate share of equity		—			—			—			—			—			—			—

	$	2,911.8		$	1,463.8		$	1,660.9		$	211.9		$	101.6		$	32.2		$	12.9


Proportionate share of other assets/liabilities, net	$	14.0		$	13.0		$	9.6		$	(1.9	)	$	0.4		$	0.3		$	0.0

Disproportionate amount payable to DDR	$	0.0		$	0.0		$	0.0		$	59.0		$	0.0		$	0.0		$	0.0

Combining Statements of Operations
For the nine months ended September 30, 2009


	DDRTC Core Retail			DDR Domestic			Investments with			Coventry II DDR			Coventry II DDR			Coventry II DDR			Coventry II DDR
	Fund LLC			Retail Fund I			Macquarie			Bloomfield LLC			Buena Park LLC			Fairplain Plaza LLC			Marley Creek LLC
Revenues from operations	$	176.1		$	97.8		$	136.4		$	(0.0	)	$	9.5		$	2.6		$	0.8
Rental operation expenses		(61.8	)		(41.2	)		(51.0	)		(0.6	)		(4.8	)		(1.0	)		(0.4	)

Net operating income		114.3			56.6			85.4			(0.6	)		4.7			1.6			0.4
Depreciation and amortization expense		(62.4	)		(36.0	)		(29.4	)		0.0			(1.5	)		(0.4	)		(0.2	)
Interest expense		(67.2	)		(41.8	)		(49.0	)		(8.4	)		(0.7	)		(0.5	)		(0.2	)

Income (loss) before gain on sale of real estate		(15.3	)		(21.1	)		7.0			(9.0	)		2.5			0.7			(0.0	)
Tax expense		0.0			0.0			0.0			0.0			0.0			0.0			0.0
Other gain, net		0.0			0.0			0.0			0.0			0.0			0.0			0.0
Gain (loss) on sale of real estate		0.0			0.0			0.0			0.0			0.0			0.0			0.0
Discontinued operations		0.0			0.0			(31.8	)		0.0			0.0			0.0			0.0
Gain on sale of discontinued operations		—			0.0			(4.9	)		0.0			0.0			0.0			0.0
Disproportionate share of income		—			—			—			—			—			—			—

Net income (loss)	$	(15.3	)	$	(21.1	)	$	(29.7	)	$	(9.0	)	$	2.5		$	0.7		$	(0.0	)
DDR ownership interest		15	%		20	%		***			20	%		20	%		20	%		20	%

	$	(2.3	)	$	(4.2	)	$	(2.9	)	$	(1.8	)	$	0.5		$	0.1		$	(0.0	)
Amortization of basis differential		0.7			0.6			0.8			0.3			—			—			—

	$	(1.6	)	$	(3.6	)	$	(2.1	)	$	(1.5	)	$	0.5		$	0.1		$	(0.0	)


Proportionate share of net operating income (4)	$	17.1		$	11.3		$	17.0		$	(0.1	)	$	0.9		$	0.3		$	0.1

Proportionate share of interest expense (4)	$	10.1		$	8.4		$	9.4		$	1.7		$	0.1		$	0.1		$	0.0


Funds From Operations (“FFO”):

Net income (loss)	$	(15.3	)	$	(21.0	)	$	(29.8	)	$	(9.1	)	$	2.5		$	0.7		$	(0.0	)
Depreciation of real property		62.4			35.9			31.5			0.0			1.5			0.4			0.2
(Gain) loss on sale of real estate		0.0			0.0			0.0			0.0			0.0			0.0			0.0
Disproportionate share of income		—			—			—			—			—			—			—

	$	47.1		$	14.9		$	1.7		$	(9.1	)	$	4.0		$	1.1		$	0.2
DDR ownership interest		15	%		20	%		*	**		20	%		20	%		20	%		20	%

DDR FFO	$	6.7		$	3.0		$	1.6		$	(1.5	)	$	0.8		$	0.2		$	0.0

Joint Venture Financial Summary 3.2.a

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Joint Ventures (Combining Financial Information) (1)
(in millions)
Combining Balance Sheets
as of September 30, 2009


	Coventry II DDR			Coventry II DDR			Coventry II
	Montgomery Farm			Phoenix Spectrum			Service Holdings			Coventry II DDR			Coventry II DDR Tri-			Coventry II DDR			RVIP IIIB LP
	LLC			LLC			LLC			Totem Lake LLC			County Mall LLC			Westover LLC			Deer Park, IL			RVIP VII LLC
Real estate assets	$	175.8		$	89.8		$	131.7		$	42.1		$	231.1		$	29.7		$	91.5		$	125.8
Accumulated depreciation		(2.9	)		(7.7	)	$	(7.6	)		(3.7	)		(16.6	)		(2.0	)		(19.3	)		(23.5	)

Real estate, net		172.9			82.1			124.1			38.4			214.5			27.7			72.2			102.3

Receivables, net		2.3			3.2			8.9			0.1			1.9			1.0			2.4			2.6
Other assets		0.0			1.6			17.6			0.5			6.4			1.0			0.9			7.0
Disproportionate share of equity		—			—			—			—			—			—			—			—

	$	175.3		$	86.9		$	150.6		$	39.0		$	222.8		$	29.7		$	75.5		$	111.9


Mortgage debt	$	130.3		$	46.0		$	104.9		$	29.5		$	164.7		$	20.9		$	60.0		$	72.1
Amounts payable to DDR		0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0
Other liabilities		4.5			3.0			11.7			0.4			5.4			0.9			2.5			15.4

		134.8			49.0			116.6			29.9			170.1			21.8			62.5			87.5
Accumulated equity (deficit)		40.4			37.9			34.0			9.1			52.7			7.9			13.0			24.4
Disproportionate share of equity		—			—			—			—			—			—			—			—

	$	175.3		$	86.9		$	150.6		$	39.0		$	222.8		$	29.7		$	75.5		$	111.9


Proportionate share of other assets/liabilities, net	$	(0.2	)	$	0.4		$	2.9		$	0.1		$	0.6		$	0.2		$	0.2		$	(1.2	)

Disproportionate amount payable to DDR	$	0.0		$	0.0		$	0.0		$	0.0		$	0.0		$	0.0		$	0.0		$	0.0

Combining Statements of Operations
For the nine months ended September 30, 2009


	Coventry II DDR			Coventry II DDR			Coventry II
	Montgomery Farm			Phoenix Spectrum			Service Holdings			Coventry II DDR			Coventry II DDR Tri-			Coventry II DDR			RVIP IIIB LP
	LLC			LLC			LLC			Totem Lake LLC			County Mall LLC			Westover LLC			Deer Park, IL			RVIP VII LLC
Revenues from operations	$	7.7		$	8.3		$	17.7		$	2.1		$	13.0		$	2.8		$	10.8		$	9.7
Rental operation expenses		(6.1	)		(3.8	)		(9.2	)		(1.1	)		(6.2	)		(1.4	)		(4.1	)		(3.4	)

Net operating income		1.6			4.5			8.5			1.0			6.8			1.4			6.7			6.3
Depreciation and amortization expense		(1.9	)		(1.7	)		(2.8	)		(0.5	)		(4.3	)		(0.4	)		(2.5	)		(2.2	)
Interest expense		(3.3	)		(0.4	)		(8.0	)		(0.8	)		(7.5	)		(0.3	)		(2.6	)		(2.7	)

Income (loss) before gain on sale of real estate		(3.6	)		2.5			(2.3	)		(0.3	)		(5.0	)		0.7			1.6			1.3
Tax expense		0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0
Other gain, net		0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0
Gain (loss) on sale of real estate		0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0
Discontinued operations		0.0			0.0			0.4			0.0			0.0			0.0			0.0			0.0
Gain on sale of discontinued operations		0.0			0.0			(4.7	)		0.0			0.0			0.0			0.0			0.0
Disproportionate share of income		—			—			—			—			—			—			—			—

Net income (loss)	$	(3.6	)	$	2.5		$	(6.6	)	$	(0.3	)	$	(5.0	)	$	0.7		$	1.6		$	1.3
DDR ownership interest		20	%		20	%		20	%		20	%		20	%		20	%		***			21	%

	$	(0.7	)	$	0.5		$	(0.6	)	$	(0.1	)	$	(0.7	)	$	0.1		$	0.5		$	0.6
Amortization of basis differential		(0.1	)		(0.1	)		0.2			—			—			—			—			(0.3	)

	$	(0.8	)	$	0.4		$	(0.4	)	$	(0.1	)	$	(0.7	)	$	0.1		$	0.5		$	0.3


Proportionate share of net operating income (4)	$	0.3		$	0.9		$	1.7		$	0.2		$	1.4		$	0.3		$	1.7		$	1.3

Proportionate share of interest expense (4)	$	0.7		$	0.1		$	1.6		$	0.2		$	1.5		$	0.1		$	0.7		$	0.6


Funds From Operations (“FFO”):

Net income (loss)	$	(3.6	)	$	2.4		$	(6.7	)	$	(0.3	)	$	(5.0	)	$	0.8		$	1.6		$	1.3
Depreciation of real property		1.9			1.7			3.1			0.5			4.3			0.3			2.5			2.2
(Gain) loss on sale of real estate		0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0
Disproportionate share of income		—			—			—			—			—			—			—			—

	$	(1.7	)	$	4.1		$	(3.6	)	$	0.2		$	(0.7	)	$	1.1		$	4.1		$	3.5
DDR ownership interest		20	%		20	%		20	%		20	%		20	%		20	%		*	**		21	%

DDR FFO	$	(0.3	)	$	0.8		$	(0.7	)	$	0.0		$	(0.1	)	$	0.2		$	2.1		$	1.5

Joint Venture Financial Summary 3.2.b

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Joint Ventures (Combining Financial Information) (1)
(in millions)
Combining Balance Sheets
as of September 30, 2009


	RVIP VIII			DPG Realty			TRT DDR			Sonae Sierra Brazil			DDR-SAU Retail						DDRA Community						Lennox Town Center
	Tech Ridge LLC			Holdings LLC			Venture I GP			BV Sarl (2)			Fund LLC (2)			Cole			Centers Five LP			DDR Markaz II LLC			Limited (2)
Real estate assets	$	33.7		$	100.4		$	160.1		$	524.3		$	309.6		$	61.5		$	240.0		$	206.0		$	21.0
Accumulated depreciation		(5.3	)		(11.4	)		(10.2	)		(51.3	)		(30.1	)		(1.1	)		(56.7	)		(25.5	)		(5.5	)

Real estate, net		28.4			89.0			149.9			473.0			279.5			60.4			183.3			180.5			15.5

Receivables, net		1.1			1.5			2.0			28.2			8.0			1.0			5.2			2.1			1.7
Other assets		1.7			1.6			4.2			69.4			33.7			1.7			5.8			6.6			0.7
Disproportionate share of equity		—			—			—			—			—			—			—			—			—

	$	31.2		$	92.1		$	156.1		$	570.6		$	321.2		$	63.1		$	194.3		$	189.2		$	17.9


Mortgage debt	$	23.4		$	9.1		$	110.0		$	104.9		$	226.2		$	34.1		$	280.0		$	150.5		$	27.0
Amounts payable to DDR		0.0			0.0			0.0			0.0			0.3			0.0			0.0			0.4			0.0
Other liabilities		1.3			1.3			0.3			59.3			6.2			0.9			4.7			1.0			1.1

		24.7			10.4			110.3			164.2			232.7			35.0			284.7			151.9			28.1
Accumulated equity (deficit)		6.5			81.7			45.8			406.4			88.5			28.1			(90.4	)		37.3			(10.2	)
Disproportionate share of equity		—			—			—			—			—			—			—			—			—

	$	31.2		$	92.1		$	156.1		$	570.6		$	321.2		$	63.1		$	194.3		$	189.2		$	17.9


Proportionate share of other assets/liabilities, net	$	0.4		$	0.2		$	0.6		$	19.1		$	7.1		$	0.3		$	3.1		$	1.5		$	0.6

Disproportionate amount payable to DDR	$	0.0		$	0.0		$	0.0		$	0.0		$	0.0		$	0.0		$	0.0		$	0.0		$	0.0

Combining Statements of Operations
For the nine months ended September 30, 2009


	RVIP VIII			DPG Realty			TRT DDR			Sonae Sierra Brazil			DDR-SAU Retail						DDRA Community						Lennox Town Center
	Tech Ridge LLC			Holdings LLC			Venture I GP			BV Sarl (2)			Fund LLC (2)			Cole			Centers Five LP			DDR Markaz II LLC			Limited (2)
Revenues from operations	$	3.8		$	7.7		$	10.8		$	55.8		$	25.1		$	5.4		$	25.2		$	15.6		$	3.9
Rental operation expenses		(1.9	)		(2.2	)		(4.1	)		(16.4	)		(9.6	)		(1.7	)		(8.0	)		(6.1	)		(1.4	)

Net operating income		1.9			5.5			6.7			39.4			15.5			3.7			17.2			9.5			2.5
Depreciation and amortization expense		(0.8	)		(1.8	)		(3.4	)		(10.7	)		(11.1	)		(1.0	)		(4.5	)		(4.1	)		(0.3	)
Interest expense		(0.3	)		(0.4	)		(4.7	)		(4.8	)		(9.2	)		(1.6	)		(11.7	)		(6.0	)		(1.1	)

Income (loss) before gain on sale of real estate		0.8			3.3			(1.4	)		23.9			(4.8	)		1.1			1.0			(0.6	)		1.1
Tax expense		0.0			0.0			0.0			(6.0	)		0.0			0.0			0.0			0.0			0.0
Other gain, net		0.0			0.0			0.0			(1.3	)		0.0			0.0			0.0			0.0			0.0
Gain (loss) on sale of real estate		0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0
Discontinued operations		0.0			0.3			0.0			0.0			0.0			0.0			0.0			0.0			0.0
Gain on sale of discontinued operations		0.0			(10.3	)		0.0			0.0			0.0			0.0			0.0			0.0			0.0
Disproportionate share of income		—			—			—			—			—			—			—			—			—

Net income (loss)	$	0.8			($6.7	)		($1.4	)	$	16.6			($4.8	)	$	1.1		$	1.0			($0.6	)	$	1.1
DDR ownership interest		25.75	%		10	%		10	%		50	%		20	%		14.5	%		50	%		20	%		50	%

	$	0.5			($0.7	)		($0.1	)	$	8.3			($1.0	)	$	0.2		$	0.5			($0.1	)	$	0.6
Amortization of basis differential		—			0.8			0.1			(1.9	)		—			—			0.3			0.1			—

	$	0.5		$	0.1			($0.0	)	$	6.4			($1.0	)	$	0.2		$	0.8			($0.0	)	$	0.6


Proportionate share of net operating income (4)	$	0.5		$	0.5		$	0.7		$	19.7		$	3.1		$	0.5		$	8.6		$	1.9		$	1.3

Proportionate share of interest expense (4)	$	0.1		$	0.0		$	0.5		$	2.4		$	1.8		$	0.2		$	5.9		$	1.2		$	0.6


Funds From Operations (“FFO”):

Net income (loss)	$	0.8			($6.7	)		($1.4	)	$	16.5			($4.8	)	$	1.1		$	1.0			($0.6	)	$	1.1
Depreciation of real property		0.7			2.1			3.4			10.8			11.1			1.1			4.6			4.1			0.3
(Gain) loss on sale of real estate		0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0
Disproportionate share of income		—			—			—			—			—			—			—			—			—

	$	1.5			($4.6	)	$	2.0		$	27.3		$	6.3		$	2.2		$	5.6		$	3.5		$	1.4
DDR ownership interest		25.75	%		10	%		10	%		50	%		20	%		14.52	%		50	%		20	%		50	%

DDR FFO	$	0.6		$	0.3		$	0.2		$	14.6		$	1.3		$	0.3		$	2.8		$	0.8		$	0.7

Joint Venture Financial Summary 3.2.c

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Joint Ventures (Combining Financial Information) (1)
(in millions)
Combining Balance Sheets
as of September 30, 2009


	Sun Center Limited									Jefferson County			Sansone Group /		Sold/Acquired and						DDR’s Proportionate
	(2)			Dublin Village (3)			DOTRS LLC			Plaza LLC			DDRC LLC		Other JVs (5)			Total			Share
Real estate assets	$	25.8		$	0.1		$	26.6		$	7.0		$	0.0	$	50.8		$	9,189.7		$	1,780.6
Accumulated depreciation		(8.5	)		0.0			(6.3	)		(1.3	)		0.0		(8.0	)		(748.7	)		(171.1	)

Real estate, net		17.3			0.1			20.3			5.7			0.0		42.8			8,441.0			1,609.5

Receivables, net		0.7			0.0			0.7			0.1			0.0		0.7			156.6			39.0
Other assets		0.7			0.0			1.0			0.4			3.4		1.9			420.6			99.8
Disproportionate share of equity		—			—			—			—			—		—			—			26.2	(6)

	$	18.7		$	0.1		$	22.0		$	6.2		$	3.4	$	45.4		$	9,018.2		$	1,770.5


Mortgage debt	$	18.2		$	0.0		$	21.0		$	3.6		$	0.0	$	27.0		$	5,619.2		$	1,076.7
Amounts payable to DDR		0.0			0.1			0.0			4.1			0.0		0.0			73.7			9.3
Other liabilities		0.7			0.0			0.6			0.2			0.8		2.4			258.7			64.5

		18.9			0.1			21.6			7.9			0.8		29.4			5,951.5			1,150.6
Accumulated equity (deficit)		(0.2	)		0.0			0.4			(1.7	)		2.6		15.9			3,066.7			597.5
Disproportionate share of equity		—			—			—			—			—		—			—			22.2	(6)

	$	18.7		$	0.1		$	22.0		$	6.2		$	3.4	$	45.4		$	9,018.2		$	1,770.5


Proportionate share of other assets/liabilities, net	$	0.6		$	(0.0	)	$	0.5		$	0.1		$	1.3	$	0.0		$	74.3

Disproportionate amount payable to DDR	$	0.0		$	0.0		$	0.0		$	2.0		$	0.0	$	0.0		$	61.0

Combining Statements of Operations
For the nine months ended September 30, 2009


	Sun Center Limited									Jefferson County			Sansone Group /			Sold/Acquired and						DDR’s Proportionate
	(2)			Dublin Village (3)			DOTRS LLC			Plaza LLC			DDRC LLC			Other JVs (5)			Total			Share
Revenues from operations	$	3.6		$	(0.0	)	$	3.1		$	0.7		$	0.6		$	5.5		$	662.3		$	151.4
Rental operation expenses		(1.0	)		(0.0	)		(0.9	)		(0.3	)		0.0			(3.8	)		(253.4	)		(55.9	)

Net operating income		2.6			0.0			2.2			0.4			0.6			1.7			408.9			95.5
Depreciation and amortization expense		(0.7	)		0.0			(0.5	)		(0.2	)		0.0			(1.4	)		(186.9	)		(39.2	)
Interest expense		(1.1	)		(0.0	)		(1.0	)		(0.4	)		0.0			(2.2	)		(237.9	)		(49.9	)

Income (loss) before gain on sale of real estate		0.8			(0.0	)		0.7			(0.2	)		0.6			(1.9	)		(16.2	)		6.4
Tax expense		0.0			0.0			0.0			0.0			0.0			(1.0	)		(7.1	)		(3.1	)
Other gain, net		0.0			0.0			0.0			0.0			0.0			7.2			5.8			(0.1	)
Gain (loss) on sale of real estate		0.0			0.0			0.0			0.0			0.0			(26.8	)		(26.8	)		(5.4	)
Discontinued operations		0.0			0.0			0.0			0.0			0.0			0.0			(31.1	)		(6.5	)
Gain on sale of discontinued operations		0.0			0.0			0.0			0.0			0.0			0.0			(19.9	)		(3.0	)
Disproportionate share of income		—			—			—			—			—			—			—			(0.7)	(7)

Net income (loss)	$	0.8		$	0.0		$	0.7		$	(0.2	)	$	0.6		$	(22.5	)	$	(95.1	)	$	(12.3	)
DDR ownership interest		79	%		63	%		50	%		50	%		50	%		***			***			***

	$	0.6		$	(0.0	)	$	0.4		$	(0.1	)	$	0.6		$	(11.0	)	$	(12.3	)	$	(12.3	)
Amortization of basis differential		(0.1	)		—			0.1			—			(0.3	)		2.2			3.4			3.4

	$	0.5		$	0.0		$	0.5		$	(0.1	)	$	0.3		$	(8.8	)	$	(8.9	)	$	(8.9	)

Proportionate share of net operating income (4)	$	2.0		$	(0.0	)	$	1.1		$	0.2		$	0.3		$	0.5		$	95.5

Proportionate share of interest expense (4)	$	0.9		$	0.0		$	0.5		$	0.2		$	0.0		$	0.5		$	49.9


Funds From Operations (“FFO”):

Net income (loss)	$	0.7		$	0.0		$	0.7		$	(0.2	)	$	0.6		$	(22.5	)	$	(95.1	)	$	(12.3	)
Depreciation of real property		0.8			0.0			0.5			0.2			0.0			1.2			189.5			39.7
(Gain) loss on sale of real estate		0.0			0.0			0.0			0.0			0.0			0.0			0.0			0.0
Disproportionate share of income		—			—			—			—			—			—			—			5.2	(8)

	$	1.5		$	(0.0	)	$	1.2		$	0.0		$	0.6		$	(21.3	)	$	94.4		$	32.5

DDR ownership interest		79	%		63	%		50	%		50	%		50	%		***			***

DDR FFO	$	1.2		$	(0.0	)	$	0.6		$	0.0		$	0.6		$	(5.5	)	$	32.5

Joint Venture Financial Summary 3.2.d

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009


(1)		Amounts may differ slightly from actual results, due to rounding.

(2)		Asset values reflect historical cost basis due to acquisition of joint venture interest (i.e., does not reflect step-up in basis).

(3)		Represents undeveloped land.

(4)		Does not include proportionate share of net operating income or interest expense for properties classified as discontinued operations.

(5)		Represents residual joint venture interests sold in 2009 (including Macquarie DDR Trust) and other small joint venture investments and land developments. To the extent that DDR is entitled to receive promoted income, DDR’s share of income could exceed the total income recorded by certain joint ventures as assets continue to be liquidated.

(6)		Adjustments represent the effect of promoted equity structures and minority interests. These adjustments are primarily at the RVIP IIIB, RVIP VII, RVIP VIII, Coventry II DDR Bloomfield, Coventry II DDR Marley Creek, Coventry II DDR Montgomery Farm and Coventry II DDR Tri-County Mall joint ventures as well as investments with Macquarie.

(7)		Adjustments represent the effect of promoted equity structures on DDR’s share of the income primarily from an asset management promote from RVIP IIIB, RVIP VII, and RVIP VIII and investments with Macquarie.

(8)		Adjustments associated with DDR’s promoted interests primarily at RVIP IIIB, RVIP VII and RVIP VIII joint ventures as well as investments with Macquarie.

***		See Section 3.1- Joint Venture Investment Summary, disclosing respective ownership percentage, as ownership percentage may have changed during the year, or the promoted interest is in effect.

Joint Venture Financial Summary 3.2.e

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Wholly-Owned and Consolidated Capital Transactions (In Millions)


	Nine Months
	Ended			Year Ended			Year Ended
	September 30,			December 31,			December 31,
	2009			2008			2007
Acquisitions/Transfers	$	22.3	(1)	$	10.9		$	3,048.7	(4)
Completed Expansions Incremental Development Cost		0.0			27.8			32.7
Developments & Construction in Progress		134.3			421.4			429.6
Recurring Tenant Improvements & Third Party Leasing Commissions		10.8			11.6			12.5
Furniture, Fixtures & Equipment		4.1			6.3			13.0
Foreign Currency Adjustments		18.6			(41.3	)		0.0

		190.1			436.7			3,536.5
Less: Real Estate Sales & Joint Venture Transfers		(522.6)	(2)		(312.9)	(3)		(2,001.3)	(5)

Net (Deductions)/Additions	$	(332.5	)	$	123.8		$	1,535.2


(1)		Includes the acquisition of Merriam Village, KS, which was previously owned by a joint venture with Coventry II.

(2)		In addition to the asset sales listed on Page 4.2.a that resulted in a loss of $60.1 million, this balance includes gross impairment charges aggregating approximately $155.1 million relating to assets previously occupied by Mervyns and consolidated assets that are either under contract or being marketed for sale, the sale of five assets previously occupied by Mervyns and two land sales.

(3)		In addition to asset sales ($183.3 million), this balance includes the sale of seven outparcels and gross impairment charges aggregating approximately $79.9 million.

(4)		Includes acquisition of the IRRETI portfolio ($3,018 million), a property in Terrell, TX ($17 million), an additional interest in a San Francisco property, and the redemption of OP units.

(5)		In addition to asset sales ($610 million), this balance includes the following sales to joint ventures: TRT DDR Venture I GP ($99 million), DDR Domestic Retail Fund I ($1,229 million), Macquarie DDR Trust ($50 million); and 11 outparcel sales.

Summary of Joint Venture Capital Transactions (In Millions)


	Nine Months
	Ended			Year Ended			Year Ended
	September 30,			December 31,			December 31,
	2009			2008			2007
Acquisitions/Transfers	$	(9.4)	(1)	$	111.4	(3)	$	4,987.4	(4)
Completed Expansions Incremental Development Cost		15.3			52.8			21.9
Developments & Construction in Progress		99.8			315.8			142.7
Recurring Tenant Improvements & Third Party Leasing Commissions		9.6			18.4			9.8
Foreign Currency Adjustments		118.5			(106.2	)		48.5

	$	233.8		$	392.2		$	5,210.3
Less: Real Estate Sales and Dispositions	$	(320.1)	(2)	$	(61.9)	(3)	$	(204.3)	(5)

Net (Deductions)/Additions	$	(86.3	)	$	330.3		$	5,006.0


(1)		This is a FAS 141 purchase price reclassification adjustment for a prior acquisition.

(2)		In addition to the asset sales listed on Page 4.2.b that had a combined loss and impairment charge of $68.6 million, this balance includes the disposition of the Ward Parkway shopping center located in Kansas City, MO ($64.9 million) and the transfer to DDR of the Merriam Village, KS project.

(3)		Includes the acquisition of a shopping center located in Independence, MO from the Macquarie DDR Trust, which is also reflected as a disposition.

(4)		Includes the acquisition of assets from DDR by DDR Domestic Retail Fund I ($1,463 million), Dividend Capital Total Realty Trust ($160 million) and Macquarie DDR Trust ($50 million). Also includes the formation of DDRTC Core Retail Fund ($2,942 million), the acquisition of the DDR SAU Retail Fund ($309 million), and the acquisition of an additional property interest by Sonae Sierra Brazil BV Sarl.

(5)		Includes the sale of seven shopping centers ($168 million), which were previously owned by a joint venture with Kuwait Financial Centre, to the DDR Domestic Retail Fund I and the sale of vacant land in TX and CO.

Summary of Wholly-Owned and Joint Venture Capital Transactions 4.1

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Operating Property Acquisitions

There were no significant third party acquisitions for the nine month period ended September 30, 2009.

Operating Property Dispositions


			DDR’s					Gross Sales
Disposition			Effective					Price
Date	Location	Property Name	Ownership			Total GLA		(Millions)		Major Tenants
Consolidated
1/15/2009	Ormond Beach, FL	Ormond Towne Square		100	%		234,042	$	22.0	Beall’s, Ross Dress for Less, Publix Super Market
4/9/2009	Tyler, TX	CVS Pharmacy		100	%		9,504	$	1.5	CVS
4/21/2009	Orange Park, FL	The Village Shopping Center		100	%		72,511	$	5.9	Beall’s
5/22/2009	Brick, NJ	Brick Center Plaza		100	%		114,028	$	14.9	Best Buy, Bed Bath & Beyond
5/29/2009	Warner Robins, GA	Lowe’s Home Improvement		100	%		131,575	$	9.1	Lowe’s Home Improvement
5/29/2009	Baytown, TX	Lowe’s Home Improvement		100	%		125,357	$	8.9	Lowe’s Home Improvement
6/19/2009	Tonawanda, NY	Sheridan Delaware Plaza		100	%		188,200	$	9.0	Bon Ton Home Store, Tops Markets
6/19/2009	Amherst, NY	Sheridan Harlem Plaza		100	%		58,413	$	3.9
6/19/2009	Dewitt, NY	Dewitt Commons		100	%		306,177	$	27.1	Toys R Us, Old Navy, Marshalls, Bed Bath & Beyond
6/25/2009	Pensacola, FL	Palafox Square		100	%		17,150	$	2.1
7/1/2009	Plant City, FL	Plant City Crossing		100	%		85,252	$	9.5	Publix Super Market
7/9/2009	Los Alamos, NM	Mari-Mac Village		100	%		93,021	$	8.9	Smith’s Food and Drug
7/17/2009	Richland Hills, TX	CVS Pharmacy		100	%		10,908	$	1.9	CVS
7/23/2009	Plattsburgh, NY	Plattsburgh Consumer Square		100	%		491,453	$	27.9	Sam’s Club, WalMart, T.J. Maxx, PetsMart, Michael’s
8/10/2009	Manchester, CT	Manchester Broad Street		100	%		68,509	$	13.0	Stop & Shop
8/12/2009	Amherst, NY	Boulevard Consumer Square		100	%		683,065	$	68.5	Target, Babies R Us, Christmas Tree Shops, Barnes & Noble, Best Buy
8/18/2009	Buffalo, NY	Marshall’s Plaza		100	%		82,196	$	5.5	Marshall’s
9/2/2009	Cullman, AL	Lowe’s Home Improvement		100	%		101,287	$	6.9	Lowe’s Home Improvement
9/8/2009	Gallipolis, OH	Gallipolis Marketplace		100	%		25,950	$	3.4
9/11/2009	Amherst, NY	Transit commons (Tops)		100	%		114,177	$	8.9	Tops Markets
9/24/2009	Oshkosh, WI	Walgreens		100	%		13,905	$	3.7	Walgreens
9/24/2009	Rockford, Il	Walgreens		100	%		14,725	$	4.1	Walgreens


Total Dispositions							3,041,405	$	266.6


Note:		The Company also sold five former Mervyns locations in the first quarter of 2009.

Wholly-Owned Acquisitions and Dispositions 4.2.a

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Joint Venture Acquisitions

There were no significant third party acquisitions for the nine month period ended September 30, 2009.

Joint Venture Dispositions


			DDR’s						Gross Sales
Disposition			Effective						Price
Date	Location	Property Name	Ownership			JV Partner	Total GLA		(Millions)		Major Tenants
2/19/2009	Lilburn, GA	Five Forks Crossing		10.0	%	Prudential Real Estate Investors		73,910	$	8.1	Kroger
5/20/2009	Batavia, NY	Tops Plaza		14.5	%	Macquarie DDR Trust		37,140	$	4.4	Tops Markets
5/22/2009	St. Petersburg, FL	Tyrone Square		20.0	%	Coventry II		80,703	$	10.5	Joann Fabrics, Homegoods
5/28/2009	Amherst, NY	7370 Transit Road		14.5	%	Macquarie DDR Trust		16,030	$	1.6
6/1/2009	Nashville, TN	The Marketplace		14.5	%	Macquarie DDR Trust		167,795	$	14.4	Lowe’s Home Improvement
7/29/2009	Hamburg, NY	Tops Plaza — Southpark		10.0	%	DPG		84,000	$	7.0	Top Markets
8/10/2009	Various, NY	Three MDT Properties (Benderson)		14.5	%	Macquarie DDR Trust		633,825	$	39.5	Regal Cinemas, BJ’s Wholesale Club, Dick’s Sporting Goods, Michael’s, Wal-Mart
8/14/2009	New Hartford, NY	New Hartford Consumer Square		14.5	%	Macquarie DDR Trust		514,717	$	51.5	Barnes & Noble, Bed Bath & Beyond, Best Buy, Staples, Michael’s, Wal-Mart, T.J. Maxx
8/26/2009	Lawrenceville, GA	Five Forks Village		10.0	%	DPG		89,064	$	1.9
9/30/2009	Duluth, GA	Southlake Mall		20.0	%	Coventry II		56,225	$	2.2


Total Dispositions								1,753,409	$	141.1

Joint Venture Acquisitions and Dispositions 4.2.b

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Wholly-Owned and Consolidated Development Projects


								Cost		Assets		Estimated
						Estimated		Incurred		Placed in		Initial
		Total		Owned		Net Cost		To Date		Service		Anchor
Location	Project Name	GLA		GLA		(Millions)		(Millions)		(Millions)		Opening	Major Anchors
Projects Substantially Complete
Homestead, FL	Homestead Pavilion		394,916		272,610	$	79.7	$	83.7	$	51.3	2H08	Kohl’s, Sports Authority, Ross Dress for Less, Michaels, Staples , Bed, Bath & Beyond
Raleigh (Apex), NC	Apex Promenade		78,830		72,830	$	16.9	$	11.7	$	6.7	1H09	HH Gregg

Projects in Process
Boise (Nampa), ID	Nampa Gateway Center		921,162		431,689	$	126.7	$	97.4	$	16.4	2H07	JCPenney, Macy’s, The Sports Authority, Idaho Athletic Club
Boston (Norwood), MA	The Shoppes at Elmway Farms		72,243		56,343	$	26.7	$	18.9	$	0.0	1H10
Elmira (Horseheads), NY	Southern Tier Crossings		697,795		350,987	$	56.5	$	46.5	$	24.2	1H07	Kohl’s, Wal-Mart, Dick’s, Joann Fabrics, PetsMart, Ulta, Mens Warehouse
Austin (Kyle), TX (1)	Kyle Marketplace		805,618		443,092	$	77.3	$	56.8	$	0.0	2H09	Target, Kohl’s

			2,970,564		1,627,551	$	383.8	$	315.0	$	98.6


(1)		Consolidated joint venture. DDR has a 50% interest.

Land and Construction Related Projects Primarily on Hold (2)


	DDR’s
	Effective			Total
Location	Ownership			Acreage
Ukiah (Mendocino), CA		50	%		75.7
New Haven (Guilford), CT		100	%		26.0
Tampa (Brandon), FL		100	%		46.3
Tampa (Wesley Chapel), FL		100	%		10.0
Atlanta (Douglasville), GA		100	%		28.5
Atlanta (Union City), GA		100	%		85.0
Chicago (Grayslake), IL		50	%		106.0
Kansas City (Merriam), KS		100	%		35.1
Boston, MA (Seabrook, NH)		100	%		50.9
Gulfport, MS		100	%		86.2
Raleigh (Apex), NC		100	%		52.6
San Antonio (Schertz), TX		50	%		85.0
Isabela, Puerto Rico		80	%		11.1
Oconomowoc, WI		50	%		121.6
Toronto (Brampton), CAN		50	%		43.0
Toronto (East Gwillimbury — Bayview/Greenlane), CAN		50	%		39.0
Toronto (East Gwillimbury — Hwy 404/Greenlane East), CAN		50	%		44.0
Toronto (East Gwillimbury — Hwy 404/Greenlane West), CAN		50	%		29.0
Toronto (Richmond Hill), CAN		50	%		52.0
Togliatti, Russia		75	%		61.2
Yaroslavl, Russia		75	%		8.0
Other Misc. Land (14 sites)		100	%	Various

					1,096.2


(2)		The costs incurred for these land and construction related projects as of September 30, 2009 were $633.9 million, which includes our partners’ ownership interest of $148.1 million.

Wholly-Owned and Consolidated Developments 4.3 a

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Joint Venture Development Projects


						DDR’s				Estimated		Cost		Assets		DDR’s		Estimated
						Effective			Joint	Net		Incurred		Placed in		Proportionate		Initial
		Total		Owned		Ownership			Venture	Cost		To Date		Service		Cost		Anchor
Location	Project	GLA		GLA		Percentage			Partner	(Millions)		(Millions)		(Millions)		(Millions)		Opening		Major Anchors
Project Substantially Complete
Manaus, Brazil (1)	Manauara		502,529		502,529		47.4	%	Sonae Sierra	$	173.3	$	170.0	$	163.4	$	82.2		1H09	C & A, Riachuelo, Marisa, Renner, Saraiva Megastore, Bemol, Dinamica, Hitech Import

Projects in Progress
Dallas (Allen), TX	Watters Creek		831,413		797,665		10.0	%	Coventry II/ Trademark Property Company	$	171.2	$	175.8	$	114.1	$	17.1		1H08	Market Street United, Borders, DSW ShoeWarehouse, The Cheesecake Factory

			1,333,942		1,300,194					$	344.5	$	345.8	$	277.5	$	99.3


(1)		The increase in the estimated net cost is due to foreign currency translation rates.

Joint Venture Developments 4.3 b

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Development Assets Placed in Service (In Millions)


			Unconsolidated JV Assets
					DDR’s
	Consolidated				Proportionate
Date	Assets		Total		Share
As of September 30, 2009	$	98.6	$	277.5	$	88.9
Projected 4Q 09	$	50.3	$	18.9	$	5.6
Projected Thereafter	$	234.9	$	48.1	$	4.8

	$	383.8	$	344.5	$	99.3

Development Funding Schedule (In Millions)


				Unconsolidated Joint Venture Funding
				DDR		JV Partners’		Proceeds from
	Consolidated			Proportionate		Proportionate		Construction			Total
	Funding			Share		Share		Loans			JV Funding
Funded as of September 30, 2009	$	315.0		$	61.2	$	91.7	$	192.9		$	345.8
Projected Net Funding 4Q 09	$	6.1	(1)	$	1.6	$	1.8	$	5.3		$	8.7
Projected Net Funding Thereafter	$	62.7		$	1.2	$	5.0	$	(16.2	)	$	(10.0	)

	$	383.8		$	64.0	$	98.5	$	182.0		$	344.5


(1)		In addition to this Projected Net Funding amount, the Company may spend up to $27.6 million for additional development, including expansions and redevelopment projects, tenant coordination work and the corporate headquarters.

Wholly-Owned and Joint Venture Development Delivery and Funding Schedules 4.4

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Significant Wholly-Owned and Consolidated Redevelopment or Expansion Projects

DDR’s

Joint

Ownership

Venture

Location

Property Name

Percentage

Partner

Project Description

Project in Progress

Miami (Plantation), FL

The Fountains

100

N/A

Redevelopment of shopping center to include Kohl’s (will open Fall 2009) and other junior anchor tenants.

Total Net Cost (Millions)

89.1

(1)


(1)		At September 30, 2009, approximately $73.5 million of costs had been incurred in relation to the project in progress.

Summary of Significant Joint Venture Redevelopment or Expansion Projects

DDR’s

Joint

Ownership

Venture

Location

Property Name

Percentage

Partner

Project Description

Project Substantially Complete

Buena Park, CA

Buena Park Mall & Entertainment

20.0

Coventry II

Redevelopment of the lower level of the mall to include John’s Incredible Pizza.

Total Net Cost (Millions)

90.3

(1) (2)

DDR’s Proportionate Share (Millions)

18.1


(1)		Total cost includes the acquisition costs for the Coventry II redevelopments.

(2)		At September 30, 2009, approximately $76.5 million of costs had been incurred for the Buena redevelopment and DDR’s pro-rata share was $15.3 million.

Wholly-Owned and Joint Venture Expansions and Redevelopments 4.5

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Recently Developed Assets


			Owned		DDR’s Effective
	Location	Related Project	GLA		Ownership

1	San Diego (Oceanside), CA	Oceanside Place Cinemas		79,884		100	%
2	Denver (Littleton, CO)	Aspen Grove		231,450		100	%
3	Fort Collins, CO	Mulberry and Lemay Crossing		18,988		100	%
4	Lakeland, FL	Lakeland Marketplace		77,582		100	%
5	Miami (Homestead), FL	Homestead Pavilion		275,839		100	%
6	Miami, FL	The Shops at Midtown Miami		400,685		100	%
7	Macon, GA	Eisenhower Annex		55,505		100	%
8	Chicago (Deer Park), IL	Deer Park Town Center		292,139		24.8	%
9	Chicago (McHenry), IL	The Shoppes at Fox River		224,552		100	%
10	Salisbury, MD	The Commons		126,135		100	%
11	Boston (Everett), MA	Gateway Center		222,236		100	%
12	Minneapolis (Coon Rapids), MN	Riverdale Village		8,856		100	%
13	St. Louis (Arnold), MO	Jefferson County Plaza		42,091		50	%
14	Freehold, NJ	Freehold Marketplace		23,454		100	%
15	Princeton, NJ	Nassau Park Pavilion		598,737		100	%
16	Trenton (Hamilton), NJ	Hamilton Marketplace		468,240		100	%
17	Elmira (Horseheads), NY	Southern Tier Crossing		350,987		100	%
18	Raleigh (Apex), NC	Apex Promenade		81,780		100	%
19	Raleigh (Apex), NC	Beaver Creek Crossings (Phase 1 - South)		268,333		100	%
20	Cleveland (Aurora), OH	Barrington Town Square		102,683		100	%
21	Allentown, PA	West Valley Marketplace		259,239		100	%
22	Johnson City, TN	Johnson City Marketplace		11,749		100	%
23	Austin, TX	Shoppes @Tech Ridge		282,798		24.8	%
24	San Antonio, TX	Bandera Point		416,721		100	%
25	San Antonio, TX	Village at Stone Oak		305,824		100	%
26	San Antonio, TX	Westover Marketplace		216,737		20	%
27	Milwaukee (Brookfield), WI	Shoppers World of Brookfield		15,070		100	%
28	Manaus, Brazil	Manauara Shopping Center		477,630		47.4	%

	Total			5,935,924

Summary of Recently Developed Assets 4.6

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Recently Expanded and Redeveloped Assets


			Owned		DDR’s Effective
	Location	Related Project	GLA		Ownership

1	Birmingham, AL	Brook Highland Plaza		424,341		100	%
2	Phoenix, AZ	Christown Spectrum Mall		441,406		20	%
3	N. Little Rock, AR	McCain Plaza		295,013		100	%
4	Los Angeles (Buena Park), CA	Buena Park Downtown		724,143		20	%
5	Denver, CO	Centennial Promenade		408,337		100	%
6	Lakeland, FL	Lakeland Burlington Coat Factory		81,921		100	%
7	Ocala, FL	Ocala West		105,276		100	%
8	Tallahassee, FL	Capital West		79,451		100	%
9	Tampa (Bayonet Point), FL	Point Plaza		209,714		100	%
10	Tampa (Brandon), FL	Kmart Shopping Center		161,900		100	%
11	Ottumwa, IA	Quincy Place Mall		241,427		100	%
12	Benton Harbor, MI	Fairplain Plaza		222,739		20	%
13	Chesterfield, MI	Chesterfield Marketplace		281,320		100	%
14	Gaylord, MI	Pine Ridge Square		150,203		100	%
15	Starkville, MS	Starkville Crossings		133,691		100	%
16	Kansas City (Leawood), KS	Town Center Plaza		309,423		100	%
17	Olean, NY	Wal-Mart Plaza		285,400		100	%
18	Rome, NY	Freedom Plaza		194,467		100	%
19	Charlotte (Mooresville), NC	Mooresville Consumer Square		472,182		100	%
20	Durham, NC	Oxford Commons		207,864		100	%
21	Fayetteville, NC	Cross Pointe Center		204,563		100	%
22	Wilmington, NC	University Centre		411,887		100	%
23	Akron (Stow), OH	Stow Community Shopping Center		404,483		100	%
24	Cincinnati, OH	Tri County Mall		758,031		20	%
25	Dayton (Huber Hts), OH	North Heights Plaza		182,749		100	%
26	Tiffin, OH	Tiffin Mall		170,868		100	%
27	San Juan (Bayamon), PR	Rio Hondo		466,499		100	%
28	San Juan (Ron Piedras), PR	Seniorial Plaza		168,664		100	%
29	Chattanooga, TN	Overlook at Hamilton Place		207,244		100	%
30	Salt Lake City (Midvale), UT	Family Center at Fort Union		641,957		100	%
31	Salt Lake City (Riverdale), UT	Family Center at Riverdale		593,398		100	%
32	Salt Lake City (Taylorsville), UT	Family Center at Taylorsville		697,630		100	%

	Total			10,338,191

Summary of Recently Expanded and Redeveloped Assets 4.7

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Company Features


669		Shopping Centers and Interests in Retail Assets

44		States (Plus Puerto Rico, Brazil, and Canada)

113		Million Sq. Ft. Owned ⁽¹⁾

148		Million Sq. Ft. Owned and Managed ^{(1) (2)}

88.6	%	Portfolio % Leased Including Former Mervyn’s Assets

90.9	%	Portfolio % Leased Excluding Former Mervyn’s Assets


(1)		Assumes 100% ownership of joint venture assets. Based on actual pro rata ownership of joint venture assets and excluding developments and redevelopments in process and scheduled to commence in 2009, total owned GLA was 63.9 million square feet.

(2)		Includes unowned anchors at Company-owned operating and development retail properties.

Portfolio Summary 5.0

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Portfolio Summary 5.1

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Average Annualized Base Rental Rates PSF


	Number of		Total Annualized Base Rent / S.F.
Period Ending	Properties		Total		Shop Space

Sep. 30, 2009		612	$	12.50	$	18.51
Dec. 31, 2008		649	$	12.43	$	18.43
Dec. 31, 2007		657	$	12.33	$	18.14
Dec. 31, 2006		409	$	11.74	$	17.46
Dec. 31, 2005		380	$	11.30	$	16.62
Dec. 31, 2004		373	$	11.13	$	16.14
Dec. 31, 2003		274	$	10.82	$	15.55
Dec. 31, 2002		189	$	10.58	$	15.18
Dec. 31, 2001		192	$	10.03	$	14.02
Dec. 31, 2000		190	$	9.66	$	13.66
Dec. 31, 1999		186	$	9.20	$	12.69
Dec. 31, 1998		159	$	8.99	$	12.39
Dec. 31, 1997		123	$	8.49	$	11.69
Dec. 31, 1996		112	$	7.85	$	10.87
Dec. 31, 1995		106	$	7.60	$	10.54
Dec. 31, 1994		84	$	5.89	$	9.02
Dec. 31, 1993		69	$	5.60	$	8.56
Dec. 31, 1992		53	$	5.37	$	8.37


(1)		Figures exclude Brazilian portfolio, Service Merchandise portfolio, development properties and managed properties.

Portfolio Summary 5.2

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Leasing Summary for the Third Quarter 2009


													Change in Base			Weighted
	Number				New Rent								Rent Over			Average Lease		Tenant
	of				Year One		New Rent Year One						Prior Rent in			Term (in		Improvements
	Leases		GLA		psf		Total		Prior Rent psf		Prior Rent Total		Comp Space			years)*		psf

New leases

New leases replacing bankrupt tenants vacant less than one year		8		254,865	$	10.17	$	2,591,977	$	14.89	$	3,794,940		-31.7	%		10.4	$	18.77

New leases for spaces vacant less than one year		76		299,397	$	12.96	$	3,880,185	$	13.54	$	4,053,835		-4.2	%		7.1	$	6.56
New leases for spaces vacant more than one year		62		182,865	$	19.13	$	3,498,207	$	0.00	$	0		N/A			6.5	$	37.46

Total new leases		146		737,127	$	13.53	$	9,970,370	$	14.16	$	7,848,775		-17.5	%		7.1	$	18.45

Renewals		287		1,857,595	$	12.10	$	22,476,900	$	11.92	$	22,142,532		1.5	%		4.0	$	0.00

Total / Average (new leases + renewals)		433		2,594,722	$	12.50	$	32,447,269	$	12.59	$	29,991,308		-3.5	%		4.9	$	5.24


*		Excludes renewal options

Portfolio Summary 5.3

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Leasing Summary of Formerly Vacant Spaces Over 20,000 Square Feet

Lease term

Property name

Location

New tenant

Former tenant

GLA

(years)⁽¹⁾

Leased in 2008

Antelope Valley Mall

Palmdale, CA

Forever 21

Mervyn’s

76,547

Mid City Plaza

North Tonawanda, NY

Grossmans

Sears

24,833

Barrett Pavilion

Kennesaw, GA

Hobby Lobby

Goody’s

45,308

Candlers Station

Lynchburg, VA

Ollie’s Bargain Outlet

Goody’s

40,000

Total/Average 2008

186,688

8.9

Leased Q1 2009

Cumming Marketplace

Cumming, GA

Appliance Smart

Goody’s

27,900

Homestead Pavilion

Homestead, FL

Bed Bath & Beyond

Circuit City

20,304

Cortez Plaza

Bradenton, FL

hhgregg

Circuit City

32,510

Silver Creek Plaza

Phoenix, AZ

Hobby Lobby

Mervyn’s

76,006

Southern Tier Crossing

Horseheads, NY

Jo-Ann Fabrics

Circuit City

23,500

Wrangleboro Consumer

Mays Landing, NJ

Just Cabinets

Fortunoff

30,725

Total/Average Q1 2009

210,945

10.5

Leased Q2 2009

Beaver Creek Crossing South

Apex, NC

AC Moore

Linens ’N Things

25,208

Hamilton Marketplace

Hamilton, NJ

Bed Bath & Beyond

Linens ’N Things

30,708

Marketplace at Mill Creek

Buford, GA

Bed Bath & Beyond

Linens ’N Things

33,979

Wrangleboro Consumer

Mays Landing, NJ

Christmas Tree Shops

Linens ’N Things

33,000

Circuit City Plaza

Cary, NC

hhgregg

Circuit City

27,891

Grandville Marketplace

Grandville, MI

Hobby Lobby

Circuit City/Linens ’N Things

55,529

Indian Hills Plaza

Mount Pleasant, MI

Jo-Ann Fabrics

Walmart

21,060

Woodfield Village Green

Schaumburg, IL

Michael’s

Circuit City

33,008

Willoughby Hills Shopping Center

Willoughby Hills, OH

National College

Bryant and Stratton

21,865

Shoppers World

Framingham, MA

Nordstrom Rack

Linens/CVS

40,159

Culver City

Culver City, CA

Sprouts

Circuit City

32,873

Peach Street Square

Erie, PA

Staples

Media Play

18,000

Stonecrest Marketplace

Lithonia, GA

A.J. Wright

Linens ’N Things

25,576

Nassau Park

Princeton, NJ

Homegoods

Linens ’N Things

27,040

Plaza Palma Real

Humacao, PR

Marshalls

Pueblo

27,680

Total/Average Q2 2009

247,261

10.2

Leased Q3 2009

Oviedo Park Crossing

Oviedo, FL

Bed Bath and Beyond

Linens ’N Things

30,700

Sofa Express

Duluth, GA

So Good Beauty

Sofa Express

20,000

Hamilton Commons

Mays Landing, NJ

hhgregg

Circuit City

34,120

Loisdale Center

Springfield, VA

hhgregg

Circuit City

32,300

Arrowhead Crossing

Phoenix, AZ

Hobby Lobby

Circuit City

49,575

Fairfax Towne Center

Fairfax, VA

Jo-Ann

Circuit City

23,000

Lake Brandon Village

Brandon, FL

Buy Buy Baby

Linens ’N Things

35,150

Springdale Plaza

Camden, SC

Burke’s Outlet

Goody’s

19,800

River Oaks (Mervyns)

Valencia, CA

Sprouts

Mervyns

30,220

9.0

Total/Average Q3 2009

274,865

9.7

Grand Total/Average 2008-Q3 2009

919,759


(1)		Excludes renewal options

Status of Re-Tenanting Spaces Formerly Occupied by Bankrupt Tenants ⁽²⁾
As of September 30, 2009


(2)		Includes Linens ‘N Things, Circuit City, Goody’s, Mervyn’s and Steve & Barry’s

Portfolio Summary 5.4

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Lease Expirations by Year as of September 30, 2009


			Anchor Base Rent									Shop Space Base Rent
			Revenues									Revenues
Year	Leases		($M)		Avg. PSF		% of Revenue			Leases		($M)		Avg. PSF		% of Revenue

2009		23	$	6.7	$	7.64		1.2	%		971	$	40.3	$	20.30		6.6	%
2010		93	$	27.5	$	8.45		5.1	%		1,594	$	83.1	$	18.10		13.6	%
2011		145	$	45.7	$	9.35		8.4	%		1,721	$	101.1	$	19.69		16.6	%
2012		160	$	57.7	$	8.71		10.7	%		1,596	$	98.9	$	21.34		16.2	%
2013		135	$	44.3	$	8.26		8.2	%		1,406	$	87.5	$	19.64		14.4	%
2014		179	$	64.1	$	9.03		11.8	%		1,068	$	63.8	$	20.14		10.5	%
2015		117	$	50.5	$	9.25		9.3	%		267	$	23.5	$	18.33		3.9	%
2016		89	$	40.4	$	9.46		7.5	%		192	$	20.3	$	20.50		3.3	%
2017		83	$	42.0	$	9.99		7.8	%		192	$	21.1	$	20.04		3.5	%
2018		58	$	26.1	$	8.85		4.8	%		227	$	26.7	$	17.88		4.4	%

2009 - 2018
Subtotal		1,082	$	405.0	$	8.90		74.8	%		9,234	$	566.3	$	19.60		92.9	%
Total Rent Roll		1,298	$	541.5	$	9.18		100.0	%		9,537	$	609.6	$	19.49		100.0	%

Portfolio Summary 5.5

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Largest Tenants by Owned and Managed GLA


	Total		Total		Owned		Owned		Unowned		Unowned
	Units		GLA (msf)		Units		GLA (msf)		Units		GLA (msf)

1. Wal-Mart / Sam’s Club		96		15.1		40		5.9		56		9.2
2. Target		62		7.8		8		1.1		54		6.7
3. Lowe’s Home Improvement		36		4.7		16		2.1		20		2.6
4. Home Depot		40		4.3		12		1.2		28		3.1
5. Kohl’s		43		3.8		36		3.2		7		0.6
6. Kmart / Sears		38		3.3		37		3.1		1		0.2
7. T.J. Maxx / Marshalls		94		3.1		94		3.1		0		0.0
8. Publix Supermarkets		56		2.6		55		2.5		1		0.1
9. PetSmart		96		2.2		95		2.1		1		0.1
10. Kroger		39		2.1		39		2.1		0		0.0

Portfolio Summary 5.6

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Largest Tenants by GLA and Base Rental Revenues ⁽¹⁾


			% of
	Owned		Total			Credit Ratings			Base Rental		% of Total			Credit Ratings
Major Tenant (units)	GLA		GLA			(S&P/Moody’s)		Major Tenant (units)	Rev. ($M)		Base Rent			(S&P/Moody’s)

1. Wal-Mart / Sam’s Club (40)		4.6		7.3	%	AA / Aa2		1. Wal-Mart / Sam’s Club (40)	$	29.1		4.6	%	AA / Aa2
2. Kmart / Sears (37)		1.9		3.0	%	BB- / Ba2		2. T.J. Maxx / Marshalls (94)	$	12.6		2.0	%		A / A3
3. Lowe’s Home Improvement (16)		1.6		2.5	%		A+ / A2	3. Petsmart (95)	$	12.1		1.9	%	BB / NR
4. T.J. Maxx / Marshall’s (94)		1.5		2.4	%		A / A3	4. Bed Bath and Beyond (56)	$	10.7		1.7	%	BBB / NR
5. Kohl’s (36)		1.4		2.2	%	BBB+ / Baa1		5. Lowe’s Home Improvement (16)	$	10.4		1.6	%		A+ / A2
6. PetSmart (95)		1.0		1.6	%	BB / NR		6. Kohl’s (36)	$	10.0		1.6	%	BBB+ / Baa1
7. Kroger (39)		1.0		1.6	%	BBB / Baa2		7. Rite Aid (40)	$	9.8		1.6	%	B- / Caa3
8. Bed, Bath, & Beyond (56)		0.9		1.4	%	BBB / NR		8. Michael’s (71)	$	9.3		1.5	%	B- / Caa2
9. Target (8)		0.9		1.4	%		A+ / A2	9. Office Max (53)	$	8.0		1.3	%		B / B1
10. Home Depot (12)		0.9		1.4	%	BBB+ / Baa1		10. GAP/ Banana Republic / Old Navy (61)	$	8.0		1.3	%	BB+ / Ba2
11. J.C. Penney (22)		0.9		1.4	%	BB / Ba1		11. Tops Markets (24)	$	7.8		1.2	%	NR / Ba3
12. Michael’s (71)		0.8		1.3	%	B- / Caa2		12. Dick’s Sporting Goods (32)	$	7.6		1.2	%	NR / NR
13. Dick’s Sporting Goods (32)		0.7		1.1	%	NR / NR		13. Barnes and Noble (36)	$	7.6		1.2	%	NR / Ba2
14. Toys R Us (33)		0.7		1.1	%		B / B2	14. Kroger (39)	$	7.6		1.2	%	BBB / Baa2
15. Office Max (53)		0.7		1.1	%		B / B1	15. Kmart / Sears (37)	$	7.5		1.2	%	BB- / Ba2
16. Publix Supermarkets (55)		0.7		1.1	%	NR / NR		16. Best Buy (27)	$	7.4		1.2	%	BBB- / Baa2
17. Ross Stores (54)		0.7		1.1	%	BBB / NR		17. Cinemark Theatre (18)	$	7.4		1.2	%		B+ / B3
18. Tops Markets (24)		0.6		1.0	%	NR / Ba3		18. Home Depot (12)	$	7.2		1.1	%	BBB+ / Baa1
19. GAP / Banana Republic / Old Navy (61)		0.6		1.0	%	BB+ / Ba2		19. Staples (40)	$	6.5		1.0	%	BBB / Baa2
20. Burlington Coat Factory (11)		0.6		1.0	%	B- / Caa1		20. AMC Theatre (10)	$	6.1		1.0	%	NR / NR


Subtotal 1-20		22.7		36.1	%			Subtotal 1-20	$	192.7		30.5	%

Total Portfolio		62.9		100.0	%			Total Portfolio	$	631.6		100.0	%


(1)		Based on pro rata ownership of joint venture properties.

Portfolio Summary 5.7

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Consolidated Debt
as of September 30, 2009

Loan

Maturity

Interest

Balance (000’s)

Date

Rate (1)

SENIOR DEBT:

Unsecured Credit Facilities:

$1.25 Billion Revolving Credit Facility

822,512

06/10

Libor + 100

$75 Million Revolving Credit Facility

3,750

06/10

Libor + 100

Secured Credit Facility:

$800 Million Term Loan

800,000

02/11

Libor + 120

Total Term and Credit Facility Debt

1,626,262

PUBLIC DEBT:

Medium Term Notes

151,238

05/10

5.000

Medium Term Notes

223,955

08/10

4.625

Medium Term Notes

180,677

04/11

5.250

Convertible Notes

147,408

(2)

08/11

3.500

Convertible Notes

351,400

(3)

03/12

3.000

Medium Term Notes

223,003

10/12

5.375

Medium Term Notes

169,332

05/15

5.500

Medium Term Notes

296,625

03/16

9.625

Medium Term Notes

82,196

07/18

7.500

Total Public Debt

1,825,834

MORTGAGE DEBT:

Shoppes at Wendover Village, Greensboro, NC

5,334

(4)

06/09

4.222

Kyle Crossing, Kyle, TX

13,863

(5)(8)

01/10

Libor + 300

Cibolo Creek Center, Schertz, TX

3,240

(5)

01/10

Libor + 225

Tech Center 29, Silver Springs, MD

6,015

02/10

7.330

Middletown Village, Middletown, RI

10,000

02/10

4.531

Windsor Court SC, Windsor, CT

8,015

06/10

4.390

Edgewater Town Ctr, Edgewater, NJ

14,000

06/10

4.685

Lee Vista, Orlando, FL

16,950

06/10

7.000

Valley Park Commons, Hagerstown, MD

6,770

07/10

4.440

East Hanover Plaza, East Hanover, NJ

9,280

07/10

4.685

Sony Theatre, East Hanover, NJ

6,445

07/10

4.685

Mill Pond Village, Cary, NC

8,500

07/10

4.758

Adams Farm, Greensboro, NC

6,700

08/10

4.652

Oakley Plaza, Asheville, NC

5,175

08/10

4.290

Deer Valley Town Center, Phoenix, AZ

16,545

09/10

8.010

Capital Crossing, Raleigh, NC

5,478

09/10

4.300

Downtown Short Pump, Richmond, VA

18,480

09/10

4.900

DDR MDT MV, LLC

8,516

(6)

10/10

Libor + 72

DDR MDT MV, LLC

106,275

(6)

10/10

5.211

Tequesta Shops Plaza, Tequesta, FL

5,200

10/10

5.300

Shops on the Circle, Dothan, AL

11,280

11/10

7.920

Terrell Plaza, Terrell, TX

6,344

(5)(8)

11/10

Libor + 400

Summary of Consolidated Debt 6.1.a

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Consolidated Debt
as of September 30, 2009 (con’t)

Loan

Maturity

Interest

Balance (000’s)

Date

Rate (1)

Denbigh Village, Newport News, VA

11,457

12/10

4.940

Camfield Corners, Charlotte, NC

5,150

12/10

5.040

Homestead Pavilion, Homestead, FL

64,646

03/11

Libor + 120

Peach Street Square I, Erie, PA

24,109

04/11

6.884

Peach Street Square II, Erie, PA

2,782

04/11

6.884

Southland Crossings, Boardman, OH

25,037

04/11

6.884

Plaza at Sunset Hills, St. Louis, MO

32,456

04/11

6.884

The Promenade at Brentwood, St. Louis, MO

24,109

04/11

6.884

Centennial Promenade, Denver, CO

36,164

04/11

6.884

DDRC Headquarters, Beachwood, OH

30,861

04/11

Libor + 110

Hamilton Marketplace, Hamilton, NJ

40,000

(8)

05/11

Libor + 600

Merriam Village, Merriam, KS

17,039

(8)

05/11

Libor + 400

Southern Tier Crossing, Horseheads, NY

31,908

09/11

Libor + 210

Union Town Center, Indian Train, NC

6,553

10/11

7.000

Westgate Plaza, Gates, NY

23,505

10/11

7.240

Ashtabula Commons, Ashtabula, OH

6,460

12/11

7.000

Paradise Village Gateway, Phoenix, AZ

20,100

(6)

03/12

5.385

Gravois Village Plaza, St. Louis, MO

363

06/12

8.625

University Hills, Denver, CO

26,026

07/12

7.300

N. Charleston Center, N. Charleston, SC

9,847

07/12

7.370

Cortez Plaza, Bradenton, FL

11,819

07/12

7.150

Duvall Village, Bowie, MD

8,259

10/12

7.040

Walgreen’s, Dearborn Hts, MI

3,550

11/12

4.863

Walgreen’s, Livonia, MI

2,477

11/12

4.863

Mooresville Consumer Square, Mooresville, NC

22,613

12/12

6.930

Big Flats Consumer Square IV, Big Flats, NY

764

01/13

7.600

Big Flats Consumer Square II, Big Flats, NY

2,462

01/13

8.010

Delaware Consumer Square, Buffalo, NY

598

01/13

6.960

Walgreen’s, Westland, MI

2,625

03/13

4.863

Paseo Colorado, Pasadena, CA

79,100

04/13

5.000

Family Center at Meridian, Meridian, ID

7,440

04/13

5.000

Meridian Crossroads, Meridian, ID

29,760

04/13

5.000

University Center, Wilmington, NC

24,500

04/13

5.000

Aspen Grove, Littleton, CO

42,200

04/13

5.000

Plaza Escorial, Carolina, PR

57,500

04/13

5.000

Plaza Rio Hondo, Bayamon, PR

109,500

04/13

5.000

Victor Square, Victor, NY

6,213

04/13

5.800

Wrangleboro Consumer Sq. I & II, Mays Landing, NJ

41,556

05/13

6.990

Monmouth Consumer Sq., W. Long Branch, NJ

8,272

07/13

8.570

Rotonda Plaza, Englewood, FL

1,155

07/13

5.800

Nassau Park/Presidential Commons

60,000

05/14

9.000

Reno Riverside, Reno, NV

3,201

(8)

02/15

Prime + 170

Wal-Mart Plaza, Olean, NY

3,345

07/15

8.995

Hamilton Commons, Mays Landing, NJ

10,258

09/15

4.700

Summary of Consolidated Debt 6.1.b

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Consolidated Debt
as of September 30, 2009 (con’t)


		Loan		Maturity		Interest
		Balance (000’s)		Date		Rate (1)
Consumer Square West, Columbus, OH	F	$	12,124		11/15		10.188
Tops Plaza, Lockport, NY	F		9,302		01/16		8.000
Merriam Town Center, Merriam, KS (TIF)	F		3,575		02/16		6.900
Freedom Plaza, Rome, NY	F		3,316		09/16		7.850
Wal-Mart, Winston-Salem, NC	F		8,642		09/17		6.000
Thruway Plaza (Wal-Mart), Cheektowaga, NY	F		3,802		10/17		6.780
Tops Plaza, Ithaca, NY	F		14,968		01/18		7.050
Wal-Mart, Greenville, SC	F		8,129		02/18		6.000
Mohawk Commons, Niskayuna, NY	F		19,623		12/18		5.750
Lowes, Hendersonville, TN	F		7,322		01/19		7.660
Plaza Isabela, Isabela, PR	F		23,448		06/19		7.590
Plaza Cayey, Cayey, PR	F		22,201		06/19		7.590
Plaza Wal-Mart, Guayama, PR	F		12,473		06/19		7.590
Plaza Fajardo, Fajardo, PR	F		26,691		06/19		7.590
Mariner Square, Spring Hill, FL	F		4,336		09/19		9.750
Northland Square, Cedar Rapids, IA	F		8,269		01/20		9.375
Connecticut Commons, Plainville, CT (TIF)	F		6,470		04/21		7.125
West Valley Marketplace, Allentown, PA	F		15,290		07/21		6.950
Liberty Fair Mall, Martinsville, VA	F		18,725		12/29		8.460
Gulfport Promenade, Gulfport, MS	V		60,000		12/37		SIFMA + 5



Total Mortgage Debt			1,564,852

Consolidated Debt		$	5,016,949
Add: Joint Venture Partner Share of Consolidated Debt		$	148,138

Total Consolidated Debt Including Joint Venture Share		$	5,165,087


				Wtd. Avg.		Wtd. Avg.
				Maturity		Interest Rate

Fixed Rate		$	3,827,243	3.05 years			5.8	%
Variable Rate		$	1,337,844	2.18 years			1.6	%

		$	5,165,087	2.83 years			4.7	%

Summary of Consolidated Debt 6.1.c

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Consolidated Debt
as of September 30, 2009 (con’t)

CUMULATIVE REDEEMABLE PREFERRED SHARES


	Outstanding Amount (000’s)		First Call Date
Class G - 8.0%	$	180,000	March 28, 2008
Class H - 7.375%	$	205,000	July 28, 2008
Class I - 7.5%	$	170,000	May 7, 2009

DERIVATIVE INSTRUMENTS


	Notional Amount (000’s)		Underlying Debt Hedged	Rate Hedged	Fixed Rate			Termination Date
Interest Rate Swap	$	100,000	Secured Credit Facility	1 mo. LIBOR		4.933	%	October 18, 2009
Interest Rate Swap	$	50,000	Secured Credit Facility	1 mo. LIBOR		4.965	%	October 18, 2009
Interest Rate Swap	$	50,000	Secured Credit Facility	1 mo. LIBOR		4.964	%	October 18, 2009
Interest Rate Swap	$	200,000	Secured Credit Facility	3 mo. LIBOR		5.149	%	June 28, 2010
Interest Rate Swap	$	100,000	$1.25 Billion Revolving Credit Facility	1 mo. LIBOR		4.942	%	September 29, 2010
Interest Rate Swap	$	100,000	Secured Credit Facility	1 mo. LIBOR		4.815	%	February 21, 2012

Notes:

F — Fixed-Rate Debt

V — Variable-Rate Debt

1.		Interest rate figures reflect coupon rates of interest and do not include discounts or premiums. Annualized deferred finance cost amortization of approximately $10.4 million net, is offset by approximately $3.7 million of annualized fair market value adjustments in 2009.

2.		The convertible notes may be net settled with DDR’s common stock once the stock price rises above $64.23 per share.

		The principal balance on these notes is to be settled in cash. Included in this amount is $5.6 million recorded at September 30, 2009 for the accretion of the convertible debt to comply with accounting standards.

3.		The convertible notes may be net settled with DDR’s common stock once the stock price rises above $74.56 per share.

		The principal balance on these notes is to be settled in cash. Included in this amount is $18.2 million recorded at September 30, 2009 for the accretion of the convertible debt to comply with accounting standards.

4.		The Company has entered into a 6-month forebearance agreement with the lender.

5.		The Company’s joint venture with David Berndt Interests is consolidated within DDR’s accounts. DDR owns 50% of the debt.

6.		The Company’s joint venture with DDR MV, LLC is consolidated within DDR’s accounts. DDR effectively owns 50% of the debt.

7.		The Company’s joint venture with Shea and Tatum Associates is consolidated within DDR’s accounts. DDR owns 67% of the debt.

8.		The following loans have floor interest rates:


Loan		Floor
Kyle Crossing, Kyle, TX		1mo. LIBOR of 2.00%
Terrell Plaza, Terrell, TX		1mo. LIBOR of 1.00%
Hamilton Marketplace, Hamilton, NJ		1mo. LIBOR of 2.50%
Merriam Village, Merriam, KS		1mo. LIBOR of 1.00%
Reno Riverside, Reno, NV		5.95%


*		These loans aggregating $144.0 million were repaid October 8, 2009 and replaced with first mortgage debt maturing in October 2014.

**		These loans aggregating $75.9 million were repaid October 8, 2009. There is no replacement first mortgage financing on these assets at this time.

Amounts may differ slightly from actual results, due to rounding.

Summary of Consolidated Debt 6.1.d

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Joint Venture Debt
as of September 30, 2009

Mortgage

Maturity

Interest

Property/Entity

Balance (000’s)

Date

Rate

DDRTC Core Retail Fund, LLC

DDRTC Holdings Pool 1, LLC (25 assets)

736,559

03/17

5.4475

DDRTC Holdings Pool 3, LLC (17 assets)

555,034

03/12

5.480

DDRTC Holdings Pool 5, LLC (12 assets)

197,300

02/10

Libor + 65

DDRTC Holdings Pool 6, LLC

Walks at Highwood Preserve I & II

3,700

05/10

4.372

Aiken Exchange

7,350

05/10

4.372

Oak Summit

8,200

06/10

4.272

Wytheville Commons

5,590

06/10

4.302

Warwick Center

16,939

06/10

4.130

Columbiana Station

25,900

06/10

4.040

Heritage Pavilion

21,500

07/10

4.460

Fayette Pavilion I & II

53,250

07/10

5.620

North Hill Commons

2,475

11/10

5.240

Cox Creek Shopping Center

14,045

03/12

7.090

Cypress Trace

16,000

04/12

5.000

Waterfront Marketplace

28,619

08/12

6.350

Waterfront Town Center

37,704

08/12

6.350

Creeks at Virginia Center

25,448

08/12

6.370

Willoughby Hills Shopping Center

13,262

07/18

6.980

DDR Domestic Retail Fund I

Paradise Promenade, Davie, FL

6,400

06/10

4.322

Village Ctr, Racine, WI

13,200

04/10

4.440

West Falls Plaza, West Patterson, NJ

11,075

06/10

4.685

Southampton Village, Tyrone, GA

6,700

05/11

4.663

Village Center Outlot, Racine, WI

2,070

07/11

5.170

Center Pointe Plaza, Easley, SC

4,250

08/11

5.320

Shoppes on the Ridge, Lake Wales, FL

9,628

12/11

4.740

Publix Brooker Creek, Palm Harbor, FL

5,000

12/11

4.610

Watercolor Crossing, Santa Rosa, FL

4,355

01/12

4.760

Heather Island Plaza, Ocala, FL

6,155

12/12

5.001

Hilliard Rome, Columbus, OH

10,884

01/13

5.870

Meadows Square, Boynton Beach, FL

2,500

07/13

6.720

DDR Domestic Retail Fund I (25 assets)

885,000

07/17

5.600

DDR Macquarie (1)(2)

$305 Million Revolving Credit Facility (10 assets)

267,900

04/10

Libor + 40

Secured Portfolio Financing (6 assets)

268,000

09/15

6.400

65,320

09/11

Libor + 240

Secured Portfolio Financing (12 assets)

106,221

12/09

4.180

4,923

12/09

Libor + 84

Joann Transit Birmingham, AL (Riverchase)

1,868

08/13

6.250

7,385

01/13

5.500

DDR Macquarie Longhorn Holdings (4 assets)

85,000

01/12

4.910

DDR Macquarie Longhorn Holdings II (7 assets)

157,250

04/10

4.822

3,570

04/10

Libor + 85

DDR Macquarie Longhorn Holdings III (3 assets)

39,300

04/10

5.098

Summary of Joint Venture Debt 6.2.a

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Joint Venture Debt
as of September 30, 2009 (con’t)

Mortgage

Property/Entity

Balance (000’s)

Maturity Date

Interest Rate

DDR Macquarie (1)(2)

DDR MDT PS, LLC (7 assets)

86,000

07/13

6.004

Coventry II DDR Bloomfield

39,193

12/08

Libor + 115

Coventry II DDR Buena Park

61,000

03/10

Libor + 115

Coventry II DDR Fairplain

16,000

09/09

Libor + 275

Coventry II DDR Marley Creek

10,750

07/10

Libor + 125

Coventry II DDR Montgomery Farm (4)

115,907

07/10

Libor + 300

14,405

07/10

Libor + 600

Coventry II DDR Phoenix Spectrum

46,000

01/10

Libor + 70

Coventry II DDR SM

72,175

01/10

Libor + 80

32,695

01/10

Libor + 223.65

Coventry II DDR Totem Lakes

29,500

09/09

Libor + 275

Coventry II DDR Tri County

153,083

02/15

5.655

11,650

02/15

10.304

Coventry II DDR Westover Marketplace

20,856

07/09

Libor + 125

RVIP IIIB

Deer Park, IL

60,000

10/11

5.590

RVIP VII (2 assets)

72,120

04/10

Libor + 400

RVIP VIII

23,356

01/10

Libor + 100

DPG Realty Holdings, LLC

Tonawanda, NY

4,658

05/17

7.630

Tonawanda, NY

4,464

06/21

7.660

TRT DDR Holdings I LLC (3 assets)

110,000

05/17

5.510

DDR SAU Retail Fund, LLC

Blockbuster

993

10/10

4.890

Cascade Crossing

4,954

10/10

4.890

Hickory Flat Village

8,689

10/10

4.890

Flat Shoals Crossing

6,063

10/10

4.760

Deshon Plaza

6,038

10/10

4.760

Shops at John’s Creek

2,762

10/10

4.890

Waynesboro Commons

3,178

10/10

4.890

Brookhaven

10,397

12/10

4.890

Lewandowski Commons

12,465

03/11

5.770

South Square

12,597

10/12

5.060

North Hampton Market (Phase I & II)

10,501

10/12

5.080

Oakland Market Place

3,560

10/12

5.040

Shoppes at Wendover II

14,382

10/12

5.060

Crossroads Square

4,869

12/12

5.310

Cascade Corners

3,979

12/12

5.420

Hilander Village

9,404

12/12

5.410

Glenlake Plaza

8,234

12/12

5.440

Broadmoor Plaza

11,048

12/12

5.440

Milan Plaza

2,161

12/12

5.490

Summary of Joint Venture Debt 6.2.b

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Joint Venture Debt
as of September 30, 2009 (con’t)

Mortgage

Property/Entity

Balance (000’s)

Maturity Date

Interest Rate

DDR SAU Retail Fund, LLC

West Towne Commons

4,797

12/12

5.440

American Way

6,662

12/12

5.440

Kroger Junction

3,827

12/12

5.440

Kroger Plaza

1,806

12/12

5.440

Willowbrook Commons

6,998

03/13

5.410

The Point

15,800

04/13

5.640

Harper Hill Commons

10,350

04/13

5.790

Plaza at Carolina Forest

14,203

05/13

5.970

Alexander Pointe

5,129

08/13

5.920

Patterson Place

20,338

12/13

5.670

Cole DDR MT Independence

34,100

01/12

5.950

DDRA Community Centers Five (5 assets)

280,000

08/10

5.295

DDR Markaz II (13 assets)

150,480

11/14

5.147

Lennox Town Center Limited

1,000

06/17

6.440

Columbus, OH

26,000

06/17

5.640

Sun Center Limited

5,768

05/11

5.420

Columbus, OH

12,480

04/11

8.480

DOTRS LLC

Macedonia, OH

21,000

08/11

6.050

Jefferson County Plaza, LLC

Arnold, MO

3,632

08/12

Libor + 200

Sonae Sierra Brazil Limitadas

593

12/09

98% of CDI

27,857

02/10

CDI + 500

8,357

06/10

CDI + 366

5,571

09/10

CDI + 870

62,567

12/20

8.500

Central Park Solon LLC (4)

3,394

10/09

Libor + 400

RO & SW Realty LLC

23,574

06/11

5.960

Total

5,619,195


			Wtd. Avg.	Wtd. Avg.
			Maturity	Interest Rate
Total Joint Venture Debt:
Fixed Rate	$	4,476,821	4.70 years		5.5	%
Variable Rate	$	1,142,374	0.51 years		2.4	%


	$	5,619,195	3.85 years		4.9	%

Summary of Joint Venture Debt 6.2.c

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Pro Rata Joint Venture Debt
as of September 30, 2009 (con’t)


	DDR’s			DDR’s
	Pro Rata			Pro Rata
Property/Entity	Interest			Debt (000’s)
DDRTC Core Retail Fund, LLC		15.00	%	$	265,331
DDR Domestic Retail Fund I		20.00	%		193,443
DDR Macquarie Fund		14.50	%		145,947
DDR MDT PS, LLC		0.00	%		—
Coventry II DDR Bloomfield		0.00	%		—
Coventry II DDR Buena Park		20.00	%		12,200
Coventry II DDR Fairplain		20.00	%		3,200
Coventry II DDR Marley Creek		10.00	%		1,075
Coventry II DDR Montgomery Farm		10.00	%		13,031
Coventry II DDR Phoenix Spectrum		20.00	%		9,200
Coventry II DDR SM		20.00	%		20,974
Coventry II DDR Totem Lakes		20.00	%		5,900
Coventry II DDR Tri County		20.00	%		32,947
Coventry II DDR Westover Marketplace		20.00	%		4,171
RVIP IIIB		25.75	%		15,450
RVIP VII		21.00	%		15,145
RVIP VIII		25.75	%		6,014
DPG Realty Holdings, LLC		10.00	%		912
TRT DDR Holdings I LLC		10.00	%		11,000
DDR SAU Retail Fund, LLC		20.00	%		45,237
Cole DDR MT Independence		14.52	%		4,951
DDRA Community Centers Five		50.00	%		140,000
DDR Markaz II		20.00	%		30,096
Lennox Town Center Limited		50.00	%		13,500
Sun Center Limited		79.45	%		14,498
DOTRS LLC		50.00	%		10,500
Jefferson County Plaza, LLC		50.00	%		1,816
Sonae Sierra Brazil Limitadas		50.00	%		52,472
Central Park Solon LLC		50.00	%		1,697
RO & SW Realty LLC		25.25	%		5,952


				$	1,076,660


	Fixed Rate			$	881,914
	Variable Rate			$	194,746


				$	1,076,660

Summary of Joint Venture Debt 6.2.d

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

DERIVATIVE INSTRUMENTS (3)


	Notional Amount (000’s)		Underlying Capital Hedged	Rate Hedged	Fixed Rate			Termination Date
Interest Rate Swap	$	50,000	MDT Revolving Credit Facility	3 mo. LIBOR		5.105	%	November 17, 2010
Forward Interest Rate Swap	$	157,250	MDT Mortgage Debt	1 mo. LIBOR		5.250	%	March 9, 2012
Forward Interest Rate Swap	$	75,000	MDT Mortgage Debt	1 mo. LIBOR		5.223	%	June 1, 2014
Forward Interest Rate Swap	$	75,000	MDT Mortgage Debt	1 mo. LIBOR		4.900	%	June 2, 2014


Notes:

(1)		The Company’s joint venture with MDT that owns the Mervyns Portfolio is not reflected as it is consolidated within DDR’s accounts.

(2)		MDT has entered into swaps and forward swaps to fix the interest rate on floating rate debt or future fixed rate financing.

(3)		Does not include interest rate caps.

(4)		The following loans have floor interest rates:


Loan		Floor
Coventry II DDR Montgomery Farm		1mo. LIBOR of 1.50%
Central Park Solon LLC		1mo. LIBOR of 3.00%

Amounts may differ slightly from actual results, due to rounding.

Summary of Joint Venture Debt 6.2.e

Developers Diversified Realty Corporation
Quarterly Financial Supplement
For the nine months ended September 30, 2009

Summary of Consolidated Mortgage Principal Payments, Corporate Debt Maturities
and Joint Venture Debt Payments and Maturities (1)
as of September 30, 2009
(000’s)


	2009 Payments		2010 Payments		2011 Payments		2012 Payments		2013 Payments		2014 Payments		2015 Payments		2016 Payments		2017 Payments		2018 Payments		Thereafter		Total
CONSOLIDATED DEBT

Property Mortgages	$	10,972	$	292,809	$	216,799	$	139,657	$	429,350	$	76,286	$	26,600	$	16,450	$	12,563	$	8,701	$	166,764	$	1,396,951

Construction Loans		0		23,447		48,947		0		95,507		0		0		0		0		0		0		167,901

Public Debt		0		375,193		328,085		574,403		0		0		169,332		296,625		0		82,196		0		1,825,834


Subtotal		10,972		691,449		593,831		714,060		524,857		76,286		195,932		313,075		12,563		90,897		166,764		3,390,687

Revolving Credit Facilities & Term Loan ⁽²⁾		0		0		826,262		800,000		0		0		0		0		0		0		0		1,626,262


Consolidated Debt	$	10,972	$	691,449	$	1,420,093	$	1,514,060	$	524,857	$	76,286	$	195,932	$	313,075	$	12,563	$	90,897	$	166,764	$	5,016,949

Add: JV Partner Shared Consolidated Debt	$	0	$	138,238	$	0	$	9,900	$	0	$	0	$	0	$	0	$	0	$	0	$	0	$	148,138


Total Consolidated Debt Including JV Share	$	10,972	$	829,688	$	1,420,093	$	1,523,960	$	524,857	$	76,286	$	195,932	$	313,075	$	12,563	$	90,897	$	166,764	$	5,165,087


JOINT VENTURE DEBT
Total JV Debt	$	156,511	$	1,124,140	$	470,248	$	1,190,243	$	247,598	$	156,532	$	422,399	$	3,571	$	1,761,917	$	2,398	$	83,638	$	5,619,195
DDR’s Proportionate Share		18,587		288,614		115,171		177,891		28,138		31,102		69,512		479		312,450		337		34,379		1,076,660

Total Consolidated Debt & Proportionate Share JV Debt	$	29,559	$	1,118,302	$	1,535,264	$	1,701,851	$	552,995	$	107,388	$	265,444	$	313,554	$	325,013	$	91,234	$	201,143	$	6,241,747


Notes:

(1)		In situations where options to extend the maturity of a loan exist, the maturity of the extension period(s) has been assumed for this schedule.

(2)		Balance at September 30, 2009 on credit facilities and term loan. The $1.25 billion JPMorgan Chase facility has one one-year extension option to 2011. The $800 million Key Bank term loan has one one-year extension option to 2012. The $75 million PNC Bank facility has one one-year extension option to 2011.

Amounts may differ slightly from actual results, due to rounding.

Summary of Consolidated and Joint Venture Debt Payments and Maturities 6.3.a

Developers Diversified Realty
Quarterly Financial Supplement
For the nine months ended September 30, 2009


Corporate Headquarters	Investor Relations

3300 Enterprise Parkway	Kate Deck
Beachwood, Ohio 44122	Toll Free: (877) 225-5337
Main: (216) 755-5500	Direct: (216) 755-6408
Website: www.ddr.com	Email: kdeck@ddr.com

Research Coverage

Citigroup
Michael Bilerman	michael.bilerman@citi.com	(212) 816-1383
Quentin Velleley	quentin.velleley@citi.com	(212) 816-6981

Deutsche Bank Securities
John Perry	john.perry@db.com	(212) 250-4912
Vincent Chao	vincent.chao@db.com	(212) 250-6799

Goldman Sachs
Jay Habermann	jonathan.habermann@gs.com	(917) 343-4260
Jehan Mahmood	jehan.mahmood@gs.com	(212) 902-2646

Green Street Advisors
Jim Sullivan	jsullivan@greenstreetadvisors.com	(949) 640-8780
Nick Vedder	nvedder@greenstreetadvisors.com	(949) 640-8780

Hilliard Lyons
Carol Kemple	ckemple@hilliard.com	(502) 588-1142

Macquarie
David Wigginton	dave.wigginton@macquarie.com	(212) 231-6380

Banc of America Securities Merrill Lynch
Craig Schmidt	craig_schmidt@ml.com	(212) 449-1944
Lindsay Schroll	lindsay_schroll@ml.com	(212) 449-6246

JP Morgan
Michael Mueller	michael.w.mueller@jpmorgan.com	(212) 622-6689
Joe Dazio	joseph.c.dazio@jpmorgan.com	(212) 622-6416

RBC Capital Markets
Rich Moore	rich.moore@rbccm.com	(216) 378-7625
Wes Golladay	wes.golladay@rbccm.com	(440) 715-2650

Wells Fargo Securities, LLC
Jeff Donnelly	jeff.donnelly@wachovia.com	(617) 603-4262
Robert Laquaglia	robert.laquaglia@wachovia.com	(617) 603-4280

Investor Contact Information 7.0

Attached files

SITE Centers Corp. Reports

Also read