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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 28, 2004

SIMON PROPERTY GROUP, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation)		   001-14469
(Commission
File Number)		   046268599
(IRS Employer
Identification No.)

115 WEST WASHINGTON STREET
INDIANAPOLIS, INDIANA
(Address of principal executive offices)
 
46204
(Zip Code)

Registrant's telephone number, including area code: 317.636.1600

Not Applicable
(Former name or former address, if changed since last report)


Item 7. Financial Statements and Exhibits

        Financial Statements:

        Exhibits:

Exhibit No.
   Description
   Page Number in
This Filing
99.1   Supplemental Information as of June 30, 2004   5

99.2
 
Earnings Release for the quarter ended June 30, 2004
 
56


Item 9. Regulation FD Disclosure

        On July 28, 2004, the Registrant made available additional ownership and operation information concerning the Registrant, Simon Property Group, L.P., and properties owned or managed as of June 30, 2004, in the form of a Supplemental Information package, a copy of which is included as an exhibit to this filing. The Supplemental Information package is also available upon request as specified therein.


Item 12. Results of Operation and Financial Condition

        On July 28, 2004, the Registrant issued a press release containing information on earnings for the quarter ended June 30, 2004 and other matters. A copy of the press release is included as an exhibit to this filing.

        The exhibits furnished herewith use the non-GAAP financial measures Funds from Operations ("FFO") and Net Operating Income ("NOI"). The Company considers FFO and NOI key measures of its operating performance that are not specifically defined by accounting principles generally accepted in the United States ("GAAP"). The Company believes that FFO and NOI are helpful to investors because they are widely recognized measures of the performance of real estate investment trusts and provide relevant bases for comparison among REITs. The Company also uses FFO and NOI internally to measure the operating performance of its portfolio. The reconciliation of net income to FFO is provided on page 64 furnished herewith in Exhibit 99.2. The reconciliation of net income to NOI is provided on page 16 furnished herewith in Exhibit 99.1.

        The exhibits included with this filing are being furnished pursuant to Item 9 and Item 12 of Form 8-K.

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SIGNATURES

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

Dated: July 28, 2004      

 
SIMON PROPERTY GROUP, INC.

 
By:
 
/s/  STEPHEN E. STERRETT      
Stephen E. Sterrett,
 Executive Vice President and
Chief Financial Officer

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SIMON PROPERTY GROUP

Table of Contents

As of June 30, 2004

Description
    
   Page
Exhibit 99.1   Supplemental Information    

 
 
Company Overview
 
 
    Overview (reporting calendar, stock information, and corporate ratings)   5-6
    Ownership Structure   7
    Changes in Common Shares and Unit Ownership   8

 
 
Financial Data
 
 
    Selected Financial and Operational Information    
        Financial Highlights and Operational Statistics   9-10
        Shareholders' Equity Information   11
        Debt Information   11
        Debt-to-Market Capitalization   11
        Miscellaneous Balance Sheet Data   11
    Unaudited Pro-Rata Balance Sheet   13
    Unaudited Pro-Rata Statements of Operations   14-15
    Reconciliation of NOI to Net Income   16
    Computation of Comparable Property NOI Growth   17
    Analysis of Other Income and Other Expense   18
    NOI Composition   19

 
 
Operational Data
 
 
    Portfolio GLA, Occupancy & Rent Data   20
    Rent Information   21
    Lease Expirations   22-23
    Top Regional Mall Tenants   24
    Projected Regional Mall Anchor/Big Box Openings, 2004 - 2006   25-26
    Property Listing—North American Assets   27-34
    Property Listing—European Assets   35

 
 
Development Activity
 
 
    Capital Expenditures   36
    North American Development Activity Report   37-39
    European Development Activity Report   40

 
 
Balance Sheet Information
 
 
    Debt Amortization and Maturities by Year   41
    Summary of Indebtedness   42
    Summary of Indebtedness by Maturity   43-50
    Unencumbered Assets   51-54
    Preferred Stock/Units Outstanding   55

 
 
Quarterly Earnings Announcement
 
 

Exhibit 99.2
 
Press Release
 
56-68

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SIGNATURES
SIMON PROPERTY GROUP Table of Contents As of June 30, 2004