FORM 10-Q

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


            [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 2002

                                       OR
            [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) of
                       THE SECURITIES EXCHANGE ACT OF 1934

                        For the transition period from to

                            Commission File Numbers:
                                   33-99736-01
                                   333-3526-01
                                  333-39365-01
                                  333-61394-01

                      TANGER PROPERTIES LIMITED PARTNERSHIP
             (Exact name of Registrant as specified in its Charter)

        NORTH CAROLINA                                  56-1822494
 (State or other jurisdiction                        (I.R.S. Employer
of incorporation or organization)                   Identification No.)

       3200 Northline Avenue, Suite 360, Greensboro, North Carolina 27408
                    (Address of principal executive offices)
                                   (Zip code)

                          (336) 292-3010 (Registrant's
                     telephone number, including area code)



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


                                       1
<PAGE>


                      TANGER PROPERTIES LIMITED PARTNERSHIP

                                      Index

                          Part I. Financial Information


Item 1. Financial Statements (Unaudited)                            Page Number

          Statements of Operations
               For the three and nine months ended
               September 30, 2002 and 2001                                3

          Balance Sheets
               As of September 30, 2002 and December 31, 2001             4

          Statements of Cash Flows
               For the nine months ended September 30, 2002 and 2001      5

          Notes to Financial Statements                                   6

Item 2. Management's Discussion and Analysis of Financial

          Condition and Results of Operations                            13

Item 3. Quantitative and Qualitative Disclosures about Market Risk       23

Item 4. Controls and Procedures                                          24


                           Part II. Other Information

Item 1. Legal proceedings                                                24

Item 6. Exhibits and Reports on Form 8-K                                 24

Signatures                                                               25

Certifications                                                           25



                                       2
<PAGE>
<TABLE>
<CAPTION>
                                            TANGER PROPERTIES LIMITED PARTNERSHIP
                                                   STATEMENTS OF OPERATIONS
                                             (In thousands, except per unit data)

                                                                          Three Months Ended         Nine Months Ended
                                                                            September 30,                September 30,
                                                                          2002         2001             2002        2001
-------------------------------------------------------------------------------------------------------------------------
                                                                            (unaudited)                 (unaudited)
REVENUES
<S>                                                                   <C>          <C>              <C>         <C>
  Base rentals                                                        $ 18,839     $ 18,393         $ 55,552    $ 54,419
  Percentage rentals                                                       778          598            1,956       1,448
  Expense reimbursements                                                 7,411        7,126           22,046      22,171
  Other income                                                           1,045          846            2,193       1,923
-------------------------------------------------------------------------------------------------------------------------
       Total revenues                                                   28,073       26,963           81,747      79,961
-------------------------------------------------------------------------------------------------------------------------
EXPENSES
  Property operating                                                     8,654        8,334           25,988      25,761
  General and administrative                                             2,623        2,012            6,990       6,097
  Interest                                                               7,171        7,546           21,418      22,837
  Depreciation and amortization                                          7,201        7,112           21,400      21,070
-------------------------------------------------------------------------------------------------------------------------
       Total expenses                                                   25,649       25,004           75,796      75,765
-------------------------------------------------------------------------------------------------------------------------
Income before equity in earnings of unconsolidated joint ventures,       2,424        1,959            5,951       4,196
   discontinued operations and extraordinary item
Equity in earnings of unconsolidated joint ventures                        317          ---              250         ---
-------------------------------------------------------------------------------------------------------------------------
Income from continuing operations                                        2,741        1,959            6,201       4,196
Discontinued operations                                                    251          318            1,337         954
-------------------------------------------------------------------------------------------------------------------------
Income before extraordinary item                                         2,992        2,277            7,538       5,150
Extraordinary item - Loss on early extinguishment of debt                  ---          ---              ---        (180)
-------------------------------------------------------------------------------------------------------------------------
Net income                                                               2,992        2,277            7,538       4,970
Less applicable preferred unit distributions                              (443)        (443)          (1,329)     (1,328)
-------------------------------------------------------------------------------------------------------------------------
Income available to common unitholders                                   2,549        1,834            6,209       3,642
Income allocated to limited partners                                     2,515        1,809            6,125       3,592
-------------------------------------------------------------------------------------------------------------------------
Income allocated to general partner                                       $ 34         $ 25             $ 84        $ 50
=========================================================================================================================
Basic earnings per common unit:
Income from continuing operations                                        $ .20        $ .14            $ .44       $ .26
Net income                                                               $ .22        $ .17            $ .56       $ .33
=========================================================================================================================

Diluted earnings per common unit:
Income from continuing operations                                        $ .20        $ .14            $ .43       $ .26
Net income                                                               $ .22        $ .17            $ .55       $ .33
-------------------------------------------------------------------------------------------------------------------------

Distributions paid per common unit                                       $ .61        $ .61           $ 1.84      $ 1.83
=========================================================================================================================

The accompanying notes are an integral part of these financial statements.

</TABLE>

                                       3
<PAGE>
<TABLE>
<CAPTION>

                                     TANGER PROPERTIES LIMITED PARTNERSHIP
                                                 BALANCE SHEETS
                                                 (In thousands)

                                                                                 September 30,      December 31,
                                                                                    2002               2001
-----------------------------------------------------------------------------------------------------------------
                                                                                            (unaudited)
ASSETS
Rental Property
<S>                                                                                  <C>                <C>
Land                                                                                 $ 52,345           $ 60,158
Buildings, improvements and fixtures                                                  571,826            539,108
-----------------------------------------------------------------------------------------------------------------
                                                                                      624,171            599,266
Accumulated depreciation                                                             (168,327)          (148,950)
-----------------------------------------------------------------------------------------------------------------
Rental property, net                                                                  455,844            450,316
Cash and cash equivalents                                                                 200                503
Deferred charges, net                                                                  10,494             11,413
Other assets                                                                           13,046             13,847
-----------------------------------------------------------------------------------------------------------------
Total assets                                                                        $ 479,584          $ 476,079
=================================================================================================================

LIABILITIES AND PARTNERS' EQUITY
Liabilities
Debt
Senior, unsecured notes                                                             $ 155,609          $ 160,509
Mortgages payable                                                                     175,018            176,736
Lines of credit                                                                        16,269             20,950
-----------------------------------------------------------------------------------------------------------------
                                                                                      346,896            358,195
Construction trade payables                                                             4,041              3,722
Accounts payable and accrued expenses                                                  14,237             16,285
-----------------------------------------------------------------------------------------------------------------
Total liabilities                                                                     365,174            378,202
-----------------------------------------------------------------------------------------------------------------
Commitments
Partners' equity
General partner                                                                         1,155              1,346
Limited partners                                                                      113,709             97,504
Accumulated other comprehensive loss                                                     (454)              (973)
-----------------------------------------------------------------------------------------------------------------
Total partners' equity                                                                114,410             97,877
-----------------------------------------------------------------------------------------------------------------
Total liabilities and partners' equity                                              $ 479,584          $ 476,079
=================================================================================================================
The accompanying notes are an integral part of these financial statements.
</TABLE>


                                       4
<PAGE>
<TABLE>
<CAPTION>

                                         TANGER PROPERTIES LIMITED PARTNERSHIP
                                               STATEMENTS OF CASH FLOWS
                                                    (In thousands)
                                                                                                   Nine Months Ended
                                                                                                      September 30,
                                                                                                  2002             2001
------------------------------------------------------------------------------------------------------------------------
                                                                                                       (unaudited)
OPERATING ACTIVITIES
<S>                                                                                            <C>              <C>
 Net income                                                                                    $ 7,538          $ 4,970
 Adjustments to reconcile net income to net cash provided by
   operating activities:
      Depreciation and amortization                                                             21,572           21,339
      Amortization of deferred financing costs                                                     898            1,299
      Loss on early extinguishment of debt                                                         ---              180
      Equity in earnings of unconsolidated joint ventures                                         (250)             ---
      Gain on sale of real estate                                                                 (460)             ---
      Gain on sale of outparcels of land                                                          (274)             ---
      Straight-line base rent adjustment                                                           193              269
  Increase (decrease) due to changes in:
     Other assets                                                                                  (85)             631
      Accounts payable anued expenses                                                           (1,529)             321
------------------------------------------------------------------------------------------------------------------------
        Net cash provided by operating activites                                                27,603           29,009
------------------------------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
  Additions to rental properties                                                                (4,182)         (16,595)
  Acquisition of rental property                                                               (37,500)             ---
  Additions to investments in joint ventures                                                       (30)          (4,044)
  Additions to deferred lease costs                                                             (1,200)          (1,232)
  Net proceeds from sale of real estate                                                         17,737              723
  Distributions received from unconsolidated joint ventur                                          150              ---
  Collections from officers                                                                        331            1,422
------------------------------------------------------------------------------------------------------------------------
        Net cash used in investing activities                                                  (24,694)         (19,726)
------------------------------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
  Cash distributions paid                                                                      (21,551)         (21,348)
  Contributions from sole shareholder of general partner                                        27,960              ---
  Proceeds from issuance of debt                                                                95,064          243,853
  Repayments of debt                                                                          (106,363)        (227,783)
  Additions to deferred financing costs                                                           (389)          (4,638)
  Proceeds from exercise of unit options                                                         2,067              201
------------------------------------------------------------------------------------------------------------------------
        Net cash used in financing activities                                                   (3,212)          (9,715)
------------------------------------------------------------------------------------------------------------------------
Net decrease in cash and cash equivalents                                                         (303)            (432)
Cash and cash equivalents, beginning of period                                                     503              632
------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period                                                         $ 200            $ 200
========================================================================================================================
Supplemental schedule of non-cash investing activities:

   The  Operating  Partnership  purchases  capital  equipment  and incurs  costs
relating  to  construction  of  new  facilities,   including   tenant  finishing
allowances. Expenditures included in construction trade payables as of September
30, 2002 and 2001 amounted to $4,041 and $6,431, respectively.

The accompanying notes are an integral part of these financial statements.
</TABLE>

                                       5
<PAGE>

                      TANGER PROPERTIES LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2002
                                   (Unaudited)

1.   Business

Tanger Properties  Limited  Partnership (the "Operating  Partnership"),  a North
Carolina  limited  partnership,  develops,  owns,  operates and manages  factory
outlet centers.  We are controlled by Tanger Factory Outlet  Centers,  Inc. (the
"Company")  a  fully-integrated,  self-administered,  self-managed  real  estate
investment trust ("REIT"), as sole shareholder of our general partner, Tanger GP
Trust. Unless the context indicates otherwise,  the term "Operating Partnership"
refers to  Tanger  Properties  Limited  Partnership  and the term the  "Company"
refers to Tanger Factory  Outlet  Centers,  Inc. The terms "we",  "our" and "us"
refer to the Operating  Partnership or the Operating Partnership and the Company
together, as the context requires.

2.   Basis of Presentation

Our unaudited  Financial  Statements  have been prepared  pursuant to accounting
principles generally accepted in the United States of America and should be read
in  conjunction  with the Financial  Statements  and Notes thereto of our Annual
Report on Form 10-K for the year ended  December 31, 2001.  Certain  information
and note  disclosures  normally  included in  financial  statements  prepared in
accordance with accounting principles generally accepted in the United States of
America have been  condensed or omitted  pursuant to the Securities and Exchange
Commission's  ("SEC") rules and regulations,  although  management believes that
the disclosures are adequate to make the information presented not misleading.

The  accompanying  unaudited  Financial  Statements  reflect,  in the opinion of
management,  all  adjustments  necessary for a fair  presentation of the interim
Financial Statements. All such adjustments are of a normal and recurring nature.

Investments  in  real  estate  joint  ventures  that  represent  non-controlling
ownership  interests are  accounted  for using the equity method of  accounting.
These investments are recorded  initially at cost and subsequently  adjusted for
our net  equity  in the  venture's  income  (loss)  and cash  contributions  and
distributions.  Our  investments  are  included  in other  assets in our Balance
Sheets.

     Certain amounts in the 2001 Financial  Statements have been reclassified to
conform to the 2002 presentation. See Footnote 4.

3.   Acquisition and Development of Rental Properties

On June 28, 2002, through our  unconsolidated 50% ownership joint venture,  TWMB
Associates,  LLC ("TWMB"),  with Rosen-Warren Myrtle Beach LLC ("Rosen-Warren"),
we opened the first phase of our new 400,000 square foot Tanger Outlet Center in
Myrtle Beach, South Carolina.  The first phase consists of approximately 260,000
square feet and features 60 brand name and designer outlet stores.

On September 9, 2002, we were retained by John Hancock Life Insurance Company as
the exclusive manager of an existing 329,000 square foot factory outlet shopping
center located in Vero Beach, Florida. We will manage the day-to-day operations,
marketing and leasing of the established  outlet center.  Management fees earned
for our services are recorded in other income.

                                       6
<PAGE>

On September 10, 2002, we completed the acquisition of Kensington Valley Factory
Shops,  a factory  outlet center in Howell,  Michigan  containing  approximately
325,000  square feet,  for an aggregate  purchase  price of $37.5  million.  The
acquisition  was  accounted for using the purchase  method  whereby the purchase
price was allocated to assets  acquired based on their fair values.  The results
of  operations  of the acquired  property  have been  included in the results of
operations since the acquisition date.

Interest costs capitalized  during the three months ended September 30, 2002 and
2001 amounted to $9,000 and $48,000, respectively, and for the nine months ended
September 30, 2002 and 2001 amounted to $168,000 and $471,000, respectively. The
interest capitalized in 2002 relates to the construction of TWMB's Myrtle Beach,
SC center.

4.   Disposition of Rental Properties

On June 27, 2002, we completed the sale of our non-core,  single tenant property
located  in  Ft.   Lauderdale,   Florida.   Net  proceeds  from  the  sale  were
approximately  $16.8  million.  We  recorded  a gain on sale of real  estate  of
approximately $460,000.

On August 14, 2002,  we completed the sale of a previously  leased  outparcel of
land in  Seymour,  Indiana.  Net  proceeds  from  the  sale  were  approximately
$359,000. We recorded a gain on sale of outparcel of approximately $243,000.

In accordance  with SFAS 144  "Accounting for the Impairment or Disposal of Long
Lived  Assets,"  effective  for  financial  statements  issued for fiscal  years
beginning  after  December 15, 2001,  results of operations  and  gain/(loss) on
sales of real estate for  properties  sold  subsequent  to December 31, 2001 are
reflected in the  Statements of Operations as  discontinued  operations  for all
periods  presented.  Below is a summary of the  results of  operations  of these
properties through their respective disposition dates (in thousands):
<TABLE>
<CAPTION>

                                                           Three Months Ended         Nine Months Ended
                                                             September 30,              September 30,
                                                            2002        2001         2002          2001
----------------------------------------------------- ----------- ------------ ------------ -------------
Revenues:
<S>                                                         <C>         <C>          <C>          <C>
   Base rentals                                             $  8        $ 408        $ 806        $1,224
   Expense reimbursements                                    ---          114          244           341
----------------------------------------------------- ----------- ------------ ------------ -------------
     Total revenues                                            8          522        1,050         1,565
 ----------------------------------------------------- ----------- ------------ ------------ -------------
Expenses:
   Property operating                                        ---          114          244           342

   Depreciation and amortization                             ---           90          172           269
----------------------------------------------------- ----------- ------------ ------------ -------------
       Total expenses                                        ---          204          416           611
----------------------------------------------------- ----------- ------------ ------------ -------------
Discontinue operations before gain on sale of
  real estate                                                  8          318          634           954
Gain on sale of outparcels                                   243          ---          243           ---
Gain on sale of real estate                                  ---          ---          460           ---
----------------------------------------------------- ----------- ------------ ------------ -------------
Discontinued operations                                      251          318        1,337           954
----------------------------------------------------- ----------- ------------ ------------ -------------
</TABLE>


                                       7
<PAGE>

5.   Contributions from Company

On  September  4, 2002,  the Company  completed a public  offering of  1,000,000
common shares at a price of $29.25 per share,  and  contributed the net proceeds
of  approximately  $27.96  million to the Operating  Partnership in exchange for
1,000,000 limited  partnership units. The net proceeds were used,  together with
other available funds, to acquire one outlet center located in Howell, Michigan,
reduce the outstanding  balance on our lines of credit and for general corporate
purposes.

6.   Investments in Real Estate Joint Ventures

In 2000, we formed a joint venture with C. Randy Warren Jr.,  former Senior Vice
President of Leasing of the Company. The new entity,  Tanger-Warren Development,
LLC  ("Tanger-Warren"),  was  formed to  identify,  acquire  and  develop  sites
exclusively for us. We agreed to be co-managers of Tanger-Warren,  each with 50%
ownership  interest in the joint venture and any entities formed with respect to
a specific  project.  As of September 30, 2002, our investment in  Tanger-Warren
amounted  to  approximately  $6,500 and the impact of this joint  venture on our
results of operations has been insignificant.

In September  2001,  we  established  the TWMB joint venture with respect to our
Myrtle Beach,  South Carolina project with  Rosen-Warren.  We and  Rosen-Warren,
each as 50% owners,  contributed $4.3 million in cash for a total initial equity
in TWMB of $8.6 million. In September 2001, TWMB began construction on the first
phase of a new 400,000 square foot Tanger Outlet Center in Myrtle Beach, SC. The
first  phase cost  approximately  $31.9  million and  consists of  approximately
260,000  square  feet which  opened on June 28,  2002 with 60 brand name  outlet
tenants. We currently  anticipate  construction of a 140,000 square foot second,
and  final  phase  to cost  approximately  $15.3  million.  Prior  to  beginning
construction on the second phase,  Rosen-Warren  and we each will be required to
contribute an additional  $2.55 million in cash for a total equity  contribution
in phase two of TWMB of $5.1 million.  We receive on-going asset management fees
for our services as property manager of the Myrtle Beach center.

In  conjunction  with  the  construction  of  the  center,   TWMB  closed  on  a
construction  loan in the  amount  of $36.2  million  with Bank of  America,  NA
(Agent) and SouthTrust Bank. As of September 30, 2002, the construction loan had
a $21.6 million balance. In August 2002, TWMB entered into an interest rate swap
agreement with Bank of America, NA effective through August 2004 with a notional
amount of $19 million.  Under this agreement,  TWMB receives a floating interest
rate based on the 30 day LIBOR  index and pays a fixed  interest  rate of 2.49%.
This swap effectively changes the payment of interest on $19 million of variable
rate debt to fixed  rate debt for the  contract  period at a rate of 4.49%.  All
debt  incurred by this  unconsolidated  joint venture is  collateralized  by its
property as well as joint and several  guarantees by Rosen-Warren  and us. We do
not expect  events to occur that would  trigger the  provisions of the guarantee
because our properties have historically  produced  sufficient cash flow to meet
the related debt service requirements.

At September  30,  2002,  our  investment  in  unconsolidated  real estate joint
ventures was $4.2 million.  These investments are recorded initially at cost and
subsequently adjusted for our net equity in the venture's income (loss) and cash
contributions  and  distributions.  Our investment in real estate joint ventures
are included in other  assets and are also reduced by 50% of the profits  earned
for leasing and development services we provided to the joint ventures.



                                       8
<PAGE>

Summary unaudited  financial  information of joint ventures  accounted for using
the equity method is as follows (in thousands):
<TABLE>
<CAPTION>

                                                                      September 30,    December 31,
Balance Sheets:                                                            2002             2001
------------------------------------------------------------------ ---------------- ----------------
Assets:
<S>                                                                        <C>               <C>
    Rental property, net                                                   $31,560           $7,348
    Cash and cash equivalents                                                  510              136
    Deferred charges, net                                                    1,676            1,433
    Other assets                                                             1,503              766
------------------------------------------------------------------ ---------------- ----------------
        Total assets                                                       $35,249           $9,683
================================================================== ================ ================
Liabilities and Owners' Equity
    Mortgage payable                                                       $21,555            $  10
    Construction trade payables                                              4,222              586
    Accounts payable and other liabilities                                     756              444
------------------------------------------------------------------ ---------------- ----------------
        Total liabilities                                                   26,533            1,040
    Owners' equity                                                           8,716            8,643
------------------------------------------------------------------ ---------------- ----------------
        Total liabilities and owners' equity                               $35,249           $9,683
================================================================== ================ ================
</TABLE>
<TABLE>
<CAPTION>


                                                           Three Months Ended       Nine Months Ended
                                                              September 30,           September 30,
Statements of Operations:                                          2002                    2002
----------------------------------------------------- ------------------------- ----------------------

<S>                                                              <C>                   <C>
Revenues                                                         $2,178                $ 2,419
----------------------------------------------------- ------------------------- ----------------------

Expenses:
   Property operating                                               930                  1,315
   Interest                                                         256                    256
   Depreciation and amortization                                    348                    348
----------------------------------------------------- ------------------------- ----------------------
    Total expenses                                                1,534                  1,919
----------------------------------------------------- ------------------------- ----------------------
Net income                                                        $ 644                  $ 500
===================================================== ========================= ======================
</TABLE>



                                       9
<PAGE>

7.   Other Comprehensive Income - Derivative Financial Instruments

Effective  January  1,  2001,  we  adopted  Statement  of  Financial  Accounting
Standards  No.  133,   "Accounting   for  Derivative   Instruments  and  Hedging
Activities",  as amended by FAS 137 and FAS 138  (collectively,  "FAS 133").  In
accordance  with the provisions of FAS 133, our interest rate swap agreement and
TWMB's interest rate swap agreement have been designated as cash flow hedges and
are carried on the  respective  balance  sheets at fair value.  At September 30,
2002,  the fair value of our hedge is recorded as a liability of  $360,000.  Our
portion  of the fair  value  of  TWMB's  hedge is  recorded  as a  reduction  in
investment  in joint  ventures of $94,000.  For the three and nine months  ended
September 30, 2002, the change in the fair value of the  derivative  instruments
are recorded as a $236,000 and $613,000 gain, respectively, to accumulated other
comprehensive income (loss).
<TABLE>
<CAPTION>

                                                              Three Months Ended      Nine Months Ended
                                                                September 30,           September 30,
                                                             2002          2001          2002          2001
----------------------------------------------------- -------------- ------------ ------------ -------------

<S>                                                         <C>           <C>          <C>           <C>
Net income                                                  $ 2,992       $2,277       $7,538        $4,970
----------------------------------------------------- -------------- ------------ ------------ -------------
Other comprehensive income (loss):
     Cumulative effect adjustment of FAS 133
        adoption                                                ---          ---          ---         (300)
     Reclassification to earnings on termination
       of cash flow hedge                                       ---          ---          ---          147
     Change   in   fair   value   of   our   portion of
       TWMB cash flow hedge                                     (94)         ---          (94)         ---
     Change in fair value of cash flow hedge                    236         (442)         613         (891)
----------------------------------------------------- -------------- ------------ ------------ -------------
         Other comprehensive income (loss)                      142         (442)         519       (1,044)
----------------------------------------------------- -------------- ------------ ------------ -------------
Total comprehensive income                                  $ 3,134      $ 1,835       $8,057      $ 3,926
----------------------------------------------------- -------------- ------------ ------------ -------------

</TABLE>



                                       10
<PAGE>

8.   Earnings Per Unit

The  following  table  sets  forth  a  reconciliation   of  the  numerators  and
denominators  in computing  earnings per unit in  accordance  with  Statement of
Financial Accounting Standards No. 128, Earnings Per Share (in thousands, except
per unit amounts):
<TABLE>
<CAPTION>

                                                             Three Months Ended       Nine Months Ended
                                                               September 30,             September 30,
                                                             2002         2001         2002          2001
------------------------------------------------------- ------------ ----------- ------------ -------------
Numerator:
<S>                                                          <C>         <C>          <C>           <C>
   Income from continuing operations                         $2,741      $1,959       $6,201        $4,196
   Less applicable preferred unit distributions                (443)       (443)      (1,329)       (1,328)
------------------------------------------------------- ------------ ----------- ------------ -------------
   Income from continuing operations available to
     common unitholders - basic and diluted                   2,298       1,516        4,872         2,868
   Discontinued operations                                      251         318        1,337           954
   Extraordinary item - early extinguishment of debt            ---         ---          ---          (180)
------------------------------------------------------- ------------ ----------- ------------ -------------
   Net income available to common unitholders -
     basic and diluted                                       $2,549     $ 1,834      $ 6,209        $3,642
------------------------------------------------------- ------------ ----------- ------------ -------------
Denominator:
   Basic weighted average common units                       11,302      10,963       11,112        10,957
   Effect of outstanding unit options                           210          22          168            23
------------------------------------------------------- ------------ ----------- ------------ -------------
   Diluted weighted average common units                     11,512      10,985       11,280        10,980
------------------------------------------------------- ------------ ----------- ------------ -------------

   Basic earnings per common unit:
   Income from continuing operations                          $ .20        $.14         $.44          $.26
   Discontinued operations                                      .02         .03          .12           .09
   Extraordinary item - early extinguishment of debt            ---         ---          ---          (.02)
------------------------------------------------------- ------------ ----------- ------------ -------------
   Net income                                                 $ .22        $.17         $.56          $.33
------------------------------------------------------- ------------ ----------- ------------ -------------

   Diluted earnings per common unit:
   Income from continuing operations                          $ .20        $.14         $.43          $.26
   Discontinued operations                                      .02         .03          .12           .09
   Extraordinary item - early extinguishment of debt            ---         ---          ---          (.02)
------------------------------------------------------- ------------ ----------- ------------ -------------
   Net income                                                 $ .22        $.17         $.55          $.33
------------------------------------------------------- ------------ ----------- ------------ -------------
</TABLE>

The computation of diluted earnings per unit excludes options to purchase common
units when the exercise  price is greater  than the average  market price of the
common units for the period.  The market price of the common units is considered
to be  equivalent  to the market  price of the common  shares of Tanger  Factory
Outlet Centers, Inc., sole owner of the Operating Partnership's general partner.
Options  excluded  totaled  210,000 and  1,190,000  for the three  months  ended
September  30, 2002 and 2001,  respectively,  and 316,000 and  1,192,000 for the
nine  months  ended  September  30,  2002 and 2001,  respectively.  The  assumed
conversion  of  preferred  unit as of the  beginning of the year would have been
anti-dilutive.

At September  30, 2002 and December 31,  2001,  the  ownership  interests of the
Operating Partnership consisted of the following:
<TABLE>
<CAPTION>

                                                         2002           2001
----------------------------------------------- -------------- --------------
<S>                                                    <C>            <C>
Preferred units                                        80,190         80,600
----------------------------------------------- -------------- --------------
Common units:
   General partner                                    150,000        150,000
   Limited partners                                11,913,330     10,813,016
----------------------------------------------- -------------- --------------
     Total                                         12,063,330     10,963,016
----------------------------------------------- -------------- --------------
</TABLE>

                                       11
<PAGE>

9.   Subsequent Event - Bond Repurchase

In October  2002,  we purchased at par $5.5  million of our  outstanding  7.875%
senior, unsecured public notes that mature in October 2004, ("2004 notes"). This
purchase was in addition to $19.4  million which had been  purchased  during the
fourth  quarter  of 2001 and the  first  quarter  of 2002 at or below  par.  The
October purchase brings the total 2004 notes purchased in 2001 and 2002 to $24.9
million.  The  purchases  were funded by amounts  available  under our unsecured
lines of credit.

10.  New Accounting Pronouncements

In 2001, the Financial  Accounting  Standards  Board (FASB) issued  Statement of
Financial  Accounting  Standard  No.  144,  "Accounting  for the  Impairment  or
Disposal  of  Long-Lived  Assets"  ("FAS  144"),  which  replaces  FAS  No.  121
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed  Of" ("FAS  121").  FAS 144 retains the  requirements  of FAS 121 to
recognize an impairment loss only if the carrying  amount of a long-lived  asset
is not recoverable from its undiscounted cash flows and to measure an impairment
loss as the difference  between the carrying amount and fair value of the asset.
The  provisions of FAS 144 are effective  for  financial  statements  issued for
fiscal years beginning after December 15, 2001. We implemented the provisions of
FAS 144 on  January 1,  2002.  FAS 144 did not have an effect on our  results of
operations or our financial position upon adoption on January 1, 2002.

Under both FAS No. 121 and 144, real estate  assets  designated as held for sale
are stated at their fair value less costs to sell.  We  classify  real estate as
held for sale when our Board of Directors approves the sale of the assets and we
have  commenced  an  active  program  to sell  the  assets.  Subsequent  to this
classification, no further depreciation is recorded on the assets. Under FAS No.
121, the  operating  results of real estate assets held for sale are included in
continuing operations. Upon implementation of FAS No. 144 in 2002, the operating
results of newly designated real estate assets held for sale will be included in
discontinued  operations in our results of operations.  We currently do not have
any assets that meet these classification requirements.

In April 2002, the FASB issued FAS No. 145,  "Rescission of FASB  Statements No.
4, 44, and 64,  Amendment of FASB Statement No. 13, and Technical  Corrections".
In rescinding  FAS No. 4,  "Reporting  Gains and Losses from  Extinguishment  of
Debt",  and FAS No. 64,  "Extinguishments  of Debt Made to Satisfy  Sinking-Fund
Requirements", FAS 145 eliminates the requirement that gains and losses from the
extinguishment  of  debt  be  aggregated  and,  if  material,  classified  as an
extraordinary  item, net of the related income tax effect.  FAS 145 is effective
for us for transactions occurring after January 1, 2003. Management is currently
evaluating the effects of this statement.

In June  2002 the FASB  issued  FAS No.  146,  Accounting  for Exit or  Disposal
Activities.  FAS 146 addresses  significant  issues  regarding the  recognition,
measurement,  and reporting of costs that are associated  with exit and disposal
activities,  including restructuring activities that are currently accounted for
pursuant to the  guidance  that the  Emerging  Issues Task Force  (EITF) has set
forth in EITF  Issue  No.  94-3,  Liability  Recognition  for  Certain  Employee
Termination  Benefits  and Other  Costs to Exit an Activity  (including  Certain
Costs  Incurred  in a  Restructuring).  FAS 146  will be  effective  for exit or
disposal  activities that are initiated  after December 31, 2002.  Management is
currently evaluating the effects of this statement.


                                       12
<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations.

The  following  discussion  should  be read in  conjunction  with the  unaudited
Financial Statements appearing elsewhere in this report.  Historical results and
percentage  relationships  set forth in the unaudited  Statements of Operations,
including  trends which might appear,  are not necessarily  indicative of future
operations.

The discussion of our results of operations reported in the unaudited statements
of operations  compares the three and nine months ended  September 30, 2002 with
the three and nine months ended September 30, 2001. Certain  comparisons between
the  periods  are made on a  percentage  basis as well as on a weighted  average
gross  leasable  area  ("GLA")  basis,  a  technique  which  adjusts for certain
increases or decreases  in the number of centers and  corresponding  square feet
related to the  development,  acquisition,  expansion or  disposition  of rental
properties.  The computation of weighted average GLA,  however,  does not adjust
for fluctuations in occupancy which may occur subsequent to the original opening
date.

Cautionary Statements

Certain statements made below are forward-looking  statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. We intend for such  forward-looking
statements  to be  covered by the safe  harbor  provisions  for  forward-looking
statements  contained in the Private  Securities Reform Act of 1995 and included
this  statement  for  purposes of complying  with these safe harbor  provisions.
Forward-looking statements,  which are based on certain assumptions and describe
our future plans, strategies and expectations, are generally identifiable by use
of the words "believe", "expect", "intend", "anticipate", "estimate", "project",
or similar expressions.  You should not rely on forward-looking statements since
they involve known and unknown risks, uncertainties and other factors which are,
in some cases,  beyond our control and which could materially  affect our actual
results, performance or achievements.  Factors which may cause actual results to
differ materially from current expectations include, but are not limited to, the
following:

     -    national and local general economic and market conditions;

     -    demographic  changes;  our ability to sustain,  manage or forecast our
          growth; existing government regulations and changes in, or the failure
          to comply with, government regulations;

     -    adverse publicity; liability and other claims asserted against us;

     -    competition;

     -    the risk that we may not be able to finance  our  planned  development
          activities;

     -    risks related to the retail real estate  industry in which we compete,
          including the  potential  adverse  impact of external  factors such as
          inflation, tenant demand for space, consumer confidence,  unemployment
          rates and consumer tastes and preferences;

     -    risks  associated  with  our  development  activities,   such  as  the
          potential for cost overruns,  delays and lack of  predictability  with
          respect to the financial  returns  associated  with these  development
          activities;

     -    risks  associated  with real estate  ownership,  such as the potential
          adverse  impact  of  changes  in the  local  economic  climate  on the
          revenues and the value of our properties;

     -    risks that a  significant  number of tenants may become unable to meet
          their lease  obligations or that we may be unable to renew or re-lease
          a  significant  amount of available  space on  economically  favorable
          terms;

                                       13
<PAGE>

     -    fluctuations and difficulty in forecasting operating results;  changes
          in business strategy or development plans;

     -    business disruptions;

     -    the ability to attract and retain qualified personnel;

     -    the ability to realized planned costs savings in acquisitions; and

     -    retention of earnings.

General Overview

At  September   30,  2002,  we  have   ownership   interests  in  or  management
responsibilities  for 34 centers in 21 states  totaling 6.19 million square feet
compared  to 32  centers  in 20 states  totaling  5.43  million  square  feet at
September 30, 2001. The increase is due to the following events:

     o    San  Marcos,  Texas 7,000  square feet  (Completion  of  expansion  at
          existing wholly-owned property)
     o    Fort  Lauderdale,   Florida  (165,000)  square  feet  (Disposition  of
          wholly-owned property)
     o    Myrtle Beach,  South Carolina  260,000 square feet (Developed  through
          50% ownership  joint venture)
     o    Howell,  Michigan  325,000 square feet  (Acquisition  of  wholly-owned
          property)
     o    Vero Beach, Florida 329,000 square feet (Managed property)

A summary of the operating results for the three and nine months ended September
30, 2002 and 2001 is  presented  in the  following  table,  expressed in amounts
calculated on a weighted average GLA basis.
<TABLE>
<CAPTION>

                                                                          Three Months Ended         Nine Months Ended
                                                                            September 30,               September 30,
                                                                          2002         2001           2002          2001
---------------------------------------------------------------------- ------------ ------------ ------------ -------------
GLA at end of period (000's):
<S>                                                                          <C>          <C>          <C>           <C>
   Wholly owned                                                              5,493        5,326        5,493         5,326
   Partially owned (1)                                                         260          ---          260           ---
   Managed                                                                     434          105          434           105
---------------------------------------------------------------------- ------------ ------------ ------------ -------------
Total GLA at end of period (000's)                                           6,187        5,431        6,187         5,431
Weighted average GLA (000's) (2)                                             5,245        5,152        5,193         5,124
Occupancy percentage at end of period (1)                                      96%          95%          96%           95%

   Per square foot for wholly owned properties
Revenues
   Base rentals                                                             $ 3.59       $ 3.57      $ 10.70       $ 10.62
   Percentage rentals                                                          .15          .12          .38           .28
   Expense reimbursements                                                     1.41         1.38         4.25          4.33
   Other income                                                                .20          .16          .42           .38
---------------------------------------------------------------------- ------------ ------------ ------------ -------------
     Total revenues                                                           5.35         5.23        15.75         15.61
---------------------------------------------------------------------- ------------ ------------ ------------ -------------
Expenses
   Property operating                                                         1.65         1.62         5.00          5.03
   General and administrative                                                  .50          .39         1.35          1.19
   Interest                                                                   1.37         1.46         4.12          4.46
   Depreciation and amortization                                              1.37         1.38         4.12          4.11
---------------------------------------------------------------------- ------------ ------------ ------------ -------------
     Total expenses                                                           4.89         4.85        14.59         14.79
---------------------------------------------------------------------- ------------ ------------ ------------ -------------
Income before equity in earnings of unconsolidated joint
   ventures, discontinued operations and extraordinary item                 $  .46        $ .38       $ 1.16         $ .82
---------------------------------------------------------------------- ------------ ------------ ------------ -------------

(1)  Includes Myrtle Beach, SC property which we operate through a 50% ownership
     joint venture. Does not include managed properties.
(2)  GLA of 100% owned properties  weighted by months of operations.  GLA is not
     adjusted for  fluctuations  in occupancy  that may occur  subsequent to the
     original  opening date.  Excludes GLA of properties for which their results
     are included in discontinued operations.

</TABLE>

                                       14
<PAGE>

The table set forth below  summarizes  certain  information  with respect to our
existing  centers in which we have an  ownership  interest as of  September  30,
2002.

<TABLE>
<CAPTION>
                                  Mortgage Debt
                                   Outstanding

                                                                  (000's)
                                                                  as of GLA
                                                                  September
                                                                  30, %
Date Opened                              Location                (sq. ft.)              2002       Occupied
----------------------------- ------------------------------- ------------ --- ---------------- --------------
<S>                           <C>                                <C>                  <C>             <C>
Aug.  1994                    Riverhead, NY                       729,238                  ---         99
May   1993                    San Marcos, TX                      441,936              $38,099         98
Feb.  1997 (1)                Sevierville, TN                     353,977                  ---        100
Dec.  1995                    Commerce II, GA                     342,556               29,500         96
Sep.  2002 (1)                Howell, MI                          325,231                  ---        100
Nov.  1994                    Branson, MO                         277,494               24,000        100
May   1991                    Williamsburg, IA                    277,230               19,516         99
Jun.   2002(2)                Myrtle Beach, SC                    260,006                  ---        100
Oct.  1994 (1)                Lancaster, PA                       255,059               14,595         96
Nov.  1994                    Locust Grove, GA                    248,854                  ---        100
Feb.  1993                    Gonzales, LA                        245,199                  ---         98
Jul.  1998 (1)                Fort Meyers, FL                     198,789                  ---         97
Jul.  1989                    Commerce, GA                        185,750                8,401         87
Feb.  1992                    Casa Grande, AZ                     184,768                  ---         90
Aug.  1994                    Terrell, TX                         177,490                  ---        100
Mar.  1998 (1)                Dalton, GA                          173,430               11,183         98
Sep.  1994                    Seymour, IN                         141,051                  ---         80
Dec.  1992                    North Branch, MN                    134,480                  ---        100
Feb.  1991                    West Branch, MI                     112,420                7,099        100
Jan.  1995                    Barstow, CA                         105,950                  ---         57
Sept. 1997 (1)                Blowing Rock, NC                    105,448                9,688        100
Jul.  1988                    Pigeon Forge, TN                     94,558                  ---         94
Sep.  1997 (1)                Nags Head, NC                        82,254                6,574        100
Jul.  1988                    Boaz, AL                             80,775                  ---         91
Jun.  1986                    Kittery I, ME                        59,694                6,363        100
Apr.  1988                    LL Bean, North Conway, NH            50,745                  ---        100
Nov.  1987                    Martinsburg, WV                      49,252                  ---         51
Jun.  1988                    Kittery II, ME                       24,703                  ---         94
Oct.  1989                    Bourne, MA                           23,417                  ---        100
Mar.  1987                    Clover, North Conway, NH             11,000                  ---        100
----------------------------- ------------------------------- ------------ --- ---------------- ----------
   Total                                                        5,752,754             $175,018         96
============================= =============================== ============ === ================ ==========

(1)  Represents date acquired by us.

(2)  Represents  center  operated  by  us  through  a 50%  ownership  joint
     venture.  Mortgage debt  outstanding  as of September 30, 2002 on this
     property is $21.6 million.

</TABLE>
                                       15
<PAGE>

RESULTS OF OPERATIONS

Comparison  of the three  months  ended  September  30, 2002 to the three months
ended September 30, 2001

Base rentals increased $446,000,  or 2%, in the 2002 period when compared to the
same period in 2001.  The increase is primarily  due to the  acquisition  of the
Howell,  Michigan  center during the third quarter of 2002 and the effect of the
completed expansion at our San Marcos, Texas center during the fourth quarter of
2001. Base rent per weighted  average GLA increased by $.02 per square foot from
$3.57 per square  foot in the 2001  period  compared to $3.59 per square foot in
the 2002  period.  The slight  increase is the result of the addition of the San
Marcos  expansion  to the  portfolio  which had a higher  average  base rent per
square  foot  compared to the  portfolio  average.  While the overall  portfolio
occupancy at September  30, 2002  increased 1% from 95% to 96% compared with the
prior year quarter, two centers experienced negative occupancy trends which were
offset by positive occupancy gains in other centers.

Percentage  rentals,  which represent revenues based on a percentage of tenants'
sales volume above predetermined  levels (the "breakpoint"),  increased $180,000
or 30%, and on a weighted  average GLA basis,  increased $.03 per square foot in
2002 compared to 2001. Reported same-space sales per square foot for the rolling
twelve  months  ended  September  30,  2002  were  $297 per  square  foot.  This
represents a 6% increase  compared to the same period in 2001.  Same-space sales
is defined as the weighted  average sales per square foot reported in space open
for the full duration of each comparison  period. The increases are attributable
to our  continued  ability to attract high volume  tenants to our centers  which
improves the average sales per square foot throughout our portfolio.

Expense reimbursements, which represent the contractual recovery from tenants of
certain  common  area  maintenance,   insurance,   property  tax,   promotional,
advertising and management expenses generally  fluctuates  consistently with the
reimbursable   property  operating   expenses  to  which  it  relates.   Expense
reimbursements,  expressed as a percentage of property operating expenses,  were
86% in both the 2002 and 2001 periods.

Other income increased $199,000,  or 24%, in 2002 compared to 2001 primarily due
to increases in vending and other  miscellaneous  income and the  recognition of
management fee revenue from our TWMB joint venture and interest on held funds.

Property operating expenses increased by $320,000,  or 4%, in the 2002 period as
compared to the 2001 period and, on a weighted average GLA basis, increased $.03
per square  foot from $1.62 to $1.65.  The  increase  is the result of  increase
costs in common  area  maintenance  and an  increase  in real  estate  taxes and
property insurance.

General and  administrative  expenses  increased  $611,000,  or 30%, in the 2002
period  as  compared  to the 2001  period.  The  increase  is  primarily  due to
increases  in  performance  based  bonus  accruals,   travel,  legal  and  other
professional  fees.  Also,  as a  percentage  of  total  revenues,  general  and
administrative  expenses  were 9% and 7%,  respectively  in the  2002  and  2001
periods and, on a weighted average GLA basis increased $.11 per square foot from
$.39 per  square  foot in the 2001  period to $.50 per  square  foot in the 2002
period.

                                       16
<PAGE>

Interest  expense  decreased  $375,000  during  2002 as  compared  to  2001  due
primarily to lower average interest rates during 2002 and a decrease in debt due
to the use of a portion  of the  proceeds  received  from the  Company  from its
equity offering during the quarter to reduce outstanding debt.  Beginning in the
fourth  quarter of 2001 and  continuing  through the first  quarter of 2002,  we
purchased at par or below, approximately $19.4 million of our outstanding 7.875%
senior,  unsecured  public notes that mature in October 2004. The purchases were
funded by amounts available under our unsecured lines of credit. The replacement
of the 2004  bonds  with  funding  through  lines of credit  provided  us with a
significant  interest  expense  reduction  as the lines of  credit  have a lower
interest rate.  Depreciation and amortization per weighted average GLA decreased
from $1.38 per square  foot in the 2001  period to $1.37 per square  foot in the
2002 period.

Income from unconsolidated  joint ventures increased $317,000 in the 2002 period
compared to the 2001 period due to the  opening of the Myrtle  Beach,  SC outlet
center by TWMB in June of 2002.

In accordance  with SFAS 144  "Accounting for the Impairment or Disposal of Long
Lived  Assets,"  effective  for  financial  statements  issued for fiscal  years
beginning  after  December 15, 2001,  results of operations  and gain/ (loss) on
sales of real estate for  properties  sold  subsequent  to December 31, 2001 are
reflected in the  Statements of Operations as  discontinued  operations for both
periods  presented.  The decrease in discontinued  operations is due to the 2001
period reflecting the discontinued operations of our Ft. Lauderdale,  FL center,
which was sold in June 2002.  The 2002 period  reflects the income and gain from
the sale of a leased outparcel of land in Seymour, Indiana which was sold in the
third quarter of 2002.

Comparison of the nine months ended  September 30, 2002 to the nine months ended
September 30, 2001

Base rentals increased $1.1 million,  or 2%, in the 2002 period when compared to
the same period in 2001.  The increase is primarily  due to the full nine months
effect of an  expansion at our San Marcos,  TX center which we completed  during
the fourth quarter of 2001 and the  acquisition of our Howell,  MI center.  Base
rent per weighted  average GLA increased by $.08 per square foot from $10.62 per
square  foot in the 2001  period  compared to $10.70 per square foot in the 2002
period.  The increase is the result of the addition of the San Marcos  expansion
to the portfolio  which had a higher  average base rent per square foot compared
to the portfolio average. While the overall portfolio occupancy at September 30,
2002  increased 1% from 95% to 96%  compared  with the prior year  quarter,  two
centers  experienced  negative  occupancy  trends  which were offset by positive
occupancy gains in other centers.

Percentage  rentals,  which represent revenues based on a percentage of tenants'
sales volume above predetermined  levels (the "breakpoint"),  increased $508,000
or 35%, and on a weighted  average GLA basis,  increased $.10 per square foot in
2002 compared to 2001. Reported same-space sales per square foot for the rolling
twelve  months  ended  September  30,  2002  were  $297 per  square  foot.  This
represents a 6% increase  compared to the same period in 2001.  Same-space sales
is defined as the weighted  average sales per square foot reported in space open
for the full  duration of each  comparison  period.  Our ability to attract high
volume  tenants to many of our outlet  centers  continues to improve the average
sales per square foot  throughout our portfolio.  Reported  tenant sales for the
first nine months of 2002 for all Tanger  Outlet  Centers  increased  2% to $985
million compared to $968 million in 2001. Reported same-store sales for the nine
months ended  September  30, 2002,  defined as the  weighted  average  sales per
square foot reported by tenants for stores open since January 1, 2001 were flat.
Sales in the third quarter of 2002 were adversely affected by several hurricanes
and unseasonably warm weather during the important Back to School season.

                                       17
<PAGE>

Expense reimbursements, which represent the contractual recovery from tenants of
certain  common  area  maintenance,   insurance,   property  tax,   promotional,
advertising and management expenses generally  fluctuates  consistently with the
reimbursable   property  operating   expenses  to  which  it  relates.   Expense
reimbursements,  expressed  as a  percentage  of  property  operating  expenses,
decreased  to 85% in 2002 from 86% in 2001  primarily as a result of higher real
estate taxes due to revaluations,  increases in property  insurance premiums and
increases in other non-reimbursable expenses.

Other income increased $270,000,  or 14%, in 2002 compared to 2001 primarily due
to increases in vending and other  miscellaneous  income and the  recognition of
management, leasing and development fee revenue from our TWMB joint venture.

Property operating expenses increased by $227,000,  or 1%, in the 2002 period as
compared to the 2001 period and, on a weighted average GLA basis, decreased $.03
per square foot from $5.03 to $5.00.  The decrease on a per square foot basis is
the result of a company-wide effort to improve operating efficiencies and reduce
costs in common area  maintenance  partially  offset by increases in real estate
taxes, property insurance and other non-reimbursable expenses.

General and  administrative  expenses  increased  $893,000,  or 15%, in the 2002
period  as  compared  to the 2001  period.  The  increase  is  primarily  due to
increases  in  performance  based  bonus  accruals,   travel,  legal  and  other
professional  fees.  Also,  as a  percentage  of  total  revenues,  general  and
administrative  expenses  were 9% and 8%,  respectively  in the  2002  and  2001
periods and, on a weighted average GLA basis increased $.16 per square foot from
$1.19 per square  foot in the 2001  period to $1.35 per square  foot in the 2002
period.

Interest  expense  decreased  $1.4  million  during 2002 as compared to 2001 due
primarily to lower average interest rates during 2002 and a decrease in debt due
to the use of a portion  of the  proceeds  received  from the  Company  from its
equity offering during the quarter to reduce  outstanding debt. Also,  beginning
in the fourth quarter of 2001 and continuing  through the first quarter of 2002,
we purchased at par or below,  approximately  $19.4  million of our  outstanding
7.875% senior, unsecured public notes that mature in October 2004. The purchases
were  funded by amounts  available  under our  unsecured  lines of  credit.  The
replacement of the 2004 bonds with funding  through lines of credit  provided us
with a  significant  interest  expense  reduction  as the lines of credit have a
lower interest rate.  Depreciation  and  amortization  per weighted  average GLA
increased  slightly  from $4.11 per square  foot in the 2001 period to $4.12 per
square foot in the 2002 period.

Income from unconsolidated  joint ventures increased $250,000 in the 2002 period
compared to the 2001 period due to the  opening of the Myrtle  Beach,  SC outlet
center by TWMB in June of 2002.

In accordance  with SFAS 144  "Accounting for the Impairment or Disposal of Long
Lived  Assets,"  effective  for  financial  statements  issued for fiscal  years
beginning  after  December 15, 2001,  results of operations  and gain/ (loss) on
sales of real estate for  properties  sold  subsequent  to December 31, 2001 are
reflected in the  Statements of Operations as  discontinued  operations for both
periods presented.  The increase in discontinued  operations is due to the gains
on sales of our Ft.  Lauderdale,  FL center  and a leased  outparcel  of land in
Seymour, IN, both of which were sold in 2002 period.

The 2001 extraordinary loss relates to debt that was extinguished with a portion
of the February 2001 bond offering proceeds prior to its scheduled maturity.


                                       18
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

Net cash  provided by operating  activities  was $27.6 million and $29.0 million
for the nine  months  ended  September  30,  2002 and  2001,  respectively.  The
decrease in cash provided by operating activities is due primarily to a decrease
in  accounts  payable in 2002 when  compared  to 2001  offset by an  increase in
operating  income.  Net cash used in  investing  activities  was $24.7 and $19.7
million during the first nine months of 2002 and 2001,  respectively.  Cash used
was  higher  in  2002  primarily  due to the  increase  in  cash  paid  for  the
acquisition of the Howell, MI center offset by the increase in cash received for
the sale of the Fort  Lauderdale,  FL center in 2002. Net cash used in financing
activities  was $3.2  million and $9.7  million  during the first nine months of
2002 and 2001, respectively. Cash used was lower in 2002 due to the net proceeds
received  from the  Company's  common share  offering and the  incremental  debt
issued during the 2002 period to fund the property acquisition and other capital
expenditures in 2002.

Acquisitions and Dispositions

On September 10, 2002, we completed the acquisition of Kensington Valley Factory
Shops,  a factory  outlet center in Howell,  Michigan  containing  approximately
325,000  square feet,  for an aggregate  purchase  price of $37.5  million.  The
acquisition  was funded with proceeds of $16.8 million from the sale of our Fort
Lauderdale,  FL property in June 2002 and a portion of the proceeds  contributed
to the  Operating  Partnership  by the Company from its  1,000,000  common share
offering in September 2002.

Joint Ventures

In 2000, we formed a joint venture with C. Randy Warren Jr.,  former Senior Vice
President of Leasing of the Company. The new entity,  Tanger-Warren Development,
LLC  ("Tanger-Warren"),  was  formed to  identify,  acquire  and  develop  sites
exclusively for us. We agreed to be co-managers of Tanger-Warren,  each with 50%
ownership  interest in the joint venture and any entities formed with respect to
a specific  project.  As of September 30, 2002, our investment in  Tanger-Warren
amounted  to  approximately  $6,500 and the impact of this joint  venture on our
results of operations has been insignificant.

In September  2001,  we  established  the TWMB joint venture with respect to our
Myrtle Beach,  South Carolina project with  Rosen-Warren.  We and  Rosen-Warren,
each as 50% owners,  contributed $4.3 million in cash for a total initial equity
in TWMB of $8.6 million. In September 2001, TWMB began construction on the first
phase of a new 400,000 square foot Tanger Outlet Center in Myrtle Beach, SC. The
first  phase cost  approximately  $31.9  million and  consists of  approximately
260,000  square  feet which  opened on June 28,  2002 with 60 brand name  outlet
tenants. We currently  anticipate  construction of a 140,000 square foot second,
and  final  phase  to cost  approximately  $15.3  million.  Prior  to  beginning
construction on the second phase,  Rosen-Warren  and we each will be required to
contribute an additional  $2.55 million in cash for a total equity  contribution
in phase two of TWMB of $5.1 million. Upon the opening of the center, we receive
on-going  asset  management  fees for our  services as  property  manager of the
Myrtle Beach center.

In  conjunction  with  the  construction  of  the  center,   TWMB  closed  on  a
construction  loan in the  amount  of $36.2  million  with Bank of  America,  NA
(Agent) and SouthTrust Bank. As of September 30, 2002, the construction loan had
a $21.6 million balance. In August 2002, TWMB entered into an interest rate swap
agreement with Bank of America, NA effective through August 2004 with a notional
amount of $19 million.  Under this agreement,  TWMB receives a floating interest
rate based on the 30 day LIBOR  index and pays a fixed  interest  rate of 2.49%.
This swap effectively changes the payment of interest on $19 million of variable
rate debt to fixed  rate debt for the  contract  period at a rate of 4.49%.  All
debt  incurred by this  unconsolidated  joint venture is  collateralized  by its
property as well as joint and several  guarantees by Rosen-Warren  and us. We do
not expect  events to occur that would  trigger the  provisions of the guarantee
because our properties have historically  produced  sufficient cash flow to meet
the related debt service requirements.

                                       19
<PAGE>

Either owner in TWMB has the right to initiate the sale or purchase of the other
party's  interest no sooner than October 25, 2002.  If such action is initiated,
one owner would  determine  the fair market  value  purchase  price of the joint
venture and the other would determine whether they would take the role of seller
or purchaser. The owner who is to designate the fair market value purchase price
would be determined by the toss of a coin. If either  Rosen-Warren or we enacted
this provision and depending on our role in the  transaction as either seller or
purchaser,  we  could  potentially  incur a cash  outflow  for the  purchase  of
Rosen-Warren's  interest.  However,  we do not expect this event to occur in the
near future based on the positive  results from and  continued  expectations  of
developing and operating an outlet center in the Myrtle Beach area.

Other Developments

On July 1, 2002,  our  option to  purchase  the retail  portion of a site at the
Bourne  Bridge  Rotary  in Cape Cod,  Massachusetts  was  terminated  due to the
seller's  inability to obtain the proper  approvals for the Bourne  project from
the local  authorities  by such date.  As a result of the  termination,  the net
carrying  amount of assets  remaining on this project  includes a $150,000  note
receivable at 5% annual interest that becomes due from the seller and is payable
with  accrued  interest on July 1, 2003.  At this time we believe that this note
receivable is fully collectable.

Any  developments or expansions that we, or a joint venture that we are involved
in, have planned or anticipated may not be started or completed as scheduled, or
may not result in accretive  funds from  operations.  In addition,  we regularly
evaluate  acquisition or  disposition  proposals and engage from time to time in
negotiations for  acquisitions or dispositions of properties.  We may also enter
into letters of intent for the purchase or sale of properties.  Any  prospective
acquisition  or  disposition  that is being  evaluated  or which is subject to a
letter of intent may not be consummated, or if consummated, may not result in an
increase in net income or funds from operations.

Financing Arrangements

During the first quarter of 2002, we purchased at par or below,  $4.9 million of
our  outstanding  7.875% senior,  unsecured  public notes that mature in October
2004. The purchases were funded by amounts  available  under our unsecured lines
of credit.  These  purchases were in addition to $14.5 million of the notes that
were  purchased in the fourth quarter of 2001 at par.  Additionally,  in October
2002 we  purchased at par an  additional  $5.5 million of the notes to bring the
total of the October 2004 notes purchased in 2001 and 2002 to $24.9 million.

At September  30, 2002,  approximately  50% of our  outstanding  long-term  debt
represented  unsecured  borrowings and approximately 61% of the gross book value
of our real  estate  portfolio  was  unencumbered.  The average  interest  rate,
including  loan cost  amortization,  on average  debt  outstanding  for the nine
months ended September 30, 2002 was 8.10%.

We intend to retain the ability to raise  additional  capital,  including public
debt or equity, to pursue attractive investment opportunities that may arise and
to otherwise  act in a manner that we believe to be in our best interest and our
partners'  interests.  During the second  quarter of 2001,  the  Company  and we
amended  our shelf  registration  for the  ability to issue up to $400  million,
($200 million in debt and $200 million in equity securities).  In July 2002, the
Company  and we again  amended the shelf  registration  to allow us to issue the
$400 million in either all debt or all equity or any  combination  thereof up to
$400 million.  On September 4, 2002, the Company  completed a public offering of
1,000,000  common shares at a price of $29.25 per share, and contributed the net
proceeds  of  approximately  $27.96  million  to the  Operating  Partnership  in
exchange for  1,000,000  limited  partnership  units.  We used the net proceeds,
together  with other  available  funds,  to acquire one outlet center in Howell,
Michigan,  reduce the balance outstanding on our lines of credit and for general
corporate  purposes.  To  generate  capital to  reinvest  into other  attractive
investment  opportunities,  we may  also  consider  the use of  operational  and
developmental  joint ventures,  selling certain  properties that do not meet our
long-term investment criteria as well as outparcels on existing properties.


                                       20
<PAGE>

We maintain  unsecured,  revolving  lines of credit that  provided for unsecured
borrowings up to $75 million at September 30, 2002. During 2002, we extended the
maturity of all three $25  million  lines of credit to June 30,  2004.  Based on
cash provided by operations,  existing credit facilities,  ongoing  negotiations
with  certain  financial  institutions  and our  ability  to sell debt or equity
subject to market  conditions,  we believe that we have access to the  necessary
financing to fund the planned capital expenditures during 2002 and 2003.

We  anticipate  that  adequate  cash will be available to fund our operating and
administrative  expenses,  regular debt service obligations,  and the payment of
distributions  in accordance  with REIT  requirements in both the short and long
term.  Although  we receive  most of our  rental  payments  on a monthly  basis,
distributions  to shareholders  are made quarterly and interest  payments on the
senior,  unsecured notes are made  semi-annually.  Amounts  accumulated for such
payments will be used in the interim to reduce the outstanding  borrowings under
the  existing  lines of credit or invested in  short-term  money market or other
suitable instruments.

On October 10, 2002, our Board of Trustees  declared a $.6125 cash  distribution
per common unit  payable on November  15, 2002 to each  unitholder  of record on
October 31, 2002.  The Board of Trustees  also declared a cash  distribution  of
$.5518 per  preferred  unit payable on November 15, 2002 to each  unitholder  of
record on October 31, 2002.

New Accounting Pronouncements

In 2001, the Financial  Accounting  Standards  Board (FASB) issued  Statement of
Financial  Accounting  Standard  No.  144,  "Accounting  for the  Impairment  or
Disposal  of  Long-Lived  Assets"  ("FAS  144"),  which  replaces  FAS  No.  121
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed  Of" ("FAS  121").  FAS 144 retains the  requirements  of FAS 121 to
recognize an impairment loss only if the carrying  amount of a long-lived  asset
is not recoverable from its undiscounted cash flows and to measure an impairment
loss as the difference  between the carrying amount and fair value of the asset.
The  provisions of FAS 144 are effective  for  financial  statements  issued for
fiscal years beginning after December 15, 2001. We implemented the provisions of
FAS 144 on  January 1,  2002.  FAS 144 did not have an effect on our  results of
operations or our financial position.

Under both FAS No. 121 and 144, real estate  assets  designated as held for sale
are stated at their fair value less costs to sell.  We  classify  real estate as
held for sale when our Board of Directors approves the sale of the assets and we
have  commenced  an  active  program  to sell  the  assets.  Subsequent  to this
classification, no further depreciation is recorded on the assets. Under FAS No.
121, the  operating  results of real estate assets held for sale are included in
continuing operations. Upon implementation of FAS No. 144 in 2002, the operating
results of newly designated real estate assets held for sale will be included in
discontinued  operations in our results of operations.  We currently do not have
any assets that meet these classification requirements.

In April 2002, the FASB issued FAS No. 145,  "Rescission of FASB  Statements No.
4, 44, and 64,  Amendment of FASB Statement No. 13, and Technical  Corrections".
In rescinding  FAS No. 4,  "Reporting  Gains and Losses from  Extinguishment  of
Debt",  and FAS No. 64,  "Extinguishments  of Debt Made to Satisfy  Sinking-Fund
Requirements", FAS 145 eliminates the requirement that gains and losses from the
extinguishment  of  debt  be  aggregated  and,  if  material,  classified  as an
extraordinary  item, net of the related income tax effect.  FAS 145 is effective
for us for transactions occurring after January 1, 2003. Management is currently
evaluating the effects of this statement.

In June  2002 the FASB  issued  FAS No.  146,  Accounting  for Exit or  Disposal
Activities.  FAS 146 addresses  significant  issues  regarding the  recognition,
measurement,  and reporting of costs that are associated  with exit and disposal
activities,  including restructuring activities that are currently accounted for
pursuant to the  guidance  that the  Emerging  Issues Task Force  (EITF) has set
forth in EITF  Issue  No.  94-3,  Liability  Recognition  for  Certain  Employee


                                       21
<PAGE>

Termination  Benefits  and Other  Costs to Exit an Activity  (including  Certain
Costs  Incurred  in a  Restructuring).  FAS 146  will be  effective  for exit or
disposal  activities that are initiated  after December 31, 2002.  Management is
currently evaluating the effects of this statement.

Funds from Operations

We believe that for a clear  understanding of our historical  operating results,
FFO should be  considered  along with net income as presented  in the  unaudited
financial statements included elsewhere in this report. FFO is presented because
it is a widely  accepted  financial  indicator  used by  certain  investors  and
analysts to analyze and compare one equity real estate investment trust ("REIT")
with another on the basis of operating performance.  FFO is generally defined as
net income (loss),  computed in accordance  with generally  accepted  accounting
principles, before extraordinary items and gains (losses) on sale or disposal of
depreciable  operating  properties,  plus depreciation and amortization uniquely
significant to real estate and after adjustments for unconsolidated partnerships
and joint ventures.  We caution that the calculation of FFO may vary from entity
to entity and as such our  presentation  of FFO may not be  comparable  to other
similarly titled measures of other reporting  companies.  FFO does not represent
net  income  or cash flow from  operations  as  defined  by  generally  accepted
accounting  principles and should not be considered an alternative to net income
as an  indication  of  operating  performance  or to cash from  operations  as a
measure of liquidity.  FFO is not necessarily indicative of cash flows available
to fund distributions to unitholders and other cash needs.

Below is a calculation  of funds from  operations  for the three and nine months
ended September 30, 2002 and 2001 as well as actual cash flow and other data for
those respective periods (in thousands):
<TABLE>
<CAPTION>

                                                                                 Three Months Ended        Nine Months Ended
                                                                                   September 30,              September 30,
                                                                                 2002         2001         2002          2001
------------------------------------------------------------------------------ ------------ ------------ ------------ -------------
  Funds from Operations:
<S>                                                                                 <C>          <C>         <C>            <C>
     Net income                                                                     $2,992       $2,277      $ 7,538        $4,970
     Adjusted for:
        Extraordinary item - loss on early extinguishment of debt                      ---          ---          ---           180
        Depreciation and amortization attributable to discontinued
          operations                                                                   ---           90          172           269
        Depreciation and amortization uniquely significant to real estate -
          wholly owned                                                               7,124        7,043       21,176        20,846
        Depreciation and amortization uniquely significant to real estate -
          joint ventures                                                               168          ---          168           ---
        Gain on sale of real estate                                                    ---          ---        (460)           ---
 ----------------------------------------------------------------------------- ------------ ------------ ------------ -------------
           Funds from operations                                                   $10,284       $9,410      $28,594       $26,265
 ----------------------------------------------------------------------------- ------------ ------------ ------------ -------------

  Weighted average units outstanding (1)                                            12,235       11,711       12,003        11,706
 ----------------------------------------------------------------------------- ------------ ------------ ------------ -------------

  Cash flow provided by (used in):
     Operating activities                                                                                   $ 27,603      $ 29,009
     Investing activities                                                                                    (24,694)      (19,726)
     Financing activities                                                                                     (3,212)       (9,715)


(1)  Assumes the  preferred  units and unit options are all  converted to common
     units.
</TABLE>



                                       22
<PAGE>


Economic Conditions and Outlook

The majority of our leases contain provisions designed to mitigate the impact of
inflation.  Such provisions  include clauses for the escalation of base rent and
clauses enabling us to receive  percentage rentals based on tenants' gross sales
(above  predetermined  levels, which we believe often are lower than traditional
retail industry  standards) that generally  increase as prices rise. Most of the
leases  require the tenant to pay their share of  property  operating  expenses,
including common area maintenance,  real estate taxes, insurance and advertising
and  promotion,  thereby  reducing  exposure to increases in costs and operating
expenses resulting from inflation.

While  factory  outlet  stores  continue  to  be a  profitable  and  fundamental
distribution channel for brand name manufacturers,  some retail formats are more
successful than others. As typical in the retail industry,  certain tenants have
closed,  or will close,  certain stores by terminating  their lease prior to its
natural  expiration  or as a result of filing for  protection  under  bankruptcy
laws.

Approximately  33% of our lease portfolio is scheduled to expire during 2002 and
2003. Approximately,  935,000 square feet of space is up for renewal during 2002
and approximately  1,043,000 square feet will come up for renewal in 2003. If we
were unable to successfully  renew or release a significant amount of this space
on favorable  economic  terms,  the loss in rent could have a material,  adverse
effect on our results of operations.

As of September 30, 2002, we have renewed  approximately 744,000 square feet, or
80% of the square feet  scheduled to expire in 2002.  The existing  tenants have
renewed at an average base rental rate approximately 1% higher than the expiring
rate. We also  re-tenanted  191,000 square feet of vacant space during the first
nine months of 2002 at a 3%  increase in the average  base rental rate from that
which was  previously  charged.  Our factory outlet  centers  typically  include
well-known,  national,  brand name  companies.  By  maintaining  a broad base of
creditworthy  tenants  and a  geographically  diverse  portfolio  of  properties
located across the United States,  we reduce our operating and leasing risks. No
one tenant  (including  affiliates)  accounted  for more than 6% of our combined
base and  percentage  rental  revenues for the nine months ended  September  30,
2002.  Accordingly,  we do not expect any material adverse impact on our results
of  operations  and  financial  condition as a result of leases to be renewed or
stores to be released.


Item 3. Quantitative and Qualitative Disclosures about Market Risk

We are exposed to various  market risks,  including  changes in interest  rates.
Market risk is the potential  loss arising from adverse  changes in market rates
and prices,  such as interest rates.  We do not enter into  derivatives or other
financial instruments for trading or speculative purposes.

We negotiate  long-term fixed rate debt instruments and enter into interest rate
swap  agreements  to manage our  exposure to interest  rate  changes.  The swaps
involve the exchange of fixed and variable  interest  rate  payments  based on a
contractual  principal  amount and time  period.  Payments  or  receipts  on the
agreements  are recorded as adjustments  to interest  expense.  At September 30,
2002, we had an interest rate swap agreement effective through January 2003 with
a notional amount of $25 million.  Under this  agreement,  we receive a floating
interest  rate based on the 30 day LIBOR index and pay a fixed  interest rate of
5.97%.  This swap effectively  changes our payment of interest on $25 million of
variable  rate  debt to fixed  rate  debt for the  contract  period at a rate of
7.72%.

The fair value of the interest  rate swap  agreement  represents  the  estimated
receipts or payments that would be made to terminate the agreement. At September
30, 2002, we would have paid approximately  $360,000 to terminate the agreement.
A 1% decrease in the 30 day LIBOR index would  increase the amount paid by us by
$63,000 to  approximately  $423,000.  The fair value is based on dealer  quotes,
considering  current  interest rates and remaining  term to maturity.  We do not
intend to terminate our interest rate swap agreement prior to its maturity.  The
fair value of this  derivative  is  currently  recorded  as a  liability  in our
Balance Sheet; however, if held to maturity,  the value of the swap will be zero
at that time.

                                       23
<PAGE>

The fair market value of long-term fixed interest rate debt is subject to market
risk. Generally, the fair market value of fixed interest rate debt will increase
as interest  rates fall and decrease as interest  rates rise. The estimated fair
value of our total  long-term  debt at September 30, 2002 was $344.0 million and
its recorded value was $346.9 million.  A 1% increase from  prevailing  interest
rates at  September  30, 2002 would  result in a decrease in fair value of total
long-term debt by approximately $10.8 million.  Fair values were determined from
quoted market prices, where available,  using current interest rates considering
credit ratings and the remaining terms to maturity.

Item 4. Controls and Procedures

The  Chief  Executive  Officer,  Stanley  K.  Tanger,  and  Treasurer,  Frank C.
Marchisello,  Jr.,  of  Tanger  GP  Trust,  the  sole  general  partner  of  the
registrant,  evaluated the effectiveness of the registrant's disclosure controls
and procedures on November 14, 2002 (Evaluation Date), and concluded that, as of
the Evaluation  Date, the registrant's  disclosure  controls and procedures were
effective to ensure that  information  the registrant is required to disclose in
its filings with the Securities and Exchange Commission under the Securities and
Exchange Act of 1934 is recorded, processed, summarized and reported, within the
time periods  specified in the Commission's  rules and forms, and to ensure that
information  required to be disclosed by the  registrant  in the reports that it
files under the Exchange Act is accumulated and communicated to the registrant's
management,  including its principal  executive officer and principal  financial
officer, as appropriate to allow timely decisions regarding required disclosure.

There were no significant  changes in the registrant's  internal  controls or in
other factors that could  significantly  affect these controls subsequent to the
Evaluation Date.



                           PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Neither the Operating  Partnership nor its general partner is presently involved
in any material  litigation nor, to their knowledge,  is any material litigation
threatened  against  Operating   Partnership  or  its  general  partner  or  its
properties,  other than routine  litigation  arising in the  ordinary  course of
business and which is expected to be covered by liability insurance.

Item 6. Exhibits and Reports on Form 8-K

(a)  Exhibits -

     99.1 Principal  Executive  Officer  Certification  Pursuant  to  18  U.S.C.
          Section  1350,  as Adopted  Pursuant to Section 906 of the  Sarbanes -
          Oxley Act of 2002.

     99.2 Principal  Financial  Officer  Certification  Pursuant  to  18  U.S.C.
          Section  1350,  as Adopted  Pursuant to Section 906 of the  Sarbanes -
          Oxley Act of 2002.

(b)  Reports on Form 8-K

     We filed the  following  report on Form 8-K during the three  months  ended
     September  30,  2002:  Current  Report on Form 8-K dated August 12, 2002 to
     file the  certifications  as required by 18 U.S.C.  ss. 1350, as created by
     Section 906 of the Sarbanes-Oxley Act of 2002



                                       24
<PAGE>


                                   SIGNATURES


Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
Registrant  has duly  caused  this  Report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                     TANGER PROPERTIES LIMITED PARTNERSHIP

                                     By: Tanger GP Trust, its general partner


                                     By: /s/ Frank C. Marchisello Jr.
                                         ----------------------------
                                         Frank C. Marchisello, Jr.
                                         Treasurer & Assistant Secretary



DATE: November 14, 2002



                                  CERTIFICATION

I, Stanley K. Tanger certify that:

1.   I have  reviewed  this  quarterly  report on Form 10Q of Tanger  Properties
     Limited Partnership;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows  of the  registrant  as of and for,  the  periods  presented  in this
     quarterly report;

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

     a.   designed  such  disclosure  controls  and  procedures  to ensure  that
          material  information  relating  to  the  registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;

     b.   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c.   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

                                       25
<PAGE>

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of the board of directors of Tanger Factory Outlet Centers, Inc.,
     the sole owner of the registrant's  general partner, (or persons performing
     the equivalent functions):

     a.   All  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  registrant's  auditors any material  weaknesses in
          internal controls; and

     b.   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          controls; and

6.   The  registrant's  other  certifying  officer and I have  indicated in this
     quarterly  report  whether  there  were  significant  changes  in  internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



Date:  November 14, 2002         By:  /s/ Stanley K. Tanger
                                      Stanley K. Tanger
                                      Chief Executive Officer of Tanger GP Trust
                                      Sole General Partner of the Registrant


                                  CERTIFICATION


I, Frank C. Marchisello, Jr. certify that:

1.   I have  reviewed  this  quarterly  report on Form 10Q of Tanger  Properties
     Limited Partnership;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows  of the  registrant  as of and for,  the  periods  presented  in this
     quarterly report;

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

     a.   designed  such  disclosure  controls  and  procedures  to ensure  that
          material  information  relating  to  the  registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;

     b.   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c.   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

                                       26
<PAGE>

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of the board of directors of Tanger Factory Outlet Centers, Inc.,
     the sole owner of the registrant's  general partner, (or persons performing
     the equivalent functions):

     a.   All  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  registrant's  auditors any material  weaknesses in
          internal controls; and

     b.   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          controls; and

6.   The  registrant's  other  certifying  officer and I have  indicated in this
     quarterly  report  whether  there  were  significant  changes  in  internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



Date:  November 14, 2002      By:  /s/ Frank C. Marchisello
                              Frank C. Marchisello, Jr.
                              Treasurer & Assistant Secretary of Tanger GP Trust
                              Sole General Partner of the Registrant






                                       27
<PAGE>

                                  Exhibit Index


Exhibit No.                        Description
----------     -----------------------------------------------------------------

99.1           Principal Executive Officer  Certification  Pursuant to 18 U.S.C.
               Section 1350, as Adopted  Pursuant to Section 906 of the Sarbanes
               - Oxley Act of 2002.

99.2           Principal Financial Officer  Certification  Pursuant to 18 U.S.C.
               Section 1350, as Adopted  Pursuant to Section 906 of the Sarbanes
               - Oxley Act of 2002.