Debt

3 Months Ended

Mar. 31, 2012

10. Debt

The following is a summary of our debt:

				Interest
(Amounts in thousands)				Rate at	Balance at
				March 31,	March 31,		December 31,
Notes and mortgages payable:			Maturity (1)	2012	2012		2011
Fixed rate:
	New York:
		350 Park Avenue⁽²⁾	01/17	3.75%	$	300,000	$	430,000
		Two Penn Plaza	03/18	5.13%		425,000		425,000
		1290 Avenue of the Americas	01/13	5.97%		411,661		413,111
		770 Broadway	03/16	5.65%		353,000		353,000
		888 Seventh Avenue	01/16	5.71%		318,554		318,554
		909 Third Avenue	04/15	5.64%		202,218		203,217
		828-850 Madison Avenue Condominium - retail	06/18	5.29%		80,000		80,000
		510 5th Avenue - retail	01/16	5.60%		31,612		31,732

	Washington, DC:
		Skyline Place⁽³⁾	02/17	5.74%		678,000		678,000
		River House Apartments	04/15	5.43%		195,546		195,546
		2121 Crystal Drive	03/23	5.51%		150,000		150,000
		Bowen Building	06/16	6.14%		115,022		115,022
		1215 Clark Street, 200 12th Street and 251 18th Street	01/25	7.09%		107,766		108,423
		West End 25	06/21	4.88%		101,671		101,671
		Universal Buildings	04/14	6.45%		97,003		98,239
		Reston Executive I, II, and III	01/13	5.57%		93,000		93,000
		2011 Crystal Drive	08/17	7.30%		80,256		80,486
		1550 and 1750 Crystal Drive	11/14	7.08%		75,946		76,624
		220 20th Street	02/18	4.61%		74,739		75,037
		1235 Clark Street	07/12	6.75%		51,045		51,309
		2231 Crystal Drive	08/13	7.08%		43,205		43,819
		1225 Clark Street	08/13	7.08%		25,844		26,211
		1750 Pennsylvania Avenue	n/a	n/a		-		44,330

	Retail:
		Cross-collateralized mortgages on 40 strip shopping centers	09/20	4.21%		582,389		585,398
		Montehiedra Town Center	07/16	6.04%		120,000		120,000
		Broadway Mall	07/13	5.30%		87,111		87,750
		North Bergen (Tonnelle Avenue)	01/18	4.59%		75,000		75,000
		Las Catalinas Mall	11/13	6.97%		55,471		55,912
		Other	06/14-05/36	5.12%-7.30%		87,841		95,541

	Merchandise Mart:
		Merchandise Mart	12/16	5.57%		550,000		550,000
		Boston Design Center	09/15	5.02%		67,042		67,350

	Other:
		555 California Street	09/21	5.10%		600,000		600,000
		Borgata Land	02/21	5.14%		60,000		60,000
Total fixed rate notes and mortgages payable				5.44%	$	6,295,942	$	6,489,282
___________________
		See notes on page 21.

10. Debt - continued

					Interest
(Amounts in thousands)					Rate at	Balance at
				Spread over	March 31,	March 31,		December 31,
Notes and mortgages payable:			Maturity (1)	LIBOR	2012	2012		2011
Variable rate:
	New York:
		Eleven Penn Plaza	01/19	L+235	2.59%	$	330,000	$	330,000
		100 West 33rd Street - office & retail⁽⁴⁾	03/17	L+250	2.74%		325,000		232,000
		4 Union Square South - retail	04/14	L+325	3.49%		75,000		75,000
		435 Seventh Avenue ⁽⁵⁾	08/14	L+300⁽⁵⁾	5.00%		51,224		51,353
		866 UN Plaza	05/16	L+125	1.49%		44,978		44,978
	Washington, DC:
		2101 L Street	02/13	L+120	1.44%		148,125		150,000
		River House Apartments	04/18	n/a⁽⁶⁾	1.60%		64,000		64,000
		2200/2300 Clarendon Boulevard	01/15	L+75	0.99%		51,856		53,344
		1730 M and 1150 17th Street	06/14	L+140	1.64%		43,581		43,581
	Retail:
		Green Acres Mall	02/13	L+140	1.65%		308,825		325,045
		Bergen Town Center	03/13	L+150	1.74%		282,312		283,590
		San Jose Strip Center	03/13	L+400	4.25%		110,619		112,476
		Beverly Connection ⁽⁷⁾	09/14	L+425⁽⁷⁾	4.75%		100,000		100,000
		Cross-collateralized mortgages on 40 strip
		shopping centers ⁽⁸⁾	09/20	L+136⁽⁸⁾	2.36%		60,000		60,000
		Other	11/12	L+375	3.99%		19,726		19,876
	Other:
		220 Central Park South	10/13	L+275	2.99%		123,750		123,750
	Total variable rate notes and mortgages payable				2.48%		2,138,996		2,068,993
	Total notes and mortgages payable				4.69%	$	8,434,938	$	8,558,275

Senior unsecured notes:
	Senior unsecured notes due 2015		04/15		4.25%	$	499,503	$	499,462
	Senior unsecured notes due 2039 ⁽⁹⁾		10/39		7.88%		460,000		460,000
	Senior unsecured notes due 2022		01/22		5.00%		398,245		398,199
	Total senior unsecured notes				5.70%	$	1,357,748	$	1,357,661

3.88% exchangeable senior debentures⁽¹⁰⁾			04/12		5.32%	$	499,680	$	497,898

2.85% convertible senior debentures⁽¹⁰⁾			04/12		5.45%	$	10,233	$	10,168

Unsecured revolving credit facilities:
	$1.25 billion unsecured revolving credit facility
		($22,085 reserved for outstanding letters of credit)	06/16	L+135	-	$	-	$	-
	$1.25 billion unsecured revolving credit facility		11/16	L+125	-		-		138,000
	Total unsecured revolving credit facilities				-	$	-	$	138,000
___________________________
	See notes on the following page.

10. Debt - continued

	Notes to preceding tabular information (Amounts in thousands):

	(1)	Represents the extended maturity for certain loans in which we have the unilateral right, ability and intent to extend. In the case of our convertible and exchangeable debt, represents the earliest date holders may require us to repurchase the debentures.

	(2)	On January 9, 2012, we completed a $300,000 refinancing of this property. The five-year fixed rate loan bears interest at 3.75% and amortizes based on a 30-year schedule beginning in the third year. The proceeds of the new loan and $132,000 of existing cash were used to repay the existing loan and closing costs.

	(3)	In the first quarter of 2012, we notified the lender that this property had a 26% vacancy rate, which is expected to increase due to scheduled lease expirations resulting primarily from the effects of the Base Realignment and Closure statute. Based on the projected vacancy and the significant amount of capital required to re-tenant this property, at our request, the mortgage loan was transferred to the special servicer.

	(4)	On March 5, 2012, we completed a $325,000 refinancing of this property. The three-year loan bears interest at LIBOR plus 2.50% and has two one-year extension options. We retained net proceeds of approximately $87,000, after repaying the existing loan and closing costs.

	(5)	LIBOR floor of 2.00%.

	(6)	Interest at the Freddie Mac Reference Note Rate plus 1.53%.

	(7)	LIBOR floor of 0.50%.

	(8)	LIBOR floor of 1.00%.

	(9)	May be redeemed at our option in whole or in part beginning on October 1, 2014, at a price equal to the principal amount plus accrued interest.

	(10)	In April 2012, we redeemed all of the outstanding exchangeable and convertible senior debentures at par, for an aggregate of $510,215 in cash.

10. Debt – continued

Pursuant to the provisions of Accounting Standards Codification (“ASC”) 470-20, Debt with Conversion and Other Options, below is a summary of required disclosures related to our convertible and exchangeable senior debentures.

			3.88% Exchangeable				2.85% Convertible
(Amounts in thousands, except per share amounts)			Senior Debentures				Senior Debentures
			March 31,		December 31,		March 31,		December 31,
Balance Sheet:			2012		2011		2012		2011
	Principal amount of debt component		$	499,982	$	499,982	$	10,233	$	10,233
	Unamortized discount			(302)		(2,084)		-		(65)
	Carrying amount of debt component		$	499,680	$	497,898	$	10,233	$	10,168
	Carrying amount of equity component		$	32,301	$	32,301	$	956	$	956
	Effective interest rate			5.32%		5.32%		5.45%		5.45%
	Maturity date (period through which discount is being amortized)			4/15/12				4/1/12
	Conversion price per share, as adjusted		$	86.40			$	155.79
	Number of shares on which the aggregate consideration to be delivered
		delivered upon conversion is determined		-⁽¹⁾				-⁽¹⁾
__________________

(1)		In April 2012, we redeemed all of the outstanding exchangeable and convertible senior debentures at par, for an aggregate of $510,215 in cash.

		For the Three Months Ended
(Amounts in thousands)		March 31,
Income Statement:		2012		2011
3.88% Exchangeable Senior Debentures:
	Coupon interest	$	4,844	$	4,844
	Discount amortization – original issue		421		399
	Discount amortization – ASC 470-20 implementation		1,361		1,291
		$	6,626	$	6,534

2.85% Convertible Senior Debentures:
	Coupon interest	$	73	$	73
	Discount amortization – original issue		11		11
	Discount amortization – ASC 470-20 implementation		54		52
		$	138	$	136

3.63% Convertible Senior Debentures:
	Coupon interest	$	-	$	1,623
	Discount amortization – original issue		-		196
	Discount amortization – ASC 470-20 implementation		-		526
		$	-	$	2,345

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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