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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
 For the fiscal year ended December 31, 2010
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
 For the transition period from  to
 
 Commission file number 001-13499
 
 EQUITY ONE, INC.
  Maryland
    
    52-1794271(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer
identification No.)1600 N.E. Miami Gardens Drive 
North Miami Beach, FL
    
    33179(Address of principal executive offices)
    
    (Zip code)
 (305) 947-1664
 
  Common Stock, $.01 Par Value
    
    New York Stock Exchange(Title of each class)
    
    (Name of exchange on which registered)
  þ o
 o þ
 þ o
 o o
 þ
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ
   DOCUMENTS INCORPORATED BY REFERENCE




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##### 



EQUITY ONE, INC.
 TABLE OF CONTENTS
 PagePart IItem 1. Business
    
    
    1Item 1A. Risk Factors
    
    
    6Item 1B. Unresolved Staff Comments
    
    
    15Item 2. Properties
    
    
    16Item 3. Legal Proceedings
    
    
    26Item 4. Removed and Reserved
    
    
    26Part IIItem 5. Market For Registrants Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities
    
    
    27Item 6. Selected Financial Data
    
    
    29Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    31Item 7A. Quantitative and Qualitative Disclosures about Market Risks
    
    
    53Item 8. Financial Statements and Supplementary Data
    
    
    53Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    53Item 9A. Controls and Procedures
    
    
    54Item 9B. Other information
    
    
    54Part IIIItem 10.
Directors, Executive Officers and Corporate Governance
    
    
    55Item 11. Executive Compensation
    
    
    55Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
    
    
    55Item 13. Certain Relationships and Related Transactions and Director Independence
    
    
    55Item 14. Principal Accounting Fees and Services
    
    
    55Part IVItem 15. Exhibits and Financial Statement Schedules
    
    
    56Signatures
    
    
    61EX-3.1EX-12.1EX-21.1EX-23.1EX-31.1EX-31.2EX-32.1




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PART I
 
 ITEM 1. BUSINESS
 The Company
       Business Objectives and Strategies
  
    
    Operating Strategy: Maximizing the internal growth of revenue from our shopping
centers by leasing and re-leasing those properties to a diverse group of
creditworthy tenants, maintaining our properties to standards that our existing and
prospective tenants find attractive, as well as containing costs through effective
property management;
    
    Investment Strategy: Using capital wisely to renovate or redevelop our
properties and to acquire and develop additional shopping centers where expected,
risk-adjusted returns meet or exceed our standards as well as by investing in
strategic partnerships that minimize operational or other risks; and
    
    Capital Strategy: Financing our capital requirements with internally generated
funds, borrowings under our existing credit facilities, proceeds from selling
properties that do not meet our investment criteria and proceeds from institutional
partners and the debt and equity capital markets.
 Operating Strategy.
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
    
    actively manage and maintain the high standards and physical appearance of our
assets while maintaining competitive tenant occupancy costs;
    
    maintain a diverse tenant base in order to limit exposure to any one tenants
financial condition;
    
    develop strong, mutually beneficial relationships with creditworthy tenants,
particularly our anchor tenants, by consistently meeting or exceeding their
expectations;
    
    maximize rental rates upon the renewal of expiring leases or as we lease space to
new tenants while limiting vacancy and down-time;
    
    evaluate renovation or redevelopment opportunities that will make our properties
more attractive for leasing or re-leasing to tenants;
    
    take advantage of under-utilized land or existing square footage, or re-configure
properties for better uses; and
    
    adopt consistent standards and vendor review procedures.
 Investment Strategy.
 
    
    re-developing, renovating, expanding, reconfiguring and/or re-tenanting our
existing properties;
    
    selectively acquiring shopping centers that will benefit from our active
management and leasing strategies with a focus on supply constrained markets;
    
    selectively acquiring vacant and occupied land for the purpose of developing new
shopping centers to meet the needs of expanding retailers; and
    
    investing in strategic partnerships in real estate related ventures where we act
as a manager and utilize our expertise or benefit from the local expertise of
others.
  
    
    the expected returns in relation to our cost of capital, as well as the
anticipated risks we will face in achieving the expected returns;
    
    the current and projected cash flow of the property and the potential to
increase that cash flow;
    
    the tenant mix at the property, tenant sales performance and the creditworthiness
of those tenants;
    
    economic, demographic, regulatory and zoning conditions in the propertys local
and regional market;
    
    competitive conditions in the vicinity of the property, including competition for
tenants and the potential that others may create competing properties through
redevelopment, new construction or renovation;
    
    the level and success of our existing investments in the relevant market;
    
    the current market value of the land, buildings and other improvements and the
potential for increasing those market values;
    
    the physical configuration of the property, its visibility, ease of entry and
exit, and availability of parking; and
    
    the physical condition of the land, buildings and other improvements, including
the structural and environmental conditions.
 Capital Strategy .
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
    
    maintaining a prudent level of overall leverage and an appropriate pool of
unencumbered properties that is sufficient to support our unsecured borrowings;
    
    managing our exposure to variable-rate debt;
    
    taking advantage of market opportunities to refinance existing debt and manage
our debt maturity schedule;
    
    selling properties that have limited growth potential or are not a strategic fit
within our overall portfolio and redeploying the proceeds elsewhere in our business;
and
    
    using joint venture arrangements to access less expensive capital, mitigate
capital risk, or to benefit from the expertise of local real estate partners.
 Change in Policies
  Tax Status
    Governmental Regulations Affecting Our Properties
  Environmental Regulations.
 Americans with Disabilities Act
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Competition
   Tenants
  Employees
  Available Information
 www.equityone.net
  
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http://www.sec.gov
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ITEM 1A. RISK FACTORS
   The current economic environment may make it difficult to lease vacant space or cause space to be
vacated in the future.
   Shorter term expirations of our shop tenants may lead to increased vacancies and reduced rental
income which would have an adverse effect on our future results of operations.
   We are dependent upon certain key tenants, and decisions made by these tenants or adverse
developments in the business of these tenants could have a negative impact on our financial
condition.
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Declarations of bankruptcy by national or regional tenants may have an adverse effect on our
operations as those tenants may close multiple locations within our portfolio.
  Volatility in the credit markets may affect our ability to obtain or re-finance our indebtedness at
a reasonable cost.
  We have substantial debt obligations which may reduce our operating performance and put us at a
competitive disadvantage.
  
    
    require us to dedicate a substantial portion of our cash flow from operations to
payments on our debt, thereby reducing funds available for operations, property
acquisitions, developments and redevelopments and other appropriate business
opportunities that may arise in the future;
    
    limit our ability to make distributions on our outstanding shares of our common
stock, including the payment of dividends required to maintain our status as a REIT;
    
    make it difficult to satisfy our debt service requirements;
    
    limit our flexibility in planning for, or reacting to, changes in our business
and the factors that affect the profitability of our business, which may place us at
a disadvantage compared to competitors with less debt or debt with less restrictive
terms;
    
    adversely affect financial ratios and debt and operational coverage levels
monitored by rating agencies and adversely affect the ratings assigned to our
unsecured debt;
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
    
    limit our ability to obtain any additional debt or equity financing we may need
in the future for working capital, debt refinancing, capital expenditures,
acquisitions, redevelopment or other general corporate purposes or to obtain such
financing on favorable terms; and
    
    require us to dedicate increased amounts of our cash flow from operations to
payments on our variable rate, unhedged debt if interest rates rise.
  Our financial covenants may restrict our operating or acquisition activities, which may harm our
financial condition and operating results.
  Increases in interest rates cause our borrowing costs to rise and generally adversely affect the
market price of our securities.
   Geographic concentration of our properties makes our business vulnerable to economic downturns in
certain regions or to other events, like hurricanes, that disproportionately affect those areas.
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Our insurance coverage on our properties may be inadequate therefore increasing the risks to our
business.
    We may be unable to sell properties in accordance with our business plan which could reduce our
available capital or commit us to non-core assets over the long-term.
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Our development and redevelopment activities are inherently risky and may not yield anticipated
returns, which would harm our operating results and reduce funds available for distributions to
stockholders.
  
    
    significant time lag between commencement and completion subjects us to greater
risks due to fluctuations in the general economy;
    
    failure or inability to obtain construction or permanent financing on favorable
terms;
    
    expenditure of money and time on projects that may never be completed;
    
    inability to achieve projected rental rates or anticipated pace of lease-up;
    
    higher-than-estimated construction costs, including labor and material costs; and
    
    possible delay in completion of the project because of a number of factors,
including weather, labor disruptions, construction delays or delays in receipt of
zoning or other regulatory approvals, or man-made or natural disasters (such as
fires, hurricanes, earthquakes or floods).
  Future acquisitions may not yield the returns expected, may result in disruptions to our business,
may strain management resources and may result in stockholder dilution.
  
    
    we may not be able to identify suitable properties to acquire or may be unable to
complete the acquisition of the properties we identify;
    
    we may not be able to integrate any acquisitions into our existing operations
successfully;
    
    properties we acquire may fail to achieve the occupancy or rental rates we
project at the time we make the decision to acquire, which may result in the
properties failure to achieve the returns we projected;
    
    our pre-acquisition evaluation of the physical condition of each new investment
may not detect certain defects or identify necessary repairs, which could
significantly increase our total acquisition costs; and
    
    our investigation of a property or building prior to our acquisition, and any
representations we may receive from the seller of such building or property, may
fail to reveal various liabilities, which could reduce the cash flow from the
property or increase our acquisition cost.
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Our ability to grow will be limited if we cannot obtain additional capital.
  Property ownership through joint ventures could limit our control of those investments and reduce
our expected returns.
  Competition for the acquisition of assets and the leasing of properties may adversely impact our
future operating performance, our growth plans, and stockholder returns.
  
    
    reducing properties available for acquisition;
    
    increasing the cost of properties available for acquisition;
    
    reducing the rate of return on these properties;
    
    reducing rents payable to us;
    
    interfering with our ability to attract and retain tenants;
    
    leading to increased vacancy rates at our properties; and
    
    adversely affecting our ability to minimize expenses of operation.
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We may be subjected to liability for environmental contamination which might have a material
adverse impact on our financial condition and results of operations.
  We may experience adverse consequences in the event we fail to qualify as a REIT.
    
    
    we would not be allowed a deduction for distributions to stockholders in
computing taxable income, and therefore our taxable income or alternative minimum
taxable income so computed would be fully subject to the regular federal income tax
or the federal alternative minimum tax;
    
    unless we are entitled to relief under specific statutory provisions, we could
not elect to be taxed as a REIT again for the four taxable years following the year
during which we were disqualified;
    
    we could be required to pay significant income taxes, which would substantially
reduce the funds available for investment or for distribution to our stockholders
for each year in which we failed or were not permitted to qualify; and
    
    the tax laws would no longer require us to pay any distributions to our
stockholders.
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We are subject to other tax liabilities.
  Our Chairman of the Board and his affiliates are beneficial owners of approximately 45.7% of our
common stock and exercise significant control over our company and may delay, defer or prevent us
from taking actions that would be beneficial to our other stockholders.
  To maintain our status as a REIT, we limit the amount of shares any one stockholder can own.
  We cannot assure you we will continue to pay dividends at current rates.
  
    
    our financial condition and results of future operations;
    
    the ability of our tenants to perform in accordance with the lease terms;
    
    the terms of our loan covenants; and
    
    our ability to acquire, finance, develop or redevelop and lease additional
properties at attractive rates.
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Our organizational documents contain provisions which may discourage the takeover of our company,
may make removal of our management more difficult and may depress our stock price.
  
    
    the REIT and foreign ownership limits described above;
    
    the ability to issue preferred stock with the powers, preferences or rights
determined by our board of directors;
    
    special meetings of our stockholders may be called only by the chairman of the
board, the chief executive officer, the president or by the board of directors;
    
    advance notice requirements for stockholder proposals;
    
    the absence of cumulative voting rights; and
    
    provisions relating to the removal of incumbent directors.
  Changes in taxation of corporate dividends may adversely affect the value of our common stock.
  Foreign stockholders may be subject to U.S. federal income tax on gain recognized on a disposition
of our common stock if we do not qualify as a domestically controlled REIT.
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Several of our controlling stockholders have pledged their shares of our stock as collateral under
bank loans, which could result in foreclosure and disposition and could have a negative impact on
our stock price.
   
    
    the stockholders failure to make a payment of principal or interest when due;
    
    a reduction in the dividend we pay on our common stock;
    
    the occurrence of another default that would entitle any of the
stockholders other creditors to accelerate payment of any debts
and obligations owed to them by the stockholder;
    
    if the bank, in its absolute discretion, deems that a change has
occurred in the condition of the stockholder to which the bank has
not given its prior written consent; and
    
    if, in the opinion of the bank, the value of the pledged shares
has been reduced or is likely to be reduced (for example, the
price of our common stock declines).
  
 ITEM 1B. UNRESOLVED STAFF COMMENTS
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ITEM 2. PROPERTIES
   Year
    
    Total
    
    
    
    
    
    
    AverageBuilt /
    
    Sq. Ft.
    
    
    Percent
    
    
    base rentProperty
    
    Renovated
    
    Owned
    
    
    Leased
    
    
    per leased SF
    
    
    Grocer Anchor
    
    Other anchor tenantsALABAMA (3)Madison Centre
    
    1997
    
    
    64,837
    
    
    
    97.5
    %
    
    $
    9.92
    
    
    Publix
    
    Rite AidThe Shops at Lake Tuscaloosa
    
    2003 / 2005
    
    
    70,242
    
    
    
    88.9
    %
    
    $
    12.22
    
    
    PublixWinchester Plaza
    
    2006
    
    
    75,700
    
    
    
    86.9
    %
    
    $
    11.66
    
    
    PublixTOTAL SHOPPING CENTERS ALABAMA (3)
    
    
    
    
    210,779
    
    
    
    90.8
    %
    
    $
    11.27CONNECTICUT (2)Brookside Plaza**
    
    1985 / 2006
    
    
    213,274
    
    
    
    89.7
    %
    
    $
    11.83
    
    
    Wakefern Food
    
    Bed Bath & Beyond / Walgreens / Staples / PetsmartCopps Hill
    
    1979 / 2002
    
    
    184,528
    
    
    
    100.0
    %
    
    $
    13.14
    
    
    Stop & Shop
    
    Kohls / Rite AidTOTAL SHOPPING CENTERS CONNECTICUT (2)
    
    
    
    
    397,802
    
    
    
    94.5
    %
    
    $
    12.47FLORIDA (90)Orlando / Central Florida (11)Alafaya Commons
    
    1987
    
    
    126,333
    
    
    
    92.2
    %
    
    $
    14.65
    
    
    PublixAlafaya Village
    
    1986
    
    
    38,118
    
    
    
    96.3
    %
    
    $
    20.82Conway Crossing
    
    2002
    
    
    76,321
    
    
    
    85.5
    %
    
    $
    11.57
    
    
    PublixShoppes of Eastwood
    
    1997
    
    
    69,037
    
    
    
    100.0
    %
    
    $
    12.71
    
    
    PublixEustis Village
    
    2002
    
    
    156,927
    
    
    
    95.1
    %
    
    $
    11.25
    
    
    Publix
    
    Bealls Department StoreHunters Creek
    
    1998
    
    
    73,204
    
    
    
    98.2
    %
    
    $
    13.65
    
    
    
    
    Office Depot / Lifestyle Family FitnessKirkman Shoppes
    
    1973
    
    
    88,820
    
    
    
    90.8
    %
    
    $
    18.99
    
    
    
    
    Party AmericaLake Mary Centre
    
    1988 / 2001
    
    
    340,434
    
    
    
    97.1
    %
    
    $
    13.29
    
    
    Albertsons
    
    Kmart / Lifestyle Fitness Center / Office DepotPark Promenade
    
    1987 / 2000
    
    
    128,848
    
    
    
    70.0
    %
    
    $
    7.04
    
    
    
    
    Beauty Depot / Dollar GeneralTown & Country
    
    1993
    
    
    72,043
    
    
    
    95.6
    %
    
    $
    8.59
    
    
    Albertsons* (Ross Dress For Less)Unigold Shopping Center
    
    1987
    
    
    117,527
    
    
    
    82.9
    %
    
    $
    11.93
    
    
    Winn-DixieJacksonville / North Florida (10)Atlantic Village
    
    1984
    
    
    100,559
    
    
    
    87.5
    %
    
    $
    10.59
    
    
    Publix
    
    Jo-Ann Fabric & CraftsBeauclerc Village
    
    1962 / 1988
    
    
    68,846
    
    
    
    89.0
    %
    
    $
    8.46
    
    
    
    
    Big Lots / Goodwill / Bealls OutletForest Village
    
    2000
    
    
    71,526
    
    
    
    85.0
    %
    
    $
    10.92
    
    
    PublixFt. Caroline
    
    1985 / 1995
    
    
    71,816
    
    
    
    86.8
    %
    
    $
    6.93
    
    
    Winn-Dixie
    
    Citi TrendsMandarin Landing
    
    1976
    
    
    139,580
    
    
    
    75.7
    %
    
    $
    17.22
    
    
    Whole Foods
    
    Office Depot / Aveda InstituteMedical & Merchants
    
    1993
    
    
    156,153
    
    
    
    98.9
    %
    
    $
    11.46
    
    
    Publix
    
    Memorial Hospital / Planet FitnessMiddle Beach Shopping Center
    
    1994
    
    
    69,277
    
    
    
    83.5
    %
    
    $
    8.68
    
    
    Publix*
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Year
    
    Total
    
    
    
    
    
    
    AverageBuilt /
    
    Sq. Ft.
    
    
    Percent
    
    
    base rentProperty
    
    Renovated
    
    Owned
    
    
    Leased
    
    
    per leased SF
    
    
    Grocer Anchor
    
    Other anchor tenantsPablo Plaza
    
    1974 / 1998 / 2001 / 2008
    
    
    151,238
    
    
    
    87.9
    %
    
    $
    11.68
    
    
    Publix
    
    Marshalls / HomeGoodsOak Hill
    
    1985 / 1997
    
    
    78,492
    
    
    
    77.6
    %
    
    $
    7.95
    
    
    PublixSouth Beach**
    
    1990 / 1991
    
    
    303,219
    
    
    
    87.2
    %
    
    $
    12.42
    
    
    
    
    Ross / Bed Bath & Beyond / Home Depot / Stein Mart / StaplesMiami-Dade / Broward / Palm Beach (39)Bird Ludlum
    
    1988 / 1998
    
    
    192,274
    
    
    
    98.8
    %
    
    $
    17.66
    
    
    Winn-Dixie
    
    CVS Pharmacy / Bird Executive / GoodwillBoynton Plaza
    
    1978 / 1999
    
    
    99,324
    
    
    
    91.1
    %
    
    $
    13.25
    
    
    Publix
    
    CVS PharmacyBluffs Square
    
    1986
    
    
    123,917
    
    
    
    77.2
    %
    
    $
    13.45
    
    
    Publix
    
    WalgreensChapel Trail
    
    2007
    
    
    56,378
    
    
    
    100.0
    %
    
    $
    21.50
    
    
    
    
    LA FitnessCoral Reef Shopping Center
    
    1968 / 1990
    
    
    76,632
    
    
    
    96.2
    %
    
    $
    25.29
    
    
    
    
    Office Depot / WalgreensCountryside Shops
    
    1986 / 1988 / 1991
    
    
    179,561
    
    
    
    91.8
    %
    
    $
    13.42
    
    
    Publix
    
    CVS Pharmacy / Stein MartCountry Walk
    
    1985 / 2006 / 2008
    
    
    100,686
    
    
    
    96.5
    %
    
    $
    18.86
    
    
    Publix
    
    CVS PharmacyCrossroads Square
    
    1973
    
    
    81,587
    
    
    
    79.9
    %
    
    $
    17.02
    
    
    
    
    CVS Pharmacy / GoodwillCVS Plaza
    
    2004
    
    
    18,214
    
    
    
    71.5
    %
    
    $
    23.91El Novillo
    
    1970 / 2000
    
    
    10,000
    
    
    
    100.0
    %
    
    $
    24.31
    
    
    
    
    Jumbo BuffetGateway Plaza
    
    1991
    
    
    29,800
    
    
    
    100.0
    %
    
    $
    14.31
    
    
    
    
    Babies R UsGreenwood
    
    1982 / 1994
    
    
    132,325
    
    
    
    88.4
    %
    
    $
    12.93
    
    
    Publix
    
    Bealls OutletHammocks Town Center
    
    1987 / 1993
    
    
    172,806
    
    
    
    89.0
    %
    
    $
    12.81
    
    
    Publix
    
    Metro Dade Library / CVS Pharmacy / Porkys GymJonathans Landing
    
    1997
    
    
    26,820
    
    
    
    41.2
    %
    
    $
    23.56Lago Mar
    
    1995
    
    
    82,613
    
    
    
    84.6
    %
    
    $
    14.34
    
    
    PublixLantana Village
    
    1976 / 1999
    
    
    181,780
    
    
    
    96.6
    %
    
    $
    7.63
    
    
    Winn-Dixie
    
    Kmart / Rite Aid* (Family Dollar)Magnolia Shoppes
    
    1998
    
    
    114,118
    
    
    
    89.5
    %
    
    $
    11.01
    
    
    
    
    Regal Cinemas / Deal$Meadows
    
    1997
    
    
    75,524
    
    
    
    95.8
    %
    
    $
    14.03
    
    
    PublixOakbrook Square
    
    1974 / 2000 / 2003
    
    
    199,633
    
    
    
    97.1
    %
    
    $
    14.20
    
    
    Publix
    
    Stein Mart / HomeGoods* / CVS / Basset Furniture / DuffysOaktree Plaza
    
    1985
    
    
    23,745
    
    
    
    72.9
    %
    
    $
    16.60Pine Island
    
    1983 / 1999
    
    
    254,907
    
    
    
    89.0
    %
    
    $
    12.01
    
    
    Publix
    
    Home Depot Expo* / StaplesPlaza Alegre
    
    2003
    
    
    88,411
    
    
    
    92.4
    %
    
    $
    15.58
    
    
    Publix
    
    GoodwillPoint Royale
    
    1970 / 2000
    
    
    216,760
    
    
    
    98.2
    %
    
    $
    8.22
    
    
    Winn-Dixie
    
    Best Buy / Pasteur MedicalProsperity Centre
    
    1993
    
    
    122,014
    
    
    
    88.7
    %
    
    $
    16.47
    
    
    
    
    Office Depot / CVS / Bed Bath & Beyond /  TJ MaxxRidge Plaza
    
    1984 / 1999
    
    
    155,204
    
    
    
    94.6
    %
    
    $
    10.94
    
    
    
    
    Ridge Theater / Kabooms / Wachovia* (United Collection) / Round Up / GoodwillRiverside Square
    
    1987
    
    
    104,241
    
    
    
    81.8
    %
    
    $
    13.34
    
    
    PublixSawgrass Promenade
    
    1982 / 1998
    
    
    107,092
    
    
    
    91.6
    %
    
    $
    11.40
    
    
    Publix
    
    Walgreens / Dollar TreeSheridan Plaza
    
    1973 / 1991
    
    
    508,455
    
    
    
    98.6
    %
    
    $
    14.99
    
    
    Publix
    
    Kohls / Ross / Bed Bath & Beyond / Office Depot / LA Fitness / USA Baby & Child Space / Assoc. in Neurology
 - 17 -




---



##### Table of Contents



Year
    
    Total
    
    
    
    
    
    
    AverageBuilt /
    
    Sq. Ft.
    
    
    Percent
    
    
    base rentProperty
    
    Renovated
    
    Owned
    
    
    Leased
    
    
    per leased SF
    
    
    Grocer Anchor
    
    Other anchor tenantsShoppes of Andros Isles
    
    2000
    
    
    79,420
    
    
    
    82.4
    %
    
    $
    12.21
    
    
    PublixShoppes of Silverlakes
    
    1995 / 1997
    
    
    126,789
    
    
    
    84.8
    %
    
    $
    16.71
    
    
    PublixShops at Skylake
    
    1999 / 2005 / 2006
    
    
    281,943
    
    
    
    96.1
    %
    
    $
    17.23
    
    
    Publix
    
    TJMaxx / LA Fitness / GoodwillSunrise Town Center
    
    1989
    
    
    128,124
    
    
    
    82.3
    %
    
    $
    11.12
    
    
    
    
    L.A. Fitness / Office DepotTamarac Town Square
    
    1987
    
    
    124,585
    
    
    
    76.9
    %
    
    $
    11.01
    
    
    Publix
    
    Dollar TreeVeranda Shoppes
    
    2007
    
    
    44,888
    
    
    
    100.0
    %
    
    $
    24.99
    
    
    PublixWaterstone
    
    2005
    
    
    61,000
    
    
    
    100.0
    %
    
    $
    14.63
    
    
    PublixWest Bird
    
    1977 / 2000
    
    
    99,864
    
    
    
    91.2
    %
    
    $
    13.03
    
    
    Publix
    
    CVS PharmacyWest Lakes Plaza
    
    1984 / 2000
    
    
    100,747
    
    
    
    100.0
    %
    
    $
    13.38
    
    
    Winn-Dixie
    
    Navarro PharmacyWestport Plaza
    
    2002
    
    
    49,533
    
    
    
    100.0
    %
    
    $
    17.41
    
    
    PublixYoung Circle
    
    1962 / 1997
    
    
    65,834
    
    
    
    98.1
    %
    
    $
    15.59
    
    
    Publix
    
    WalgreensFlorida Treasure / Northeast Coast (8)Cashmere Corners
    
    2001
    
    
    89,234
    
    
    
    91.2
    %
    
    $
    8.67
    
    
    AlbertsonsNew Smyrna Beach
    
    1987
    
    
    118,451
    
    
    
    100.0
    %
    
    $
    12.08
    
    
    Publix
    
    Bealls OutletOld King Commons
    
    1988
    
    
    84,759
    
    
    
    92.6
    %
    
    $
    8.37
    
    
    
    
    Wal-MartRyanwood
    
    1987
    
    
    114,925
    
    
    
    90.9
    %
    
    $
    11.32
    
    
    Publix
    
    Bealls Outlet / Books-A-MillionSalerno Village
    
    1987
    
    
    82,477
    
    
    
    88.6
    %
    
    $
    10.60
    
    
    Winn-Dixie
    
    CVS PharmacyShops at St. Lucie
    
    2006
    
    
    19,361
    
    
    
    91.0
    %
    
    $
    22.03South Point Center
    
    2003
    
    
    64,790
    
    
    
    88.1
    %
    
    $
    15.53
    
    
    PublixTreasure Coast
    
    1983
    
    
    133,781
    
    
    
    98.5
    %
    
    $
    11.80
    
    
    Publix
    
    TJ MaxxTampa / St. Petersburg / Venice / Cape Coral / Naples (22)Bay Pointe Plaza
    
    1984 / 2002
    
    
    103,986
    
    
    
    94.3
    %
    
    $
    10.40
    
    
    Publix
    
    Bealls OutletCarrollwood
    
    1970 / 2002
    
    
    94,203
    
    
    
    89.4
    %
    
    $
    13.58
    
    
    Publix
    
    Golf LockerCharlotte Square
    
    1980
    
    
    96,188
    
    
    
    67.3
    %
    
    $
    6.92
    
    
    Publix* (American Signature Furniture)
    
    Seafood BuffetChelsea Place
    
    1992
    
    
    81,144
    
    
    
    96.5
    %
    
    $
    11.78
    
    
    PublixDolphin Village
    
    1967/1990
    
    
    136,224
    
    
    
    79.7
    %
    
    $
    13.22
    
    
    Publix
    
    Dollar Tree, CVSGlengary Shoppes
    
    1995
    
    
    99,182
    
    
    
    100.0
    %
    
    $
    18.04
    
    
    
    
    Best Buy / Barnes & NobleLake St. Charles
    
    1999
    
    
    57,015
    
    
    
    100.0
    %
    
    $
    10.43
    
    
    Sweet BayLutz Lake
    
    2002
    
    
    64,985
    
    
    
    86.1
    %
    
    $
    12.82
    
    
    PublixMarco Town Center
    
    2001
    
    
    109,830
    
    
    
    91.0
    %
    
    $
    17.92
    
    
    PublixMariners Crossing
    
    1989 / 1999
    
    
    97,812
    
    
    
    95.8
    %
    
    $
    10.15
    
    
    Sweet BayMidpoint Center
    
    2002
    
    
    75,386
    
    
    
    100.0
    %
    
    $
    12.36
    
    
    PublixPavilion
    
    1982
    
    
    167,745
    
    
    
    84.2
    %
    
    $
    11.62
    
    
    Publix
    
    Pavilion 6 Theatre / AnthonysRegency Crossing
    
    1986 / 2001
    
    
    85,864
    
    
    
    81.6
    %
    
    $
    10.27
    
    
    Publix
 - 18 -




---



##### Table of Contents



Year
    
    Total
    
    
    
    
    
    
    AverageBuilt /
    
    Sq. Ft.
    
    
    Percent
    
    
    base rentProperty
    
    Renovated
    
    Owned
    
    
    Leased
    
    
    per leased SF
    
    
    Grocer Anchor
    
    Other anchor tenantsRoss Plaza
    
    1984 / 1996
    
    
    90,826
    
    
    
    94.5
    %
    
    $
    12.47
    
    
    
    
    Ross Dress for Less / Deal$Seven Hills
    
    1991
    
    
    72,590
    
    
    
    87.8
    %
    
    $
    10.45
    
    
    PublixShoppes of North Port
    
    1991
    
    
    84,705
    
    
    
    92.2
    %
    
    $
    10.26
    
    
    Publix
    
    Bealls OutletSummerlin Square
    
    1986 / 1998
    
    
    109,156
    
    
    
    49.1
    %
    
    $
    7.99
    
    
    Winn-DixieSunlake
    
    2008
    
    
    89,516
    
    
    
    85.6
    %
    
    $
    16.97
    
    
    PublixSunpoint Shopping Center
    
    1984
    
    
    132,374
    
    
    
    65.5
    %
    
    $
    8.61
    
    
    
    
    Goodwill / Ozzies Buffet / Big Lots / Chapter 13 TrusteeVenice Plaza
    
    1971 / 1979 / 1999
    
    
    132,345
    
    
    
    98.8
    %
    
    $
    6.38
    
    
    Sweet Bay
    
    TJ MaxxVenice Shopping Center
    
    1968 / 2000
    
    
    109,801
    
    
    
    85.9
    %
    
    $
    5.66
    
    
    Publix
    
    Bealls OutletWalden Woods
    
    1985 / 1998 / 2003
    
    
    75,874
    
    
    
    94.4
    %
    
    $
    8.40
    
    
    
    
    Dollar Tree / Aaron Rents / Dollar GeneralTOTAL SHOPPING CENTERS FLORIDA (90)
    
    
    
    
    10,070,395
    
    
    
    90.1
    %
    
    $
    12.88GEORGIA (34)Atlanta (25)BridgeMill
    
    2000
    
    
    89,102
    
    
    
    86.4
    %
    
    $
    15.78
    
    
    PublixBuckhead Station
    
    1996
    
    
    233,739
    
    
    
    100.0
    %
    
    $
    20.44
    
    
    
    
    Bed Bath & Beyond / TJ Maxx / Old Navy / Toys R Us / DSW / Ulta 3 / Nordstrom RackButler Creek
    
    1990
    
    
    95,597
    
    
    
    87.4
    %
    
    $
    10.82
    
    
    KrogerChastain Square
    
    1981 / 2001
    
    
    91,637
    
    
    
    98.1
    %
    
    $
    17.94
    
    
    PublixCommerce Crossing
    
    1988
    
    
    100,668
    
    
    
    26.5
    %
    
    $
    5.52
    
    
    
    
    Freds StoreDouglas Commons
    
    1988
    
    
    97,027
    
    
    
    98.9
    %
    
    $
    10.86
    
    
    KrogerFairview Oaks
    
    1997
    
    
    77,052
    
    
    
    89.4
    %
    
    $
    10.47
    
    
    KrogerFreehome Village
    
    2003
    
    
    74,340
    
    
    
    72.2
    %
    
    $
    12.31
    
    
    PublixGolden Park Village
    
    2000
    
    
    68,738
    
    
    
    78.7
    %
    
    $
    10.83
    
    
    PublixGovernors Town Square
    
    2005
    
    
    68,658
    
    
    
    100.0
    %
    
    $
    16.19
    
    
    PublixGrassland Crossing
    
    1996
    
    
    90,906
    
    
    
    93.2
    %
    
    $
    11.46
    
    
    KrogerHairston Center
    
    2000
    
    
    13,000
    
    
    
    38.5
    %
    
    $
    11.28Hamilton Ridge
    
    2002
    
    
    90,996
    
    
    
    85.1
    %
    
    $
    11.75
    
    
    KrogerKeith Bridge Commons
    
    2002
    
    
    94,886
    
    
    
    87.0
    %
    
    $
    12.34
    
    
    KrogerMableton Crossing
    
    1997
    
    
    86,819
    
    
    
    96.4
    %
    
    $
    10.56
    
    
    KrogerMacland Pointe
    
    1992-93
    
    
    79,699
    
    
    
    100.0
    %
    
    $
    10.43
    
    
    PublixMarket Place
    
    1976
    
    
    77,706
    
    
    
    94.4
    %
    
    $
    12.28
    
    
    
    
    Galaxy CinemaPaulding Commons
    
    1991
    
    
    192,391
    
    
    
    96.3
    %
    
    $
    8.07
    
    
    Kroger
    
    KmartPiedmont Peachtree Crossing
    
    1978 / 1998
    
    
    152,239
    
    
    
    97.7
    %
    
    $
    17.76
    
    
    Kroger
    
    Cost Plus Store / Binders Art SuppliesPowers Ferry Plaza
    
    1979 / 1987 / 1998
    
    
    86,473
    
    
    
    86.5
    %
    
    $
    9.89
    
    
    
    
    Micro CenterSalem Road Station
    
    2000
    
    
    67,270
    
    
    
    90.3
    %
    
    $
    11.16
    
    
    PublixShops of Huntcrest
    
    2003
    
    
    97,040
    
    
    
    86.2
    %
    
    $
    13.57
    
    
    PublixShops of Westridge
    
    2006
    
    
    66,297
    
    
    
    74.7
    %
    
    $
    13.53
    
    
    Publix
 - 19 -




---



##### Table of Contents



Year
    
    Total
    
    
    
    
    
    
    AverageBuilt /
    
    Sq. Ft.
    
    
    Percent
    
    
    base rentProperty
    
    Renovated
    
    Owned
    
    
    Leased
    
    
    per leased SF
    
    
    Grocer Anchor
    
    Other anchor tenantsWesley Chapel
    
    1989
    
    
    164,153
    
    
    
    86.8
    %
    
    $
    6.87
    
    
    
    
    Corinthian College / Little Giant/ Deal$ / Planet FitnessWilliamsburg @ Dunwoody
    
    1983
    
    
    44,928
    
    
    
    68.7
    %
    
    $
    21.70Central / South Georgia (9)Daniel Village
    
    1956 / 1997
    
    
    171,932
    
    
    
    85.0
    %
    
    $
    8.84
    
    
    Bi-Lo
    
    St. Joseph Home Health CareDublin Village
    
    2005
    
    
    98,540
    
    
    
    92.5
    %
    
    $
    6.73
    
    
    KrogerGrayson Village
    
    2002
    
    
    83,155
    
    
    
    77.1
    %
    
    $
    11.51
    
    
    PublixLoganville Town Center
    
    1997
    
    
    77,661
    
    
    
    88.9
    %
    
    $
    11.96
    
    
    PublixMcAlpin Square
    
    1979
    
    
    173,952
    
    
    
    98.6
    %
    
    $
    7.32
    
    
    Kroger
    
    Big Lots / Post Office / Habitat for HumanitySpalding Village
    
    1989
    
    
    235,318
    
    
    
    63.5
    %
    
    $
    7.65
    
    
    Kroger
    
    Freds Store / GoodwillThe Vineyards at Chateau Elan
    
    2002
    
    
    79,047
    
    
    
    97.4
    %
    
    $
    14.42
    
    
    PublixWalton Plaza
    
    1990
    
    
    43,460
    
    
    
    91.7
    %
    
    $
    10.44
    
    
    Harris Teeter* (Omni Fitness)Wilmington Island Shopping Center
    
    1985 / 1998 / 2003
    
    
    87,818
    
    
    
    69.6
    %
    
    $
    12.68
    
    
    KrogerTOTAL SHOPPING CENTERS GEORGIA (34)
    
    
    
    
    3,452,244
    
    
    
    86.4
    %
    
    $
    11.91LOUISIANA (13)Ambassador Row
    
    1980 / 1991
    
    
    187,678
    
    
    
    97.4
    %
    
    $
    9.87
    
    
    
    
    Conns Appliances / Big Lots / Chuck E Cheese / Planet Fitness / JoAnn FabricsAmbassador Row Courtyard
    
    1986 / 1991 / 2005
    
    
    146,697
    
    
    
    99.0
    %
    
    $
    10.44
    
    
    
    
    Bed Bath & Beyond / Marshalls / Hancock Fabrics / Unitech Training Academy / Tuesday MorningBluebonnet Village
    
    1983
    
    
    101,623
    
    
    
    91.3
    %
    
    $
    11.35
    
    
    Mathernes
    
    Office DepotBoulevard
    
    1976 / 1994
    
    
    68,012
    
    
    
    89.8
    %
    
    $
    8.83
    
    
    
    
    Piccadilly / Harbor Freight Tools / Golfballs.comCountry Club Plaza
    
    1982 / 1994
    
    
    64,686
    
    
    
    92.1
    %
    
    $
    6.50
    
    
    Winn-DixieCrossing
    
    1988 / 1993
    
    
    114,806
    
    
    
    97.4
    %
    
    $
    5.83
    
    
    Save A Center
    
    A-1 Home Appliance / PiccadillyElmwood Oaks
    
    1989
    
    
    130,284
    
    
    
    100.0
    %
    
    $
    9.94
    
    
    
    
    Academy Sports / Dollar Tree / Home DécorGrand Marche (ground lease)
    
    1969
    
    
    200,585
    
    
    
    100.0
    %
    
    NAPlaza Acadienne
    
    1980
    
    
    105,419
    
    
    
    56.4
    %
    
    $
    4.42
    
    
    Super 1 Store
    
    Freds StoreSherwood South
    
    1972 / 1988 / 1992
    
    
    77,107
    
    
    
    86.0
    %
    
    $
    6.35
    
    
    
    
    Burkes Outlet / Harbor Freight Tools / Freds StoreSiegen Village
    
    1988
    
    
    170,416
    
    
    
    99.2
    %
    
    $
    9.32
    
    
    
    
    Office Depot / Big Lots / Dollar Tree / Stage / Party CityTarpon Heights
    
    1982
    
    
    56,605
    
    
    
    84.3
    %
    
    $
    5.31
    
    
    
    
    Stage / Dollar GeneralVillage at Northshore
    
    1988
    
    
    144,638
    
    
    
    96.7
    %
    
    $
    8.54
    
    
    
    
    Marshalls / Dollar Tree / Kirschmans* / Bed Bath & Beyond / Office DepotTOTAL SHOPPING CENTERS LOUISIANA (13)
    
    
    
    
    1,568,556
    
    
    
    93.5
    %
    
    $
    8.65MARYLAND (1)South Plaza Shopping Center
    
    2005
    
    
    92,335
    
    
    
    100.0
    %
    
    $
    16.95
    
    
    
    
    Ross Dress For Less / Best Buy / Old Navy / PetcoTOTAL SHOPPING CENTERS MARYLAND (1)
    
    
    
    
    92,335
    
    
    
    100.0
    %
    
    $
    16.95
 - 20 -




---



##### Table of Contents



Year
    
    Total
    
    
    
    
    
    
    AverageBuilt /
    
    Sq. Ft.
    
    
    Percent
    
    
    base rentProperty
    
    Renovated
    
    Owned
    
    
    Leased
    
    
    per leased SF
    
    
    Grocer Anchor
    
    Other anchor tenantsMASSACHUSETTS (7)Cambridge Star Market
    
    1953 / 1997
    
    
    66,108
    
    
    
    100.0
    %
    
    $
    30.25
    
    
    Star MarketMedford Shaws Supermarket
    
    1995
    
    
    62,656
    
    
    
    100.0
    %
    
    $
    23.94
    
    
    ShawsPlymouth Shaws Supermarket
    
    1993
    
    
    59,726
    
    
    
    100.0
    %
    
    $
    17.77
    
    
    ShawsQuincy Star Market
    
    1965 / 1995
    
    
    100,741
    
    
    
    100.0
    %
    
    $
    19.53
    
    
    Star MarketSwampscott Whole Foods
    
    1967 / 2005
    
    
    35,907
    
    
    
    100.0
    %
    
    $
    22.89
    
    
    Whole FoodsWebster Plaza
    
    1963 / 1998
    
    
    199,425
    
    
    
    100.0
    %
    
    $
    8.18
    
    
    Shaws
    
    K MartWest Roxbury Shaws Plaza
    
    1973 / 1995 / 2006
    
    
    76,316
    
    
    
    92.9
    %
    
    $
    25.25
    
    
    ShawsTOTAL SHOPPING CENTERS MASSACHUSETTS (7)
    
    
    
    
    600,879
    
    
    
    99.1
    %
    
    $
    18.09MISSISSIPPI (1)Shipyard Plaza
    
    1987
    
    
    66,857
    
    
    
    98.2
    %
    
    $
    7.04
    
    
    
    
    Big Lots / Buffalo Wild WingsTOTAL SHOPPING CENTERS MISSISSIPPI (1)
    
    
    
    
    66,857
    
    
    
    98.2
    %
    
    $
    7.04NEW YORK (2)Westbury Plaza
    
    1993
    
    
    398,602
    
    
    
    100.0
    %
    
    $
    21.14
    
    
    
    
    Marshalls / Sports Authority / Walmart / Olive Garden / Borders / Costco1175 Third Avenue
    
    1995
    
    
    25,350
    
    
    
    100.0
    %
    
    $
    41.66
    
    
    Food EmporiumTOTAL SHOPPING CENTERS NEW YORK (2)
    
    
    
    
    423,952
    
    
    
    100.0
    %
    
    $
    22.37NORTH CAROLINA (12)Brawley Commons
    
    1997 / 1998
    
    
    119,189
    
    
    
    75.7
    %
    
    $
    11.48
    
    
    Lowes Foods
    
    Rite AidCarolina Pavilion
    
    1996
    
    
    731,678
    
    
    
    93.7
    %
    
    $
    10.65
    
    
    
    
    AMC Theatres / Value City Furniture  / Old Navy / Ross Dress For Less / Sports Authority / Babies R Us / Michaels Crafts / Sears Retail Outlet Store / DSW Shoe Warehouse / Cost Plus World Market / Gregg Appliances / Petco / Dollar Tree / Dress Barn / Bed Bath & Beyond / Kohls / Buy Buy Baby / Nordstrom RackCentre Pointe Plaza
    
    1989
    
    
    163,642
    
    
    
    94.7
    %
    
    $
    5.81
    
    
    
    
    Belks /  Dollar Tree / Aaron Rents / Burkes Outlet StoresChestnut Square
    
    1985 / 2008
    
    
    34,260
    
    
    
    90.7
    %
    
    $
    15.45
    
    
    
    
    WalgreensGalleria
    
    1986 / 1990
    
    
    92,114
    
    
    
    76.4
    %
    
    $
    9.75
    
    
    Harris Teeter*Parkwest Crossing
    
    1990
    
    
    85,602
    
    
    
    91.6
    %
    
    $
    10.47
    
    
    Food LionRiverview Shopping Center
    
    1973 / 1995
    
    
    128,498
    
    
    
    95.4
    %
    
    $
    7.82
    
    
    Kroger
    
    Upchurch Drugs / Riverview GalleriesSalisbury Marketplace
    
    1987
    
    
    79,732
    
    
    
    75.9
    %
    
    $
    10.88
    
    
    Food LionStanley Market Place
    
    2007
    
    
    53,228
    
    
    
    93.4
    %
    
    $
    9.90
    
    
    Food Lion
    
    Family DollarThomasville Commons
    
    1991
    
    
    148,754
    
    
    
    90.8
    %
    
    $
    5.49
    
    
    Ingles
    
    KmartWillowdaile Shopping Center
    
    1986
    
    
    95,601
    
    
    
    84.1
    %
    
    $
    8.69
    
    
    
    
    Hall of Fitness / Ollies Bargain OutletWhitaker Square
    
    1996
    
    
    82,760
    
    
    
    100.0
    %
    
    $
    12.24
    
    
    Harris Teeter
    
    Rugged WearhouseTOTAL SHOPPING CENTERS NORTH CAROLINA (12)
    
    
    
    
    1,815,058
    
    
    
    90.5
    %
    
    $
    9.62
 - 21 -




---



##### Table of Contents



Year
    
    Total
    
    
    
    
    
    
    AverageBuilt /
    
    Sq. Ft.
    
    
    Percent
    
    
    base rentProperty
    
    Renovated
    
    Owned
    
    
    Leased
    
    
    per leased SF
    
    
    Grocer Anchor
    
    Other anchor tenantsSOUTH CAROLINA (7)Belfair Towne Village
    
    2000 / 2003 / 2006
    
    
    166,639
    
    
    
    89.7
    %
    
    $
    13.43
    
    
    Kroger
    
    Stein MartLancaster Plaza
    
    1971 / 1990
    
    
    77,400
    
    
    
    57.1
    %
    
    $
    3.67
    
    
    Bi-Lo
    
    Tractor SupplyLancaster Shopping Center
    
    1963 / 1987
    
    
    29,047
    
    
    
    17.2
    %
    
    $
    6.49Milestone Plaza
    
    1995
    
    
    89,721
    
    
    
    97.4
    %
    
    $
    14.86
    
    
    Bi-LoNorth Village Center
    
    1984
    
    
    60,356
    
    
    
    70.3
    %
    
    $
    8.34
    
    
    
    
    Dollar General / GoodwillWindy Hill
    
    1968 / 1988 / 2006
    
    
    68,465
    
    
    
    96.5
    %
    
    $
    5.96
    
    
    
    
    Roses Store / Family Dollar StoreWoodruff
    
    1995
    
    
    68,055
    
    
    
    98.7
    %
    
    $
    10.66
    
    
    PublixTOTAL SHOPPING CENTERS SOUTH CAROLINA (7)
    
    
    
    
    559,683
    
    
    
    82.5
    %
    
    $
    10.75TENNESSEE (1)Greensboro Village Shopping Center
    
    2005
    
    
    70,203
    
    
    
    95.6
    %
    
    $
    14.21
    
    
    PublixTOTAL SHOPPING CENTERS TENNESSEE (1)
    
    
    
    
    70,203
    
    
    
    95.6
    %
    
    $
    14.21VIRGINIA (1)Smyth Valley Crossing
    
    1989
    
    
    126,841
    
    
    
    98.9
    %
    
    $
    6.06
    
    
    Ingles
    
    Wal-MartTOTAL SHOPPING CENTERS VIRGINIA (1)
    
    
    
    
    126,841
    
    
    
    98.9
    %
    
    $
    6.06TOTAL CORE SHOPPING CENTER PORTFOLIO (174)
    
    
    
    
    19,455,584
    
    
    
    90.3
    %
    
    $
    12.38OTHER PROPERTIES (6)4101 South I-85 Industrial
    
    1956 / 1963
    
    
    188,513
    
    
    
    38.0
    %Banco Popular Office Building
    
    1971
    
    
    32,737
    
    
    
    82.9
    %Laurel Walk Apartments
    
    1985
    
    
    106,480
    
    
    
    91.8
    %Mandarin Mini-Storage
    
    1982
    
    
    52,300
    
    
    
    62.7
    %Prosperity Office Building
    
    1972
    
    
    3,200
    
    
    
    0.0
    %Providence Square
    
    1973
    
    
    85,930
    
    
    
    22.6
    %TOTAL OTHER PROPERTIES (6)
    
    
    
    
    469,160
    
    
    
    53.0
    %TOTAL EXCLUDING DEVELOPMENTS, REDEVELOPMENTS & LAND (180)
    
    
    
    
    19,924,744
    
    
    
    89.4
    %DEVELOPMENTS, REDEVELOPMENTS & LAND (9)Developments (2)Redevelopments (2)Land Held for Development (5)TOTAL CONSOLIDATED - 189 Properties
  
 *
    
    Indicates a tenant which continues to pay rent, but has closed its store and ceased operations.
The subtenant, if any, is shown in ( ).**
    
    Future contractual lease obligations included. - 22 -




---



##### Table of Contents



Major Tenants
  SupermarketAnchor Tenants
    
    Other Anchor
    
    Non-anchor(1)
    
    Tenants(1)
    
    Tenants
    
    TotalLeased GLA (sq. ft.)
    
    
    5,742,846
    
    
    
    6,600,831
    
    
    
    5,220,180
    
    
    
    17,563,857Percentage of Total Leased GLA
    
    
    32.7
    %
    
    
    37.6
    %
    
    
    29.7
    %
    
    
    100
    %
 
 (1)
    
    We define anchor tenants as tenants occupying a space consisting of 10,000 square feet or more of GLA.  Supermarket AnchorTenants
    
    Other Anchor Tenants
    
    Non-anchor Tenants
    
    TotalAnnual Minimum Rent (AMR)
    
    $
    53,688,940
    
    
    $
    68,665,983
    
    
    $
    104,040,262
    
    
    $
    226,395,185Percentage of Total AMR
    
    
    23.7
    %
    
    
    30.3
    %
    
    
    46.0
    %
    
    
    100.0
    %
 - 23 -




---



##### Table of Contents



AveragePercent of
    
    
    AnnualAggregate
    
    
    MinimumPercent
    
    
    Annualized
    
    
    Annualized
    
    
    Rent perNumber
    
    
    GLA
    
    
    of Total
    
    
    Minimum Rent
    
    
    Minimum
    
    
    SquareTenant
    
    of Leases
    
    
    (square feet)
    
    
    GLA
    
    
    at 12/31/10
    
    
    Rent
    
    
    FootPublix
    
    
    67
    
    
    
    2,946,030
    
    
    
    15.1
    %
    
    $
    24,329,631
    
    
    
    11.3
    %
    
    $
    8.26Supervalu
    
    
    6
    
    
    
    398,625
    
    
    
    2.0
    %
    
    
    8,681,248
    
    
    
    4.0
    %
    
    $
    21.78Kroger
    
    
    15
    
    
    
    845,602
    
    
    
    4.3
    %
    
    
    6,641,076
    
    
    
    3.1
    %
    
    $
    7.85TJ Maxx Companies
    
    
    11
    
    
    
    347,401
    
    
    
    1.8
    %
    
    
    4,182,887
    
    
    
    1.9
    %
    
    $
    12.04Bed, Bath & Beyond
    
    
    8
    
    
    
    267,761
    
    
    
    1.4
    %
    
    
    3,250,935
    
    
    
    1.5
    %
    
    $
    12.14LA Fitness
    
    
    4
    
    
    
    196,235
    
    
    
    1.0
    %
    
    
    3,087,362
    
    
    
    1.4
    %
    
    $
    15.73Costco
    
    
    1
    
    
    
    148,295
    
    
    
    0.8
    %
    
    
    3,000,921
    
    
    
    1.4
    %
    
    $
    20.24Winn Dixie
    
    
    9
    
    
    
    398,128
    
    
    
    2.1
    %
    
    
    2,937,815
    
    
    
    1.4
    %
    
    $
    7.38Office Depot
    
    
    10
    
    
    
    243,625
    
    
    
    1.3
    %
    
    
    2,797,348
    
    
    
    1.3
    %
    
    $
    11.48Dollar Tree
    
    
    25
    
    
    
    272,041
    
    
    
    1.4
    %
    
    
    2,419,081
    
    
    
    1.1
    %
    
    $
    8.89Total top ten
tenants
    
    
    156
    
    
    
    6,063,743
    
    
    
    31
    %
    
    $
    61,328,304
    
    
    
    28
    %
    
    $
    10.11
 Lease Expirations
  ALL TENANTS
 Percent ofAggregateAnnualized
    
    
    Average AnnualPercent of
    
    
    Annualized
    
    
    Minimum
    
    
    Minimum Rent perNumber
    
    
    GLA
    
    
    Total
    
    
    Minimum Rent at
    
    
    Rent at
    
    
    Square Foot atYear
    
    of Leases
    
    
    (square feet)
    
    
    GLA
    
    
    Expiration
    
    
    Expiration
    
    
    Expiration(1)M-T-M
    
    
    195
    
    
    
    546,427
    
    
    
    2.8
    %
    
    $
    6,850,948
    
    
    
    3.0
    %
    
    $
    12.542011
    
    
    563
    
    
    
    2,461,797
    
    
    
    12.7
    %
    
    
    31,495,776
    
    
    
    13.9
    %
    
    $
    12.792012
    
    
    554
    
    
    
    2,379,324
    
    
    
    12.2
    %
    
    
    29,774,827
    
    
    
    13.2
    %
    
    $
    13.652013
    
    
    488
    
    
    
    1,988,102
    
    
    
    10.2
    %
    
    
    27,763,319
    
    
    
    12.3
    %
    
    $
    13.962014
    
    
    323
    
    
    
    1,973,470
    
    
    
    10.1
    %
    
    
    26,122,394
    
    
    
    11.5
    %
    
    $
    13.242015
    
    
    251
    
    
    
    1,683,634
    
    
    
    8.7
    %
    
    
    18,588,281
    
    
    
    8.2
    %
    
    $
    11.042016
    
    
    90
    
    
    
    1,403,239
    
    
    
    7.2
    %
    
    
    20,493,457
    
    
    
    9.1
    %
    
    $
    14.602017
    
    
    43
    
    
    
    738,395
    
    
    
    3.8
    %
    
    
    9,224,706
    
    
    
    4.1
    %
    
    $
    12.492018
    
    
    34
    
    
    
    567,642
    
    
    
    2.9
    %
    
    
    7,020,207
    
    
    
    3.1
    %
    
    $
    12.372019
    
    
    24
    
    
    
    519,725
    
    
    
    2.7
    %
    
    
    8,208,550
    
    
    
    3.6
    %
    
    $
    15.79Thereafter
    
    
    135
    
    
    
    3,302,102
    
    
    
    17.0
    %
    
    
    40,852,720
    
    
    
    18.0
    %
    
    $
    12.37Sub-total/Average
    
    
    2,700
    
    
    
    17,563,857
    
    
    
    90.3
    %
    
    $
    226,395,185
    
    
    
    100.0
    %
    
    $
    13.04Vacant
    
    
    797
    
    
    
    1,891,727
    
    
    
    9.7
    %
    
    NA
    
    
    NA
    
    
    NATotal/Average
    
    
    3,497
    
    
    
    19,455,584
    
    
    
    100.0
    %
    
    $
    226,395,185
    
    
    
    100.0
    %
    
    NA
 
 (1)
    
    Annual minimum rent per square foot excludes ground lease at Grande Marche. - 24 -




---



##### Table of Contents



ANCHOR TENANTS 3 10,000 SF
 AveragePercent of
    
    
    AnnualAggregate
    
    
    MinimumAnnualized
    
    
    Rent perPercent
    
    
    Annualized
    
    
    Minimum
    
    
    SquareNumber
    
    
    GLA
    
    
    of Total
    
    
    Minimum Rent at
    
    
    Rent at
    
    
    Foot atYear
    
    of Leases
    
    
    (square feet)
    
    
    GLA
    
    
    Expiration
    
    
    Expiration
    
    
    Expiration(1)M-T-M
    
    
    7
    
    
    
    176,614
    
    
    
    1.4
    %
    
    $
    1,039,441
    
    
    
    0.8
    %
    
    $
    5.892011
    
    
    46
    
    
    
    1,409,387
    
    
    
    11.1
    %
    
    
    11,464,699
    
    
    
    9.4
    %
    
    $
    8.132012
    
    
    43
    
    
    
    1,315,607
    
    
    
    10.3
    %
    
    
    9,404,555
    
    
    
    7.7
    %
    
    $
    8.402013
    
    
    32
    
    
    
    1,014,550
    
    
    
    8.0
    %
    
    
    8,444,770
    
    
    
    6.9
    %
    
    $
    8.322014
    
    
    39
    
    
    
    1,296,367
    
    
    
    10.2
    %
    
    
    12,471,835
    
    
    
    10.2
    %
    
    $
    9.622015
    
    
    39
    
    
    
    1,167,324
    
    
    
    9.2
    %
    
    
    8,100,059
    
    
    
    6.6
    %
    
    $
    6.942016
    
    
    27
    
    
    
    1,226,840
    
    
    
    9.7
    %
    
    
    16,697,380
    
    
    
    13.6
    %
    
    $
    13.612017
    
    
    15
    
    
    
    629,836
    
    
    
    5.0
    %
    
    
    6,693,960
    
    
    
    5.5
    %
    
    $
    10.632018
    
    
    15
    
    
    
    499,947
    
    
    
    3.9
    %
    
    
    5,339,125
    
    
    
    4.4
    %
    
    $
    10.682019
    
    
    11
    
    
    
    476,024
    
    
    
    3.7
    %
    
    
    7,064,566
    
    
    
    5.8
    %
    
    $
    14.84Thereafter
    
    
    80
    
    
    
    3,131,181
    
    
    
    24.6
    %
    
    
    35,634,533
    
    
    
    29.1
    %
    
    $
    11.38Sub-total/Average
    
    
    354
    
    
    
    12,343,677
    
    
    
    97.1
    %
    
    $
    122,354,923
    
    
    
    100.0
    %
    
    $
    10.07Vacant
    
    
    16
    
    
    
    363,309
    
    
    
    2.9
    %
    
    NA
    
    
    NA
    
    
    NATotal/Average
    
    
    370
    
    
    
    12,706,986
    
    
    
    100.0
    %
    
    $
    122,354,923
    
    
    
    100.0
    %
    
    NA
 
 (1)
    
    Annual minimum rent per square foot excludes ground lease at Grande Marche. SHOP TENANTS < 10,000 SF
 AveragePercent of
    
    
    AnnualAggregate
    
    
    MinimumAnnualized
    
    
    Rent perPercent
    
    
    Annualized
    
    
    Minimum
    
    
    SquareNumber
    
    
    GLA
    
    
    of Total
    
    
    Minimum Rent at
    
    
    Rent at
    
    
    Foot atYear
    
    of Leases
    
    
    (square feet)
    
    
    GLA
    
    
    Expiration
    
    
    Expiration
    
    
    ExpirationM-T-M
    
    
    188
    
    
    
    369,813
    
    
    
    5.5
    %
    
    $
    5,811,507
    
    
    
    5.6
    %
    
    $
    15.712011
    
    
    517
    
    
    
    1,052,410
    
    
    
    15.6
    %
    
    
    20,031,077
    
    
    
    19.3
    %
    
    $
    19.032012
    
    
    511
    
    
    
    1,063,717
    
    
    
    15.8
    %
    
    
    20,370,272
    
    
    
    19.6
    %
    
    $
    19.152013
    
    
    456
    
    
    
    973,552
    
    
    
    14.4
    %
    
    
    19,318,549
    
    
    
    18.6
    %
    
    $
    19.842014
    
    
    284
    
    
    
    677,103
    
    
    
    10.0
    %
    
    
    13,650,559
    
    
    
    13.1
    %
    
    $
    20.162015
    
    
    212
    
    
    
    516,310
    
    
    
    7.7
    %
    
    
    10,488,222
    
    
    
    10.1
    %
    
    $
    20.312016
    
    
    63
    
    
    
    176,399
    
    
    
    2.6
    %
    
    
    3,796,077
    
    
    
    3.6
    %
    
    $
    21.522017
    
    
    28
    
    
    
    108,559
    
    
    
    1.6
    %
    
    
    2,530,746
    
    
    
    2.4
    %
    
    $
    23.312018
    
    
    19
    
    
    
    67,695
    
    
    
    1.0
    %
    
    
    1,681,082
    
    
    
    1.6
    %
    
    $
    24.832019
    
    
    13
    
    
    
    43,701
    
    
    
    0.7
    %
    
    
    1,143,984
    
    
    
    1.1
    %
    
    $
    26.18Thereafter
    
    
    55
    
    
    
    170,921
    
    
    
    2.5
    %
    
    
    5,218,187
    
    
    
    5.0
    %
    
    $
    30.53Sub-total/Average
    
    
    2,346
    
    
    
    5,220,180
    
    
    
    77.4
    %
    
    $
    104,040,262
    
    
    
    100.0
    %
    
    $
    19.93Vacant
    
    
    781
    
    
    
    1,528,418
    
    
    
    22.6
    %
    
    NA
    
    
    NA
    
    
    NATotal/Average
    
    
    3,127
    
    
    
    6,748,598
    
    
    
    100.0
    %
    
    $
    104,040,262
    
    
    
    100.0
    %
    
    NA
  - 25 -




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##### Table of Contents



Insurance
  
 ITEM 3.
    
    LEGAL PROCEEDINGS
  
 ITEM 4.
    
    (REMOVED AND RESERVED)
 - 26 -




---



##### Table of Contents



PART II
 
 ITEM 5.
    
    MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES
OF EQUITY SECURITIES
 Market Information and Dividends
  Price Per ShareDividends DeclaredHigh
    
    
    Low
    
    
    per share2010:First Quarter
    
    $
    20.00
    
    
    $
    15.81
    
    
    $
    0.22Second Quarter
    
    $
    19.99
    
    
    $
    15.44
    
    
    $
    0.22Third Quarter
    
    $
    17.61
    
    
    $
    14.58
    
    
    $
    0.22Fourth Quarter
    
    $
    19.27
    
    
    $
    16.66
    
    
    $
    0.222009:First Quarter
    
    $
    17.88
    
    
    $
    9.06
    
    
    $
    0.30Second Quarter
    
    $
    17.25
    
    
    $
    11.80
    
    
    $
    0.30Third Quarter
    
    $
    17.04
    
    
    $
    12.13
    
    
    $
    0.30Fourth Quarter
    
    $
    16.87
    
    
    $
    14.12
    
    
    $
    0.22
     Performance Graph
  - 27 -




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##### Table of Contents



The performance graph shall not be deemed incorporated by reference by any general statement
incorporating by reference this annual report into any filing under the Securities Act of 1933, as
amended, or the Securities Exchange Act of 1934, as amended, except to the extent we specifically
incorporate this information by reference, and shall not otherwise be deemed filed under such acts.
 
 Period EndingIndex
    
    12/31/05
    
    
    12/31/06
    
    
    12/31/07
    
    
    12/31/08
    
    
    12/31/09
    
    
    12/31/10Equity One, Inc.
    
    
    100.00
    
    
    
    126.98
    
    
    
    115.01
    
    
    
    93.76
    
    
    
    92.57
    
    
    
    109.55Russell 2000
    
    
    100.00
    
    
    
    118.37
    
    
    
    116.51
    
    
    
    77.15
    
    
    
    98.11
    
    
    
    124.46NAREIT All Equity REIT Index
    
    
    100.00
    
    
    
    135.06
    
    
    
    113.87
    
    
    
    70.91
    
    
    
    90.76
    
    
    
    116.12SNL REIT Retail Shopping Ctr
    
    
    100.00
    
    
    
    134.61
    
    
    
    110.82
    
    
    
    66.72
    
    
    
    65.86
    
    
    
    85.53
 Issuer Purchases Of Equity Securities
 No equity securities were purchased by us during the fourth quarter of 2010.
 Equity Compensation Plan Information
  - 28 -




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##### Table of Contents



ITEM 6.
    
    SELECTED FINANCIAL DATA
  Years Ended December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(in thousands other than per share, percentage and ratio data)Statement of Income Data:(1)Total revenue
    
    $
    285,224
    
    
    $
    271,172
    
    
    $
    237,241
    
    
    $
    244,252
    
    
    $
    223,334Property operating expenses
    
    
    78,852
    
    
    
    78,070
    
    
    
    64,190
    
    
    
    62,830
    
    
    
    64,206Rental property depreciation and amortization
    
    
    67,339
    
    
    
    62,122
    
    
    
    45,429
    
    
    
    45,893
    
    
    
    40,128General and administrative expenses
    
    
    42,041
    
    
    
    38,835
    
    
    
    31,957
    
    
    
    27,925
    
    
    
    26,892Total operating expenses
    
    
    188,232
    
    
    
    179,027
    
    
    
    141,576
    
    
    
    136,648
    
    
    
    131,226Interest expense
    
    
    (77,922
    )
    
    
    (73,450
    )
    
    
    (60,851
    )
    
    
    (66,520
    )
    
    
    (53,732
    )Amortization of deferred financing fees
    
    
    (1,924
    )
    
    
    (1,520
    )
    
    
    (1,629
    )
    
    
    (1,678
    )
    
    
    (1,484
    )Gain on acquisition of controlling interest in
subsidiary
    
    
    
    
    
    
    27,501
    
    
    
    
    
    
    
    
    
    
    
    Other income, net
    
    
    1,723
    
    
    
    11,569
    
    
    
    32,837
    
    
    
    9,253
    
    
    
    16,460Gain on extinguishment of debt
    
    
    63
    
    
    
    12,345
    
    
    
    6,473
    
    
    
    
    
    
    
    161Impairment loss
    
    
    (687
    )
    
    
    (368
    )
    
    
    (37,497
    )
    
    
    (430
    )
    
    
    Benefit (provision) for income taxes
    
    
    3,765
    
    
    
    5,017
    
    
    
    (1,015
    )
    
    
    272
    
    
    
    Income from continuing operations
    
    $
    22,010
    
    
    $
    73,239
    
    
    $
    33,983
    
    
    $
    48,501
    
    
    $
    53,513Net income
    
    $
    24,419
    
    
    $
    81,375
    
    
    $
    35,008
    
    
    $
    69,385
    
    
    $
    176,955Basic earnings per share:Income from continuing operations
    
    $
    0.24
    
    
    $
    0.90
    
    
    $
    0.45
    
    
    $
    0.66
    
    
    $
    0.73Net income
    
    $
    0.27
    
    
    $
    1.00
    
    
    $
    0.46
    
    
    $
    0.94
    
    
    $
    2.40Diluted earnings per share:Income from continuing operations
    
    $
    0.24
    
    
    $
    0.89
    
    
    $
    0.45
    
    
    $
    0.66
    
    
    $
    0.72Net income
    
    $
    0.27
    
    
    $
    0.98
    
    
    $
    0.46
    
    
    $
    0.94
    
    
    $
    2.38Balance Sheet Data:Total rental properties, net of accumulated
depreciation
    
    $
    2,355,258
    
    
    $
    2,193,259
    
    
    $
    1,704,362
    
    
    $
    1,875,342
    
    
    $
    1,752,018Total assets
    
    $
    2,681,864
    
    
    $
    2,452,320
    
    
    $
    2,036,263
    
    
    $
    2,174,384
    
    
    $
    2,069,775Notes payable
    
    $
    1,224,796
    
    
    $
    1,242,783
    
    
    $
    1,028,990
    
    
    $
    1,141,797
    
    
    $
    982,834Total liabilities
    
    $
    1,388,159
    
    
    $
    1,363,618
    
    
    $
    1,125,776
    
    
    $
    1,257,463
    
    
    $
    1,143,108Redeemable noncontrolling interest (2)
    
    $
    3,864
    
    
    $
    989
    
    
    $
    989
    
    
    $
    989
    
    
    $
    989Stockholders equity(2)
    
    $
    1,285,907
    
    
    $
    1,064,535
    
    
    $
    909,498
    
    
    $
    915,932
    
    
    $
    925,678Other Data:Funds from operations(3)
    
    $
    92,025
    
    
    $
    142,983
    
    
    $
    60,377
    
    
    $
    98,297
    
    
    $
    110,105Cash flows from:Operating activities(2)
    
    $
    71,562
    
    
    $
    96,294
    
    
    $
    86,519
    
    
    $
    106,904
    
    
    $
    94,437Investing activities
    
    $
    (189,243
    )
    
    $
    (8,287
    )
    
    $
    51,306
    
    
    $
    (104,602
    )
    
    $
    114,813Financing activities(2)
    
    $
    108,044
    
    
    $
    (47,249
    )
    
    $
    (133,783
    )
    
    $
    (989
    )
    
    $
    (209,352
    )GLA (square feet) at end of period
    
    
    19,925
    
    
    
    19,456
    
    
    
    16,417
    
    
    
    17,548
    
    
    
    18,353Occupancy of core shopping center portfolio at
end of period
    
    
    90.3
    %
    
    
    90.3
    %
    
    
    92.1
    %
    
    
    93.2
    %
    
    
    95.0
    %Dividends declared per share
    
    $
    0.88
    
    
    $
    1.12
    
    
    $
    1.20
    
    
    $
    1.20
    
    
    $
    2.20
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(1)
    
    Reclassified to reflect the reporting of discontinued operations.(2)
    
    Amounts have been reclassified to conform to the 2010 presentation.(3)
    
    We believe Funds from Operations (FFO) (when combined with the primary GAAP
presentations) is a useful supplemental measure of our operating performance that is a
recognized metric used extensively by the real estate industry and, in particular, REITs. The
National Association of Real Estate Investment Trusts (NAREIT) stated in its April 2002
White Paper on Funds from Operations, Historical cost accounting for real estate assets
implicitly assumes that the value of real estate assets diminish predictably over time. Since
real estate values instead have historically risen or fallen with market conditions, many
industry investors have considered presentations of operating results for real estate
companies that use historical cost accounting to be insufficient by themselves. FFO, as defined by NAREIT, is net income (computed in accordance with GAAP), excluding gains
(or losses) from sales of depreciable real property, plus depreciation and amortization, and
after adjustments for unconsolidated partnerships and joint ventures. It states further that
adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect
funds from operations on the same basis. We believe that financial analysts, investors and
stockholders are better served by the clearer presentation of comparable period operating
results generated from our FFO measure. Our method of calculating FFO may be different from
methods used by other REITs and, accordingly, may not be comparable to such other REITs.FFO is presented to assist investors in analyzing our operating performance. FFO (i) does not
represent cash flow from operations as defined by GAAP, (ii) is not indicative of cash available
to fund all cash flow needs, including the ability to make distributions, (iii) is not an
alternative to cash flow as a measure of liquidity, and (iv) should not be considered as an
alternative to net income (which is determined in accordance with GAAP) for purposes of
evaluating our operating performance.
  Year Ended December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(In thousands)Net income attributable to Equity One, Inc.
    
    $
    25,112
    
    
    $
    83,817
    
    
    $
    35,008
    
    
    $
    69,385
    
    
    $
    176,955Adjustments:Rental property depreciation and
amortization, including discontinued
operations, net of noncontrolling interest
    
    
    65,735
    
    
    
    56,057
    
    
    
    45,586
    
    
    
    47,514
    
    
    
    44,791Loss on sale of fixed assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    283
    
    
    
    Loss (Gain) on disposal of depreciable
real estate
    
    
    
    
    
    
    1,673
    
    
    
    (21,027
    )
    
    
    (18,885
    )
    
    
    (112,995
    )Pro rata share of real estate depreciation
from unconsolidated joint ventures
    
    
    1,178
    
    
    
    1,436
    
    
    
    810
    
    
    
    
    
    
    
    1,354Funds from operations
    
    $
    92,025
    
    
    $
    142,983
    
    
    $
    60,377
    
    
    $
    98,297
    
    
    $
    110,105
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Year Ended December 31,2010
    
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006(In thousands)Earnings per diluted share attributable
to Equity One, Inc.
    
    $
    0.27
    
    
    $
    0.98
    
    
    $
    0.46
    
    
    $
    0.94
    
    
    $
    2.38Adjustments:Rental property depreciation and
amortization, including discontinued
operations, net of noncontrolling interest
    
    
    0.72
    
    
    
    0.67
    
    
    
    0.62
    
    
    
    0.65
    
    
    
    0.60Loss (Gain) on disposal of depreciable real
estate
    
    
    
    
    
    
    0.02
    
    
    
    (0.28
    )
    
    
    (0.26
    )
    
    
    (1.52
    )Pro rata share of real estate depreciation
from unconsolidated joint ventures
    
    
    0.01
    
    
    
    0.02
    
    
    
    0.01
    
    
    
    
    
    
    
    0.02Net adjustment for unvested shares and
noncontrolling interest (1)
    
    
    
    
    
    
    0.02
    
    
    
    
    
    
    
    0.01
    
    
    
    Funds from operations per diluted share
    
    $
    1.00
    
    
    $
    1.71
    
    
    $
    0.81
    
    
    $
    1.34
    
    
    $
    1.48
 
 (1)
    
    Includes net effect of: (a) an adjustment for unvested awards of share-based payments with rights to receive dividends or dividend equivalents; (b)
an adjustment related to the share issuance in the first quarter of 2010 pursuant to the DIM exchange agreement; and (c) an adjustment to compensate for rounding of
the individual calculations. 
 ITEM 7.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
  Overview
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Operating Strategies.
 
    
    190 new leases totaling 708,975 square feet, at an average rental rate of $11.12
per square foot, as compared to the prior in-place average rent of $11.39 per
square foot in 2009, on a same space basis;
    
    no change in occupancy for our core shopping center portfolio, which was 90.3%
at both December 31, 2010 and 2009; and
    
    the renewal and extension of 312 leases totaling 1,058,119 square feet at an
average rental rate of $18.86 per square foot, as compared to the prior in-place
average rent of $19.33 per square foot, on a same space basis.
  Investment Strategies
 
    
    the acquisition of approximately 2.6 million DIM ordinary shares through a
tender offer and other purchases bringing our ownership to 97.4% as of December 31,
2010;
    
    the acquisition of six shopping centers located in Florida and Connecticut
representing an aggregate of approximately 611,004 square feet of GLA for an
aggregate purchase price of $117.7 million;
    
    the acquisition of a fee interest in a retail condominium in New York with
25,350 square feet of GLA for a purchase price of $21.0 million;
    
    the acquisition of three shopping centers located in Arizona and California
through joint ventures in which we invested $70.6 million;
    
    the sale of five outparcels in Florida for aggregate net proceeds of
approximately $4.3 million resulting, in a net gain of $2.5 million;
    
    the acquisition of two undeveloped land parcels at an aggregate cash purchase
price of $1.3 million;
    
    the execution of a contract to acquire CapCo, through a joint venture with its
parent company (which transactions were consummated on January 4, 2011); and
    
    the execution of an agreement to acquire three shopping centers in Long Beach,
California comprising 273,000 square feet of GLA for approximately $72.0 million.
 Capital Strategy.
 
    
    the sale of approximately 15.5 million shares of our common stock in two
underwritten public offerings and concurrent private placements which raised
aggregate net proceeds of approximately $267.8 million;
    
    the prepayment of approximately $61.2 million in mortgages without penalty;
    
    assumption of mortgage indebtedness of approximately $56.7 million in connection
with the acquisition of properties securing that indebtedness; and
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
    
    the increase of commitments under one of our unsecured revolving credit
facilities from $227.0 million to $400.0 million by exercising the facilitys
accordion feature and adding six new banks to the facility.
  2011 Outlook.
   Critical Accounting Policies and Estimates
   Revenue Recognition and Accounts Receivable.
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Recognition of Gains from the Sales of Real Estate.
 Real Estate Acquisitions.
 Real Estate Properties and Development Assets.
   - 34 -




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Long Lived Assets.
  Investments in Joint Ventures.
   Goodwill.
 - 35 -




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Share Based Compensation and Incentive Awards.
 Income tax.
 Discontinued Operations.
 - 36 -




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Recent Accounting Pronouncements
    Results of Operations
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Year Ended December 31, 2010 Compared to Year Ended December 31, 2009
  For the year ended December 31,2010
    
    
    2009
    
    
    % Change(in thousands)Total revenue
    
    $
    285,224
    
    
    $
    271,172
    
    
    
    5.2
    %Property operating expenses
    
    
    78,852
    
    
    
    78,070
    
    
    
    1.0
    %Rental property depreciation and amortization
    
    
    67,339
    
    
    
    62,122
    
    
    
    8.4
    %General and administrative expenses
    
    
    42,041
    
    
    
    38,835
    
    
    
    8.3
    %Investment income
    
    
    937
    
    
    
    10,154
    
    
    
    (90.8
    )%Equity in loss in unconsolidated joint ventures
    
    
    116
    
    
    
    88
    
    
    
    31.8
    %Other income
    
    
    648
    
    
    
    1,503
    
    
    
    (56.9
    )%Interest expense
    
    
    77,922
    
    
    
    73,450
    
    
    
    6.1
    %Amortization of deferred financing fees
    
    
    1,924
    
    
    
    1,520
    
    
    
    26.6
    %Gain on acquisition of controlling interest in
subsidiary
    
    
    
    
    
    
    27,501
    
    
    
    (100.0
    )%Gain on sale of real estate
    
    
    254
    
    
    
    
    
    
    
    N/M
    *Gain on extinguishment of debt
    
    
    63
    
    
    
    12,345
    
    
    
    (99.5
    )%Impairment loss
    
    
    687
    
    
    
    368
    
    
    
    86.7
    %Income tax benefit of taxable REIT subsidiaries
    
    
    3,765
    
    
    
    5,017
    
    
    
    (25.0
    )%Income from discontinued operations
    
    
    2,409
    
    
    
    8,136
    
    
    
    (70.4
    )%Net income
    
    
    24,419
    
    
    
    81,375
    
    
    
    (70.0
    )%
 
 *
    
    N/M = not meaningful  
    
    an increase of approximately $19.8 million associated with properties acquired in
2009 and 2010; offset by
    
    a decrease of approximately $5.6 million in same-property revenue due primarily to
lower minimum rent income and decreased small shop occupancy which also had the effect
of lowering rental expense recoveries.
  
    
    an increase of approximately $6.1 million associated primarily with properties
acquired in 2009 and 2010; offset by
    
    a decrease of approximately $5.3 million in property operating costs primarily due
to a decrease in bad debt expense, lower common area maintenance costs and lower real
estate tax expense.
  
    
    an increase of approximately $7.2 million primarily associated with properties
acquired in 2009 and 2010; offset by
    
    a decrease of approximately $2.0 million due to tenant related assets becoming fully
amortized.
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
    
    an increase of approximately $7.1 million in acquisition costs related to properties
acquired during 2010, as well as higher professional fees related to the acquisition of
CapCo which closed in 2011 and the exploration of other potential transactions;
    
    an increase of approximately $2.3 million due to: (1) additional headcount, in part,
to manage the DIM properties for which we assumed management responsibilities effective
January 1, 2010; (2) higher leasing costs due to lower capitalizable leasing efforts;
and (3) executive compensation returning to 2008 levels following the voluntary 10%
salary reduction taken during 2009; offset by
    
    a decrease of approximately $3.3 million related to lower severance costs in 2010;
    
    a decrease of approximately $2.0 million related to legal, consulting, and other
costs associated with our acquisition of DIM in 2009;and
    
    a decrease of approximately $994,000 due to the decline in the fair value of a
liability related to a long term cash incentive plan for which targets were not
achieved.
  
    
    a decrease of approximately $5.7 million primarily associated with gains realized
from the disposition of equity securities in 2009;
    
    a decrease of approximately $2.7 million related to interest earned on debt
securities held in 2009 and sold prior to 2010; and
    
    a decrease of approximately $1.0 million related to dividends from several equity
investments held during 2009 and disposed of prior to 2010; offset by
    
    an increase of $130,000 in interest earned related to higher cash balances.
    
    
    an increase of approximately $12.9 million primarily associated with our 6.25% unsecured
senior notes issued in the fourth quarter of 2009; offset by
    
    a decrease of approximately $7.0 million of interest expense related to the repayment of
certain mortgages in 2009 and 2010;
    
    a decrease of approximately $814,000 associated with higher capitalized interest in 2010
related to our development projects; and
    
    a decrease of approximately $626,000 related to lower average balances on our lines of
credit.
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Year Ended December 31, 2009 Compared to Year Ended December 31, 2008
  For the year ended December 31,2009
    
    
    2008
    
    
    % Change(in thousands)Total revenue
    
    $
    271,172
    
    
    $
    237,241
    
    
    
    14.3
    %Property operating expenses
    
    
    78,070
    
    
    
    64,190
    
    
    
    21.6
    %Rental property depreciation and amortization
    
    
    62,122
    
    
    
    45,429
    
    
    
    36.7
    %General and administrative expenses
    
    
    38,835
    
    
    
    31,957
    
    
    
    21.5
    %Investment income
    
    
    10,154
    
    
    
    10,220
    
    
    
    (0.6
    )%Equity in (loss) income in unconsolidated joint ventures
    
    
    (88
    )
    
    
    108
    
    
    
    (181.5
    )%Other income
    
    
    1,503
    
    
    
    967
    
    
    
    55.4
    %Interest expense
    
    
    73,450
    
    
    
    60,851
    
    
    
    20.7
    %Amortization of deferred financing fees
    
    
    1,520
    
    
    
    1,629
    
    
    
    (6.7
    )%Gain on acquisition of controlling interest in subsidiary
    
    
    27,501
    
    
    
    
    
    
    
    100.0
    %Gain on sale of real estate
    
    
    
    
    
    
    21,542
    
    
    
    (100.0
    )%Gain on extinguishment of debt
    
    
    12,345
    
    
    
    6,473
    
    
    
    90.7
    %Impairment loss
    
    
    368
    
    
    
    37,497
    
    
    
    (99.0
    )%Income tax benefit (provision) of taxable REIT subsidiaries
    
    
    5,017
    
    
    
    (1,015
    )
    
    
    (594.3
    )%Income from discontinued operations
    
    
    8,136
    
    
    
    1,025
    
    
    
    693.8
    %Net income
    
    
    81,375
    
    
    
    35,008
    
    
    
    132.4
    %
   
    
    an increase of approximately $40.8 million attributable to the 21 DIM properties
which were consolidated beginning in January 2009;
    
    an increase of approximately $2.8 million related to the completion of various
development or redevelopment projects; and
    
    an increase of $2.6 million associated with the acquisition of Westbury Plaza in the
fourth quarter of 2009; offset by
    
    a decrease of approximately $7.6 million attributable to the sale of nine income
producing properties to our joint venture with GRI which occurred during 2008 and the
results of operations of which properties are partially included in 2008 but not in
2009;
    
    a decrease of approximately $3.1 million in lower revenue due to lower occupancy and
the impact of rent concessions and abatements;
    
    a decrease of approximately $1.3 million related to a settlement fee received in
2008 in connection with a tenants bankruptcy; and
    
    a decrease of approximately $100,000 associated with management, leasing and asset
management services provided to our joint ventures.
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
    
    an increase of approximately $10.9 million related to the DIM properties;
    
    an increase of approximately $3.3 million in property operating costs partly due to
higher bad debt expense, insurance expense, common area maintenance expense and tenant
related legal expense;
    
    an increase of approximately $1.1 million related to the completion of various
development or redevelopment properties; and
    
    an increase of approximately $900,000 attributable to the acquisition of Westbury
Plaza in the fourth quarter of 2009; offset by
    
    a decrease of approximately $2.2 million associated with the sale of nine of our
income producing properties to the GRI Venture.
  
    
    an increase of approximately $17.7 million related to the DIM properties; and
    
    an increase of $1.7 million related to the completion of various development or
redevelopment projects and the purchase of Westbury Plaza; offset by
    
    a decrease of approximately $1.6 million attributable to the sale of nine of our
income producing properties to the joint venture with GRI which were partially included
in the 2008 results; and
    
    a decrease of approximately $1.0 million related to accelerated depreciation which
was recognized in 2008 due to tenant vacancies; there was no comparable accelerated
depreciation expense in 2009.
  
    
    an increase of $3.4 million associated with severance and severance related costs
associated with the termination of employment of two senior executives initiated as
part of our management streamlining and cost management program during the first
quarter of 2009;
    
    an increase of $3.2 million in administrative costs associated with DIMs ongoing
operations that were incurred by DIMs in place management company, which include
legal, accounting services and other costs, as well as approximately $800,000 in
transaction related costs attributable to potential equity transactions that DIM
considered in 2009, none of which costs were included in 2008 general and
administrative expenses; and
    
    an increase of approximately $1.3 million in compensation and employment-related
expenses related to our leasing efforts and increased compensation expenses related to
an increased headcount in our asset management and acquisitions departments; offset by
    
    a net decrease of $800,000 incurred by our corporate office related to lower
training and consulting services including lower legal and advisory fees; and
    
    a decrease of approximately $340,000 in pre-development costs that were expensed in
2008 related to non-viable projects.
  
    
    a decrease of approximately $5.9 million related to dividend income paid by DIM in
2008, which was not paid in 2009; and
    
    a decrease of approximately $1.4 million of interest income in 2009 following the
sale of maturity of short-term debt investments in 2008 and early 2009; offset by
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
    
    an increase of $6.3 million related to the sale of our investment in equity
securities of another publicly traded REIT; and
    
    an increase of approximately $900,000 in dividends received on various equity
investments held during 2009.
    
    
    an increase of approximately $18.5 million related to the consolidation of DIMs
mortgage interest expense;
    
    an increase of $1.5 million associated with lower capitalized interest due to fewer
projects being under construction in 2009 as compared to 2008; and
    
    an increase of approximately $1.1 million attributable to higher average balances
outstanding on our lines of credit; offset by
    
    a decrease of approximately $8.4 million of interest expense as a result of a lower
average principal amount of unsecured senior notes outstanding in 2009.
       - 43 -




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##### Table of Contents



Liquidity and Capital Resources
  Short-term liquidity requirements
     Long-term liquidity requirements
   
    
    Equity Offering.We issued and sold approximately 14.0 million shares of our common stock
in two underwritten public offerings and an aggregate of approximately 1.5 million shares of our
common stock, in two concurrent private placements to affiliates of our largest stockholder,
Gazit-Globe, Ltd., raising aggregate net proceeds of approximately $267.8 million;
 - 44 -




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##### Table of Contents




    
    Property Sales.We sold five outparcels generating net proceeds of $4.3 million and
resulting in a net gain on sale of $2.5 million;
    
    Property Acquisitions.We acquired $138.7 million in operating properties, which included
approximately $56.7 million in secured debt (40.9% leveraged in total);
    
    Joint Ventures.We acquired $86.5 million in operating properties through joint ventures;
and
    
    Secured/Other Financing.We repaid $61.2 million in secured mortgage debt prior to
maturity and increased the commitments under our unsecured revolving credit facility from $227.0
million to $400.0 million and collectively added six new banks to the facility.
   Summary of Cash Flows.
 For the year ended December 31,Increase2010
    
    
    2009
    
    
    (Decrease)(in thousands)Net cash provided by operating activities
    
    $
    71,562
    
    
    $
    96,294
    
    
    $
    (24,732
    )Net cash used in investing activities
    
    
    (189,243
    )
    
    
    (8,287
    )
    
    $
    (180,956
    )Net cash provided by (used in) financing activities
    
    
    108,044
    
    
    
    (47,249
    )
    
    $
    155,293Cash and cash equivalents, end of year
    
    
    38,333
    
    
    
    47,970
    
    
    $
    (9,637
    )
    - 45 -




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##### Table of Contents



Contractual Commitments
 Payments due by periodLess than
    
    
    
    
    
    
    
    
    
    
    More thanContractual Obligations
    
    Total
    
    
    1 year
    
    
    1-2 years
    
    
    3-5 years
    
    
    5 years(In thousands)Mortgage notes payable:Scheduled amortization
    
    $
    109,214
    
    
    $
    13,757
    
    
    $
    25,234
    
    
    $
    25,825
    
    
    $
    44,398Balloon payments
    
    
    424,446
    
    
    
    65,579
    
    
    
    113,663
    
    
    
    157,874
    
    
    
    87,330Total mortgage obligations
    
    
    533,660
    
    
    
    79,336
    
    
    
    138,897
    
    
    
    183,699
    
    
    
    131,728Unsecured senior notes
    
    
    691,136
    
    
    
    
    
    
    
    10,000
    
    
    
    462,735
    
    
    
    218,401Purchase contracts
    
    
    72,000
    
    
    
    72,000
    
    
    
    
    
    
    
    
    
    
    
    Operating leases
    
    
    7,471
    
    
    
    499
    
    
    
    1,458
    
    
    
    2,046
    
    
    
    3,468Construction commitments
    
    
    990
    
    
    
    990
    
    
    
    
    
    
    
    
    
    
    
    Total contractual obligations
    
    $
    1,305,257
    
    
    $
    152,825
    
    
    $
    150,355
    
    
    $
    648,480
    
    
    $
    353,597
  Payments due by periodLess than
    
    
    
    
    
    
    
    
    
    
    More thanTotal
    
    
    1 year
    
    
    1-3 years
    
    
    3-5 years
    
    
    5 years(In thousands)Mortgage notes
    
    $
    147,470
    
    
    $
    31,791
    
    
    $
    48,311
    
    
    $
    42,374
    
    
    $
    24,994Unsecured senior notes
    
    
    215,495
    
    
    
    42,151
    
    
    
    82,800
    
    
    
    84,532
    
    
    
    6,012Total interest obligations
    
    $
    362,965
    
    
    $
    73,942
    
    
    $
    131,111
    
    
    $
    126,906
    
    
    $
    31,006
 - 46 -




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##### Table of Contents



Indebtedness
 Balance at
    
    
    
    
    
    
    Maturity
    
    
    Balance DueProperty
    
    December 31, 2010
    
    
    Rate(1)
    
    
    date
    
    
    at Maturity(in thousands)
    
    
    
    
    
    
    
    
    
    
    (in thousands)Mortgage debtForest Village
    
    $
    4,065
    
    
    
    7.270
    %
    
    
    04/01/11
    
    
    $
    4,044Boca Village
    
    
    7,515
    
    
    
    7.200
    %
    
    
    05/01/11
    
    
    
    7,466MacLand Pointe
    
    
    5,311
    
    
    
    7.250
    %
    
    
    05/01/11
    
    
    
    5,268Pine Ridge Square
    
    
    6,636
    
    
    
    7.020
    %
    
    
    05/01/11
    
    
    
    6,580Sawgrass Promenade
    
    
    7,515
    
    
    
    7.200
    %
    
    
    05/01/11
    
    
    
    7,465Lake Mary Centre
    
    
    22,321
    
    
    
    7.250
    %
    
    
    11/01/11
    
    
    
    21,973Lake St. Charles
    
    
    3,517
    
    
    
    7.130
    %
    
    
    11/01/11
    
    
    
    3,461Belfair Towne Village
    
    
    9,651
    
    
    
    7.320
    %
    
    
    12/01/11
    
    
    
    9,321Marco Town Center
    
    
    7,398
    
    
    
    6.700
    %
    
    
    01/01/12
    
    
    
    7,150Riverside Square
    
    
    6,710
    
    
    
    9.188
    %
    
    
    03/01/12
    
    
    
    6,457Hammocks Town Center
    
    
    11,631
    
    
    
    6.950
    %
    
    
    06/26/12
    
    
    
    11,302Cashmere Corners
    
    
    4,376
    
    
    
    5.880
    %
    
    
    11/01/12
    
    
    
    4,084Eastwood
    
    
    5,215
    
    
    
    5.880
    %
    
    
    11/01/12
    
    
    
    4,866Meadows Shopping Center
    
    
    5,479
    
    
    
    5.870
    %
    
    
    11/01/12
    
    
    
    5,113Salem Road Station
    
    
    5,732
    
    
    
    6.000
    %
    
    
    11/11/12
    
    
    
    5,506Lutz Lake Crossing
    
    
    7,229
    
    
    
    6.280
    %
    
    
    01/01/13
    
    
    
    7,013Pablo Plaza
    
    
    7,466
    
    
    
    5.814
    %
    
    
    04/11/13
    
    
    
    7,086Westbird Plaza
    
    
    8,399
    
    
    
    5.814
    %
    
    
    04/11/13
    
    
    
    7,972Brawley Commons
    
    
    6,712
    
    
    
    6.250
    %
    
    
    07/01/13
    
    
    
    6,485Midpoint Center
    
    
    6,008
    
    
    
    5.770
    %
    
    
    07/10/13
    
    
    
    5,458Buckhead Station
    
    
    25,576
    
    
    
    6.880
    %
    
    
    09/01/13
    
    
    
    23,584Keith Bridge Commons
    
    
    8,561
    
    
    
    4.800
    %
    
    
    10/11/13
    
    
    
    7,984Alafaya Village
    
    
    3,834
    
    
    
    5.990
    %
    
    
    11/11/13
    
    
    
    3,603Summerlin Square
    
    
    1,510
    
    
    
    6.750
    %
    
    
    02/01/14
    
    
    
    Sunrise Town Center
    
    
    10,084
    
    
    
    5.690
    %
    
    
    04/30/14
    
    
    
    9,335South Point
    
    
    7,398
    
    
    
    5.720
    %
    
    
    07/10/14
    
    
    
    6,509The Vineyards at Chateau Elan
    
    
    9,662
    
    
    
    5.880
    %
    
    
    07/11/14
    
    
    
    8,976Golden Park Village
    
    
    7,204
    
    
    
    5.250
    %
    
    
    01/11/15
    
    
    
    6,577Grayson Village
    
    
    9,635
    
    
    
    5.210
    %
    
    
    01/11/15
    
    
    
    8,791The Shops at Lake Tuscaloosa
    
    
    7,010
    
    
    
    5.450
    %
    
    
    01/11/15
    
    
    
    6,417Bird Ludlum
    
    
    4,893
    
    
    
    7.680
    %
    
    
    02/15/15
    
    
    
    Treasure Coast Plaza
    
    
    2,359
    
    
    
    8.000
    %
    
    
    04/01/15
    
    
    
    Eustis Village
    
    
    13,095
    
    
    
    5.450
    %
    
    
    05/11/15
    
    
    
    11,997Governors Town Square
    
    
    10,216
    
    
    
    5.200
    %
    
    
    06/01/15
    
    
    
    9,240Shoppes of Silverlakes I
    
    
    1,403
    
    
    
    7.750
    %
    
    
    7/1/2015
    
    
    
    30Freehome Village
    
    
    9,706
    
    
    
    5.150
    %
    
    
    07/11/15
    
    
    
    8,757Loganville Town Center
    
    
    9,897
    
    
    
    4.890
    %
    
    
    08/11/15
    
    
    
    8,883Country Walk Plaza
    
    
    13,485
    
    
    
    5.220
    %
    
    
    11/01/15
    
    
    
    12,473Wilmington Island Shopping Center
    
    
    9,384
    
    
    
    5.050
    %
    
    
    11/11/15
    
    
    
    8,399South Plaza Shopping Center
    
    
    16,518
    
    
    
    5.420
    %
    
    
    01/11/16
    
    
    
    14,831Glengary Shoppes
    
    
    16,573
    
    
    
    5.750
    %
    
    
    06/11/16
    
    
    
    15,085Magnolia Shoppes
    
    
    14,260
    
    
    
    6.160
    %
    
    
    07/11/16
    
    
    
    12,863Grassland Crossing
    
    
    4,574
    
    
    
    7.865
    %
    
    
    12/01/16
    
    
    
    2,601Dublin Village
    
    
    6,705
    
    
    
    5.780
    %
    
    
    12/11/16
    
    
    
    6,109Greensboro Village Shopping Center
    
    
    9,652
    
    
    
    5.520
    %
    
    
    02/11/17
    
    
    
    8,525Whitaker Square
    
    
    9,646
    
    
    
    6.320
    %
    
    
    12/01/17
    
    
    
    8,717Mableton Crossing
    
    
    3,335
    
    
    
    6.850
    %
    
    
    08/15/18
    
    
    
    1,869Sheridan Plaza
    
    
    63,288
    
    
    
    6.250
    %
    
    
    10/10/18
    
    
    
    54,7541175 Third Avenue
    
    
    7,426
    
    
    
    7.000
    %
    
    
    05/01/19
    
    
    
    5,157BridgeMill
    
    
    8,111
    
    
    
    7.940
    %
    
    
    05/05/21
    
    
    
    3,761Westport Plaza
    
    
    4,194
    
    
    
    7.490
    %
    
    
    08/11/23
    
    
    
    1,221Chastain Square
    
    
    3,089
    
    
    
    6.500
    %
    
    
    02/28/24
    
    
    
    58Daniel Village
    
    
    3,377
    
    
    
    6.500
    %
    
    
    02/28/24
    
    
    
    63Douglas Commons
    
    
    4,023
    
    
    
    6.500
    %
    
    
    02/28/24
    
    
    
    75
 - 47 -




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##### Table of Contents



Balance at
    
    
    
    
    
    
    Maturity
    
    
    Balance DueProperty
    
    December 31, 2010
    
    
    Rate(1)
    
    
    date
    
    
    at Maturity(in thousands)
    
    
    
    
    
    
    
    
    
    
    (in thousands)Fairview Oaks
    
    
    3,808
    
    
    
    6.500
    %
    
    
    02/28/24
    
    
    
    71Madison Centre
    
    
    3,089
    
    
    
    6.500
    %
    
    
    02/28/24
    
    
    
    58Paulding Commons
    
    
    5,245
    
    
    
    6.500
    %
    
    
    02/28/24
    
    
    
    97Siegen Village
    
    
    3,413
    
    
    
    6.500
    %
    
    
    02/28/24
    
    
    
    63Wesley Chapel Crossing
    
    
    2,694
    
    
    
    6.500
    %
    
    
    02/28/24
    
    
    
    50Webster Plaza
    
    
    7,478
    
    
    
    8.070
    %
    
    
    08/15/24
    
    
    
    2,793Copps Hill
    
    
    19,364
    
    
    
    6.060
    %
    
    
    01/01/29
    
    
    
    Total mortgage debt (61 loans outstanding)
    
    $
    533,660
    
    
    
    6.26%
    (2)
    
    
    4.52
    (3)
    
    $
    424,446
 
 (1)
    
    The rate in effect on December 31, 2010(2)
    
    Weighted average interest rates are calculated based on term to
maturity and include scheduled principal amortization(3)
    
    Weighted average maturity in years   Balance at
    
    
    
    
    
    
    Maturity
    
    
    Balance DueUnsecured senior notes payable
    
    December 31, 2010
    
    
    Rate(1)
    
    
    date
    
    
    at Maturity(in thousands)
    
    
    
    
    
    
    
    
    
    
    (in thousands)7.84% senior notes
    
    $
    10,000
    
    
    
    7.840
    %
    
    
    01/23/12
    
    
    $
    10,0006.25% senior notes
    
    
    250,000
    
    
    
    6.250
    %
    
    
    12/15/14
    
    
    
    250,0005.375% senior notes
    
    
    107,505
    
    
    
    5.375
    %
    
    
    10/15/15
    
    
    
    107,5056.00% senior notes
    
    
    105,230
    
    
    
    6.000
    %
    
    
    09/15/16
    
    
    
    105,2306.25% senior notes
    
    
    101,403
    
    
    
    6.250
    %
    
    
    01/15/17
    
    
    
    101,4036.00% senior notes
    
    
    116,998
    
    
    
    6.000
    %
    
    
    09/15/17
    
    
    
    116,998Total unsecured senior notes payable
    
    $
    691,136
    
    
    
    6.06%
    (2)
    
    
    5.21
    (3)
    
    $
    691,136
 
 (1)
    
    The rate in effect on December 31, 2010(2)
    
    Weighted average interest rates are calculated based on term to
maturity and include scheduled principal amortization(3)
    
    Weighted average maturity in years   - 48 -




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##### Table of Contents



Equity.
  Capital Recycling Initiatives.
 Future Capital Requirements.
 Distributions
 Off-Balance-Sheet Arrangements
 Joint Ventures:
  - 49 -




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##### Table of Contents



Contingencies
 Letters of Credit:
 Construction Commitments:
 Operating Lease Obligations
 Non-Recourse Debt Guarantees
 Non-Refundable Deposits:
  Business Combination
  - 50 -




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Environmental Matters
  - 51 -




---



##### Table of Contents



Inflation and Economic Condition Considerations
  - 52 -




---



##### Table of Contents



ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 Interest Rate Risk
 Interest Rate Risk
  Hedging.
  Other Market Risks
   
 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
  
 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  - 53 -




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##### Table of Contents



ITEM 9A. CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures
  Management Report on Internal Control over Financial Reporting
  Attestation Report of Independent Registered Public Accounting Firm
  Changes in Internal Control over Financial Reporting
  
 ITEM 9B. OTHER INFORMATION
 None.
 - 54 -




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##### Table of Contents



PART III
 
 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
  
 ITEM 11. EXECUTIVE COMPENSATION
  
 ITEM 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
 Equity Compensation Plan Information
  (C)Number ofsecurities(A)
    
    
    
    
    
    
    remaining availableNumber of
    
    
    
    
    
    
    for future issuancesecurities to be
    
    
    (B)
    
    
    under equityissued upon
    
    
    Weighted-average
    
    
    compensation plansexercise of
    
    
    exercise price of
    
    
    (excludingoutstanding
    
    
    outstanding
    
    
    securitiesoptions, warrants
    
    
    options, warrants
    
    
    reflected in columnPlan category
    
    and rights
    
    
    and rights
    
    
    (A))Equity compensation plans approved by security holders
    
    
    2,981,248
    
    
    $
    20.24
    
    
    
    1,207,797Equity compensation plans not approved by security
holders(1)
    
    
    364,660
    
    
    $
    24.70
    
    
    
    Total
    
    
    3,345,908
    
    
    $
    20.73
    
    
    
    1,207,797
 
 (1)
    
    Represents options to purchase 364,660 shares of common stock issued to Jeffrey S.
Olson our Chief Executive Officer, in connection with his initial employment.  
 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
  
 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
  - 55 -




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##### Table of Contents



PART IV
 
 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
  Page1. Financial Statements:Management Report on Internal Control Over Financial Reporting
    
    
    63Report of Independent Registered Public Accounting Firm
    
    
    64Report of Independent Registered Public Accounting Firm
    
    
    65Consolidated Balance Sheets as of December 31, 2010 and 2009
    
    
    66Consolidated Statements of Income for the years ended
December 31, 2010, 2009 and 2008
    
    
    67Consolidated Statements of Comprehensive Income for the years
ended December 31, 2010, 2009 and 2008
    
    
    68Consolidated Statements of Stockholders Equity for the years
ended December 31, 2010, 2009 and 2008
    
    
    69Consolidated Statements of Cash Flows for the years ended
December 31, 2010, 2009 and 2008
    
    
    70Notes to the Consolidated Financial Statements
    
    
    722. Financial statement schedules required to be filedSchedule II  Valuation and Qualifying Accounts
    
    
    113Schedule III  Real Estate Investments and Accumulated
Depreciation
    
    
    114Schedule IV  Mortgage Loans on Real Estate
    
    
    118Schedules I and V are not required to be filed.
  EXHIBIT NO.
    
    DESCRIPTION3.1
    
    Composite Charter of the Company (Exhibit 3.1)3.2
    
    Amended and Restated Bylaws of the Company (Exhibit 3.2) (2)4.1
    
    Indenture, dated November 9, 1995, between the Company, as successor-by-merger to
IRT Property Company, and SunTrust Bank, as Trustee (Exhibit 4(c)) (3)4.2
    
    Supplemental Indenture No. 3, dated September 9, 1998, between the Company, as
successor-by-merger to IRT Property Company, and SunTrust Bank, as Trustee (Exhibit
4.1) (6)4.3
    
    Supplemental Indenture No. 4, dated November 1, 1999, between the Company, as
successor-by-merger to IRT Property Company, and SunTrust Bank, as Trustee (Exhibit
4.1) (7)4.4
    
    Supplemental Indenture No. 5, dated February 12, 2003, between the Company and
SunTrust Bank, as Trustee (Exhibit 4.1) (8)4.5
    
    Supplemental Indenture No. 6, dated April 23, 2004, between the Company and
SunTrust Bank, as Trustee (Exhibit 4.2) (9)4.6
    
    Supplemental Indenture No. 7, dated May 20, 2005, between the Company and SunTrust
Bank, as Trustee (Exhibit 4.1) (10)4.7
    
    Indenture, dated September 9, 1998, between the Company, as successor-by-merger to
IRT Property Company, and SunTrust Bank, as Trustee (Exhibit 4.2) (6)4.8
    
    Supplemental Indenture No. 1, dated September 9, 1998, between the Company, as
successor-by-merger to IRT Property Company, and SunTrust Bank, as Trustee (Exhibit
4.3) (6)
 - 56 -




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##### Table of Contents



EXHIBIT NO.
    
    DESCRIPTION4.9
    
    Supplemental Indenture No. 2, dated November 1, 1999, between the Company, as
successor-by-merger to IRT Property Company, and SunTrust Bank, as Trustee (Exhibit
4.5) (7)4.10
    
    Supplemental Indenture No. 3, dated February 12, 2003, between the Company and
SunTrust Bank, as Trustee (Exhibit 4.2) (8)4.11
    
    Supplemental Indenture No. 5, dated April 23, 2004, between the Company and
SunTrust Bank, as Trustee (Exhibit 4.1) (9)4.12
    
    Supplemental Indenture No. 6, dated May 20, 2005, between the Company and SunTrust
Bank, as Trustee (Exhibit 4.2) (10)4.13
    
    Supplemental Indenture No. 7, dated September 20, 2005, between the Company and
SunTrust Bank, as Trustee (Exhibit 4.1) (12)4.14
    
    Supplemental Indenture No. 8, dated December 30, 2005, between the Company and
SunTrust Bank, as Trustee
(Exhibit 4.17) (13)4.15
    
    Supplemental Indenture No. 9, dated March 10, 2006, between the Company and
SunTrust Bank, as Trustee (Exhibit 4.1) (14)4.16
    
    Supplemental Indenture No. 10, dated August 18, 2006, between the Company and
SunTrust Bank, as Trustee (Exhibit 4.1) (15)4.17
    
    Supplemental Indenture No. 11, dated April 18, 2007, between the Company and U.S.
Bank National Association, as Trustee (Exhibit 4.1) (27)4.18
    
    Supplemental Indenture No. 12, dated December 9, 2009, between the Company and U.S.
Bank National Association, as Trustee (Exhibit 4.1) (39)10.1
    
    Form of Indemnification Agreement (Exhibit 10.1) (11)10.2
    
    1995 Stock Option Plan, as amended (Appendix A) (17)*10.3
    
    Amended and Restated 2000 Executive Incentive Plan (Annex A) (32)*10.4
    
    Form of Stock Option Agreement for stock options awarded under the Amended and
Restated 2000 Executive Incentive Plan (Exhibit 10.3) (19)*10.5
    
    Form of Restricted Stock Agreement for restricted stock awarded under the Amended
and Restated 2000 Executive Incentive Plan (Exhibit 10.4) (19)*10.6
    
    IRT 1989 Stock Option Plan, assumed by the Company (20)*10.7
    
    IRT 1998 Long-Term Incentive Plan, assumed by the Company (Appendix A) (21)*10.8
    
    2004 Employee Stock Purchase Plan (Annex B) (18)*10.9
    
    Registration Rights Agreement, dated as of January 1, 1996 by and among the
Company, Chaim Katzman, Gazit Holdings, Inc., Dan Overseas Ltd., Globe Reit
Investments, Ltd., Eli Makavy, Doron Valero and David Wulkan, as amended. (Exhibit
10.6, Amendment No. 3) (22)10.10
    
    Stock Exchange Agreement dated May 18, 2001 among the Company, First Capital Realty
Inc. and First Capital America Holding Corp. (23)10.11
    
    Use Agreement, regarding use of facilities, by and between Gazit (1995), Inc. and
the Company, dated January 1, 1996 (Exhibit 10.15, Amendment No. 1) (22)10.12
    
    Subscription Agreement, dated October 4, 2000, made by Alony Hetz Properties &
Investments, Ltd. (Exhibit 10.13) (24)10.13
    
    Stockholders Agreement, dated October 4, 2000, among the Company, Alony Hetz
Properties & Investments, Ltd., Gazit-Globe (1982), Ltd., M.G.N. (USA), Inc. and
Gazit (1995), Inc. (Exhibit 10.14) (24)10.14
    
    First Amendment to Stockholders Agreement, dated December 19, 2001, among the
Company Alony Hetz Properties & Investments, Ltd., Gazit-Globe (1982), Ltd., M.G.N.
(USA), Inc. and Gazit (1995), Inc. (Exhibit 10.15) (24)10.15
    
    Second Amendment to Stockholders Agreement, dated October 28, 2002, among the
Company Alony Hetz Properties & Investments, Ltd., Gazit-Globe (1982), Ltd., M.G.N.
(USA), Inc. and Gazit (1995), Inc. (25)10.16
    
    Third Amendment to Stockholders Agreement, dated May 23, 2003, among the Company
Alony Hetz Properties & Investments, Ltd., Gazit-Globe (1982), Ltd., M.G.N. (USA),
Inc. and Gazit (1995), Inc. (Exhibit 10.1) (9)10.17
    
    Chairman Compensation Agreement effective as of January 1, 2007 between the Company
and Chaim Katzman (Exhibit 10.1) (26)*10.18
    
    First Amended and Restated Employment Agreement effective as of September 15, 2006
between the Company and Jeffrey S. Olson (Exhibit 10.2) (26)*10.19
    
    Employment Agreement, effective as of March 14, 2008 between the Company and Thomas
Caputo (Exhibit 10.1) (33)*
 - 57 -




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##### Table of Contents



EXHIBIT NO.
    
    DESCRIPTION10.20
    
    Fourth Amendment to Stockholders Agreement, dated June 23, 2004, among the Company,
Alony-Hetz Properties & Investments, Ltd., Gazit-Globe, Ltd., MGN (USA), Inc. and
Gazit (1995), Inc. (Exhibit 10.21) (40)10.21
    
    Registration Rights Agreement, dated October 28, 2002, between the Company and
certain Purchasers (Exhibit 99.3) (28)10.22
    
    Second Amended and Restated Credit Agreement, dated as of October 17, 2008, among
the Company, each of the financial institutions initially a signatory thereto,
SunTrust Bank, as Syndication Agent, Bank of America, N.A. and PNC Bank National
Association, as Co-Documentation Agents, and Wells Fargo Bank, National Association
as contractual representative of the Lenders to the extent and manner provided in
Article XII and as Sole Lead Arranger (Exhibit 10.1) (29)10.23
    
    Clarification Agreement and Protocol, dated as of January 1, 2004, among the
Company and Gazit-Globe (1982), Ltd. (Exhibit 10.2) (30)10.24
    
    Equity One, Inc. Non-Qualified Deferred Compensation Plan. (Exhibit 10.1) (31)*10.25
    
    Employment Agreement effective as of January 2, 2007 between the Company and Arthur
L. Gallagher (Exhibit 10.1) (34)*10.26
    
    Registration Rights Agreement made as of September 23, 2008 by and among the
Company and MGN America LLC (Exhibit 10.2) (35)10.27
    
    Common Stock Purchase Agreement made as of September 23, 2008 by and between the
Company and MGN America, LLC (Exhibit 10.14) (35)10.28
    
    Senior Officers Voluntary Salary Reduction Letter effective as of February 6, 2009
(Exhibit 10.1) (36)*10.29
    
    Common Stock Purchase Agreement, dated as of April 8, 2009, between the Company and
MGN America, LLC (Exhibit 10.1) (37)10.30
    
    Registration Rights Agreement, dated as of April 8, 2009, between the Company and
MGN America, LLC (Exhibit 10.2) (37)10.31
    
    Amended and restated employment contract between Mark Langer and the Company dated
April 24, 2009 (Exhibit 10.1) (38)*10.32
    
    Common Stock Purchase Agreement, dated as of March 9, 2010, between the Company and
MGN America, LLC (Exhibit 10.1) (41)10.33
    
    Common Stock Purchase Agreement, dated as of March 9, 2010, between the Company and
Silver Maple (2001), Inc. (Exhibit 10.2) (41)10.34
    
    Registration Rights Agreement, dated as of March 9, 2010, by and among the Company,
MGN America, LLC and Silver Maple (2001), Inc. (Exhibit 10.3) (41)10.35
    
    Contribution Agreement, dated May 23, 2010, by and among the Company, Liberty
International Holdings Limited and Capital Shopping Centres plc (Exhibit 10.1) (42)10.36
    
    Equityholders Agreement, dated May 23, 2010, by and among the Company, Capital
Shopping Centres Group PLC, Liberty International Holdings Limited, Gazit-Globe
Ltd., MGN (USA) Inc., Gazit (1995), Inc., MGN America, LLC, Silver Maple (2001),
Inc. and Ficus, Inc. (Exhibit 10.1) (42)10.37
    
    Amendment to Contribution Agreement, dated November 8, 2010, by and among the
Company, Liberty International Holdings Limited and Capital Shopping Centres plc
(Exhibit 10.1) (43)10.38
    
    Employment Agreement, dated as of August 9, 2010 and effective as of January 1,
2011, by and between the Company and Jeffrey S. Olson (Exhibit 10.1) (44)*10.39
    
    First Amendment to Amended and Restated Employment Agreement and Restricted Stock
Agreement, dated as of August 9, 2010, by and between the Company and Jeffrey S.
Olson (Exhibit 10.2) (44)*10.40
    
    Chairman Compensation Agreement, dated as of August 9, 2010 and, except as
otherwise specifically provided therein, effective as of January 1, 2011, by and
between the Company and Chaim Katzman (Exhibit 10.3) (44)*10.41
    
    First Amendment to Chairman Compensation Agreement and Restricted Stock Agreement,
dated as of August 9, 2010, by and between the Company and Chaim Katzman (Exhibit
10.4) (44)*10.42
    
    Restricted Stock Agreement, effective as of August 9, 2010, by and between the
Company and Chaim Katzman (Exhibit 10.5) (44)*10.43
    
    Common Stock Purchase Agreement, dated as of December 8, 2010, between the Company
and MGN America, LLC (Exhibit 10.1) (45)10.44
    
    Registration Rights Agreement, dated as of December 8, 2010, by and among the
Company and MGN America, LLC (Exhibit 10.2) (45)10.45
    
    Limited Liability Company Agreement of EQY-CSC LLC, dated as of January 4, 2011
(Exhibit 10.1) (46)
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##### Table of Contents



EXHIBIT NO.
    
    DESCRIPTION10.46
    
    Registration and Liquidity Rights Agreement by and between Equity One, Inc., and
Liberty International Holdings Limited, dated as of January 4, 2011 (Exhibit 10.2)
(46)10.47
    
    Shared Appreciation Promissory Note, dated as of January 4, 2011 (Exhibit 10.3) (46)10.48
    
    Employment Agreement, dated as of January 28, 2011 and effective as of February 1,
2011, by and between Equity One, Inc. and Thomas A. Caputo (Exhibit 10.1) (47)10.49
    
    Employment Agreement, dated as of January 28, 2011 and effective as of February 1,
2011, by and between Equity One, Inc. and Arthur L. Gallagher (Exhibit 10.2) (47)10.50
    
    Employment Agreement, dated as of January 28, 2011 and effective as of February 1,
2011, by and between Equity One, Inc. and Mark Langer (Exhibit 10.3) (47)12.1
    
    Ratios of Earnings to Fixed Charges21.1
    
    List of Subsidiaries of the Registrant23.1
    
    Consent of Ernst & Young LLP31.1
    
    Certification of Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 200231.2
    
    Certification of Chief Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 200232.1
    
    Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18
U.S.C. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002
 
 *
    
    Identifies employee agreements, management contracts, compensatory plans or other arrangements.(1)
    
    Intentionally Omitted.(2)
    
    Previously filed as an exhibit to our Annual Report on Form 10-K filed on March 15, 2004, and
incorporated by reference herein.(3)
    
    Previously filed by IRT Property Company as an exhibit to IRTs Annual Report on Form 10-K
filed on February 16, 1996, and incorporated by reference herein.(4)
    
    Intentionally Omitted.(5)
    
    Intentionally Omitted.(6)
    
    Previously filed by IRT Property Company as an exhibit to IRTs Current Report on Form 8-K
filed on September 15, 1998, and incorporated by reference herein.(7)
    
    Previously filed by IRT Property Company as an exhibit to IRTs Current Report on Form 8-K
filed on November 12, 1999, and incorporated by reference herein.(8)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on February 20, 2003,
and incorporated by reference herein.(9)
    
    Previously filed as an exhibit to our Quarterly Report on Form 10-Q filed on May 10, 2004, and
incorporated by reference herein.(10)
    
    Previously filed as an exhibit to our Quarterly Report on Form 10-Q filed on August 5, 2005,
and incorporated by reference herein.(11)
    
    Previously filed as an exhibit to our Annual Report on Form 10-K filed on March 16, 2005, and
incorporated by reference herein.(12)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on September 20, 2005,
and incorporated by reference herein.(13)
    
    Previously filed as an exhibit to our Annual Report on Form 10-K filed on March 3, 2006, and
incorporated by reference herein.(14)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on March 13, 2006, and
incorporated by reference herein.(15)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on August 22, 2006, and
incorporated by reference herein.(16)
    
    Intentionally Omitted.(17)
    
    Previously filed with our definitive Proxy Statement for the Annual Meeting of Stockholders
held on June 30, 1999, and incorporated by reference herein.(18)
    
    Previously filed with our definitive Proxy Statement for the Annual Meeting of Stockholders
held on May 21, 2004, and incorporated by reference herein.(19)
    
    Previously filed with our Current Report on Form 8-K filed on February 18, 2005, and
incorporated by reference herein.(20)
    
    Previously filed by IRT Property Company as an exhibit to IRTs Current Report on Form 8-K
filed on March 22, 1989, and incorporated by reference herein. - 59 -




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##### Table of Contents



(21)
    
    Previously filed by IRT Property Company with IRTs definitive Proxy Statement for the Annual
Meeting of Stockholders held on June 18, 1998, and incorporated by reference herein.(22)
    
    Previously filed with our Registration Statement on Form S-11, as amended (Registration No.
333-3397), and incorporated by reference herein.(23)
    
    Previously filed as Appendix A to our definitive Proxy Statement for the Special Meeting of
Stockholders held on September 6, 2001 and incorporated by reference herein.(24)
    
    Previously filed with our Annual Report Form 10-K/A filed on March 18, 2002, and incorporated
by reference herein.(25)
    
    Previously filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q filed on November 13,
2002, and incorporated by reference herein.(26)
    
    Previously filed as an exhibit to our Quarterly Report on Form 10-Q filed on November 9, 2006,
and incorporated by reference herein.(27)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on April 20, 2007, and
incorporated by reference herein.(28)
    
    Previously filed as Exhibit 2.1 to our Current Report on Form 8-K filed on October 30, 2002,
and incorporated by reference herein.(29)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on October 23, 2008,
and incorporated by reference herein.(30)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on March 16, 2004, and
incorporated by reference herein.(31)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on July 7, 2005, and
incorporated by reference herein.(32)
    
    Previously filed as Annex A to our definitive Proxy Statement for the Annual Meeting of
Stockholders held on June 4, 2007 and incorporated by reference herein.(33)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on March 18, 2008, and
incorporated by reference herein.(34)
    
    Previously filed as an exhibit to our Quarterly Report on Form 10-Q filed on May 5, 2008, and
incorporated by reference herein.(35)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on September 29, 2008,
and incorporated by reference herein.(36)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on February 6, 2009,
and incorporated by reference herein.(37)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on April 14, 2009, and
incorporated by reference herein.(38)
    
    Previously filed as an exhibit to our Quarterly Report on Form 10-Q filed on May 11, 2009, and
incorporated by reference herein.(39)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on December 9, 2009,
and incorporated by reference herein.(40)
    
    Previously filed as an exhibit to our Annual Report on Form 10-K filed on February 25, 2008,
and incorporated by reference herein.(41)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on March 15, 2010, and
incorporated by reference herein.(42)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on May 27, 2010, and
incorporated by reference herein.(43)
    
    Previously filed as an exhibit to our Quarterly Report on Form 10-Q filed on November 8, 2010,
and incorporated by reference herein.(44)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on August 12, 2010, and
incorporated by reference herein.(45)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on December 14, 2010,
and incorporated by reference herein.(46)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on January 7, 2011, and
incorporated by reference herein.(47)
    
    Previously filed as an exhibit to our Current Report on Form 8-K filed on February 3, 2011,
and incorporated by reference herein. - 60 -




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##### Table of Contents



SIGNATURES
   EQUITY ONE, INC.By:
    /s/ Jeffrey S. OlsonJeffrey S. OlsonChief Executive Officer  SIGNATURE
    
    TITLE
    
    DATE/s/ Jeffrey S. Olson
    
    Chief Executive Officer and Director
    
    March 10, 2011Jeffrey S. Olson
    
    (Principal Executive Officer)/s/ Mark Langer
    
    Executive Vice President and
    
    March 10, 2011Mark Langer
    
    Chief Financial Officer
(Principal Financial Officer)/s/ Angela F. Valdes
    
    Vice President and Chief
    
    March 10, 2011Angela F. Valdes
    
    Accounting Officer
(Principal Accounting Officer)/s/ Chaim Katzman
    
    Chairman of the Board
    
    March 10, 2011Chaim Katzman/s/ Noam Ben-Ozer
    
    Director
    
    March 10, 2011Noam Ben-Ozer/s/James S Cassel
    
    Director
    
    March 10, 2011James S. Cassel/s/ Cynthia Cohen
    
    Director
    
    March 10, 2011Cynthia Cohen/s/ David Fischel
    
    Director
    
    March 10, 2011David Fischel/s/ Neil Flanzraich
    
    Director
    
    March 10, 2011Neil Flanzraich/s/ Nathan Hetz
    
    Director
    
    March 10, 2011Nathan Hetz/s/ Peter Linneman
    
    Director
    
    March 10, 2011Peter Linneman/s/ Dori J. Segal
    
    Director
    
    March 10, 2011Dori J. Segal
 - 61 -




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##### Table of Contents



EQUITY ONE, INC. AND SUBSIDIARIES
 TABLE OF CONTENTS
 PageManagement Report on Internal Control Over Financial Reporting
    
    
    63Report of Independent Registered Public Accounting Firm
    
    
    64Report of Independent Registered Public Accounting Firm
    
    
    65Consolidated Balance Sheets as of December 31, 2010 and 2009
    
    
    66Consolidated Statements of Income for the years ended December 31, 2010, 2009 and 2008
    
    
    67Consolidated Statements of Comprehensive Income for the years ended December 31, 2010,
2009 and 2008
    
    
    68Consolidated Statements of Stockholders Equity for the years ended December 31, 2010,
2009 and 2008
    
    
    69Consolidated Statements of Cash Flows for the years ended December 31, 2010, 2009 and 2008
    
    
    70Notes to the Consolidated Financial Statements
    
    
    72
 - 62 -




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##### Table of Contents



Management Report on Internal Control Over Financial Reporting
  
    
    Pertain to the maintenance of records that in reasonable detail accurately and fairly
reflect the transactions and dispositions of the assets of the Company;
    
    Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the Company are being made only in
accordance with authorizations of management and directors of the Company; and
    
    Provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the Companys assets that could have a material effect
on the financial statements.
  The Companys management assessed the effectiveness of the Companys internal control over
financial reporting as of December 31, 2010. In making this assessment, the Companys management
used the criteria set forth by the Internal Control-Integrated Framework issued by the Committee
of Sponsoring Organizations of the Treadway Commission (COSO). Based on this assessment,
management has concluded that, as of December 31, 2010, the Companys internal control over
financial reporting is effective.
   - 63 -




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##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
     .
  
 
 - 64 -




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##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
      
 
 - 65 -




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##### Table of Contents



EQUITY ONE, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
December 31, 2010 and 2009
(In thousands, except per share amounts)
 December 31,
    
    
    December 31,2010
    
    
    2009ASSETSProperties:Income producing
    
    $
    2,643,871
    
    
    $
    2,433,431Less: accumulated depreciation
    
    
    (288,613
    )
    
    
    (240,172
    )Income producing properties, net
    
    
    2,355,258
    
    
    
    2,193,259Construction in progress and land held for development
    
    
    74,870
    
    
    
    68,866Properties, net
    
    
    2,430,128
    
    
    
    2,262,125Cash and cash equivalents
    
    
    38,333
    
    
    
    47,970Accounts and other receivables, net
    
    
    15,181
    
    
    
    9,806Investment in and advances to unconsolidated joint ventures
    
    
    59,736
    
    
    
    11,524Securities
    
    
    
    
    
    
    820Goodwill
    
    
    10,790
    
    
    
    11,477Other assets
    
    
    127,696
    
    
    
    108,598TOTAL ASSETS
    
    $
    2,681,864
    
    
    $
    2,452,320LIABILITIES AND STOCKHOLDERS EQUITYLiabilities:Notes payable:Mortgage notes payable
    
    $
    533,660
    
    
    $
    551,647Unsecured senior notes payable
    
    
    691,136
    
    
    
    691,1361,224,796
    
    
    
    1,242,783Unamortized discount on notes payable, net
    
    
    (21,923
    )
    
    
    (25,892
    )Total notes payable
    
    
    1,202,873
    
    
    
    1,216,891Other liabilities:Accounts payable and accrued expenses
    
    
    32,885
    
    
    
    33,251Tenant security deposits
    
    
    8,907
    
    
    
    9,180Deferred tax liabilities, net
    
    
    46,523
    
    
    
    50,059Other liabilities
    
    
    96,971
    
    
    
    54,237Total liabilities
    
    
    1,388,159
    
    
    
    1,363,618Redeemable noncontrolling interests
    
    
    3,864
    
    
    
    989Commitments and contingencies
    
    
    
    
    
    
    Stockholders equity:Preferred stock, $0.01 par value  10,000 shares authorized but unissued
    
    
    
    
    
    
    Common stock, $0.01 par value  150,000 shares authorized, 102,327 and
86,131 shares issued and outstanding at December 31, 2010 and 2009,
respectively
    
    
    1,023
    
    
    
    861Additional paid-in capital
    
    
    1,391,762
    
    
    
    1,110,427Distributions in excess of earnings
    
    
    (105,309
    )
    
    
    (46,810
    )Contingent consideration
    
    
    
    
    
    
    323Accumulated other comprehensive loss
    
    
    (1,569
    )
    
    
    (266
    )Total stockholders equity of Equity One, Inc
    
    
    1,285,907
    
    
    
    1,064,535Noncontrolling interests
    
    
    3,934
    
    
    
    23,178Total stockholders equity
    
    
    1,289,841
    
    
    
    1,087,713TOTAL LIABILITIES AND STOCKHOLDERS EQUITY
    
    $
    2,681,864
    
    
    $
    2,452,320
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##### Table of Contents



EQUITY ONE, INC. AND SUBSIDIARIES
Consolidated Statements of Income
Years Ended December 31, 2010, 2009 and 2008
(In thousands, except per share amounts)
 2010
    
    
    2009
    
    
    2008REVENUE:Minimum rent
    
    $
    221,632
    
    
    $
    209,857
    
    
    $
    181,798Expense recoveries
    
    
    60,350
    
    
    
    57,961
    
    
    
    51,753Percentage rent
    
    
    1,685
    
    
    
    1,679
    
    
    
    1,901Management and leasing services
    
    
    1,557
    
    
    
    1,675
    
    
    
    1,789Total revenue
    
    
    285,224
    
    
    
    271,172
    
    
    
    237,241COSTS AND EXPENSES:Property operating
    
    
    78,852
    
    
    
    78,070
    
    
    
    64,190Rental property depreciation and amortization
    
    
    67,339
    
    
    
    62,122
    
    
    
    45,429General and administrative
    
    
    42,041
    
    
    
    38,835
    
    
    
    31,957Total costs and expenses
    
    
    188,232
    
    
    
    179,027
    
    
    
    141,576INCOME BEFORE OTHER INCOME AND EXPENSE, TAX AND DISCONTINUED
OPERATIONS
    
    
    96,992
    
    
    
    92,145
    
    
    
    95,665OTHER INCOME AND EXPENSE:Investment income
    
    
    937
    
    
    
    10,154
    
    
    
    10,220Equity in (loss) income in unconsolidated joint ventures
    
    
    (116
    )
    
    
    (88
    )
    
    
    108Other income
    
    
    648
    
    
    
    1,503
    
    
    
    967Interest expense
    
    
    (77,922
    )
    
    
    (73,450
    )
    
    
    (60,851
    )Amortization of deferred financing fees
    
    
    (1,924
    )
    
    
    (1,520
    )
    
    
    (1,629
    )Gain on acquisition of controlling interest in subsidiary
    
    
    
    
    
    
    27,501
    
    
    
    Gain on sale of real estate
    
    
    254
    
    
    
    
    
    
    
    21,542Gain on extinguishment of debt
    
    
    63
    
    
    
    12,345
    
    
    
    6,473Impairment loss
    
    
    (687
    )
    
    
    (368
    )
    
    
    (37,497
    )INCOME FROM CONTINUING OPERATIONS BEFORE TAX AND DISCONTINUED
OPERATIONS
    
    
    18,245
    
    
    
    68,222
    
    
    
    34,998Income tax benefit (provision) of taxable REIT
subsidiaries
    
    
    3,765
    
    
    
    5,017
    
    
    
    (1,015
    )INCOME FROM CONTINUING OPERATIONS
    
    
    22,010
    
    
    
    73,239
    
    
    
    33,983DISCONTINUED OPERATIONS:Operations of income producing properties sold or held
for sale
    
    
    152
    
    
    
    1,009
    
    
    
    1,582Gain (loss) on disposal of income producing properties
    
    
    2,257
    
    
    
    7,127
    
    
    
    (557
    )INCOME FROM DISCONTINUED OPERATIONS
    
    
    2,409
    
    
    
    8,136
    
    
    
    1,025NET INCOME
    
    
    24,419
    
    
    
    81,375
    
    
    
    35,008Net loss attributable to noncontrolling interests
    
    
    693
    
    
    
    2,442
    
    
    
    NET INCOME ATTRIBUTABLE TO EQUITY ONE, INC.
    
    $
    25,112
    
    
    $
    83,817
    
    
    $
    35,008EARNINGS PER COMMON SHARE  BASIC:Continuing operations
    
    $
    0.24
    
    
    $
    0.90
    
    
    $
    0.45Discontinued operations
    
    
    0.03
    
    
    
    0.10
    
    
    
    0.01$
    0.27
    
    
    $
    1.00
    
    
    $
    0.46Number of Shares Used in Computing Basic Earnings per
Share
    
    
    91,536
    
    
    
    83,290
    
    
    
    74,075EARNINGS PER COMMON SHARE  DILUTED:Continuing operations
    
    $
    0.24
    
    
    $
    0.89
    
    
    $
    0.45Discontinued operations
    
    
    0.03
    
    
    
    0.10
    
    
    
    0.01$
    0.27
    
    
    $
    0.98
    
    
    $
    0.46Number of Shares Used in Computing Diluted Earnings per
Share
    
    
    91,710
    
    
    
    83,857
    
    
    
    74,098
   - 67 -




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##### Table of Contents



EQUITY ONE, INC. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
Years ended December 31, 2010, 2009 and 2008
(In thousands)
 2010
    
    
    2009
    
    
    2008NET INCOME
    
    $
    24,419
    
    
    $
    81,375
    
    
    $
    35,008OTHER COMPREHENSIVE (LOSS) INCOME:Net unrealized holding gain (loss) on securities
available for sale
    
    
    14
    
    
    
    10,918
    
    
    
    (36,562
    )Reclassification adjustment for other-than-temporary
impairment loss
on securities available for sale
    
    
    
    
    
    
    
    
    
    
    23,174Net reclassification adjustment for (gain) loss on the
sale of securities
included in net income
    
    
    (359
    )
    
    
    10,711
    
    
    
    15Net realized loss on interest rate contracts
included in net income
    
    
    
    
    
    
    184
    
    
    
    102Net amortization of interest rate contracts included in
net income
    
    
    63
    
    
    
    82
    
    
    
    72Net unrealized loss on interest rate swap
    
    
    (1,021
    )
    
    
    
    
    
    
    Other comprehensive (loss) income adjustment
    
    
    (1,303
    )
    
    
    21,895
    
    
    
    (13,199
    )COMPREHENSIVE INCOME
    
    
    23,116
    
    
    
    103,270
    
    
    
    21,809Comprehensive loss attributable to noncontrolling interest
    
    
    693
    
    
    
    2,442
    
    
    
    COMPREHENSIVE INCOME ATTRIBUTABLE TO EQUITY ONE, INC.
    
    $
    23,809
    
    
    $
    105,712
    
    
    $
    21,809
  - 68 -




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##### Table of Contents



EQUITY ONE, INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders Equity
For the years ended December 31, 2010, 2009 and 2008
(In thousands)
 AccumulatedAdditional
    
    
    Distributions
    
    
    
    
    
    
    Other
    
    
    Total Stockholders
    
    
    
    
    
    
    TotalCommon Stock
    
    
    Paid-In
    
    
    in Excess of
    
    
    Contingent
    
    
    Comprehensive
    
    
    Equity of Equity
    
    
    Noncontrolling
    
    
    StockholdersShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    Consideration
    
    
    Loss
    
    
    One, Inc.
    
    

Interests
    
    
    EquityBALANCE, JANUARY 1, 2008
    
    
    73,300
    
    
    $
    733
    
    
    $
    906,174
    
    
    $
    17,987
    
    
    $
    
    
    
    $
    (8,962
    )
    
    $
    915,932
    
    
    $
    
    
    
    $
    915,932Issuance of common stock
    
    
    2,898
    
    
    
    29
    
    
    
    57,073
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    57,102
    
    
    
    
    
    
    
    57,102Stock issuance cost
    
    
    
    
    
    
    
    
    
    
    (2,161
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,161
    )
    
    
    
    
    
    
    (2,161
    )Share-based compensation expense
    
    
    
    
    
    
    
    
    
    
    6,428
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,428
    
    
    
    
    
    
    
    6,428Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35,008
    
    
    
    
    
    
    
    
    
    
    
    35,008
    
    
    
    
    
    
    
    35,008Dividends paid on common stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (89,612
    )
    
    
    
    
    
    
    
    
    
    
    (89,612
    )
    
    
    
    
    
    
    (89,612
    )Other comprehensive income
adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (13,199
    )
    
    
    (13,199
    )
    
    
    
    
    
    
    (13,199
    )BALANCE, DECEMBER 31, 2008
    
    
    76,198
    
    
    
    762
    
    
    
    967,514
    
    
    
    (36,617
    )
    
    
    
    
    
    
    (22,161
    )
    
    
    909,498
    
    
    
    
    
    
    
    909,498Issuance of common stock
    
    
    10,394
    
    
    
    104
    
    
    
    144,670
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    144,774
    
    
    
    
    
    
    
    144,774Stock issuance cost
    
    
    
    
    
    
    
    
    
    
    (4,266
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,266
    )
    
    
    
    
    
    
    (4,266
    )Share-based compensation expense
    
    
    
    
    
    
    
    
    
    
    7,911
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7,911
    
    
    
    
    
    
    
    7,911Common stock repurchases
    
    
    (461
    )
    
    
    (5
    )
    
    
    (5,418
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (5,423
    )
    
    
    
    
    
    
    (5,423
    )Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    83,817
    
    
    
    
    
    
    
    
    
    
    
    83,817
    
    
    
    (2,442
    )
    
    
    81,375Dividends paid on common stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (94,010
    )
    
    
    
    
    
    
    
    
    
    
    (94,010
    )
    
    
    
    
    
    
    (94,010
    )Acquisition of DIM, Vastgoed N.V.
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    323
    
    
    
    
    
    
    
    323
    
    
    
    25,796
    
    
    
    26,119Purchase of subsidiary shares
from noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    16
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16
    
    
    
    (176
    )
    
    
    (160
    )Other comprehensive income
adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    21,895
    
    
    
    21,895
    
    
    
    
    
    
    
    21,895BALANCE, DECEMBER 31, 2009
    
    
    86,131
    
    
    
    861
    
    
    
    1,110,427
    
    
    
    (46,810
    )
    
    
    323
    
    
    
    (266
    )
    
    
    1,064,535
    
    
    
    23,178
    
    
    
    1,087,713Issuance of common stock
    
    
    15,659
    
    
    
    157
    
    
    
    270,541
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    270,698
    
    
    
    
    
    
    
    270,698Stock issuance cost
    
    
    
    
    
    
    
    
    
    
    (3,319
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,319
    )
    
    
    
    
    
    
    (3,319
    )Share-based compensation expense
    
    
    
    
    
    
    
    
    
    
    6,551
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,551
    
    
    
    
    
    
    
    6,551Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    25,112
    
    
    
    
    
    
    
    
    
    
    
    25,112
    
    
    
    (693
    )
    
    
    24,419Dividends paid on common stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (83,611
    )
    
    
    
    
    
    
    
    
    
    
    (83,611
    )
    
    
    
    
    
    
    (83,611
    )Acquisition of joint ventures
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,352
    
    
    
    2,352Purchase of subsidiary shares
from noncontrolling interest
    
    
    537
    
    
    
    5
    
    
    
    7,562
    
    
    
    
    
    
    
    (323
    )
    
    
    
    
    
    
    7,244
    
    
    
    (20,903
    )
    
    
    (13,659
    )Other comprehensive income
adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,303
    )
    
    
    (1,303
    )
    
    
    
    
    
    
    (1,303
    )BALANCE, DECEMBER 31, 2010
    
    
    102,327
    
    
    $
    1,023
    
    
    $
    1,391,762
    
    
    $
    (105,309
    )
    
    $
    
    
    
    $
    (1,569
    )
    
    $
    1,285,907
    
    
    $
    3,934
    
    
    $
    1,289,841
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##### Table of Contents



EQUITY ONE, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the years ended December 31, 2010, 2009 and 2008
(In thousands)
 2010
    
    
    2009
    
    
    2008OPERATING ACTIVITIES:Net income
    
    $
    24,419
    
    
    $
    81,375
    
    
    $
    35,008Adjustments to reconcile net income to net cash provided by
operating activities, net of effects of acquisitions and disposals:Straight line rent adjustment
    
    
    (2,233
    )
    
    
    (1,383
    )
    
    
    (829
    )Accretion of below market lease intangibles
    
    
    (7,487
    )
    
    
    (6,775
    )
    
    
    (3,708
    )Equity in loss (income) in unconsolidated joint ventures
    
    
    116
    
    
    
    88
    
    
    
    (108
    )Amortization of premium on investments held for sale
    
    
    
    
    
    
    (257
    )
    
    
    (413
    )Gain on acquisition of DIM Vastgoed
    
    
    
    
    
    
    (27,501
    )
    
    
    Income tax (benefit) provision of taxable REIT subsidiaries
    
    
    (3,765
    )
    
    
    (5,017
    )
    
    
    1,045Provision for losses on accounts receivable
    
    
    2,429
    
    
    
    4,624
    
    
    
    2,214Amortization (accretion) of discount (premium) on notes payable, net
    
    
    2,817
    
    
    
    2,224
    
    
    
    (1,900
    )Amortization of deferred financing fees
    
    
    1,924
    
    
    
    1,503
    
    
    
    1,629Depreciation and amortization
    
    
    69,077
    
    
    
    63,845
    
    
    
    46,406Share-based compensation expense
    
    
    6,551
    
    
    
    7,911
    
    
    
    6,428Operating distributions from joint venture
    
    
    
    
    
    
    265
    
    
    
    169(Gain) loss on sale of securities
    
    
    (366
    )
    
    
    (6,362
    )
    
    
    Amortization of derivatives
    
    
    63
    
    
    
    137
    
    
    
    (29
    )Gain on disposal of income producing properties
    
    
    (2,511
    )
    
    
    (7,126
    )
    
    
    (20,985
    )Impairment loss
    
    
    687
    
    
    
    368
    
    
    
    37,543Gain on extinguishment of debt
    
    
    (63
    )
    
    
    (12,345
    )
    
    
    (6,473
    )Changes in assets and liabilities:Accounts and other receivables
    
    
    (7,497
    )
    
    
    (1,375
    )
    
    
    (264
    )Other assets
    
    
    (7,903
    )
    
    
    (1,162
    )
    
    
    1,395Accounts payable and accrued expenses
    
    
    (6,522
    )
    
    
    4,250
    
    
    
    (7,128
    )Tenant security deposits
    
    
    (273
    )
    
    
    (653
    )
    
    
    (777
    )Other liabilities
    
    
    2,099
    
    
    
    (340
    )
    
    
    (2,704
    )Net cash provided by operating activities
    
    
    71,562
    
    
    
    96,294
    
    
    
    86,519INVESTING ACTIVITIES:Acquisition of income producing properties
    
    
    (108,096
    )
    
    
    (109,582
    )
    
    
    Additions to income producing properties
    
    
    (9,857
    )
    
    
    (9,872
    )
    
    
    (9,714
    )Additions to construction in progress
    
    
    (9,914
    )
    
    
    (11,809
    )
    
    
    (30,447
    )Additions to and purchases of land held for development
    
    
    (1,337
    )
    
    
    (26,920
    )
    
    
    (87
    )Proceeds from disposal of real estate and rental properties
    
    
    4,317
    
    
    
    15,870
    
    
    
    191,905Change in cash held in escrow
    
    
    
    
    
    
    
    
    
    
    54,460Increase in deferred leasing costs and lease intangibles
    
    
    (4,761
    )
    
    
    (6,030
    )
    
    
    (5,936
    )Advances to joint ventures
    
    
    (33,417
    )
    
    
    164
    
    
    
    (265
    )Investment in consolidated subsidiary
    
    
    (13,437
    )
    
    
    (956
    )
    
    
    Investment in joint ventures
    
    
    (13,927
    )
    
    
    (400
    )
    
    
    (17,178
    )Additions to notes receivable
    
    
    
    
    
    
    
    
    
    
    (3
    )Distributions of capital from joint ventures
    
    
    345
    
    
    
    107
    
    
    
    2,966Proceeds from repayment of notes receivable
    
    
    
    
    
    
    
    
    
    
    22Proceeds from sale of securities
    
    
    841
    
    
    
    152,008
    
    
    
    250Purchase of securities
    
    
    
    
    
    
    (10,867
    )
    
    
    (134,667
    )Net cash (used in) provided by investing activities
    
    
    (189,243
    )
    
    
    (8,287
    )
    
    
    51,306FINANCING ACTIVITIES:Repayments of mortgage notes payable
    
    
    (74,757
    )
    
    
    (81,737
    )
    
    
    (78,316
    )Net repayments under revolving credit facilities
    
    
    
    
    
    
    (36,770
    )
    
    
    (1,500
    )Borrowing under mortgage notes
    
    
    
    
    
    
    
    
    
    
    65,000Proceeds from senior debt borrowings
    
    
    
    
    
    
    247,838
    
    
    
    Repayment of senior debt borrowings
    
    
    
    
    
    
    (203,482
    )
    
    
    (81,518
    )Proceeds from issuance of common stock
    
    
    270,698
    
    
    
    132,488
    
    
    
    57,102Repurchase of common stock
    
    
    
    
    
    
    (5,423
    )
    
    
    Payment of deferred financing costs
    
    
    (967
    )
    
    
    (1,887
    )
    
    
    (2,778
    )Stock issuance cost
    
    
    (3,319
    )
    
    
    (4,266
    )
    
    
    (2,161
    )Dividends paid to stockholders
    
    
    (83,611
    )
    
    
    (94,010
    )
    
    
    (89,612
    )Net cash provided by (used in) financing activities
    
    
    108,044
    
    
    
    (47,249
    )
    
    
    (133,783
    )Net (decrease) increase in cash and cash equivalents
    
    
    (9,637
    )
    
    
    40,758
    
    
    
    4,042Cash and cash equivalents obtained through acquisition
    
    
    
    
    
    
    1,857
    
    
    
    Cash and cash equivalents at beginning of the year
    
    
    47,970
    
    
    
    5,355
    
    
    
    1,313Cash and cash equivalents at end of the year
    
    $
    38,333
    
    
    $
    47,970
    
    
    $
    5,355
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##### Table of Contents



EQUITY ONE, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the years ended December 31, 2010, 2009 and 2008
(In thousands)
 2010
    
    
    2009
    
    
    2008SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:Cash paid for interest (net of capitalized interest of
$2.2 million, $1.4 million and $2.9 million in 2010, 2009
and 2008, respectively)
    
    $
    75,747
    
    
    $
    71,202
    
    
    $
    65,413SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES:Change in unrealized holding gain (loss) on securities
    
    $
    14
    
    
    $
    11,030
    
    
    $
    (36,562
    )The Company acquired upon acquisition of certain rental properties:Income producing properties
    
    $
    193,661
    
    
    $
    102,266Intangible and other assets
    
    
    24,998
    
    
    
    20,033Intangible and other liabilities
    
    
    (50,946
    )
    
    
    (12,717
    )Assumption of mortgage notes payable
    
    
    (56,742
    )
    
    
    Noncontrolling interest in Canyon Trials Towne Center
    
    
    (2,875
    )
    
    
    Cash paid for rental properties
    
    
    108,096
    
    
    
    109,582The Company issued senior unsecured notes:Face value of notes
    
    $
    
    
    
    $
    250,000Discount
    
    
    
    
    
    
    (2,160
    )Cash received
    
    
    
    
    
    
    247,840Net cash paid for the acquisition of DIM is as follows:
    
    
    
    
    
    
    Income producing properties
    
    $
    
    
    
    $
    387,325Intangible and other assets
    
    
    
    
    
    
    47,126Intangible and other liabilities
    
    
    
    
    
    
    (90,481
    )Assumption of mortgage notes payable
    
    
    
    
    
    
    (230,969
    )Net noncash assets acquired
    
    
    
    
    
    
    113,001Previous equity interest
    
    
    
    
    
    
    (36,124
    )Issuance Equity One common stock (866,373 shares)
    
    
    
    
    
    
    (12,234
    )Contingent consideration
    
    
    
    
    
    
    (323
    )Noncontrolling interest in DIM
    
    
    
    
    
    
    (25,795
    )Gain on acquisition of DIM Vastgoed
    
    
    
    
    
    
    (39,560
    )Cash acquired
    
    
    
    
    
    
    1,857Net cash paid for acquisitions
    
    $
    
    
    
    $
    822(Concluded)
  - 71 -




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##### Table of Contents



EQUITY ONE, INC. AND SUBSIDIARIES
 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2010, 2009 AND 2008
 1. Organization and Basis of Presentation
 Organization
      Basis of Presentation
     - 72 -




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##### Table of Contents



2. Summary of Significant Accounting Policies
 Use of Estimates
  Properties
   Buildings
    
    30-40 yearsBuildings and Land Improvements
    
    5-40 yearsTenant improvements
    
    Lesser of minimum lease term
or economic useful lifeFurniture and Equipment
    
    5-7 years
  Cash and Cash Equivalents
  Accounts Receivable
  Long-lived Assets
  - 73 -




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##### Table of Contents




    
    historical project performance, including current occupancy, projected capitalization
rates and net operating income;
    
    competitors presence and their actions;
    
    property specific attributes such as location desirability, anchor tenants and demographics;
    
    current local market economic and demographic conditions; and
    
    future expected capital expenditures and the period of time before net operating income is stabilized.
  Properties Held for Sale
  Construction in Progress and Land Held for Development
  - 74 -




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Investments in Joint Ventures
     Securities
  - 75 -




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##### Table of Contents



Goodwill
    Deferred Costs and Intangibles
  Deposits
  Noncontrolling Interests
  Derivative Instruments
  Business Combinations
  - 76 -




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##### Table of Contents



Revenue Recognition
     Earnings Per Share
  - 77 -




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##### Table of Contents



Share-based Payment
  2010
    
    
    2009
    
    
    2008(In thousands)Restricted stock expense
    
    $
    4,194
    
    
    $
    5,108
    
    
    $
    4,424Stock option expense
    
    
    2,347
    
    
    
    2,790
    
    
    
    1,989Employee stock purchase plan discount
    
    
    10
    
    
    
    13
    
    
    
    15Total expense
    
    
    6,551
    
    
    
    7,911
    
    
    
    6,428Less amount capitalized
    
    
    (54
    )
    
    
    (152
    )
    
    
    (323
    )Net share-based compensation expense
    
    $
    6,497
    
    
    $
    7,759
    
    
    $
    6,105
 Segment Reporting
   Concentration of Credit Risk
  Recent Accounting Pronouncements
   - 78 -




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##### Table of Contents



3. Properties
  December 31,2010
    
    
    2009(thousands)Land and land improvements
    
    $
    1,100,279
    
    
    $
    1,010,166Building and building improvements
    
    
    1,456,806
    
    
    
    1,351,318Tenant improvements
    
    
    86,786
    
    
    
    71,9472,643,871
    
    
    
    2,433,431Less: accumulated depreciation
    
    
    (288,613
    )
    
    
    (240,172
    )Income producing property, net
    
    $
    2,355,258
    
    
    $
    2,193,259
 Construction in progress
  4. Acquisitions and Dispositions
  - 79 -




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##### Table of Contents



Purchase
    
    MortgageDate Purchased
    
    Property Name
    
    City
    
    State
    
    Square Feet
    
    Price
    
    Assumed(in thousands)December 23, 2010
    
    Canyon Trails Towne Center(1)
    
    Goodyear
    
    AZ
    
    
    211,581
    
    
    $
    29,000
    
    
    $
    September 22, 2010
    
    1175 Third Avenue
    
    New York
    
    NY
    
    
    25,350
    
    
    
    21,000
    
    
    
    7,475September 2, 2010
    
    Country Walk Plaza
    
    Miami
    
    FL
    
    
    100,686
    
    
    
    27,750
    
    
    
    13,500August 31, 2010
    
    Pablo Plaza
    
    Jacksonville
    
    FL
    
    
    151,238
    
    
    
    19,338
    
    
    
    7,515August 31, 2010
    
    West Bird Plaza
    
    Miami
    
    FL
    
    
    99,864
    
    
    
    17,550
    
    
    
    8,455April 15, 2010
    
    Veranda Shoppes
    
    Plantation
    
    FL
    
    
    44,888
    
    
    
    11,675
    
    
    
    March 31, 2010
    
    Copps Hill Plaza
    
    Ridgefield
    
    CT
    
    
    184,528
    
    
    
    33,400
    
    
    
    19,797March 19, 2010
    
    Gateway Plaza at Aventura
    
    Aventura
    
    FL
    
    
    29,800
    
    
    
    8,000
    
    
    
    Total
    
    
    
    
    
    
    
    
    
    
    
    $
    167,713
    
    
    $
    56,742
 
 (1)
    
    We own a 90% interest through a consolidated joint venture.  Other Acquisitions
  Acquisition of Westbury Plaza
  Acquisition of Real Estate
  Acquisition of a Controlling Interest in DIM Vastgoed N.V.
  - 80 -




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##### Table of Contents



Acquisition Date Fair Value(1)(In thousands)Previous equity interest
    
    $
    36,945Value of our common stock exchange (866,373 shares)
    
    
    12,234Contingent consideration
    
    
    323Total
    
    $
    49,502
 
 (1)
    
    Excludes effect of 2010 closing.      Fair Values(In thousands)Income producing properties
    
    $
    387,325Cash and cash equivalents
    
    
    1,857Accounts and other receivables
    
    
    1,809Intangible assets
    
    
    42,267Other assets
    
    
    3,050Total assets acquired
    
    $
    436,308Mortgage notes payable
    
    $
    230,969Secured revolving credit facility
    
    
    1,270Accounts payable and accrued expenses
    
    
    1,081Tenant security deposits
    
    
    926Below-market leases
    
    
    31,584Deferred tax liability
    
    
    53,530Other liabilities
    
    
    2,090Total liabilities assumed
    
    $
    321,450Net assets acquired
    
    $
    114,858Noncontrolling interest in DIM at closing
    
    $
    25,795
 - 81 -




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##### Table of Contents



(In thousands)Period from January 14, 2009through December 31, 2009Revenues
    
    $
    40,831Property operating expenses
    
    
    10,852Rental property depreciation and amortization expense
    
    
    17,660General and administrative expense
    
    
    3,196Investment income
    
    
    6Interest expense
    
    
    19,599Amortization of deferred financing fees
    
    
    41Other income
    
    
    Income tax benefit
    
    
    3,470Net loss
    
    
    (7,041
    )Noncontrolling interests share
    
    
    2,442Our share of the net loss
    
    $
    (4,599
    )
   - 82 -




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##### Table of Contents



Property Dispositions
   5. Accounts and Other Receivables
  December 31,2010
    
    
    2009(in thousands)Tenants
    
    $
    18,038
    
    
    $
    13,132Other
    
    
    2,008
    
    
    
    1,126Allowance for doubtful accounts
    
    
    (4,865
    )
    
    
    (4,452
    )Total accounts and other receivables, net
    
    $
    15,181
    
    
    $
    9,806
  6. Investments in Joint Ventures
  - 83 -




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##### Table of Contents



Investment BalanceDecember 31, 2010
    
    
    December 31, 2009Joint Venture
    
    Number of Properties

    
    Location
    
    
    Ownership

    
    (In thousands)GRI-EQY I, LLC
    
    
    10
    
    
    GA, SC, FL
    
    
    10.0
    %
    
    $
    7,046
    
    
    $
    8,271G&I Investment South Florida Portfolio, LLC
    
    
    3
    
    
    FL
    
    
    20.0
    %
    
    
    3,109
    
    
    
    2,947Madison 2260, Realty, LLC (1)
    
    
    1
    
    
    NY
    
    
    8.6
    %
    
    
    1,066
    
    
    
    Madison 1235, Realty, LLC (1)
    
    
    1
    
    
    NY
    
    
    20.1
    %
    
    
    1,000
    
    
    
    Talega Village Center JV, LLC (1)(2)
    
    
    1
    
    
    CA
    
    
    50.5
    %
    
    
    3,916
    
    
    
    Vernola Marketplace JV, LLC (1)(2)
    
    
    1
    
    
    CA
    
    
    50.5
    %
    
    
    8,127
    
    
    
    Total
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    24,264
    
    
    
    11,218Advances to unconsolidated joint ventures(3)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35,472
    
    
    
    306Investments in and advances to unconsolidated joint ventures
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    59,736
    
    
    $
    11,524
 
 (1)
    
    Ownership interest was acquired in 2010.(2)
    
    Our effective interest in the Talega and Vernola JVs is 48%, respectively, when considering the 5% noncontrolling interest held by Vestar.(3)
    
    Included in this amount in 2010 is the $35.0 million bridge loan to the Rockwood JVs.  7. Securities
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December 31, 2010
    
    
    December 31, 2009(In thousands)
    
    
    (In thousands)Fair
    
    
    Realized
    
    
    Unrealized Gain
    
    
    Fair
    
    
    Realized

    
    
    Unrealized GainInvestment
    
    Value
    
    
    Gain (Loss)
    
    
    (Loss)
    
    
    Value
    
    
    Gain (Loss)
    
    
    (Loss)Equity securities
    
    $
    
    
    
    $
    367
    
    
    $
    
    
    
    $
    820
    
    
    $
    
    
    
    $
    345
 8. Goodwill
   Year Ended December 31,2010
    
    
    2009(In thousands)Balance at January 1
    
    $
    11,477
    
    
    $
    11,845Impairment
    
    
    (687
    )
    
    
    (368
    )Balance at December 31
    
    $
    10,790
    
    
    $
    11,477
 - 85 -




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##### Table of Contents



9. Other Assets
  December 31,2010
    
    
    2009(In thousands)Lease intangible assets, net
    
    $
    60,603
    
    
    $
    53,526Leasing commissions, net
    
    
    23,124
    
    
    
    19,619Deposits and escrow impounds
    
    
    17,964
    
    
    
    10,642Straight-line rent receivable, net
    
    
    17,186
    
    
    
    15,034Deferred financing fees, net
    
    
    5,998
    
    
    
    6,963Prepaid and other assets
    
    
    1,413
    
    
    
    1,125Furniture and equipment, net
    
    
    1,408
    
    
    
    1,689Total other assets
    
    $
    127,696
    
    
    $
    108,598
  December 31,2010
    
    
    2009(In thousands)Lease intangible assets:Above-market leases
    
    $
    11,016
    
    
    $
    6,566In-place lease interests
    
    
    76,669
    
    
    
    63,527Lease origination costs
    
    
    4,217
    
    
    
    4,122Lease incentives
    
    
    1,602
    
    
    
    963Total intangibles
    
    
    93,504
    
    
    
    75,178Accumulated amortization:Above-market leases
    
    $
    4,016
    
    
    $
    2,911In-place lease interests
    
    
    25,858
    
    
    
    16,246Lease origination costs
    
    
    2,728
    
    
    
    2,407Lease incentives
    
    
    299
    
    
    
    88Total accumulated amortization
    
    
    32,901
    
    
    
    21,652Lease intangible assets, net
    
    $
    60,603
    
    
    $
    53,526
  - 86 -




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##### Table of Contents



10. Borrowings
 Mortgage Notes Payable
  December 31,2010
    
    
    2009(In thousands)Mortgage Notes PayableFixed rate mortgage loans
    
    $
    533,660
    
    
    $
    551,647Unamortized discount, net
    
    
    (19,168
    )
    
    
    (22,754
    )Total
    
    $
    514,492
    
    
    $
    528,893Weighted-average interest rate of fixed rate mortgage notes
    
    
    6.26
    %
    
    
    6.58
    %
      - 87 -




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##### Table of Contents



Unsecured Senior Notes
  December 31,2010
    
    
    2009(In thousands)Unsecured Senior Notes Payable7.84% Senior Notes, due 1/23/12
    
    $
    10,000
    
    
    $
    10,0006.25% senior notes, due 12/15/14
    
    
    250,000
    
    
    
    250,0005.375% Senior Notes, due 10/15/15
    
    
    107,505
    
    
    
    107,5056.0% Senior Notes, due 9/15/16
    
    
    105,230
    
    
    
    105,2306.25% Senior Notes, due 1/15/17
    
    
    101,403
    
    
    
    101,4036.0% Senior Notes, due 9/15/17
    
    
    116,998
    
    
    
    116,998Total Unsecured Senior Notes
    
    
    691,136
    
    
    
    691,136Unamortized discount, net
    
    
    (2,755
    )
    
    
    (3,138
    )Total
    
    $
    688,381
    
    
    $
    687,998Weighted-average interest
rate, net of discount adjustment
    
    
    6.06
    %
    
    
    6.06
    %
  Unsecured Revolving Credit Facilities
     - 88 -




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##### Table of Contents



Year Ending December 31,
    
    Amount(In thousands)2011
    
    $
    79,3362012
    
    
    67,4312013
    
    
    81,4662014
    
    
    285,8522015
    
    
    197,352Thereafter
    
    
    513,359Total
    
    $
    1,224,796
  11. Income Taxes
    - 89 -




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##### Table of Contents



Years Ended December 31,2010
    
    
    2009
    
    
    2008(Estimated)
    
    
    (Actual)
    
    
    (Actual)(In thousands)GAAP net income attributable to Equity One
    
    $
    25,112
    
    
    $
    83,817
    
    
    $
    35,008Net (income) loss attributable to taxable REIT subsidiaries (1)
    
    
    7,842
    
    
    
    (20,160
    )
    
    
    28,820GAAP net income from REIT operations
    
    
    32,954
    
    
    
    63,657
    
    
    
    63,828Book/tax difference for depreciation
    
    
    3,236
    
    
    
    2,913
    
    
    
    3,178Book/tax difference on sale of property
    
    
    (1,418
    )
    
    
    (4,402
    )
    
    
    (9,687
    )Book/tax difference on exercise of stock options
and restricted shares
    
    
    3,724
    
    
    
    2,017
    
    
    
    1,550Book/tax difference for interest expense
    
    
    (180
    )
    
    
    985
    
    
    
    (560
    )Deferred/prepaid/above and below-market rents, net
    
    
    (1,217
    )
    
    
    (1,970
    )
    
    
    (2,424
    )GAAP impairment loss
    
    
    687
    
    
    
    369
    
    
    
    2,367Subpart F income from foreign taxable REIT subsidiary
    
    
    
    
    
    
    
    
    
    
    5,488Deferred gain on extinguishment of debt
    
    
    
    
    
    
    (4,872
    )
    
    
    Book/tax difference for amortization
    
    
    842
    
    
    
    (7,474
    )
    
    
    Book/tax difference for acquisition costs
    
    
    6,817
    
    
    
    
    
    
    
    Other book/tax differences, net
    
    
    (1,904
    )
    
    
    (3,176
    )
    
    
    595Adjusted taxable income subject to 90% dividend requirements
    
    $
    43,541
    
    
    $
    48,047
    
    
    $
    64,335
 
 (1)
    
    2009 includes gain on acquisition of controlling interest in subsidiary of $27.5 million, related to the
consolidation of DIM and 2008 includes an impairment loss on available-for-sale securities of $32.8 million.  Years Ended December 31,2010
    
    
    2009
    
    
    2008Dividend paid per share
    
    $
    0.88
    
    
    $
    1.12
    
    
    $
    1.20Ordinary income
    
    
    50.74
    %
    
    
    47.92
    %
    
    
    56.50
    %Return of capital
    
    
    47.08
    %
    
    
    48.68
    %
    
    
    28.51
    %Capital gains
    
    
    2.18
    %
    
    
    3.40
    %
    
    
    14.99
    %
 Taxable REIT Subsidiaries (TRS)
    - 90 -




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##### Table of Contents



Years Ended December 31,2010
    
    
    2009
    
    
    2008(In thousands)U.S. income (loss) before income taxes
    
    $
    (9,265
    )
    
    $
    (8,327
    )
    
    $
    (503
    )Foreign income (loss) before income taxes
    
    
    (2,342
    )
    
    
    23,470
    
    
    
    (27,302
    )Total income (loss) before income taxes
    
    
    (11,607
    )
    
    
    15,143
    
    
    
    (27,805
    )Less benefit (provision ) for income taxes:Current federal and state
    
    
    430
    
    
    
    90
    
    
    
    (125
    )Deferred federal and state
    
    
    3,335
    
    
    
    4,927
    
    
    
    (890
    )Total tax benefit (provision)
    
    $
    3,765
    
    
    $
    5,017
    
    
    $
    (1,015
    )Net income (loss) from taxable REIT subsidiaries
    
    $
    (7,842
    )
    
    $
    20,160
    
    
    $
    (28,820
    )
  Years Ended December 31,2010
    
    
    2009
    
    
    2008(In thousands)Federal (provision) benefit at statutory tax rate (35%/34%)
    
    $
    4,040
    
    
    $
    (5,043
    )
    
    $
    9,454State taxes, net of federal benefit
    
    
    406
    
    
    
    392
    
    
    
    19Participation exemption
    
    
    
    
    
    
    
    
    
    
    (8,072
    )Gain on acquisition of DIM
    
    
    
    
    
    
    7,013
    
    
    
    Foreign tax rate differential
    
    
    (48
    )
    
    
    2,224
    
    
    
    (1,092
    )Other
    
    
    (622
    )
    
    
    (721
    )
    
    
    (65
    )Valuation allowance (increase) decrease
    
    
    (11
    )
    
    
    1,152
    
    
    
    (1,259
    )Total tax benefit (provision)
    
    $
    3,765
    
    
    $
    5,017
    
    
    $
    (1,015
    )
  Years Ended December 31,2010
    
    
    2009(In thousands)Deferred tax assets:Disallowed interest
    
    $
    3,567
    
    
    $
    3,040Net operating loss
    
    
    8,471
    
    
    
    6,331Other
    
    
    443
    
    
    
    605Valuation allowance
    
    
    (195
    )
    
    
    (183
    )Total deferred tax assets
    
    
    12,286
    
    
    
    9,793Deferred tax liabilities:Other real estate investments
    
    
    (48,871
    )
    
    
    (48,663
    )Mortgage revaluation
    
    
    (9,327
    )
    
    
    (10,795
    )Other
    
    
    (611
    )
    
    
    (394
    )Total deferred tax liabilities
    
    
    (58,809
    )
    
    
    (59,852
    )Net deferred tax liability
    
    $
    (46,523
    )
    
    $
    (50,059
    )
  - 91 -




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##### Table of Contents



12. Other Liabilities
  December 31,2010
    
    

    2009(in thousands)Lease intangible liabilities, net
    
    $
    90,428
    
    
    $
    49,922Prepaid rent
    
    
    6,436
    
    
    
    4,282Other
    
    
    107
    
    
    
    33Total other liabilities
    
    $
    96,971
    
    
    $
    54,237
  13. Noncontrolling Interest
    - 92 -




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##### Table of Contents



Year Ended December 31,2010
    
    
    2009(In thousands)Net income attributable to Equity One, Inc.
    
    $
    25,112
    
    
    $
    83,817Increase in our paid-in-capital for purchases of DIM ordinary shares
totaling 2,637,488 and 5,367,817 for the years ended December 31,
2010 and 2009, respectively
    
    
    7,562
    
    
    
    16Net transfers from noncontrolling interest
    
    
    7,562
    
    
    
    16Change from net income attributable to Equity One, Inc.
and transfers from noncontrolling interest
    
    $
    32,674
    
    
    $
    83,833
  14. Stockholders Equity and Earnings Per Share
     - 93 -




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##### Table of Contents



Earnings per Share
   Year Ended December 31,2010
    
    
    2009
    
    
    2008(In thousands)Income from continuing operations
    
    $
    22,010
    
    
    $
    73,239
    
    
    $
    33,983Net loss attributable to noncontrolling interests
    
    
    693
    
    
    
    2,442
    
    
    
    Income from continuing operations attributable to Equity One, Inc.
    
    
    22,703
    
    
    
    75,681
    
    
    
    33,983Allocation of continuing income to restricted share awards
    
    
    (280
    )
    
    
    (540
    )
    
    
    (575
    )Income from continuing operations attributable to common stockholders
    
    
    22,423
    
    
    
    75,141
    
    
    
    33,408Income from discontinued operations attributable to common stockholders
    
    
    2,409
    
    
    
    8,136
    
    
    
    1,025Allocation of discontinued income to restricted share awards
    
    
    (9
    )
    
    
    (47
    )
    
    
    (7
    )Income from discontinued operations attributable to common stockholders
    
    
    2,400
    
    
    
    8,089
    
    
    
    1,018Net income available to common stockholders
    
    $
    24,823
    
    
    $
    83,230
    
    
    $
    34,426Weighted Average Shares Outstanding  Basic
    
    
    91,536
    
    
    
    83,290
    
    
    
    74,075Basic earnings per share attributable to the common stockholders:Basic earnings per share from continuing operations
    
    $
    0.24
    
    
    $
    0.90
    
    
    $
    0.45Basic earnings per share from discontinued operations
    
    
    0.03
    
    
    
    0.10
    
    
    
    0.01Earnings per common share    Basic
    
    $
    0.27
    
    
    $
    1.00
    
    
    $
    0.46
  - 94 -




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##### Table of Contents



Year Ended December 31,2010
    
    
    2009
    
    
    2008(In thousands)Income from continuing operations
    
    $
    22,010
    
    
    $
    73,239
    
    
    $
    33,983Net loss attributable to noncontrolling interests
    
    
    693
    
    
    
    2,442
    
    
    
    Income from continuing operations attributable to Equity One, Inc.
    
    
    22,703
    
    
    
    75,681
    
    
    
    33,983Allocation of continuing income to restricted share awards
    
    
    (280
    )
    
    
    (540
    )
    
    
    (575
    )Allocation of earnings associated with DIM contingent shares
    
    
    (91
    )
    
    
    (634
    )
    
    
    Income from continuing operations attributable to common stockholders
    
    
    22,332
    
    
    
    74,507
    
    
    
    33,408Income from discontinued operations attributable to common stockholders
    
    
    2,409
    
    
    
    8,136
    
    
    
    1,025Allocation of discontinued income to restricted share awards
    
    
    (9
    )
    
    
    (47
    )
    
    
    (7
    )Income from discontinued operations attributable to common stockholders
    
    
    2,400
    
    
    
    8,089
    
    
    
    1,018Net income available to common stockholders
    
    $
    24,732
    
    
    $
    82,596
    
    
    $
    34,426Weighted Average Shares Outstanding  Basic:
    
    
    91,536
    
    
    
    83,290
    
    
    
    74,075Stock options using the treasury method
    
    
    102
    
    
    
    51
    
    
    
    23Contingent shares to be issued for DIM stock
    
    
    72
    
    
    
    516
    
    
    
    Weighted Average Shares Outstanding  Diluted
    
    
    91,710
    
    
    
    83,857
    
    
    
    74,098Diluted earnings per share attributable to common stockholders:Diluted earnings per share from continuing operations
    
    $
    0.24
    
    
    $
    0.89
    
    
    $
    0.45Diluted earnings per share from discontinued operations
    
    
    0.03
    
    
    
    0.10
    
    
    
    0.01Earnings per common share   Diluted
    
    $
    0.27
    
    
    $
    0.98
    
    
    $
    0.46
 
 Note: Diluted EPS for the year ended December 31, 2009 does not foot due to the rounding of the individual calculations.  15. Share-Based Compensation and Other Benefit Plans
   Options
  - 95 -




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##### Table of Contents



Year Ended December 31,2010
    
    
    2009
    
    
    2008Weighted-Average
    
    
    
    
    
    
    Weighted-Average
    
    
    
    
    
    
    Weighted-AverageShares Under Option
    
    
    Exercise Price
    
    
    Shares Under Option
    
    
    Exercise Price
    
    
    Shares Under Option
    
    
    Exercise Price(In thousands)
    
    
    
    
    
    
    (In thousands)
    
    
    
    
    
    
    (In thousands)Outstanding at the beginning of
the year
    
    
    2,762
    
    
    $
    21.28
    
    
    
    2,475
    
    
    $
    23.32
    
    
    
    2,325
    
    
    $
    23.85Granted
    
    
    609
    
    
    
    18.56
    
    
    
    780
    
    
    
    13.37
    
    
    
    711
    
    
    
    20.84Exercised
    
    
    
    
    
    
    
    
    
    
    (179
    )
    
    
    12.23
    
    
    
    (150
    )
    
    
    16.09Forfeited or expired
    
    
    (25
    )
    
    
    28.05
    
    
    
    (314
    )
    
    
    22.90
    
    
    
    (411
    )
    
    
    24.99Outstanding at the end of the year
    
    
    3,346
    
    
    $
    20.73
    
    
    
    2,762
    
    
    $
    21.28
    
    
    
    2,475
    
    
    $
    23.32Exercisable at the end of year
    
    
    2,157
    
    
    $
    22.62
    
    
    
    1,479
    
    
    $
    23.60
    
    
    
    922
    
    
    $
    24.26Weighted average fair value of
options
granted during the year
    
    
    
    
    
    $
    3.43
    
    
    
    
    
    
    $
    1.26
    
    
    
    
    
    
    $
    2.14
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##### Table of Contents



Year Ended December 31,2010
    
    
    2009
    
    
    2008Dividend yield
    
    
    4.4% - 4.8
    %
    
    
    5.4% - 10.4
    %
    
    
    4.9% - 7.2
    %Risk-free interest rate
    
    
    1.9% - 2.9
    %
    
    
    2.0% - 3.0
    %
    
    
    1.7% - 3.4
    %Expected option life (years)
    
    
    5.75 - 6.5
    
    
    
    5.8 - 7.0
    
    
    
    5.8 - 6.3Expected volatility
    
    
    28.6% - 30.7
    %
    
    
    25.8% - 29.2
    %
    
    
    21.0% - 23.2
    %
  Restricted Stock Grants and Long-Term Incentive Compensation Plans
  Unvested

    
    
    Weighted-AverageShares
    
    
    Price(In thousands)Unvested at
December 31, 2009
    
    
    263
    
    
    $
    21.51Granted
    
    
    1,117
    
    
    
    16.76Vested
    
    
    (123
    )
    
    
    23.56Forfeited
    
    
    (10
    )
    
    
    13.85Unvested at December 31,
2010
    
    
    1,247
    
    
    $
    17.11
     - 97 -




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##### Table of Contents



401(k) Plan
  2004 Employee Stock Purchase Plan
  16. Other Income
  - 98 -




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##### Table of Contents



Year Ended December 31,2010
    
    
    2009
    
    
    2008(In thousands)Non-rental legal settlements
    
    $
    504
    
    
    $
    
    
    
    $
    Related party income
    
    
    10
    
    
    
    154
    
    
    
    135Miscellaneous income
    
    
    107
    
    
    
    231
    
    
    
    36Casualty insurance settlement
    
    
    27
    
    
    
    1,073
    
    
    
    Forfeited deposits
    
    
    
    
    
    
    45
    
    
    
    203Easement income
    
    
    
    
    
    
    
    
    
    
    593$
    648
    
    
    $
    1,503
    
    
    $
    967
 17. Discontinued Operations
  2010
    
    
    2009
    
    
    2008(In thousands)Rental revenue
    
    $
    135
    
    
    $
    1,121
    
    
    $
    2,020ExpensesProperty operating expenses
    
    
    (22
    )
    
    
    49
    
    
    
    235Rental property depreciation and amortization
    
    
    5
    
    
    
    63
    
    
    
    157Other income and expense
    
    
    
    
    
    
    
    
    
    
    46Operations of income producing properties sold
    
    
    152
    
    
    
    1,009
    
    
    
    1,582Gain on disposal of income producing property
    
    
    2,257
    
    
    
    7,127
    
    
    
    (557
    )Income from discontinued operations
    
    $
    2,409
    
    
    $
    8,136
    
    
    $
    1,025
 18. Future Minimum Rental Income
  Year Ending
    
    Amount(In thousands)2011
    
    $
    199,3022012
    
    
    171,9612013
    
    
    143,9992014
    
    
    117,5662015
    
    
    96,450Thereafter
    
    
    336,927Total
    
    $
    1,066,205
 - 99 -




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##### Table of Contents



19. Commitments and Contingencies
       Year Ending
    
    Amount(In thousands)2011
    
    $
    4992012
    
    
    7652013
    
    
    6932014
    
    
    6932015
    
    
    663Thereafter
    
    
    4,158Total
    
    $
    7,471
 20. Environmental Matters
  21. Fair Value Measurements
  - 100 -




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##### Table of Contents



Fair Value Hierarchy
  
    
    Level 1  Financial assets and liabilities whose values are based
on unadjusted quoted market prices for identical assets and
liabilities in an active market that we have the ability to
access.
    
    Level 2  Financial assets and liabilities whose values are based
on quoted prices in markets that are not active or model inputs
that are observable for substantially the full term of the asset
or liability.
    
    Level 3  Financial assets and liabilities whose values are based
on prices or valuation techniques that require inputs that are
both unobservable and significant to the overall fair value
measurement.
  Recurring Fair Value Measurements
   Fair Value Measurements(In thousands)Level 1
    
    
    Level 2Available for sale securities
    
    $
    820
    
    
    $
    Long term incentive plan
    
    $
    
    
    
    $
    743
  Valuation Methods
  - 101 -




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##### Table of Contents



Non-recurring Fair Value Measurements
  22. Fair value of financial instruments
  Cash and Cash Equivalents and Accounts and Other Receivables
 Notes Receivable
 Available for Sale Securities
 Mortgage Notes Payable
 Unsecured Senior Notes Payable
  23. Condensed Consolidating Financial Information
  - 102 -




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##### Table of Contents



Combined
    
    
    Non-Condensed Consolidating Balance Sheet
    
    Equity One,
    
    
    Guarantor
    
    
    Guarantor
    
    
    EliminatingAs of December 31, 2010
    
    Inc.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    Consolidated(In thousands)ASSETSProperties, net
    
    $
    1,051,572
    
    
    $
    545,602
    
    
    $
    833,045
    
    
    $
    (91
    )
    
    $
    2,430,128Investment in affiliates
    
    
    628,310
    
    
    
    
    
    
    
    
    
    
    
    (628,310
    )
    
    
    Other assets
    
    
    198,010
    
    
    
    46,873
    
    
    
    161,653
    
    
    
    (154,800
    )
    
    
    251,736Total Assets
    
    $
    1,877,892
    
    
    $
    592,475
    
    
    $
    994,698
    
    
    $
    (783,201
    )
    
    $
    2,681,864LIABILITIESMortgage notes payable
    
    $
    71,019
    
    
    $
    34,349
    
    
    $
    572,914
    
    
    $
    (144,622
    )
    
    $
    533,660Unsecured senior notes payable
    
    
    691,136
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    691,136Unamortized/unaccreted
(discount)/ premium on notes
payable
    
    
    (1,938
    )
    
    
    469
    
    
    
    (20,454
    )
    
    
    
    
    
    
    (21,923
    )Other liabilities
    
    
    31,647
    
    
    
    50,610
    
    
    
    113,298
    
    
    
    (10,269
    )
    
    
    185,286Total Liabilities
    
    
    791,864
    
    
    
    85,428
    
    
    
    665,758
    
    
    
    (154,891
    )
    
    
    1,388,159Redeemable noncontrolling interests
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,864
    
    
    
    3,864STOCKHOLDERS EQUITY
    
    
    1,086,028
    
    
    
    507,047
    
    
    
    328,940
    
    
    
    (632,174
    )
    
    
    1,289,841Total Liabilities and
Stockholders Equity
    
    $
    1,877,892
    
    
    $
    592,475
    
    
    $
    994,698
    
    
    $
    (783,201
    )
    
    $
    2,681,864
 Combined
    
    
    Non-Condensed Consolidating Balance Sheet
    
    Equity One,
    
    
    Guarantor
    
    
    GuarantorAs of December 31, 2009
    
    Inc.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminating Entries
    
    
    Consolidated(In thousands)ASSETSProperties, net
    
    $
    1,007,214
    
    
    $
    272,205
    
    
    $
    982,706
    
    
    $
    
    
    
    $
    2,262,125Investment in affiliates
    
    
    628,310
    
    
    
    
    
    
    
    
    
    
    
    (628,310
    )
    
    
    Other assets
    
    
    185,166
    
    
    
    18,903
    
    
    
    133,343
    
    
    
    (147,217
    )
    
    
    190,195Total Assets
    
    $
    1,820,690
    
    
    $
    291,108
    
    
    $
    1,116,049
    
    
    $
    (775,527
    )
    
    $
    2,452,320LIABILITIESMortgage notes payable
    
    $
    55,060
    
    
    $
    44,054
    
    
    $
    597,461
    
    
    $
    (144,928
    )
    
    $
    551,647Unsecured revolving credit facilities
    
    
    
    
    
    
    
    
    
    
    820
    
    
    
    (820
    )
    
    
    Unsecured senior notes payable
    
    
    691,136
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    691,136Unamortized/unaccreted (discount)/
premium on notes payable
    
    
    (2,638
    )
    
    
    13
    
    
    
    (23,267
    )
    
    
    
    
    
    
    (25,892
    )Other liabilities
    
    
    27,983
    
    
    
    6,488
    
    
    
    113,725
    
    
    
    (1,469
    )
    
    
    146,727Total Liabilities
    
    
    771,541
    
    
    
    50,555
    
    
    
    688,739
    
    
    
    (147,217
    )
    
    
    1,363,618Redeemable noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    989
    
    
    
    989STOCKHOLDERS EQUITY
    
    
    1,049,149
    
    
    
    240,553
    
    
    
    427,310
    
    
    
    (629,299
    )
    
    
    1,087,713Total Liabilities and
Stockholders Equity
    
    $
    1,820,690
    
    
    $
    291,108
    
    
    $
    1,116,049
    
    
    $
    (775,527
    )
    
    $
    2,452,320
 - 103 -




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##### Table of Contents



Condensed Consolidating Statement of Income
    
    
    
    
    
    Combined
    
    
    Non-for the year ended
    
    Equity One
    
    
    Guarantor
    
    
    Guarantor
    
    
    EliminatingDecember 31, 2010
    
    Inc.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    Consolidated(In thousands)REVENUE:Minimum rent
    
    $
    101,020
    
    
    $
    51,362
    
    
    $
    69,250
    
    
    $
    
    
    
    $
    221,632Expense recoveries
    
    
    25,771
    
    
    
    17,002
    
    
    
    17,577
    
    
    
    
    
    
    
    60,350Percentage rent
    
    
    512
    
    
    
    386
    
    
    
    787
    
    
    
    
    
    
    
    1,685Management and leasing services
    
    
    24
    
    
    
    1,533
    
    
    
    
    
    
    
    
    
    
    
    1,557Total revenue
    
    
    127,327
    
    
    
    70,283
    
    
    
    87,614
    
    
    
    
    
    
    
    285,224EQUITY IN SUBSIDIARIES EARNINGS
    
    
    34,060
    
    
    
    
    
    
    
    
    
    
    
    (34,060
    )
    
    
    COSTS AND EXPENSES:Property operating
    
    
    35,836
    
    
    
    18,745
    
    
    
    24,271
    
    
    
    
    
    
    
    78,852Rental property depreciation and amortization
    
    
    26,180
    
    
    
    15,433
    
    
    
    25,726
    
    
    
    
    
    
    
    67,339General and administrative
    
    
    35,001
    
    
    
    3,783
    
    
    
    3,257
    
    
    
    
    
    
    
    42,041Total costs and expenses
    
    
    97,017
    
    
    
    37,961
    
    
    
    53,254
    
    
    
    
    
    
    
    188,232INCOME BEFORE OTHER INCOME AND EXPENSE, TAX AND DISCONTINUED
OPERATIONS
    
    
    64,370
    
    
    
    32,322
    
    
    
    34,360
    
    
    
    (34,060
    )
    
    
    96,992OTHER INCOME AND EXPENSE:Investment income
    
    
    5,430
    
    
    
    35
    
    
    
    21
    
    
    
    (4,549
    )
    
    
    937Equity in loss in unconsolidated joint ventures
    
    
    
    
    
    
    (116
    )
    
    
    
    
    
    
    
    
    
    
    (116
    )Other income
    
    
    603
    
    
    
    
    
    
    
    45
    
    
    
    
    
    
    
    648Interest expense
    
    
    (46,750
    )
    
    
    (1,697
    )
    
    
    (34,024
    )
    
    
    4,549
    
    
    
    (77,922
    )Amortization of deferred financing fees
    
    
    (1,690
    )
    
    
    (69
    )
    
    
    (165
    )
    
    
    
    
    
    
    (1,924
    )Gain on sale of real estate
    
    
    254
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    254Gain on extinguishment of debt
    
    
    58
    
    
    
    5
    
    
    
    
    
    
    
    
    
    
    
    63Impairment loss
    
    
    (214
    )
    
    
    (311
    )
    
    
    (162
    )
    
    
    
    
    
    
    (687
    )INCOME FROM CONTINUING OPERATIONS BEFORE TAX AND DISCONTINUED
OPERATIONS
    
    
    22,061
    
    
    
    30,169
    
    
    
    75
    
    
    
    (34,060
    )
    
    
    18,245Income tax (provision) benefit of taxable REIT subsidiaries
    
    
    (198
    )
    
    
    610
    
    
    
    3,353
    
    
    
    
    
    
    
    3,765INCOME FROM CONTINUING OPERATIONS
    
    
    21,863
    
    
    
    30,779
    
    
    
    3,428
    
    
    
    (34,060
    )
    
    
    22,010DISCONTINUED OPERATIONS:Operations of income producing properties sold or held for sale
    
    
    138
    
    
    
    11
    
    
    
    3
    
    
    
    
    
    
    
    152Gain on disposal of income producing property
    
    
    2,418
    
    
    
    
    
    
    
    (161
    )
    
    
    
    
    
    
    2,257INCOME (LOSS) FROM DISCONTINUED OPERATIONS
    
    
    2,556
    
    
    
    11
    
    
    
    (158
    )
    
    
    
    
    
    
    2,409NET INCOME
    
    
    24,419
    
    
    
    30,790
    
    
    
    3,270
    
    
    
    (34,060
    )
    
    
    24,419Net loss attributable to noncontrolling interests
    
    
    693
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    693NET INCOME ATTRIBUTABLE TO EQUITY ONE, INC.
    
    $
    25,112
    
    
    $
    30,790
    
    
    $
    3,270
    
    
    $
    (34,060
    )
    
    $
    25,112
 - 104 -




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##### Table of Contents



Condensed Consolidating Statement of Income
    
    
    
    
    
    Combined
    
    
    Non-for the year ended
    
    Equity One
    
    
    Guarantor
    
    
    Guarantor
    
    
    EliminatingDecember 31, 2009
    
    Inc.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Entries
    
    
    Consolidated(In thousands)REVENUE:Minimum rent
    
    $
    100,332
    
    
    $
    42,433
    
    
    $
    67,092
    
    
    $
    
    
    
    $
    209,857Expense recoveries
    
    
    26,846
    
    
    
    13,801
    
    
    
    17,314
    
    
    
    
    
    
    
    57,961Percentage rent
    
    
    588
    
    
    
    417
    
    
    
    674
    
    
    
    
    
    
    
    1,679Management and leasing services
    
    
    195
    
    
    
    1,480
    
    
    
    
    
    
    
    
    
    
    
    1,675Total revenue
    
    
    127,961
    
    
    
    58,131
    
    
    
    85,080
    
    
    
    
    
    
    
    271,172EQUITY IN SUBSIDIARIES EARNINGS
    
    
    52,085
    
    
    
    
    
    
    
    
    
    
    
    (52,085
    )
    
    
    COSTS AND EXPENSES:Property operating
    
    
    36,946
    
    
    
    15,861
    
    
    
    25,263
    
    
    
    
    
    
    
    78,070Rental property depreciation and amortization
    
    
    25,221
    
    
    
    10,540
    
    
    
    26,361
    
    
    
    
    
    
    
    62,122General and administrative
    
    
    30,995
    
    
    
    3,537
    
    
    
    4,303
    
    
    
    
    
    
    
    38,835Total costs and expenses
    
    
    93,162
    
    
    
    29,938
    
    
    
    55,927
    
    
    
    
    
    
    
    179,027INCOME BEFORE OTHER INCOME AND EXPENSE, TAX AND DISCONTINUED
OPERATIONS
    
    
    86,884
    
    
    
    28,193
    
    
    
    29,153
    
    
    
    (52,085
    )
    
    
    92,145OTHER INCOME AND EXPENSE:Investment income
    
    
    11,282
    
    
    
    15
    
    
    
    12
    
    
    
    (1,155
    )
    
    
    10,154Equity in loss in unconsolidated joint ventures
    
    
    
    
    
    
    (88
    )
    
    
    
    
    
    
    
    
    
    
    (88
    )Other income
    
    
    1,503
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,503Interest expense
    
    
    (34,407
    )
    
    
    (6,719
    )
    
    
    (33,454
    )
    
    
    1,130
    
    
    
    (73,450
    )Amortization of deferred financing fees
    
    
    (1,234
    )
    
    
    (103
    )
    
    
    (208
    )
    
    
    25
    
    
    
    (1,520
    )Gain on acquisition of controlling interest in subsidiary
    
    
    
    
    
    
    
    
    
    
    27,501
    
    
    
    
    
    
    
    27,501Gain on extinguishment of debt
    
    
    12,286
    
    
    
    59
    
    
    
    
    
    
    
    
    
    
    
    12,345Impairment loss
    
    
    (369
    )
    
    
    1
    
    
    
    
    
    
    
    
    
    
    
    (368
    )INCOME FROM CONTINUING OPERATIONS BEFORE TAX AND DISCONTINUED
OPERATIONS
    
    
    75,945
    
    
    
    21,358
    
    
    
    23,004
    
    
    
    (52,085
    )
    
    
    68,222Income tax benefit of taxable REIT subsidiaries
    
    
    
    
    
    
    1,547
    
    
    
    3,470
    
    
    
    
    
    
    
    5,017INCOME FROM CONTINUING OPERATIONS
    
    
    75,945
    
    
    
    22,905
    
    
    
    26,474
    
    
    
    (52,085
    )
    
    
    73,239DISCONTINUED OPERATIONS:Operations of income producing properties sold or held for sale
    
    
    797
    
    
    
    192
    
    
    
    20
    
    
    
    
    
    
    
    1,009Gain on disposal of income producing property
    
    
    4,633
    
    
    
    2,494
    
    
    
    
    
    
    
    
    
    
    
    7,127INCOME FROM DISCONTINUED OPERATIONS
    
    
    5,430
    
    
    
    2,686
    
    
    
    20
    
    
    
    
    
    
    
    8,136NET INCOME
    
    
    81,375
    
    
    
    25,591
    
    
    
    26,494
    
    
    
    (52,085
    )
    
    
    81,375Net loss attributable to noncontrolling interests
    
    
    2,442
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,442NET INCOME ATTRIBUTABLE TO EQUITY ONE, INC.
    
    $
    83,817
    
    
    $
    25,591
    
    
    $
    26,494
    
    
    $
    (52,085
    )
    
    $
    83,817
 - 105 -




---



##### Table of Contents



Condensed Consolidating Statement of Income
    
    
    
    
    
    Combined
    
    
    Non-for the year ended
    
    Equity One
    
    
    Guarantor
    
    
    GuarantorDecember 31, 2008
    
    Inc.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Eliminating Entries
    
    
    Consolidated(In thousands)REVENUE:Minimum rent
    
    $
    101,250
    
    
    $
    43,975
    
    
    $
    36,573
    
    
    $
    
    
    
    $
    181,798Expense recoveries
    
    
    26,145
    
    
    
    13,842
    
    
    
    11,766
    
    
    
    
    
    
    
    51,753Percentage rent
    
    
    779
    
    
    
    466
    
    
    
    656
    
    
    
    
    
    
    
    1,901Management and leasing services
    
    
    
    
    
    
    1,789
    
    
    
    
    
    
    
    
    
    
    
    1,789Total revenue
    
    
    128,174
    
    
    
    60,072
    
    
    
    48,995
    
    
    
    
    
    
    
    237,241EQUITY IN SUBSIDIARIES EARNINGS
    
    
    24,106
    
    
    
    
    
    
    
    
    
    
    
    (24,106
    )
    
    
    COSTS AND EXPENSES:Property operating
    
    
    32,621
    
    
    
    16,259
    
    
    
    15,310
    
    
    
    
    
    
    
    64,190Rental property depreciation and amortization
    
    
    25,656
    
    
    
    10,488
    
    
    
    9,285
    
    
    
    
    
    
    
    45,429General and administrative
    
    
    26,610
    
    
    
    4,892
    
    
    
    455
    
    
    
    
    
    
    
    31,957Total costs and expenses
    
    
    84,887
    
    
    
    31,639
    
    
    
    25,050
    
    
    
    
    
    
    
    141,576INCOME BEFORE OTHER INCOME AND EXPENSE, TAX AND DISCONTINUED
OPERATIONS
    
    
    67,393
    
    
    
    28,433
    
    
    
    23,945
    
    
    
    (24,106
    )
    
    
    95,665OTHER INCOME AND EXPENSE:Investment income
    
    
    4,104
    
    
    
    37
    
    
    
    6,079
    
    
    
    
    
    
    
    10,220Equity in income in unconsolidated joint ventures
    
    
    
    
    
    
    108
    
    
    
    
    
    
    
    
    
    
    
    108Other income
    
    
    752
    
    
    
    
    
    
    
    215
    
    
    
    
    
    
    
    967Interest expense
    
    
    (41,393
    )
    
    
    (8,196
    )
    
    
    (11,262
    )
    
    
    
    
    
    
    (60,851
    )Amortization of deferred financing fees
    
    
    (1,430
    )
    
    
    (103
    )
    
    
    (96
    )
    
    
    
    
    
    
    (1,629
    )Gain on sale of real estate
    
    
    204
    
    
    
    13,916
    
    
    
    7,422
    
    
    
    
    
    
    
    21,542Gain on extinguishment of debt
    
    
    6,473
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,473Impairment loss
    
    
    (2,249
    )
    
    
    (2,457
    )
    
    
    (32,791
    )
    
    
    
    
    
    
    (37,497
    )INCOME FROM CONTINUING OPERATIONS BEFORE TAX AND DISCONTINUED
OPERATIONS
    
    
    33,854
    
    
    
    31,738
    
    
    
    (6,488
    )
    
    
    (24,106
    )
    
    
    34,998Income tax provision of taxable REIT subsidiaries
    
    
    
    
    
    
    (1,015
    )
    
    
    
    
    
    
    
    
    
    
    (1,015
    )INCOME FROM CONTINUING OPERATIONS
    
    
    33,854
    
    
    
    30,723
    
    
    
    (6,488
    )
    
    
    (24,106
    )
    
    
    33,983DISCONTINUED OPERATIONS:Operations of income producing properties sold or held for sale
    
    
    1,154
    
    
    
    384
    
    
    
    44
    
    
    
    
    
    
    
    1,582Loss on disposal of income producing properties
    
    
    
    
    
    
    
    
    
    
    (557
    )
    
    
    
    
    
    
    (557
    )INCOME FROM DISCONTINUED OPERATIONS
    
    
    1,154
    
    
    
    384
    
    
    
    (513
    )
    
    
    
    
    
    
    1,025NET INCOME
    
    
    35,008
    
    
    
    31,107
    
    
    
    (7,001
    )
    
    
    (24,106
    )
    
    
    35,008Net income attributable to noncontrolling interest
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    NET INCOME ATTRIBUTABLE TO EQUITY ONE, INC.
    
    $
    35,008
    
    
    $
    31,107
    
    
    $
    (7,001
    )
    
    $
    (24,106
    )
    
    $
    35,008
 - 106 -




---



##### Table of Contents



Condensed Consolidating Statement of Cash Flows
    
    
    
    
    
    Combined
    
    
    Non-for the year ended
    
    Equity One,
    
    
    Guarantor
    
    
    GuarantorDecember 31, 2010
    
    Inc.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Consolidated(In thousands)Net cash (used in) provided by operating activities
    
    $
    (65,006
    )
    
    $
    35,441
    
    
    $
    101,127
    
    
    $
    71,562INVESTING ACTIVITIES:Acquisition of income producing properties
    
    
    (48,691
    )
    
    
    (11,855
    )
    
    
    (47,550
    )
    
    
    (108,096
    )Additions to income producing properties
    
    
    (3,692
    )
    
    
    (1,579
    )
    
    
    (4,586
    )
    
    
    (9,857
    )Additions to construction in progress
    
    
    (5,443
    )
    
    
    (2,408
    )
    
    
    (2,063
    )
    
    
    (9,914
    )Additions to and purchases of land held for development
    
    
    (1,337
    )
    
    
    
    
    
    
    
    
    
    
    (1,337
    )Proceeds from disposal of real estate and rental properties
    
    
    3,308
    
    
    
    
    
    
    
    1,009
    
    
    
    4,317Increase in deferred leasing costs and lease intangibles
    
    
    (2,814
    )
    
    
    (849
    )
    
    
    (1,098
    )
    
    
    (4,761
    )Advances to joint ventures
    
    
    (33,417
    )
    
    
    
    
    
    
    
    
    
    
    (33,417
    )Investment in consolidated subsidiary
    
    
    (13,437
    )
    
    
    
    
    
    
    
    
    
    
    (13,437
    )Investment in joint ventures
    
    
    (13,927
    )
    
    
    
    
    
    
    
    
    
    
    (13,927
    )Distributions of capital from joint ventures
    
    
    345
    
    
    
    
    
    
    
    
    
    
    
    345Proceeds from sale of securities
    
    
    841
    
    
    
    
    
    
    
    
    
    
    
    841Advances to subsidiaries, net
    
    
    (64,185
    )
    
    
    47,440
    
    
    
    16,745
    
    
    
    Net cash (used in) provided by investing activities
    
    
    (182,449
    )
    
    
    30,749
    
    
    
    (37,543
    )
    
    
    (189,243
    )FINANCING ACTIVITIES:Repayment of mortgage notes payable
    
    
    (13,517
    )
    
    
    (49,873
    )
    
    
    (11,367
    )
    
    
    (74,757
    )Proceeds from issuance of stock
    
    
    270,698
    
    
    
    
    
    
    
    
    
    
    
    270,698Payment of deferred financing costs
    
    
    (768
    )
    
    
    
    
    
    
    (199
    )
    
    
    (967
    )Stock issuance costs
    
    
    (3,319
    )
    
    
    
    
    
    
    
    
    
    
    (3,319
    )Dividends paid to stockholders
    
    
    (83,611
    )
    
    
    
    
    
    
    
    
    
    
    (83,611
    )Net cash provided by (used in) financing activities
    
    
    169,483
    
    
    
    (49,873
    )
    
    
    (11,566
    )
    
    
    108,044Net (decrease) increase in cash and cash equivalents
    
    
    (77,972
    )
    
    
    16,317
    
    
    
    52,018
    
    
    
    (9,637
    )Cash and cash equivalents at beginning of the year
    
    
    47,970
    
    
    
    
    
    
    
    
    
    
    
    47,970Cash and cash equivalents at end of the year
    
    $
    (30,002
    )
    
    $
    16,317
    
    
    $
    52,018
    
    
    $
    38,333
 - 107 -




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##### Table of Contents



Combined
    
    
    Non-Condensed Consolidating Statement of Cash Flows
    
    Equity One,
    
    
    Guarantor
    
    
    Guarantorfor the year ended December 31, 2009
    
    Inc.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    ConsolidatedNet cash provided by operating activities
    
    $
    19,990
    
    
    $
    12,154
    
    
    $
    64,150
    
    
    $
    96,294INVESTING ACTIVITIES:Acquisition of income producing properties
    
    
    
    
    
    
    
    
    
    
    (109,582
    )
    
    
    (109,582
    )Additions to income producing properties
    
    
    (4,356
    )
    
    
    (7,669
    )
    
    
    2,153
    
    
    
    (9,872
    )Additions to construction in progress
    
    
    (4,527
    )
    
    
    (49
    )
    
    
    (7,233
    )
    
    
    (11,809
    )Additions to and purchases of land held for development
    
    
    
    
    
    
    (26,920
    )
    
    
    
    
    
    
    (26,920
    )Proceeds from disposal of real estate and rental properties
    
    
    11,837
    
    
    
    3,144
    
    
    
    889
    
    
    
    15,870Increase in deferred leasing costs and lease intangibles
    
    
    (2,582
    )
    
    
    (392
    )
    
    
    (3,056
    )
    
    
    (6,030
    )Advances to joint ventures
    
    
    164
    
    
    
    
    
    
    
    
    
    
    
    164Investment in consolidated subsidiary
    
    
    (956
    )
    
    
    
    
    
    
    
    
    
    
    (956
    )Investment in joint ventures
    
    
    (400
    )
    
    
    
    
    
    
    
    
    
    
    (400
    )Distributions of capital from joint ventures
    
    
    107
    
    
    
    
    
    
    
    
    
    
    
    107Proceeds from sale of securities
    
    
    152,008
    
    
    
    
    
    
    
    
    
    
    
    152,008Purchase of securities
    
    
    (10,867
    )
    
    
    
    
    
    
    
    
    
    
    (10,867
    )Advances to subsidiaries, net
    
    
    (104,601
    )
    
    
    (22,723
    )
    
    
    127,324
    
    
    
    Net cash provided by (used in) investing activities
    
    
    35,827
    
    
    
    (54,609
    )
    
    
    10,495
    
    
    
    (8,287
    )FINANCING ACTIVITIES:Repayments of mortgage notes payable
    
    
    (2,467
    )
    
    
    (5,895
    )
    
    
    (73,375
    )
    
    
    (81,737
    )Net (repayments) borrowings under revolving credit
facilities
    
    
    (40,694
    )
    
    
    5,194
    
    
    
    (1,270
    )
    
    
    (36,770
    )Proceeds from senior debt borrowings
    
    
    
    
    
    
    247,838
    
    
    
    
    
    
    
    247,838Repayment from senior debt borrowings
    
    
    (687
    )
    
    
    (202,795
    )
    
    
    
    
    
    
    (203,482
    )Proceeds from issuance of common stock
    
    
    132,488
    
    
    
    
    
    
    
    
    
    
    
    132,488Repurchase of common stock
    
    
    (5,423
    )
    
    
    
    
    
    
    
    
    
    
    (5,423
    )Payment in deferred financing costs
    
    
    
    
    
    
    (1,887
    )
    
    
    
    
    
    
    (1,887
    )Stock issuance cost
    
    
    (4,266
    )
    
    
    
    
    
    
    
    
    
    
    (4,266
    )Dividends paid to stockholders
    
    
    (94,010
    )
    
    
    
    
    
    
    
    
    
    
    (94,010
    )Net cash (used in) provided by financing activities
    
    
    (15,059
    )
    
    
    42,455
    
    
    
    (74,645
    )
    
    
    (47,249
    )Net increase in cash and cash equivalents
    
    
    40,758
    
    
    
    
    
    
    
    
    
    
    
    40,758Cash and cash equivalents obtained through acquisition
    
    
    1,857
    
    
    
    
    
    
    
    
    
    
    
    1,857Cash and cash equivalents at beginning of the year
    
    
    5,355
    
    
    
    
    
    
    
    
    
    
    
    5,355Cash and cash equivalents at end of the year
    
    $
    47,970
    
    
    $
    
    
    
    $
    
    
    
    $
    47,970
 - 108 -




---



##### Table of Contents



Combined
    
    
    Non-Condensed Consolidating Statement of Cash Flows
    
    Equity One,
    
    
    Guarantor
    
    
    Guarantorfor the year ended December 31, 2008
    
    Inc.
    
    
    Subsidiaries
    
    
    Subsidiaries
    
    
    Consolidated(In thousands)Net cash (used in) provided by operating activities
    
    $
    (15,888
    )
    
    $
    72,178
    
    
    $
    30,229
    
    
    $
    86,519INVESTING ACTIVITIES:Additions to income producing properties
    
    
    (957
    )
    
    
    (5,551
    )
    
    
    (3,206
    )
    
    
    (9,714
    )Additions to and purchases of land held for
development
    
    
    
    
    
    
    (87
    )
    
    
    
    
    
    
    (87
    )Additions to construction in progress
    
    
    (5,820
    )
    
    
    (17,380
    )
    
    
    (7,247
    )
    
    
    (30,447
    )Proceeds from disposal of real estate and rental
properties
    
    
    550
    
    
    
    176,855
    
    
    
    14,500
    
    
    
    191,905Change in cash held in escrow
    
    
    54,460
    
    
    
    
    
    
    
    
    
    
    
    54,460Investment in joint ventures
    
    
    (4,410
    )
    
    
    (12,768
    )
    
    
    
    
    
    
    (17,178
    )Advances to joint ventures
    
    
    (265
    )
    
    
    
    
    
    
    
    
    
    
    (265
    )Distributions of capital from joint ventures
    
    
    2,966
    
    
    
    
    
    
    
    
    
    
    
    2,966Increase in deferred leasing costs
    
    
    (1,952
    )
    
    
    (2,575
    )
    
    
    (1,409
    )
    
    
    (5,936
    )Additions to notes receivable
    
    
    (3
    )
    
    
    
    
    
    
    
    
    
    
    (3
    )Proceeds from repayment of notes receivable
    
    
    13
    
    
    
    4
    
    
    
    5
    
    
    
    22Proceeds from sale of securities
    
    
    250
    
    
    
    
    
    
    
    
    
    
    
    250Purchase of securities
    
    
    (134,667
    )
    
    
    
    
    
    
    
    
    
    
    (134,667
    )Advances to affiliates
    
    
    176,346
    
    
    
    (177,064
    )
    
    
    718
    
    
    
    Net cash provided by (used in) investing activities
    
    
    86,511
    
    
    
    (38,566
    )
    
    
    3,361
    
    
    
    51,306FINANCING ACTIVITIES:Repayments of mortgage notes payable
    
    
    (9,775
    )
    
    
    (33,612
    )
    
    
    (34,929
    )
    
    
    (78,316
    )Borrowings under mortgage notes
    
    
    65,000
    
    
    
    
    
    
    
    
    
    
    
    65,000Net repayments under revolving credit facilities
    
    
    (1,500
    )
    
    
    
    
    
    
    
    
    
    
    (1,500
    )Repayment of senior debt
    
    
    (81,518
    )
    
    
    
    
    
    
    
    
    
    
    (81,518
    )Change in deferred financing costs
    
    
    (4,117
    )
    
    
    
    
    
    
    1,339
    
    
    
    (2,778
    )Proceeds from issuance of common stock
    
    
    57,102
    
    
    
    
    
    
    
    
    
    
    
    57,102Stock issuance cost
    
    
    (2,161
    )
    
    
    
    
    
    
    
    
    
    
    (2,161
    )Dividends paid to stockholders
    
    
    (89,612
    )
    
    
    
    
    
    
    
    
    
    
    (89,612
    )Net cash used in financing activities
    
    
    (66,581
    )
    
    
    (33,612
    )
    
    
    (33,590
    )
    
    
    (133,783
    )Net increase in cash and cash equivalents
    
    
    4,042
    
    
    
    
    
    
    
    
    
    
    
    4,042Cash and cash equivalents at beginning of the year
    
    
    1,313
    
    
    
    
    
    
    
    
    
    
    
    1,313Cash and cash equivalents at end of the year
    
    $
    5,355
    
    
    $
    
    
    
    $
    
    
    
    $
    5,355
 - 109 -




---



##### Table of Contents



24. Quarterly Financial Data (unaudited)
 First Quarter(1)
    
    
    Second Quarter(1)
    
    
    Third Quarter(1)
    
    
    Fourth Quarter(1)2010:Total revenues
    
    $
    70,078
    
    
    $
    71,284
    
    
    $
    71,466
    
    
    $
    72,396Income from continuing operations
    
    $
    4,743
    
    
    $
    4,671
    
    
    $
    5,132
    
    
    $
    7,464Net income
    
    $
    4,795
    
    
    $
    6,204
    
    
    $
    5,147
    
    
    $
    8,273Net income available to common shareholders
    
    $
    5,432
    
    
    $
    6,214
    
    
    $
    5,157
    
    
    $
    8,309Basic per share dataIncome from continuing operations
    
    $
    0.06
    
    
    $
    0.05
    
    
    $
    0.06
    
    
    $
    0.08Net income
    
    $
    0.06
    
    
    $
    0.07
    
    
    $
    0.06
    
    
    $
    0.09Diluted per share dataIncome from continuing operations
    
    $
    0.06
    
    
    $
    0.05
    
    
    $
    0.05
    
    
    $
    0.08Net income
    
    $
    0.06
    
    
    $
    0.07
    
    
    $
    0.06
    
    
    $
    0.09
 
 (1)
    
    Reclassified to reflect the reporting of discontinued operations. Note that the
sum of the individual quarters per share data may not foot to the year-to-date totals due to the rounding of the individual
calculations. First Quarter(1)
    
    
    Second Quarter(1)
    
    
    Third Quarter(1)
    
    
    Fourth Quarter(1)2009:Total revenues
    
    $
    68,906
    
    
    $
    67,349
    
    
    $
    66,714
    
    
    $
    68,203Income from continuing operations
    
    $
    41,792
    
    
    $
    10,921
    
    
    $
    13,932
    
    
    $
    6,594Net income
    
    $
    43,359
    
    
    $
    14,851
    
    
    $
    14,748
    
    
    $
    8,417Net income available to common
shareholders
    
    $
    43,836
    
    
    $
    15,357
    
    
    $
    15,318
    
    
    $
    9,306Basic per share dataIncome from continuing operations
    
    $
    0.55
    
    
    $
    0.13
    
    
    $
    0.17
    
    
    $
    0.09Net income
    
    $
    0.57
    
    
    $
    0.18
    
    
    $
    0.18
    
    
    $
    0.11Diluted per share dataIncome from continuing operations
    
    $
    0.54
    
    
    $
    0.13
    
    
    $
    0.16
    
    
    $
    0.08Net income
    
    $
    0.56
    
    
    $
    0.18
    
    
    $
    0.17
    
    
    $
    0.10
 
 (1)
    
    Reclassified to reflect the reporting of discontinued operations. Note that the
sum of the individual quarters per share data may not foot to the year-to-date totals due to the rounding of the individual
calculations. - 110 -




---



##### Table of Contents



25. Subsequent Events
  Business Combination
        - 111 -




---



##### Table of Contents



Employment Agreements
  Mortgage Prepayments
  - 112 -




---



##### Table of Contents



SCHEDULE II
Equity One, Inc.
 VALUATION AND QUALIFYING ACCOUNTS
 Balance at
    
    
    
    
    
    
    Adjustments to
    
    
    
    
    
    
    Balance at end ofbeginning of period
    
    
    Charged to expense
    
    
    valuation accounts
    
    
    Deductions
    
    
    period(in thousands)Year Ended December
31, 2010:Allowance for
doubful accounts
    
    $
    4,452
    
    
    
    2,429
    
    
    
    
    
    
    
    (2,016
    )
    
    $
    4,865Allowance for
deferred tax asset
    
    $
    183
    
    
    
    12
    
    
    
    
    
    
    
    
    
    
    $
    195Year Ended December
31, 2009:Allowance for
doubful accounts
    
    $
    3,076
    
    
    
    4,624
    
    
    
    
    
    
    
    (3,248
    )
    
    $
    4,452Allowance for
deferred tax asset
    
    $
    1,334
    
    
    
    
    
    
    
    (1,151
    )
    
    
    
    
    
    $
    183Year Ended December
31, 2008:Allowance for
doubful accounts
    
    $
    2,243
    
    
    
    2,214
    
    
    
    
    
    
    
    (1,381
    )
    
    $
    3,076Allowance for
deferred tax asset
    
    $
    75
    
    
    
    1,259
    
    
    
    
    
    
    
    
    
    
    $
    1,334
 - 113 -




---



##### Table of Contents



SCHEDULE III
 Equity One, Inc.
 SUMMARY OF REAL ESTATE AND ACCUMULATED DEPRECIATION
December 31, 2010
 (in thousands)
 Capitalized
    
    
    GROSS AMOUNTS AT WHICHINITIAL COST TO COMPANY
    
    
    Subsequent to
    
    
    CARRIED AT CLOSE OF PERIODEncum-
    
    
    
    
    
    
    Building &
    
    
    Acquisition or
    
    
    
    
    
    
    Building &
    
    
    
    
    
    
    Accumulated
    
    
    Date of
    
    DateProperty
    
    Location
    
    brances
    
    
    Land
    
    

    Improvements
    
    
    Improvements
    
    
    Land
    
    
    Improvements
    
    
    Total
    
    
    Depreciation
    
    
    Construction
    
    Acquired1175 Third Avenue
    
    NY
    
    $
    7,426
    
    
    $
    28,282
    
    
    $
    22,115
    
    
    $
    
    
    
    $
    28,282
    
    
    $
    22,115
    
    
    $
    50,397
    
    
    $
    (185
    )
    
    1991
    
    
    09/22/102400 PGA
    
    FL
    
    
    
    
    
    
    1,418
    
    
    
    
    
    
    
    1
    
    
    
    1,418
    
    
    
    1
    
    
    
    1,419
    
    
    
    (1
    )
    
    NA
    
    
    03/20/064101 South I-85 Industrial
    
    NC
    
    
    
    
    
    
    1,619
    
    
    
    950
    
    
    
    275
    
    
    
    1,619
    
    
    
    1,225
    
    
    
    2,844
    
    
    
    (267
    )
    
    1956,1963
    
    
    02/12/03Alafaya Commons
    
    FL
    
    
    
    
    
    
    6,858
    
    
    
    10,720
    
    
    
    1,302
    
    
    
    6,858
    
    
    
    12,022
    
    
    
    18,880
    
    
    
    (2,269
    )
    
    1987
    
    
    02/12/03Alafaya Village
    
    FL
    
    
    3,834
    
    
    
    1,444
    
    
    
    4,967
    
    
    
    574
    
    
    
    1,444
    
    
    
    5,541
    
    
    
    6,985
    
    
    
    (827
    )
    
    1986
    
    
    04/20/06Ambassador Row
    
    LA
    
    
    
    
    
    
    3,880
    
    
    
    10,570
    
    
    
    1,189
    
    
    
    3,880
    
    
    
    11,759
    
    
    
    15,639
    
    
    
    (2,188
    )
    
    1980
    
    
    02/12/03Ambassador Row Courtyard
    
    LA
    
    
    
    
    
    
    3,110
    
    
    
    9,208
    
    
    
    2,306
    
    
    
    3,110
    
    
    
    11,514
    
    
    
    14,624
    
    
    
    (2,521
    )
    
    1986
    
    
    02/12/03Atlantic Village
    
    FL
    
    
    
    
    
    
    1,190
    
    
    
    4,760
    
    
    
    1,275
    
    
    
    1,190
    
    
    
    6,035
    
    
    
    7,225
    
    
    
    (2,752
    )
    
    1984
    
    
    06/30/95Banco Popular Building
    
    FL
    
    
    
    
    
    
    3,363
    
    
    
    1,566
    
    
    
    586
    
    
    
    3,363
    
    
    
    2,152
    
    
    
    5,515
    
    
    
    (384
    )
    
    1971
    
    
    09/27/05Bay Pointe Plaza
    
    FL
    
    
    
    
    
    
    4,655
    
    
    
    5,870
    
    
    
    152
    
    
    
    4,655
    
    
    
    6,022
    
    
    
    10,677
    
    
    
    (1,256
    )
    
    1984
    
    
    02/12/03Beauclerc Village
    
    FL
    
    
    
    
    
    
    651
    
    
    
    2,242
    
    
    
    1,426
    
    
    
    651
    
    
    
    3,668
    
    
    
    4,319
    
    
    
    (1,502
    )
    
    1962
    
    
    05/15/98Belfair Towne Village
    
    SC
    
    
    9,651
    
    
    
    11,238
    
    
    
    10,037
    
    
    
    4,099
    
    
    
    11,238
    
    
    
    14,136
    
    
    
    25,374
    
    
    
    (2,733
    )
    
    2000
    
    
    12/22/03Bird Ludlum
    
    FL
    
    
    4,893
    
    
    
    4,088
    
    
    
    16,318
    
    
    
    1,481
    
    
    
    4,088
    
    
    
    17,799
    
    
    
    21,887
    
    
    
    (7,273
    )
    
    1988
    
    
    08/11/94Bluebonnet Village
    
    LA
    
    
    
    
    
    
    2,290
    
    
    
    4,168
    
    
    
    2,044
    
    
    
    2,290
    
    
    
    6,212
    
    
    
    8,502
    
    
    
    (1,079
    )
    
    1983
    
    
    02/12/03Bluffs Square Shoppes
    
    FL
    
    
    
    
    
    
    3,232
    
    
    
    9,917
    
    
    
    341
    
    
    
    3,232
    
    
    
    10,258
    
    
    
    13,490
    
    
    
    (3,317
    )
    
    1986
    
    
    08/15/00Boca Village
    
    FL
    
    
    7,515
    
    
    
    3,385
    
    
    
    10,174
    
    
    
    630
    
    
    
    3,385
    
    
    
    10,804
    
    
    
    14,189
    
    
    
    (3,010
    )
    
    1978
    
    
    08/15/00Boynton Plaza
    
    FL
    
    
    
    
    
    
    2,943
    
    
    
    9,100
    
    
    
    508
    
    
    
    2,943
    
    
    
    9,608
    
    
    
    12,551
    
    
    
    (2,932
    )
    
    1978
    
    
    08/15/00Brawley Commons
    
    NC
    
    
    6,712
    
    
    
    4,206
    
    
    
    11,556
    
    
    
    69
    
    
    
    4,206
    
    
    
    11,625
    
    
    
    15,831
    
    
    
    (643
    )
    
    1997
    
    
    12/31/08BridgeMill
    
    GA
    
    
    8,111
    
    
    
    8,593
    
    
    
    6,310
    
    
    
    656
    
    
    
    8,593
    
    
    
    6,966
    
    
    
    15,559
    
    
    
    (1,560
    )
    
    2000
    
    
    11/13/03Brookside Plaza
    
    CT
    
    
    
    
    
    
    2,291
    
    
    
    26,260
    
    
    
    5,595
    
    
    
    2,291
    
    
    
    31,855
    
    
    
    34,146
    
    
    
    (4,429
    )
    
    1985
    
    
    01/12/06Buckhead Station
    
    GA
    
    
    25,576
    
    
    
    27,138
    
    
    
    45,277
    
    
    
    1,931
    
    
    
    27,138
    
    
    
    47,208
    
    
    
    74,346
    
    
    
    (4,889
    )
    
    1996
    
    
    03/09/07Butler Creek
    
    GA
    
    
    
    
    
    
    2,808
    
    
    
    7,648
    
    
    
    1,848
    
    
    
    2,808
    
    
    
    9,496
    
    
    
    12,304
    
    
    
    (2,492
    )
    
    1990
    
    
    07/15/03Canyon Trails
    
    AZ
    
    
    
    
    
    
    12,087
    
    
    
    11,168
    
    
    
    
    
    
    
    12,087
    
    
    
    11,168
    
    
    
    23,255
    
    
    
    (2
    )
    
    2008
    
    
    12/23/10Carolina Pavilion
    
    NC
    
    
    
    
    
    
    22,043
    
    
    
    69,563
    
    
    
    1,893
    
    
    
    22,043
    
    
    
    71,456
    
    
    
    93,499
    
    
    
    (4,651
    )
    
    2002
    
    
    12/31/08Carrollwood
    
    FL
    
    
    
    
    
    
    2,756
    
    
    
    6,553
    
    
    
    1,070
    
    
    
    2,756
    
    
    
    7,623
    
    
    
    10,379
    
    
    
    (1,684
    )
    
    1970
    
    
    02/12/03Cashmere Corners
    
    FL
    
    
    4,376
    
    
    
    1,947
    
    
    
    5,707
    
    
    
    (86
    )
    
    
    1,947
    
    
    
    5,621
    
    
    
    7,568
    
    
    
    (1,382
    )
    
    2001
    
    
    08/15/00Centre Pointe Plaza
    
    NC
    
    
    
    
    
    
    2,081
    
    
    
    4,411
    
    
    
    929
    
    
    
    2,081
    
    
    
    5,340
    
    
    
    7,421
    
    
    
    (1,121
    )
    
    1989
    
    
    02/12/03Chapel Trail Plaza
    
    FL
    
    
    
    
    
    
    3,641
    
    
    
    5,777
    
    
    
    3,020
    
    
    
    3,641
    
    
    
    8,797
    
    
    
    12,438
    
    
    
    (1,369
    )
    
    1996
    
    
    05/10/06Charlotte Square
    
    FL
    
    
    
    
    
    
    4,155
    
    
    
    4,414
    
    
    
    103
    
    
    
    4,155
    
    
    
    4,517
    
    
    
    8,672
    
    
    
    (962
    )
    
    1980
    
    
    02/12/03Chastain Square
    
    GA
    
    
    3,089
    
    
    
    10,689
    
    
    
    5,937
    
    
    
    261
    
    
    
    10,689
    
    
    
    6,198
    
    
    
    16,887
    
    
    
    (1,253
    )
    
    1981
    
    
    02/12/03Chelsea Place
    
    FL
    
    
    
    
    
    
    2,591
    
    
    
    6,491
    
    
    
    1,159
    
    
    
    2,591
    
    
    
    7,650
    
    
    
    10,241
    
    
    
    (1,499
    )
    
    1992
    
    
    02/12/03Chestnut Square
    
    NC
    
    
    
    
    
    
    1,189
    
    
    
    1,326
    
    
    
    3,569
    
    
    
    1,189
    
    
    
    4,895
    
    
    
    6,084
    
    
    
    (573
    )
    
    1985
    
    
    02/12/03Commerce Crossing
    
    GA
    
    
    
    
    
    
    2,013
    
    
    
    1,301
    
    
    
    402
    
    
    
    2,013
    
    
    
    1,703
    
    
    
    3,716
    
    
    
    (636
    )
    
    1988
    
    
    02/12/03Conway Crossing
    
    FL
    
    
    
    
    
    
    2,615
    
    
    
    5,818
    
    
    
    1,929
    
    
    
    2,615
    
    
    
    7,747
    
    
    
    10,362
    
    
    
    (1,538
    )
    
    2002
    
    
    02/12/03Copps Hill Plaza
    
    CT
    
    
    19,364
    
    
    
    14,146
    
    
    
    24,626
    
    
    
    52
    
    
    
    14,146
    
    
    
    24,678
    
    
    
    38,824
    
    
    
    (723
    )
    
    2002
    
    
    03/31/10Coral Reef Shopping Center
    
    FL
    
    
    
    
    
    
    16,464
    
    
    
    4,376
    
    
    
    1,515
    
    
    
    17,479
    
    
    
    4,876
    
    
    
    22,355
    
    
    
    (567
    )
    
    1968
    
    
    09/01/06Country Club Plaza
    
    LA
    
    
    
    
    
    
    1,294
    
    
    
    2,060
    
    
    
    14
    
    
    
    1,294
    
    
    
    2,074
    
    
    
    3,368
    
    
    
    (417
    )
    
    1982
    
    
    02/12/03Country Walk Plaza
    
    FL
    
    
    13,485
    
    
    
    8,827
    
    
    
    18,513
    
    
    
    
    
    
    
    8,827
    
    
    
    18,513
    
    
    
    27,340
    
    
    
    (205
    )
    
    1985
    
    
    09/02/10Countryside Shops
    
    FL
    
    
    
    
    
    
    11,343
    
    
    
    13,853
    
    
    
    3,220
    
    
    
    11,343
    
    
    
    17,073
    
    
    
    28,416
    
    
    
    (3,340
    )
    
    1986
    
    
    02/12/03Crossroads Square
    
    FL
    
    
    
    
    
    
    3,592
    
    
    
    4,401
    
    
    
    6,153
    
    
    
    3,520
    
    
    
    10,626
    
    
    
    14,146
    
    
    
    (2,148
    )
    
    1973
    
    
    08/15/00CVS Plaza
    
    FL
    
    
    
    
    
    
    657
    
    
    
    2,803
    
    
    
    1,314
    
    
    
    657
    
    
    
    4,117
    
    
    
    4,774
    
    
    
    (689
    )
    
    2004
    
    
    07/23/99Daniel Village
    
    GA
    
    
    3,377
    
    
    
    3,439
    
    
    
    8,352
    
    
    
    107
    
    
    
    3,439
    
    
    
    8,459
    
    
    
    11,898
    
    
    
    (1,702
    )
    
    1956
    
    
    02/12/03Dolphin Village
    
    FL
    
    
    
    
    
    
    17,607
    
    
    
    10,098
    
    
    
    346
    
    
    
    17,607
    
    
    
    10,444
    
    
    
    28,051
    
    
    
    (1,610
    )
    
    1967
    
    
    01/04/06Douglas Commons
    
    GA
    
    
    4,023
    
    
    
    3,681
    
    
    
    7,588
    
    
    
    221
    
    
    
    3,681
    
    
    
    7,809
    
    
    
    11,490
    
    
    
    (1,567
    )
    
    1988
    
    
    02/12/03Dublin Village
    
    GA
    
    
    6,705
    
    
    
    2,573
    
    
    
    6,774
    
    
    
    2
    
    
    
    2,573
    
    
    
    6,776
    
    
    
    9,349
    
    
    
    (374
    )
    
    2005
    
    
    12/31/08El Novillo
    
    FL
    
    
    
    
    
    
    250
    
    
    
    1,000
    
    
    
    151
    
    
    
    250
    
    
    
    1,151
    
    
    
    1,401
    
    
    
    (468
    )
    
    1970
    
    
    04/30/98Elmwood Oaks
    
    LA
    
    
    
    
    
    
    4,088
    
    
    
    8,221
    
    
    
    683
    
    
    
    4,088
    
    
    
    8,904
    
    
    
    12,992
    
    
    
    (1,914
    )
    
    1989
    
    
    02/12/03Eustis Village
    
    FL
    
    
    13,095
    
    
    
    6,842
    
    
    
    13,072
    
    
    
    (19
    )
    
    
    6,842
    
    
    
    13,053
    
    
    
    19,895
    
    
    
    (745
    )
    
    2002
    
    
    12/31/08Fairview Oaks
    
    GA
    
    
    3,808
    
    
    
    1,929
    
    
    
    6,187
    
    
    
    1,600
    
    
    
    1,929
    
    
    
    7,787
    
    
    
    9,716
    
    
    
    (1,508
    )
    
    1997
    
    
    02/12/03Forest Village
    
    FL
    
    
    4,065
    
    
    
    3,397
    
    
    
    3,206
    
    
    
    2,335
    
    
    
    3,397
    
    
    
    5,541
    
    
    
    8,938
    
    
    
    (1,459
    )
    
    2000
    
    
    01/28/99Freehome Village
    
    GA
    
    
    9,706
    
    
    
    5,224
    
    
    
    7,032
    
    
    
    (29
    )
    
    
    5,224
    
    
    
    7,003
    
    
    
    12,227
    
    
    
    (379
    )
    
    2003
    
    
    12/31/08Ft. Caroline
    
    FL
    
    
    
    
    
    
    701
    
    
    
    2,800
    
    
    
    745
    
    
    
    700
    
    
    
    3,546
    
    
    
    4,246
    
    
    
    (1,439
    )
    
    1985
    
    
    01/24/94Galleria
    
    NC
    
    
    
    
    
    
    1,493
    
    
    
    3,875
    
    
    
    960
    
    
    
    1,493
    
    
    
    4,835
    
    
    
    6,328
    
    
    
    (930
    )
    
    1986
    
    
    02/12/03Gateway Plaza at Aventura
    
    FL
    
    
    
    
    
    
    2,301
    
    
    
    5,529
    
    
    
    
    
    
    
    2,301
    
    
    
    5,529
    
    
    
    7,830
    
    
    
    (172
    )
    
    1991
    
    
    03/19/10Glengary Shoppes
    
    FL
    
    
    16,573
    
    
    
    7,488
    
    
    
    13,969
    
    
    
    300
    
    
    
    7,488
    
    
    
    14,269
    
    
    
    21,757
    
    
    
    (886
    )
    
    1995
    
    
    12/31/08Golden Park Village
    
    GA
    
    
    7,204
    
    
    
    3,423
    
    
    
    6,968
    
    
    
    (8
    )
    
    
    3,423
    
    
    
    6,960
    
    
    
    10,383
    
    
    
    (363
    )
    
    2000
    
    
    12/31/08Governors Town Square
    
    GA
    
    
    10,216
    
    
    
    4,554
    
    
    
    9,595
    
    
    
    19
    
    
    
    4,554
    
    
    
    9,614
    
    
    
    14,168
    
    
    
    (533
    )
    
    2005
    
    
    12/31/08Grand Marche
    
    LA
    
    
    
    
    
    
    304
    
    
    
    
    
    
    
    
    
    
    
    304
    
    
    
    
    
    
    
    304
    
    
    
    
    
    
    1969
    
    
    02/12/03Grassland Crossing
    
    GA
    
    
    4,574
    
    
    
    3,656
    
    
    
    7,885
    
    
    
    634
    
    
    
    3,656
    
    
    
    8,519
    
    
    
    12,175
    
    
    
    (1,678
    )
    
    1996
    
    
    02/12/03Grayson Village Shopping
Ctr
    
    GA
    
    
    9,635
    
    
    
    3,658
    
    
    
    7,640
    
    
    
    (8
    )
    
    
    3,658
    
    
    
    7,632
    
    
    
    11,290
    
    
    
    (413
    )
    
    2002
    
    
    12/31/08Greensboro Village
Shopping Ct
    
    TN
    
    
    9,652
    
    
    
    2,682
    
    
    
    9,397
    
    
    
    15
    
    
    
    2,682
    
    
    
    9,412
    
    
    
    12,094
    
    
    
    (550
    )
    
    2005
    
    
    12/31/08Greenwood
    
    FL
    
    
    
    
    
    
    4,117
    
    
    
    10,295
    
    
    
    2,909
    
    
    
    4,117
    
    
    
    13,204
    
    
    
    17,321
    
    
    
    (2,602
    )
    
    1982
    
    
    02/12/03Hairston Center
    
    GA
    
    
    
    
    
    
    1,644
    
    
    
    642
    
    
    
    1
    
    
    
    1,644
    
    
    
    643
    
    
    
    2,287
    
    
    
    (87
    )
    
    2000
    
    
    08/25/05Hamilton Ridge
    
    GA
    
    
    
    
    
    
    5,612
    
    
    
    7,167
    
    
    
    1,462
    
    
    
    5,612
    
    
    
    8,629
    
    
    
    14,241
    
    
    
    (1,881
    )
    
    2002
    
    
    12/18/03Hammocks Town Center
    
    FL
    
    
    11,631
    
    
    
    16,856
    
    
    
    11,392
    
    
    
    546
    
    
    
    16,856
    
    
    
    11,938
    
    
    
    28,794
    
    
    
    (702
    )
    
    1987
    
    
    12/31/08Hampton Oaks
    
    GA
    
    
    
    
    
    
    835
    
    
    
    
    
    
    
    6,144
    
    
    
    1,929
    
    
    
    5,050
    
    
    
    6,979
    
    
    
    (137
    )
    
    n/a
    
    
    11/30/06Homestead Gas Station
    
    FL
    
    
    
    
    
    
    1,170
    
    
    
    
    
    
    
    99
    
    
    
    1,170
    
    
    
    99
    
    
    
    1,269
    
    
    
    (4
    )
    
    1959
    
    
    11/08/04Hunters Creek
    
    FL
    
    
    
    
    
    
    1,562
    
    
    
    5,445
    
    
    
    2,293
    
    
    
    1,562
    
    
    
    7,738
    
    
    
    9,300
    
    
    
    (1,695
    )
    
    1998
    
    
    09/23/03Keith Bridge Commons
    
    GA
    
    
    8,561
    
    
    
    6,278
    
    
    
    10,165
    
    
    
    59
    
    
    
    6,278
    
    
    
    10,224
    
    
    
    16,502
    
    
    
    (593
    )
    
    2002
    
    
    12/31/08Kirkman Shoppes
    
    FL
    
    
    
    
    
    
    3,222
    
    
    
    9,714
    
    
    
    355
    
    
    
    3,222
    
    
    
    10,069
    
    
    
    13,291
    
    
    
    (3,160
    )
    
    1973
    
    
    08/15/00Lago Mar
    
    FL
    
    
    
    
    
    
    4,216
    
    
    
    6,609
    
    
    
    1,173
    
    
    
    4,216
    
    
    
    7,782
    
    
    
    11,998
    
    
    
    (1,528
    )
    
    1995
    
    
    02/12/03Lake Mary
    
    FL
    
    
    22,321
    
    
    
    7,092
    
    
    
    13,878
    
    
    
    8,033
    
    
    
    7,092
    
    
    
    21,911
    
    
    
    29,003
    
    
    
    (7,102
    )
    
    1988
    
    
    11/09/95
 -114-




---



##### Table of Contents



Capitalized
    
    
    GROSS AMOUNTS AT WHICHINITIAL COST TO COMPANY
    
    
    Subsequent to
    
    
    CARRIED AT CLOSE OF PERIODEncum-
    
    
    
    
    
    
    Building &
    
    
    Acquisition or
    
    
    
    
    
    
    Building &
    
    
    
    
    
    
    Accumulated
    
    
    Date of
    
    DateProperty
    
    Location
    
    brances
    
    
    Land
    
    

    Improvements
    
    
    Improvements
    
    
    Land
    
    
    Improvements
    
    
    Total
    
    
    Depreciation
    
    
    Construction
    
    AcquiredLake St. Charles
    
    FL
    
    
    3,517
    
    
    
    1,497
    
    
    
    3,768
    
    
    
    15
    
    
    
    1,497
    
    
    
    3,783
    
    
    
    5,280
    
    
    
    (890
    )
    
    1999
    
    
    09/21/01Lancaster Plaza
    
    SC
    
    
    
    
    
    
    317
    
    
    
    153
    
    
    
    1,458
    
    
    
    317
    
    
    
    1,611
    
    
    
    1,928
    
    
    
    (168
    )
    
    1971
    
    
    02/12/03Lancaster Shopping Center
    
    SC
    
    
    
    
    
    
    280
    
    
    
    120
    
    
    
    8
    
    
    
    280
    
    
    
    128
    
    
    
    408
    
    
    
    (29
    )
    
    1963
    
    
    02/12/03Lantana Village
    
    FL
    
    
    
    
    
    
    1,350
    
    
    
    7,978
    
    
    
    909
    
    
    
    1,350
    
    
    
    8,887
    
    
    
    10,237
    
    
    
    (2,760
    )
    
    1976
    
    
    01/06/98Laurel Walk Apartments
    
    NC
    
    
    
    
    
    
    2,065
    
    
    
    4,491
    
    
    
    123
    
    
    
    2,065
    
    
    
    4,614
    
    
    
    6,679
    
    
    
    (575
    )
    
    1985
    
    
    10/31/05Loganville Town Center
    
    GA
    
    
    9,897
    
    
    
    3,442
    
    
    
    8,800
    
    
    
    (3
    )
    
    
    3,442
    
    
    
    8,797
    
    
    
    12,239
    
    
    
    (477
    )
    
    1997
    
    
    12/31/08Lutz Lake
    
    FL
    
    
    7,229
    
    
    
    3,619
    
    
    
    5,199
    
    
    
    1,149
    
    
    
    3,619
    
    
    
    6,348
    
    
    
    9,967
    
    
    
    (1,262
    )
    
    2002
    
    
    02/12/03Mableton Crossing
    
    GA
    
    
    3,335
    
    
    
    3,331
    
    
    
    6,403
    
    
    
    224
    
    
    
    3,331
    
    
    
    6,627
    
    
    
    9,958
    
    
    
    (1,294
    )
    
    1997
    
    
    02/12/03Macland Pointe
    
    GA
    
    
    5,311
    
    
    
    3,462
    
    
    
    4,814
    
    
    
    106
    
    
    
    3,462
    
    
    
    4,920
    
    
    
    8,382
    
    
    
    (992
    )
    
    1992
    
    
    02/12/03Madison Centre
    
    AL
    
    
    3,089
    
    
    
    1,424
    
    
    
    5,187
    
    
    
    33
    
    
    
    1,424
    
    
    
    5,220
    
    
    
    6,644
    
    
    
    (1,528
    )
    
    1997
    
    
    02/12/03Magnolia Shoppes
    
    FL
    
    
    14,260
    
    
    
    7,176
    
    
    
    10,886
    
    
    
    225
    
    
    
    7,176
    
    
    
    11,111
    
    
    
    18,287
    
    
    
    (650
    )
    
    1998
    
    
    12/31/08Mandarin Landing
    
    FL
    
    
    
    
    
    
    4,443
    
    
    
    4,747
    
    
    
    10,036
    
    
    
    4,443
    
    
    
    14,783
    
    
    
    19,226
    
    
    
    (2,863
    )
    
    1976
    
    
    12/10/99Mandarin Mini
    
    FL
    
    
    
    
    
    
    362
    
    
    
    1,148
    
    
    
    318
    
    
    
    362
    
    
    
    1,466
    
    
    
    1,828
    
    
    
    (612
    )
    
    1982
    
    
    05/10/94Marco Town Center
    
    FL
    
    
    7,398
    
    
    
    3,872
    
    
    
    11,966
    
    
    
    1,203
    
    
    
    3,872
    
    
    
    13,169
    
    
    
    17,041
    
    
    
    (3,566
    )
    
    2001
    
    
    08/15/00Mariners Crossing
    
    FL
    
    
    
    
    
    
    1,262
    
    
    
    4,447
    
    
    
    2,782
    
    
    
    1,511
    
    
    
    6,980
    
    
    
    8,491
    
    
    
    (1,460
    )
    
    1989
    
    
    09/12/00Market Place
    
    GA
    
    
    
    
    
    
    1,667
    
    
    
    4,078
    
    
    
    143
    
    
    
    1,667
    
    
    
    4,221
    
    
    
    5,888
    
    
    
    (846
    )
    
    1976
    
    
    02/12/03McAlphin Square
    
    GA
    
    
    
    
    
    
    3,536
    
    
    
    6,963
    
    
    
    338
    
    
    
    3,536
    
    
    
    7,301
    
    
    
    10,837
    
    
    
    (1,657
    )
    
    1979
    
    
    02/12/03Meadows
    
    FL
    
    
    5,479
    
    
    
    2,304
    
    
    
    6,670
    
    
    
    125
    
    
    
    2,304
    
    
    
    6,795
    
    
    
    9,099
    
    
    
    (1,545
    )
    
    1997
    
    
    05/23/02Medical & Merchants
    
    FL
    
    
    
    
    
    
    10,323
    
    
    
    12,174
    
    
    
    71
    
    
    
    10,323
    
    
    
    12,244
    
    
    
    22,567
    
    
    
    (2,223
    )
    
    1993
    
    
    05/27/04Middle Beach Shopping
Center
    
    FL
    
    
    
    
    
    
    2,195
    
    
    
    5,542
    
    
    
    8
    
    
    
    2,195
    
    
    
    5,550
    
    
    
    7,745
    
    
    
    (986
    )
    
    1994
    
    
    12/23/03Midpoint Center
    
    FL
    
    
    6,008
    
    
    
    5,417
    
    
    
    6,705
    
    
    
    12
    
    
    
    5,417
    
    
    
    6,717
    
    
    
    12,134
    
    
    
    (727
    )
    
    2002
    
    
    12/08/06Milestone Plaza
    
    SC
    
    
    
    
    
    
    9,868
    
    
    
    8,711
    
    
    
    129
    
    
    
    9,868
    
    
    
    8,840
    
    
    
    18,708
    
    
    
    (965
    )
    
    1995
    
    
    08/25/06North Village Center
    
    SC
    
    
    
    
    
    
    2,860
    
    
    
    2,774
    
    
    
    55
    
    
    
    2,860
    
    
    
    2,829
    
    
    
    5,689
    
    
    
    (944
    )
    
    1984
    
    
    02/12/03NSB Regional
    
    FL
    
    
    
    
    
    
    3,217
    
    
    
    8,896
    
    
    
    98
    
    
    
    3,217
    
    
    
    8,994
    
    
    
    12,211
    
    
    
    (1,819
    )
    
    1987
    
    
    02/12/03Oak Hill
    
    FL
    
    
    
    
    
    
    690
    
    
    
    2,760
    
    
    
    830
    
    
    
    690
    
    
    
    3,590
    
    
    
    4,280
    
    
    
    (1,180
    )
    
    1985
    
    
    12/07/95Oakbrook
    
    FL
    
    
    
    
    
    
    7,706
    
    
    
    16,079
    
    
    
    3,779
    
    
    
    7,706
    
    
    
    19,858
    
    
    
    27,564
    
    
    
    (4,656
    )
    
    1974
    
    
    08/15/00Oaktree Plaza
    
    FL
    
    
    
    
    
    
    1,589
    
    
    
    2,275
    
    
    
    226
    
    
    
    1,589
    
    
    
    2,501
    
    
    
    4,090
    
    
    
    (317
    )
    
    1985
    
    
    10/16/06Old Kings Commons
    
    FL
    
    
    
    
    
    
    1,420
    
    
    
    5,005
    
    
    
    423
    
    
    
    1,420
    
    
    
    5,428
    
    
    
    6,848
    
    
    
    (1,096
    )
    
    1988
    
    
    02/12/03Pablo Plaza
    
    FL
    
    
    7,466
    
    
    
    5,327
    
    
    
    12,676
    
    
    
    328
    
    
    
    5,424
    
    
    
    12,907
    
    
    
    18,331
    
    
    
    (228
    )
    
    1973
    
    
    08/31/10Park Promenade
    
    FL
    
    
    
    
    
    
    2,670
    
    
    
    6,444
    
    
    
    145
    
    
    
    2,670
    
    
    
    6,589
    
    
    
    9,259
    
    
    
    (2,196
    )
    
    1987
    
    
    01/31/99Parkwest Crossing
    
    NC
    
    
    
    
    
    
    1,788
    
    
    
    6,727
    
    
    
    183
    
    
    
    1,788
    
    
    
    6,910
    
    
    
    8,698
    
    
    
    (1,432
    )
    
    1990
    
    
    02/12/03Paulding Commons
    
    GA
    
    
    5,245
    
    
    
    3,848
    
    
    
    11,985
    
    
    
    171
    
    
    
    3,848
    
    
    
    12,156
    
    
    
    16,004
    
    
    
    (2,394
    )
    
    1991
    
    
    02/12/03Pavilion
    
    FL
    
    
    
    
    
    
    10,827
    
    
    
    11,299
    
    
    
    2,964
    
    
    
    10,827
    
    
    
    14,263
    
    
    
    25,090
    
    
    
    (2,856
    )
    
    1982
    
    
    02/04/04Piedmont Peachtree Crossing
    
    GA
    
    
    
    
    
    
    34,338
    
    
    
    17,992
    
    
    
    836
    
    
    
    34,338
    
    
    
    18,828
    
    
    
    53,166
    
    
    
    (2,655
    )
    
    1978
    
    
    03/06/06Pine Island
    
    FL
    
    
    
    
    
    
    8,557
    
    
    
    12,860
    
    
    
    334
    
    
    
    8,557
    
    
    
    13,194
    
    
    
    21,751
    
    
    
    (3,825
    )
    
    1983
    
    
    08/26/99Pine Ridge Square
    
    FL
    
    
    6,636
    
    
    
    6,528
    
    
    
    9,850
    
    
    
    2,532
    
    
    
    6,528
    
    
    
    12,382
    
    
    
    18,910
    
    
    
    (2,520
    )
    
    1986
    
    
    02/12/03Plaza Acadienne
    
    LA
    
    
    
    
    
    
    2,108
    
    
    
    168
    
    
    
    139
    
    
    
    2,108
    
    
    
    307
    
    
    
    2,415
    
    
    
    (48
    )
    
    1980
    
    
    02/12/03Plaza Alegre
    
    FL
    
    
    
    
    
    
    2,011
    
    
    
    9,191
    
    
    
    217
    
    
    
    1,866
    
    
    
    9,553
    
    
    
    11,419
    
    
    
    (2,842
    )
    
    2003
    
    
    02/26/02Point Royale
    
    FL
    
    
    
    
    
    
    3,720
    
    
    
    5,005
    
    
    
    3,225
    
    
    
    4,784
    
    
    
    7,166
    
    
    
    11,950
    
    
    
    (2,638
    )
    
    1970
    
    
    07/27/95Powers Ferry Plaza
    
    GA
    
    
    
    
    
    
    3,236
    
    
    
    5,227
    
    
    
    507
    
    
    
    3,236
    
    
    
    5,734
    
    
    
    8,970
    
    
    
    (1,397
    )
    
    1979
    
    
    02/12/03Prosperity Centre
    
    FL
    
    
    
    
    
    
    4,597
    
    
    
    13,838
    
    
    
    989
    
    
    
    4,597
    
    
    
    14,827
    
    
    
    19,424
    
    
    
    (4,060
    )
    
    1993
    
    
    08/15/00Providence Square
    
    NC
    
    
    
    
    
    
    1,112
    
    
    
    2,575
    
    
    
    704
    
    
    
    1,112
    
    
    
    3,279
    
    
    
    4,391
    
    
    
    (698
    )
    
    1973
    
    
    02/12/03Quincy Star Market
    
    MA
    
    
    
    
    
    
    6,121
    
    
    
    18,444
    
    
    
    
    
    
    
    6,121
    
    
    
    18,444
    
    
    
    24,565
    
    
    
    (3,099
    )
    
    1965
    
    
    10/07/04Regency Crossing
    
    FL
    
    
    
    
    
    
    1,982
    
    
    
    6,524
    
    
    
    113
    
    
    
    1,982
    
    
    
    6,637
    
    
    
    8,619
    
    
    
    (1,347
    )
    
    1986
    
    
    02/12/03Ridge Plaza
    
    FL
    
    
    
    
    
    
    3,905
    
    
    
    7,450
    
    
    
    1,438
    
    
    
    3,905
    
    
    
    8,888
    
    
    
    12,793
    
    
    
    (2,687
    )
    
    1984
    
    
    08/15/00River Green (land)
    
    GA
    
    
    
    
    
    
    2,587
    
    
    
    
    
    
    
    805
    
    
    
    2,587
    
    
    
    805
    
    
    
    3,392
    
    
    
    
    
    
    n/a
    
    
    09/27/05Riverside Square
    
    FL
    
    
    6,710
    
    
    
    6,423
    
    
    
    8,260
    
    
    
    1,370
    
    
    
    6,423
    
    
    
    9,630
    
    
    
    16,053
    
    
    
    (1,976
    )
    
    1987
    
    
    02/12/03Riverview Shopping Center
    
    NC
    
    
    
    
    
    
    2,202
    
    
    
    4,745
    
    
    
    1,909
    
    
    
    2,202
    
    
    
    6,654
    
    
    
    8,856
    
    
    
    (1,207
    )
    
    1973
    
    
    02/12/03Ross Plaza
    
    FL
    
    
    
    
    
    
    2,115
    
    
    
    6,346
    
    
    
    818
    
    
    
    2,115
    
    
    
    7,164
    
    
    
    9,279
    
    
    
    (2,218
    )
    
    1984
    
    
    08/15/00Ryanwood Square
    
    FL
    
    
    
    
    
    
    2,281
    
    
    
    6,880
    
    
    
    1,051
    
    
    
    2,608
    
    
    
    7,604
    
    
    
    10,212
    
    
    
    (1,753
    )
    
    1987
    
    
    08/15/00Salem Road Station
    
    GA
    
    
    5,732
    
    
    
    3,180
    
    
    
    5,982
    
    
    
    (1
    )
    
    
    3,180
    
    
    
    5,981
    
    
    
    9,161
    
    
    
    (319
    )
    
    2000
    
    
    12/31/08Salerno Village Square
    
    FL
    
    
    
    
    
    
    2,291
    
    
    
    1,511
    
    
    
    5,242
    
    
    
    2,291
    
    
    
    6,753
    
    
    
    9,044
    
    
    
    (1,199
    )
    
    1987
    
    
    05/06/02Salisbury Marketplace
    
    NC
    
    
    
    
    
    
    3,118
    
    
    
    5,099
    
    
    
    372
    
    
    
    3,118
    
    
    
    5,471
    
    
    
    8,589
    
    
    
    (1,129
    )
    
    1987
    
    
    02/12/03Sawgrass Promenade
    
    FL
    
    
    7,515
    
    
    
    3,280
    
    
    
    9,351
    
    
    
    2,112
    
    
    
    3,280
    
    
    
    11,463
    
    
    
    14,743
    
    
    
    (3,361
    )
    
    1982
    
    
    08/15/00Seven Hills
    
    FL
    
    
    
    
    
    
    2,167
    
    
    
    5,167
    
    
    
    644
    
    
    
    2,167
    
    
    
    5,811
    
    
    
    7,978
    
    
    
    (1,049
    )
    
    1991
    
    
    02/12/03Shaws at Medford
    
    MA
    
    
    
    
    
    
    7,750
    
    
    
    11,390
    
    
    
    
    
    
    
    7,750
    
    
    
    11,390
    
    
    
    19,140
    
    
    
    (1,906
    )
    
    1995
    
    
    10/07/04Shaws at Plymouth
    
    MA
    
    
    
    
    
    
    4,917
    
    
    
    12,199
    
    
    
    
    
    
    
    4,917
    
    
    
    12,199
    
    
    
    17,116
    
    
    
    (2,039
    )
    
    1993
    
    
    10/07/04Sheridan
    
    FL
    
    
    63,288
    
    
    
    38,888
    
    
    
    36,241
    
    
    
    5,581
    
    
    
    38,888
    
    
    
    41,822
    
    
    
    80,710
    
    
    
    (8,075
    )
    
    1973
    
    
    07/14/03Sherwood South
    
    LA
    
    
    
    
    
    
    746
    
    
    
    2,412
    
    
    
    1,032
    
    
    
    746
    
    
    
    3,444
    
    
    
    4,190
    
    
    
    (950
    )
    
    1972
    
    
    02/12/03Shipyard Plaza
    
    MS
    
    
    
    
    
    
    1,337
    
    
    
    1,653
    
    
    
    440
    
    
    
    1,337
    
    
    
    2,093
    
    
    
    3,430
    
    
    
    (555
    )
    
    1987
    
    
    02/12/03Shoppes at Andros Isle
    
    FL
    
    
    
    
    
    
    6,009
    
    
    
    7,832
    
    
    
    59
    
    
    
    6,009
    
    
    
    7,891
    
    
    
    13,900
    
    
    
    (879
    )
    
    2000
    
    
    12/08/06Shoppes at Silverlakes
    
    FL
    
    
    1,403
    
    
    
    10,306
    
    
    
    10,131
    
    
    
    1,900
    
    
    
    10,306
    
    
    
    12,031
    
    
    
    22,337
    
    
    
    (2,412
    )
    
    1995
    
    
    02/12/03Shoppes of Eastwood
    
    FL
    
    
    5,215
    
    
    
    1,688
    
    
    
    6,976
    
    
    
    78
    
    
    
    1,688
    
    
    
    7,054
    
    
    
    8,742
    
    
    
    (1,557
    )
    
    1999
    
    
    06/28/02Shoppes of Jonathans
Landing
    
    FL
    
    
    
    
    
    
    1,146
    
    
    
    3,442
    
    
    
    102
    
    
    
    1,146
    
    
    
    3,544
    
    
    
    4,690
    
    
    
    (970
    )
    
    1997
    
    
    08/15/00Shoppes of North Port
    
    FL
    
    
    
    
    
    
    1,452
    
    
    
    5,807
    
    
    
    178
    
    
    
    1,452
    
    
    
    5,985
    
    
    
    7,437
    
    
    
    (1,574
    )
    
    1991
    
    
    12/05/00Shops at Lake Tuscaloosa
    
    AL
    
    
    7,010
    
    
    
    2,438
    
    
    
    8,888
    
    
    
    8
    
    
    
    2,438
    
    
    
    8,896
    
    
    
    11,334
    
    
    
    (468
    )
    
    2003
    
    
    12/31/08Shops at Skylake
    
    FL
    
    
    
    
    
    
    15,226
    
    
    
    7,206
    
    
    
    24,272
    
    
    
    15,226
    
    
    
    31,478
    
    
    
    46,704
    
    
    
    (6,717
    )
    
    1999
    
    
    08/19/97Shops of Huntcrest
    
    GA
    
    
    
    
    
    
    5,706
    
    
    
    7,641
    
    
    
    145
    
    
    
    5,706
    
    
    
    7,786
    
    
    
    13,492
    
    
    
    (1,603
    )
    
    2003
    
    
    02/12/03Siegen Village
    
    LA
    
    
    3,413
    
    
    
    4,329
    
    
    
    9,691
    
    
    
    147
    
    
    
    4,329
    
    
    
    9,838
    
    
    
    14,167
    
    
    
    (2,403
    )
    
    1988
    
    
    02/12/03Smyth Valley Crossing
    
    VA
    
    
    
    
    
    
    2,537
    
    
    
    3,890
    
    
    
    11
    
    
    
    2,537
    
    
    
    3,901
    
    
    
    6,438
    
    
    
    (775
    )
    
    1989
    
    
    02/12/03South Beach
    
    FL
    
    
    
    
    
    
    9,545
    
    
    
    19,228
    
    
    
    4,366
    
    
    
    9,545
    
    
    
    23,594
    
    
    
    33,139
    
    
    
    (4,733
    )
    
    1990
    
    
    02/12/03South Plaza Shopping Center
    
    MD
    
    
    16,518
    
    
    
    4,868
    
    
    
    14,527
    
    
    
    3
    
    
    
    4,868
    
    
    
    14,530
    
    
    
    19,398
    
    
    
    (821
    )
    
    2005
    
    
    12/31/08South Point
    
    FL
    
    
    7,398
    
    
    
    7,142
    
    
    
    7,098
    
    
    
    62
    
    
    
    7,142
    
    
    
    7,160
    
    
    
    14,302
    
    
    
    (783
    )
    
    2003
    
    
    12/08/06Spalding Village
    
    GA
    
    
    
    
    
    
    4,709
    
    
    
    4,972
    
    
    
    310
    
    
    
    4,709
    
    
    
    5,282
    
    
    
    9,991
    
    
    
    (1,407
    )
    
    1989
    
    
    02/12/03St. Lucie Land
    
    FL
    
    
    
    
    
    
    7,728
    
    
    
    
    
    
    
    1,953
    
    
    
    7,728
    
    
    
    1,953
    
    
    
    9,681
    
    
    
    
    
    
    n/a
    
    
    11/27/06Stanley Market Place
    
    NC
    
    
    
    
    
    
    396
    
    
    
    669
    
    
    
    4,938
    
    
    
    396
    
    
    
    5,607
    
    
    
    6,003
    
    
    
    (645
    )
    
    1980
    
    
    02/12/03Stars at Cambridge
    
    MA
    
    
    
    
    
    
    11,358
    
    
    
    13,854
    
    
    
    
    
    
    
    11,358
    
    
    
    13,854
    
    
    
    25,212
    
    
    
    (2,320
    )
    
    1953
    
    
    10/07/04Summerlin Square
    
    FL
    
    
    1,510
    
    
    
    2,187
    
    
    
    7,989
    
    
    
    332
    
    
    
    2,187
    
    
    
    8,321
    
    
    
    10,508
    
    
    
    (2,700
    )
    
    1986
    
    
    06/10/98Sun Point
    
    FL
    
    
    
    
    
    
    4,025
    
    
    
    4,228
    
    
    
    1,792
    
    
    
    4,025
    
    
    
    6,020
    
    
    
    10,045
    
    
    
    (1,215
    )
    
    1984
    
    
    05/05/06Sunlake-Equity One LLC
    
    FL
    
    
    
    
    
    
    9,861
    
    
    
    
    
    
    
    31,537
    
    
    
    16,467
    
    
    
    24,931
    
    
    
    41,398
    
    
    
    (770
    )
    
    2010
    
    
    02/01/05Sunrise Town Center
    
    FL
    
    
    10,084
    
    
    
    7,543
    
    
    
    7,856
    
    
    
    117
    
    
    
    7,543
    
    
    
    7,973
    
    
    
    15,516
    
    
    
    (543
    )
    
    1990
    
    
    12/31/08
 -115-




---



##### Table of Contents



Capitalized
    
    
    GROSS AMOUNTS AT WHICHINITIAL COST TO COMPANY
    
    
    Subsequent to
    
    
    CARRIED AT CLOSE OF PERIODEncum-
    
    
    
    
    
    
    Building &
    
    
    Acquisition or
    
    
    
    
    
    
    Building &
    
    
    
    
    
    
    Accumulated
    
    
    Date of
    
    DateProperty
    
    Location
    
    brances
    
    
    Land
    
    

    Improvements
    
    
    Improvements
    
    
    Land
    
    
    Improvements
    
    
    Total
    
    
    Depreciation
    
    
    Construction
    
    AcquiredTamarac Town Square
    
    FL
    
    
    
    
    
    
    4,742
    
    
    
    5,610
    
    
    
    523
    
    
    
    4,643
    
    
    
    6,232
    
    
    
    10,875
    
    
    
    (1,424
    )
    
    1987
    
    
    02/12/03Tarpon Heights
    
    LA
    
    
    
    
    
    
    1,133
    
    
    
    631
    
    
    
    179
    
    
    
    1,133
    
    
    
    810
    
    
    
    1,943
    
    
    
    (170
    )
    
    1982
    
    
    02/12/03TD Bank Skylake
    
    FL
    
    
    
    
    
    
    2,041
    
    
    
    
    
    
    
    307
    
    
    
    2,064
    
    
    
    284
    
    
    
    2,348
    
    
    
    
    
    
    
    
    
    12/17/09The Boulevard
    
    LA
    
    
    
    
    
    
    1,360
    
    
    
    1,675
    
    
    
    578
    
    
    
    1,360
    
    
    
    2,253
    
    
    
    3,613
    
    
    
    (684
    )
    
    1976
    
    
    02/12/03The Crossing
    
    LA
    
    
    
    
    
    
    1,591
    
    
    
    3,650
    
    
    
    796
    
    
    
    1,591
    
    
    
    4,446
    
    
    
    6,037
    
    
    
    (874
    )
    
    1988
    
    
    02/12/03The Plaza at St. Lucie West
    
    FL
    
    
    
    
    
    
    790
    
    
    
    3,082
    
    
    
    1,009
    
    
    
    790
    
    
    
    4,091
    
    
    
    4,881
    
    
    
    (543
    )
    
    
    
    
    08/15/00Thomasville Commons
    
    NC
    
    
    
    
    
    
    1,212
    
    
    
    4,567
    
    
    
    1,783
    
    
    
    1,212
    
    
    
    6,350
    
    
    
    7,562
    
    
    
    (1,218
    )
    
    1991
    
    
    02/12/03Town & Country
    
    FL
    
    
    
    
    
    
    2,503
    
    
    
    4,397
    
    
    
    298
    
    
    
    2,354
    
    
    
    4,844
    
    
    
    7,198
    
    
    
    (1,035
    )
    
    1993
    
    
    02/12/03Treasure Coast Plaza
    
    FL
    
    
    2,359
    
    
    
    1,359
    
    
    
    9,728
    
    
    
    2,171
    
    
    
    1,359
    
    
    
    11,899
    
    
    
    13,258
    
    
    
    (2,336
    )
    
    1983
    
    
    02/12/03Unigold
    
    FL
    
    
    
    
    
    
    4,304
    
    
    
    6,413
    
    
    
    1,440
    
    
    
    4,304
    
    
    
    7,853
    
    
    
    12,157
    
    
    
    (1,760
    )
    
    1987
    
    
    02/12/03Union City Commons (land)
    
    GA
    
    
    
    
    
    
    8,084
    
    
    
    
    
    
    
    821
    
    
    
    8,084
    
    
    
    821
    
    
    
    8,905
    
    
    
    
    
    
    n/a
    
    
    06/22/06Venice Plaza
    
    FL
    
    
    
    
    
    
    2,755
    
    
    
    450
    
    
    
    3,339
    
    
    
    2,755
    
    
    
    3,789
    
    
    
    6,544
    
    
    
    (1,205
    )
    
    1971
    
    
    02/12/03Venice Shopping Center
    
    FL
    
    
    
    
    
    
    3,857
    
    
    
    2,562
    
    
    
    128
    
    
    
    3,857
    
    
    
    2,690
    
    
    
    6,547
    
    
    
    (530
    )
    
    1968
    
    
    03/31/04Veranda Shoppes
    
    FL
    
    
    
    
    
    
    3,775
    
    
    
    6,142
    
    
    
    
    
    
    
    3,775
    
    
    
    6,142
    
    
    
    9,917
    
    
    
    (148
    )
    
    2007
    
    
    04/15/10Village at Northshore
    
    LA
    
    
    
    
    
    
    1,034
    
    
    
    10,128
    
    
    
    (7
    )
    
    
    1,034
    
    
    
    10,121
    
    
    
    11,155
    
    
    
    (2,048
    )
    
    1988
    
    
    02/12/03Vineyards at Chateau Elan
    
    GA
    
    
    9,662
    
    
    
    3,493
    
    
    
    10,553
    
    
    
    47
    
    
    
    3,493
    
    
    
    10,600
    
    
    
    14,093
    
    
    
    (606
    )
    
    2002
    
    
    12/31/08Walden Woods
    
    FL
    
    
    
    
    
    
    950
    
    
    
    3,780
    
    
    
    1,563
    
    
    
    950
    
    
    
    5,343
    
    
    
    6,293
    
    
    
    (2,425
    )
    
    1985
    
    
    01/01/99Walton Plaza
    
    GA
    
    
    
    
    
    
    869
    
    
    
    2,827
    
    
    
    65
    
    
    
    869
    
    
    
    2,892
    
    
    
    3,761
    
    
    
    (588
    )
    
    1990
    
    
    02/12/03Waterstone
    
    FL
    
    
    
    
    
    
    1,422
    
    
    
    7,508
    
    
    
    406
    
    
    
    1,422
    
    
    
    7,914
    
    
    
    9,336
    
    
    
    (1,111
    )
    
    2005
    
    
    04/10/92Webster Plaza
    
    MA
    
    
    7,478
    
    
    
    5,033
    
    
    
    14,465
    
    
    
    1,635
    
    
    
    5,033
    
    
    
    16,100
    
    
    
    21,133
    
    
    
    (1,795
    )
    
    1963
    
    
    10/12/06Webster Plaza Solar Project
    
    MA
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    732
    
    
    
    
    
    
    
    732
    
    
    
    732
    
    
    
    (6
    )
    
    NAWesley Chapel Crossing
    
    GA
    
    
    2,694
    
    
    
    6,389
    
    
    
    4,311
    
    
    
    3,863
    
    
    
    6,389
    
    
    
    8,174
    
    
    
    14,563
    
    
    
    (1,516
    )
    
    1989
    
    
    02/12/03West Bird Plaza
    
    FL
    
    
    8,399
    
    
    
    5,280
    
    
    
    12,539
    
    
    
    7
    
    
    
    5,280
    
    
    
    12,546
    
    
    
    17,826
    
    
    
    (165
    )
    
    1977
    
    
    08/31/10West Lakes Plaza
    
    FL
    
    
    
    
    
    
    2,141
    
    
    
    5,789
    
    
    
    601
    
    
    
    2,141
    
    
    
    6,390
    
    
    
    8,531
    
    
    
    (2,297
    )
    
    1984
    
    
    11/06/96West Roxbury Shaws Plaza
    
    MA
    
    
    
    
    
    
    9,207
    
    
    
    13,588
    
    
    
    1,938
    
    
    
    9,207
    
    
    
    15,526
    
    
    
    24,733
    
    
    
    (2,502
    )
    
    1973
    
    
    10/07/04Westbury Land
    
    NY
    
    
    
    
    
    
    27,481
    
    
    
    3,537
    
    
    
    5,363
    
    
    
    27,481
    
    
    
    8,900
    
    
    
    36,381
    
    
    
    (105
    )
    
    1963
    
    
    11/16/09Westbury Plaza
    
    NY
    
    
    
    
    
    
    37,853
    
    
    
    58,273
    
    
    
    356
    
    
    
    37,853
    
    
    
    58,629
    
    
    
    96,482
    
    
    
    (1,896
    )
    
    1993
    
    
    10/29/09Westport Outparcels
    
    FL
    
    
    
    
    
    
    1,347
    
    
    
    1,010
    
    
    
    5
    
    
    
    1,347
    
    
    
    1,015
    
    
    
    2,362
    
    
    
    (114
    )
    
    1990
    
    
    09/14/06Westport Plaza
    
    FL
    
    
    4,194
    
    
    
    4,180
    
    
    
    3,446
    
    
    
    194
    
    
    
    4,180
    
    
    
    3,640
    
    
    
    7,820
    
    
    
    (621
    )
    
    2002
    
    
    12/17/04Westridge
    
    GA
    
    
    
    
    
    
    1,696
    
    
    
    4,390
    
    
    
    1,580
    
    
    
    1,696
    
    
    
    5,970
    
    
    
    7,666
    
    
    
    (696
    )
    
    2003
    
    
    02/12/03Whitaker Square
    
    NC
    
    
    9,646
    
    
    
    2,017
    
    
    
    9,431
    
    
    
    (4
    )
    
    
    2,017
    
    
    
    9,427
    
    
    
    11,444
    
    
    
    (517
    )
    
    1996
    
    
    12/31/08Whole Foods at Swampscott
    
    MA
    
    
    
    
    
    
    5,139
    
    
    
    6,539
    
    
    
    
    
    
    
    5,139
    
    
    
    6,539
    
    
    
    11,678
    
    
    
    (1,090
    )
    
    1967
    
    
    10/07/04Williamsburg at Dunwoody
    
    GA
    
    
    
    
    
    
    4,347
    
    
    
    3,615
    
    
    
    745
    
    
    
    4,347
    
    
    
    4,360
    
    
    
    8,707
    
    
    
    (859
    )
    
    1983
    
    
    02/12/03Willowdale Shopping Center
    
    NC
    
    
    
    
    
    
    1,322
    
    
    
    6,078
    
    
    
    967
    
    
    
    1,322
    
    
    
    7,045
    
    
    
    8,367
    
    
    
    (1,743
    )
    
    1986
    
    
    02/12/03Wilmington Island Shopping
Ctr
    
    GA
    
    
    9,384
    
    
    
    3,102
    
    
    
    10,134
    
    
    
    (12
    )
    
    
    3,102
    
    
    
    10,122
    
    
    
    13,224
    
    
    
    (522
    )
    
    1983
    
    
    12/31/08Wilmington Island Shopping
Ctr
    
    AL
    
    
    
    
    
    
    2,109
    
    
    
    8,667
    
    
    
    37
    
    
    
    2,109
    
    
    
    8,704
    
    
    
    10,813
    
    
    
    (931
    )
    
    2006
    
    
    02/28/05Windy Hill
    
    SC
    
    
    
    
    
    
    987
    
    
    
    1,906
    
    
    
    603
    
    
    
    987
    
    
    
    2,509
    
    
    
    3,496
    
    
    
    (393
    )
    
    1968
    
    
    04/08/04Woodruff
    
    SC
    
    
    
    
    
    
    2,420
    
    
    
    5,482
    
    
    
    368
    
    
    
    2,420
    
    
    
    5,850
    
    
    
    8,270
    
    
    
    (1,310
    )
    
    1995
    
    
    12/23/03Young Circle
    
    FL
    
    
    
    
    
    
    13,409
    
    
    
    8,895
    
    
    
    370
    
    
    
    13,409
    
    
    
    9,265
    
    
    
    22,674
    
    
    
    (1,333
    )
    
    1962
    
    
    05/19/05Corporate
    
    FL
    
    
    
    
    
    
    
    
    
    
    125
    
    
    
    (5,011
    )
    
    
    
    
    
    
    (4,886
    )
    
    
    (4,886
    )
    
    
    (8
    )
    
    various
    
    variousGrand Total
    
    
    
    $
    533,660
    
    
    $
    964,289
    
    
    $
    1,505,404
    
    
    $
    249,048
    
    
    $
    974,298
    
    
    $
    1,744,443
    
    
    $
    2,718,741
    
    
    $
    (288,613
    )
  Buildings
    
    30 to 40 yearsBuildings and Land Improvements
    
    5 to 40 yearsFixtures, equipment, leasehold and tenant improvements
    
    Lesser of minimum lease term or economic useful life
 -116-




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##### Table of Contents



SCHEDULE III
Equity One, Inc.
REAL ESTATE INVESTMENTS AND ACCUMULATED DEPRECIATION
 2010
    
    
    2009
    
    
    2008(In thousands)Reconciliation of total real estate
carrying value:Balance at beginning of year
    
    $
    2,502,296
    
    
    $
    1,974,884
    
    
    $
    2,129,890Additions during period:Improvements
    
    
    23,945
    
    
    
    21,224
    
    
    
    38,850Acquisitions
    
    
    196,756
    
    
    
    516,934
    
    
    
    0Deductions during period:Cost of real estate sold/written
off
    
    
    (4,256
    )
    
    
    (10,746
    )
    
    
    (193,856
    )Balance at end of year
    
    $
    2,718,741
    
    
    $
    2,502,296
    
    
    $
    1,974,884Reconciliation of accumulated
depreciation:Balance at beginning of year
    
    $
    (240,172
    )
    
    $
    (196,151
    )
    
    $
    (172,651
    )Depreciation expense
    
    
    (50,995
    )
    
    
    (46,616
    )
    
    
    (39,071
    )Cost of real estate sold/written
off
    
    
    2,554
    
    
    
    2,595
    
    
    
    15,571Balance at end of year
    
    $
    (288,613
    )
    
    $
    (240,172
    )
    
    $
    (196,151
    )Aggregate cost for federal
income tax purposes
    
    $
    1,936,534
    
    
    $
    1,821,810
    
    
    $
    1,436,618
 - 117 -




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##### Table of Contents



SCHEDULE IV
Equity One, Inc.
MORTGAGE LOANS ON REAL ESTATE
 Periodic
    
    
    
    
    
    
    
    
    
    CarryingPayment
    
    
    
    
    
    Face Amount of
    
    
    Amount ofType of Loan
    
    Description
    
    Location
    
    Interest Rate
    
    
    Final Maturity Date
    
    Terms
    
    Prior Liens
    
    
    Mortgages
    
    
    Mortgages(in thousands)Mortgage Loan
    
    Shopping Center
    
    California
    
    
    8
    %
    
    6/17/2011
    
    Interest only
    
    
    
    
    
    $
    11,667
    
    
    $
    11,667Mortgage Loan
    
    Shopping Center
    
    California
    
    
    8
    %
    
    6/17/2011
    
    Interest only
    
    
    
    
    
    
    23,333
    
    
    
    23,333$
    35,000
    
    
    $
    35,000
 - 118 -




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##### Table of Contents



INDEX TO EXHIBITS
 EXHIBIT NO.
    
    DESCRIPTION3.1
    
    

Composite
Charter of the Company12.1
    
    
    Ratio of Earnings to Fixed Charges21.1
    
    
    List of Subsidiaries of the Registrant23.1
    
    
    Consent of Ernst & Young LLP31.1
    
    
    Certification of Chief Executive Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 200231.2
    
    
    Certification of Chief Financial Officer pursuant to Section
302 of the Sarbanes-Oxley Act of 200232.1
    
    
    Certification of Chief Executive Officer and Chief Financial
Officer pursuant to 18 U.S.C. 1350, as created by Section 906
of the Sarbanes-Oxley Act of 2002
 - 119 -