Document and Entity Information	6 Months Ended
Document and Entity Information	Jun. 30, 2010	Aug. 03, 2010
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2010
Document Fiscal Year Focus	2010
Document Fiscal Period Focus	Q2
Entity Registrant Name	REGENCY CENTERS CORP
Entity Central Index Key	0000910606
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		81,858,697
Regency Centers, L.P.
Entity Registrant Name	REGENCY CENTERS LP
Entity Central Index Key	0001066247
Entity Filer Category	Accelerated Filer

Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Jun. 30, 2010	Dec. 31, 2009
Regency Centers Corporation
Assets
Land	$ 1,058,214	$ 975,861
Buildings and improvements	2,160,802	2,017,843
Properties in development	714,701	920,427
Gross real estate investments at cost	3,933,717	3,914,131
Less: accumulated depreciation	672,342	622,163
Total	3,261,375	3,291,968
Operating properties held for sale, net		19,647
Investments in real estate partnerships	449,413	326,212
Net real estate investments	3,710,788	3,637,827
Cash and cash equivalents	106,433	99,477
Accounts receivable, net of allowance for doubtful accounts of $6,106 and $6,567 at June 30, 2010 and December 31, 2009, respectively	31,878	40,871
Straight-line rent receivable, net of reserve of $1,896 and $1,899 at June 30, 2010 and December 31, 2009	41,440	39,292
Notes receivable	36,814	37,753
Deferred costs, less accumulated amortization of $64,438 and $58,861 at June 30, 2010 and December 31, 2009, respectively	58,115	58,376
Acquired lease intangible assets, less accumulated amortization of $12,749 and $11,632 at June 30, 2010 and December 31, 2009, respectively	8,784	10,007
Other assets	28,874	50,203
Total assets	4,023,126	3,973,806
Liabilities and Equity/Capital
Notes payable	2,015,247	1,886,380
Unsecured credit facilities
Accounts payable and other liabilities	98,810	99,145
Derivative instruments, at fair value	28,279	28,363
Acquired lease intangible liabilities, less accumulated accretion of $10,537 and $9,715 at June 30, 2010 and December 31, 2009, respectively	5,059	5,896
Tenants' security and escrow deposits	10,565	10,628
Total liabilities	2,157,960	2,030,412
Stockholders' equity/Partners' capital:
Preferred stock, $.01 par value per share, 30,000,000 shares authorized; 11,000,000 Series 3-5 shares issued and outstanding at June 30, 2010 and December 31, 2009 with liquidation preferences of $25 per share	275,000	275,000
Common stock $.01 par value per share, 150,000,000 shares authorized; 81,857,922 and 81,539,296 shares issued at June 30, 2010 and December 31, 2009, respectively	819	815
Additional paid in capital	2,033,313	2,022,670
Accumulated other comprehensive loss	(73,950)	(49,973)
Distributions in excess of net income	(429,798)	(373,345)
Total stockholders' equity	1,805,384	1,875,167
Series D preferred units, aggregate redemption value of $50,000 at June 30, 2010 and December 31, 2009	49,158	49,158
Exchangeable operating partnership units, aggregate redemption value of $6,507 and $16,415 at June 30, 2010 and December 31, 2009, respectively	(215)	7,321
Limited partners' interests in consolidated partnerships	10,839	11,748
Total noncontrolling interests	59,782	68,227
Total equity/capital	1,865,166	1,943,394
Total liabilities and equity	4,023,126	3,973,806
Regency Centers, L.P.
Assets
Land	1,058,214	975,861
Buildings and improvements	2,160,802	2,017,843
Properties in development	714,701	920,427
Gross real estate investments at cost	3,933,717	3,914,131
Less: accumulated depreciation	672,342	622,163
Total	3,261,375	3,291,968
Operating properties held for sale, net		19,647
Investments in real estate partnerships	449,413	326,212
Net real estate investments	3,710,788	3,637,827
Cash and cash equivalents	106,433	99,477
Accounts receivable, net of allowance for doubtful accounts of $6,106 and $6,567 at June 30, 2010 and December 31, 2009, respectively	31,878	40,871
Straight-line rent receivable, net of reserve of $1,896 and $1,899 at June 30, 2010 and December 31, 2009	41,440	39,292
Notes receivable	36,814	37,753
Deferred costs, less accumulated amortization of $64,438 and $58,861 at June 30, 2010 and December 31, 2009, respectively	58,115	58,376
Acquired lease intangible assets, less accumulated amortization of $12,749 and $11,632 at June 30, 2010 and December 31, 2009, respectively	8,784	10,007
Other assets	28,874	50,203
Total assets	4,023,126	3,973,806
Liabilities and Equity/Capital
Notes payable	2,015,247	1,886,380
Unsecured credit facilities
Accounts payable and other liabilities	98,810	99,145
Derivative instruments, at fair value	28,279	28,363
Acquired lease intangible liabilities, less accumulated accretion of $10,537 and $9,715 at June 30, 2010 and December 31, 2009, respectively	5,059	5,896
Tenants' security and escrow deposits	10,565	10,628
Total liabilities	2,157,960	2,030,412
Stockholders' equity/Partners' capital:
Series D preferred units, par value $100: 500,000 units issued and outstanding at June 30, 2010 and December 31, 2009	49,158	49,158
Preferred units of general partner, $.01 par value per unit, 11,000,000 units issued and outstanding at June 30, 2010 and December 31, 2009, liquidation preference of $25 per unit	275,000	275,000
General partner; 81,857,922 and 81,539,296 units outstanding at June 30, 2010 and December 31, 2009, respectively	1,604,334	1,650,140
Limited partners; 189,164 and 468,211 units outstanding at June 30, 2010 and December 31, 2009	(215)	7,321
Accumulated other comprehensive loss	(73,950)	(49,973)
Limited partners' interests in consolidated partnerships	10,839	11,748
Total noncontrolling interests	10,839	11,748
Total partners' capital	1,854,327	1,931,646
Total equity/capital	1,865,166	1,943,394
Liabilities and Partners' Capital, Total	$ 4,023,126	$ 3,973,806

Consolidated Balance Sheets (Parenthetical) (USD $)	Jun. 30, 2010	Dec. 31, 2009
Regency Centers Corporation
Allowance for doubtful accounts receivable	$ 6,106,000	$ 6,567,000
Straight-line rent receivable reserve	1,896,000	1,899,000
Deferred costs accumulated amortization	64,438,000	58,861,000
Accumulated amortization of acquired lease intangible assets	12,749,000	11,632,000
Accumulated accretion of acquired lease intangible liabilities	10,537,000	9,715,000
Preferred stock, par value per share	$ 0.01	$ 0.01
Preferred stock, shares authorized	30,000,000	30,000,000
Preferred units of Series 3-5, units issued	11,000,000	11,000,000
Preferred units of Series 3-5, units outstanding	11,000,000	11,000,000
Preferred stock, liquidation preferences per share	$ 25	$ 25
Common stock, par value per share	$ 0.01	$ 0.01
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	81,857,922	81,539,296
Preferred units, aggregate redemption value	50,000,000	50,000,000
Exchangeable operating partnership units aggregate redemption value	6,507,000	16,415,000
Regency Centers, L.P.
Allowance for doubtful accounts receivable	6,106,000	6,567,000
Straight-line rent receivable reserve	1,896,000	1,899,000
Deferred costs accumulated amortization	64,438,000	58,861,000
Accumulated amortization of acquired lease intangible assets	12,749,000	11,632,000
Accumulated accretion of acquired lease intangible liabilities	10,537,000	9,715,000
Series D preferred units, par value	$ 100	$ 100
Series D preferred units issued	500,000	500,000
Series D preferred units outstanding	500,000	500,000
Preferred units of general partner par value per unit	0.01	0.01
Preferred units of Series 3-5, units issued	11,000,000	11,000,000
Preferred units of Series 3-5, units outstanding	11,000,000	11,000,000
Preferred units of general partner liquidation preferences per share	$ 25	$ 25
General Partners in Partnership [Member] \| Regency Centers, L.P.
General Partner units, outstanding	81,857,922	81,539,296
Limited Partners in Partnership [Member] \| Regency Centers, L.P.
Limited Partner units, outstanding	189,164	468,211

Consolidated Statements of Operations (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2010	Jun. 30, 2009	Jun. 30, 2010	Jun. 30, 2009
Regency Centers Corporation
Revenues:
Minimum rent	$ 86,109	$ 85,500	$ 172,537	$ 171,689
Percentage rent	264	307	624	1,007
Recoveries from tenants and other income	25,709	22,589	56,358	47,656
Management, transaction, and other fees	9,518	6,898	16,449	14,655
Total revenues	121,600	115,294	245,968	235,007
Operating expenses:
Depreciation and amortization	31,499	29,621	62,830	57,473
Operating and maintenance	17,279	15,396	34,928	31,189
General and administrative	14,639	9,292	28,374	25,177
Real estate taxes	14,418	14,005	28,951	28,153
Provision for doubtful accounts	55	4,731	2,410	5,231
Other expenses	1,080	929	1,687	1,218
Total operating expenses	78,970	73,974	159,180	148,441
Other expense (income):
Interest expense, net of interest income	30,635	25,640	59,764	52,158
Loss on sale of properties in development	226		(565)
Provision for impairment		2,369		2,369
Loss on derivative instruments	579		922
Total other expense (income)	31,440	28,009	60,121	54,527
Income before equity in income (loss) of investments in real estate partnerships	11,190	13,311	26,667	32,039
Equity in income (loss) of investments in real estate partnerships	1,782	(26,213)	(2,110)	(24,311)
Income (loss) from continuing operations	12,972	(12,902)	24,557	7,728
Discontinued operations, net:
Operating income (loss)	(231)	1,598	(205)	2,794
Gain (loss) on sale of operating properties and properties in development	(32)	19	6,765	3,905
Income (loss) from discontinued operations	(263)	1,617	6,560	6,699
Net income (loss)	12,709	(11,285)	31,117	14,427
Noncontrolling interests:
Preferred units	(931)	(931)	(1,862)	(1,862)
Exchangeable operating partnership units	(27)	92	(121)	(71)
Limited partners' interest in consolidated partnerships	(79)	(137)	(175)	(273)
Net income attributable to noncontrolling interests	(1,037)	(976)	(2,158)	(2,206)
Net income (loss) attributable to controlling interests	11,672	(12,261)	28,959	12,221
Preferred stock dividends	(4,919)	(4,919)	(9,838)	(9,838)
Net income (loss) attributable to common stockholders	6,753	(17,180)	19,121	2,383
Income per common share (unit) - basic:
Continuing operations	$ 0.08	$ (0.25)	$ 0.15	$ (0.06)
Discontinued operations		$ 0.02	$ 0.08	$ 0.09
Net income attributable to common stockholders	$ 0.08	$ (0.23)	$ 0.23	$ 0.03
Income per common share (unit) - diluted:
Continuing operations	$ 0.08	$ (0.25)	$ 0.15	$ (0.06)
Discontinued operations		$ 0.02	$ 0.08	$ 0.09
Net income attributable to common stockholders	$ 0.08	$ (0.23)	$ 0.23	$ 0.03
Regency Centers, L.P.
Revenues:
Minimum rent	86,109	85,500	172,537	171,689
Percentage rent	264	307	624	1,007
Recoveries from tenants and other income	25,709	22,589	56,358	47,656
Management, transaction, and other fees	9,518	6,898	16,449	14,655
Total revenues	121,600	115,294	245,968	235,007
Operating expenses:
Depreciation and amortization	31,499	29,621	62,830	57,473
Operating and maintenance	17,279	15,396	34,928	31,189
General and administrative	14,639	9,292	28,374	25,177
Real estate taxes	14,418	14,005	28,951	28,153
Provision for doubtful accounts	55	4,731	2,410	5,231
Other expenses	1,080	929	1,687	1,218
Total operating expenses	78,970	73,974	159,180	148,441
Other expense (income):
Interest expense, net of interest income	30,635	25,640	59,764	52,158
Loss on sale of properties in development	226		(565)
Provision for impairment		2,369		2,369
Loss on derivative instruments	579		922
Total other expense (income)	31,440	28,009	60,121	54,527
Income before equity in income (loss) of investments in real estate partnerships	11,190	13,311	26,667	32,039
Equity in income (loss) of investments in real estate partnerships	1,782	(26,213)	(2,110)	(24,311)
Income (loss) from continuing operations	12,972	(12,902)	24,557	7,728
Discontinued operations, net:
Operating income (loss)	(231)	1,598	(205)	2,794
Gain (loss) on sale of operating properties and properties in development	(32)	19	6,765	3,905
Income (loss) from discontinued operations	(263)	1,617	6,560	6,699
Net income (loss)	12,709	(11,285)	31,117	14,427
Noncontrolling interests:
Limited partners' interest in consolidated partnerships	(79)	(137)	(175)	(273)
Net income attributable to noncontrolling interests	(79)	(137)	(175)	(273)
Net income (loss) attributable to controlling interests	12,630	(11,422)	30,942	14,154
Preferred unit Distributions	(5,850)	(5,850)	(11,700)	(11,700)
Net income (loss) attributable to common unit holders	$ 6,780	$ (17,272)	$ 19,242	$ 2,454
Income per common share (unit) - basic:
Continuing operations	$ 0.08	$ (0.25)	$ 0.15	$ (0.06)
Discontinued operations		$ 0.02	$ 0.08	$ 0.09
Net income attributable to common unit holders	$ 0.08	$ (0.23)	$ 0.23	$ 0.03
Income per common share (unit) - diluted:
Continuing operations	$ 0.08	$ (0.25)	$ 0.15	$ (0.06)
Discontinued operations		$ 0.02	$ 0.08	$ 0.09
Net income attributable to common unit holders	$ 0.08	$ (0.23)	$ 0.23	$ 0.03

Consolidated Statements of Equity and Comprehensive Income (Loss) (USD $) In Thousands, unless otherwise specified	Regency Centers Corporation	Regency Centers, L.P.	Preferred Units [Member] Regency Centers, L.P.	General Partner Preferred and Common Units [Member] Regency Centers, L.P.	Limited Partners [Member] Regency Centers, L.P.	Accumulated Other Comprehensive Income (Loss) [Member] Regency Centers, L.P.	Partners Capital Total [Member] Regency Centers, L.P.	Noncontrolling Interests Limited Partners' Interest in Consolidated Partnership [Member] Regency Centers, L.P.	Total Capital LP [Member] Regency Centers, L.P.	Preferred Stock Regency Centers Corporation	Common Stock Regency Centers Corporation	Additional Paid-in Capital Regency Centers Corporation	Accumulated Other Comprehensive Loss [Member] Regency Centers Corporation	Distributions in Excess of Net Income Regency Centers Corporation	Total Stockholders' Equity [Member] Regency Centers Corporation	Noncontrolling Interests Preferred Units [Member] Regency Centers Corporation	Noncontrolling Interest Exchangeable Operating Partnerships Units [Member] Regency Centers Corporation	Noncontrolling Interests Limited Partners' Interest in Consolidated Partnership [Member] Regency Centers Corporation	Total Noncontrolling Interests [Member] Regency Centers Corporation	Total Equity [Member] Regency Centers Corporation
Beginning balance at Dec. 31, 2009	$ 1,943,394	$ 1,943,394	$ 49,158	$ 1,925,140	$ 7,321	$ (49,973)	$ 1,931,646	$ 11,748	$ 1,943,394	$ 275,000	$ 815	$ 2,022,670	$ (49,973)	$ (373,345)	$ 1,875,167	$ 49,158	$ 7,321	$ 11,748	$ 68,227	$ 1,943,394
Net income	31,117	31,117	1,862	28,959	121		30,942	175	31,117					28,959	28,959	1,862	121	175	2,158	31,117
Amortization of loss on derivative instruments					4	1,752	1,756		1,756				1,752		1,752		4		4	1,756
Change in fair value of derivative instruments					(60)	(25,729)	(25,789)		(25,789)				(25,729)		(25,729)		(60)		(60)	(25,789)
Total comprehensive income							6,909		7,084						4,982				2,102	7,084
Restricted stock issued, net of amortization												3,426			3,426					3,426
Common stock redeemed for taxes withheld for stock based compensation, net												(1,404)			(1,404)					(1,404)
Common stock issued for dividend reinvestment plan											1	1,313			1,314					1,314
Common stock issued for partnership units exchanged	7,311	7,311									3	7,308			7,311		(7,311)		(7,311)
Contributions from partners								128	128									128	128	128
Distributions to partners				(75,574)	(290)		(75,864)	(1,212)	(77,076)
Preferred unit distributions		(11,700)	(1,862)	(9,838)			(11,700)		(11,700)
Distributions to partners		(74,550)																(1,212)	(1,212)	(1,212)
Restricted stock issued by Parent Company, net of amortization				3,426			3,426		3,426
Common units issued as a result of common stock issued by Parent Company, net of repurchases				(90)			(90)		(90)
Common units exchanged for common stock of Parent Company				7,311	(7,311)
Cash dividends declared:
Preferred stock/unit														(9,838)	(9,838)	(1,862)			(1,862)	(11,700)
Common stock/unit ($.925 per share)														(75,574)	(75,574)		(290)		(290)	(75,864)
Balance at Jun. 30, 2010	1,865,166	1,865,166	49,158	1,879,334	(215)	(73,950)	1,854,327	10,839	1,865,166	275,000	819	2,033,313	(73,950)	(429,798)	1,805,384	49,158	(215)	10,839	59,782	1,865,166
Beginning balance at Mar. 31, 2010
Net income	12,709	12,709
Preferred unit distributions		(5,850)
Balance at Jun. 30, 2010	$ 1,865,166	$ 1,865,166								$ 275,000

Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2010	Jun. 30, 2009
Regency Centers Corporation
Cash flows from operating activities:
Net income	$ 31,117	$ 14,427
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	62,832	57,959
Amortization of deferred loan cost and debt premium	3,185	2,219
Amortization and accretion of above and below market lease intangibles	(777)	(940)
Stock-based compensation, net of capitalization	3,199	1,999
Equity in loss of investments in real estate partnerships	2,110	24,311
Net gain on sale of properties	(7,350)	(3,905)
Provision for doubtful accounts	2,361	5,269
Provision for impairment		2,369
Distribution of earnings from operations of investments in real estate partnerships	21,694	17,790
Settlement of derivative instruments	(26,761)	(19,977)
Loss on derivative instruments	922
Changes in assets and liabilities:
Accounts receivable	5,418	11,220
Straight-line rent receivables, net	(2,365)	(874)
Other receivables		19,700
Deferred leasing costs	(6,278)	(4,299)
Other assets	4,168	(3,344)
Accounts payable and other liabilities	(7,525)	(20,100)
Tenants' security and escrow deposits	(126)	(431)
Net cash provided by operating activities	85,824	103,393
Cash flows from investing activities:
Development of real estate including acquisition of land	(22,983)	(92,680)
Proceeds from sale of real estate investments	34,501	9,648
Collection of notes receivable		12,390
Investments in real estate partnerships	(210,021)	(17,159)
Distributions received from investments in real estate partnerships	79,600	2,986
Net cash used in investing activities	(118,903)	(84,815)
Cash flows from financing activities:
Net proceeds from common stock issuance		310,871
Distributions to limited partners in consolidated partnerships, net	(1,182)	(310)
Distributions to exchangeable operating partnership unit holders	(290)	(555)
Preferred unit distributions	(1,862)	(1,862)
Dividends paid to common stockholders	(74,260)	(85,960)
Dividends paid to preferred stockholders	(9,838)	(9,838)
Repayment of fixed rate unsecured notes		(50,000)
Proceeds from issuance of fixed rate unsecured notes, net	148,949
Proceeds from unsecured credit facilities	110,000	135,000
Repayments of unsecured credit facilities	(110,000)	(205,000)
Proceeds from notes payable	3,378
Repayment of notes payable	(21,188)	(3,029)
Scheduled principal payments	(2,449)	(2,611)
Payment of loan costs	(1,223)	(25)
Net cash provided by financing activities	40,035	86,681
Net increase in cash and cash equivalents	6,956	105,259
Cash and cash equivalents at beginning of the period	99,477	21,533
Cash and cash equivalents at end of the period	106,433	126,792
Supplemental disclosure of cash flow information:
Cash paid for interest (net of capitalized interest of $3,323 and $11,918 in 2010 and 2009, respectively)	59,081	53,563
Supplemental disclosure of non-cash transactions:
Common stock issued for partnership units exchanged	7,311
Real estate received through distribution in kind		80,459
Mortgage loans assumed through distribution in kind		59,061
Real estate received through foreclosure on notes receivable	990
Change in fair value of derivative instruments	84	56,113
Common stock issued for dividend reinvestment plan	1,314	1,782
Stock-based compensation capitalized	333	1,393
Contributions from limited partners in consolidated partnerships, net	98	1,108
Regency Centers, L.P.
Cash flows from operating activities:
Net income	31,117	14,427
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	62,832	57,959
Amortization of deferred loan cost and debt premium	3,185	2,219
Amortization and accretion of above and below market lease intangibles	(777)	(940)
Stock-based compensation, net of capitalization	3,199	1,999
Equity in loss of investments in real estate partnerships	2,110	24,311
Net gain on sale of properties	(7,350)	(3,905)
Provision for doubtful accounts	2,361	5,269
Provision for impairment		2,369
Distribution of earnings from operations of investments in real estate partnerships	21,694	17,790
Settlement of derivative instruments	(26,761)	(19,977)
Loss on derivative instruments	922
Changes in assets and liabilities:
Accounts receivable	5,418	11,220
Straight-line rent receivables, net	(2,365)	(874)
Other receivables		19,700
Deferred leasing costs	(6,278)	(4,299)
Other assets	4,168	(3,344)
Accounts payable and other liabilities	(7,525)	(20,100)
Tenants' security and escrow deposits	(126)	(431)
Net cash provided by operating activities	85,824	103,393
Cash flows from investing activities:
Development of real estate including acquisition of land	(22,983)	(92,680)
Proceeds from sale of real estate investments	34,501	9,648
Collection of notes receivable		12,390
Investments in real estate partnerships	(210,021)	(17,159)
Distributions received from investments in real estate partnerships	79,600	2,986
Net cash used in investing activities	(118,903)	(84,815)
Cash flows from financing activities:
Net proceeds from common stock issuance		310,871
Distributions to limited partners in consolidated partnerships, net	(1,182)	(310)
Distributions to partners	(74,550)	(86,515)
Preferred unit distributions	(11,700)	(11,700)
Repayment of fixed rate unsecured notes		(50,000)
Proceeds from issuance of fixed rate unsecured notes, net	148,949
Proceeds from unsecured credit facilities	110,000	135,000
Repayments of unsecured credit facilities	(110,000)	(205,000)
Proceeds from notes payable	3,378
Repayment of notes payable	(21,188)	(3,029)
Scheduled principal payments	(2,449)	(2,611)
Payment of loan costs	(1,223)	(25)
Net cash provided by financing activities	40,035	86,681
Net increase in cash and cash equivalents	6,956	105,259
Cash and cash equivalents at beginning of the period	99,477	21,533
Cash and cash equivalents at end of the period	106,433	126,792
Supplemental disclosure of cash flow information:
Cash paid for interest (net of capitalized interest of $3,323 and $11,918 in 2010 and 2009, respectively)	59,081	53,563
Supplemental disclosure of non-cash transactions:
Common stock issued for partnership units exchanged	7,311
Real estate received through distribution in kind		80,459
Mortgage loans assumed through distribution in kind		59,061
Real estate received through foreclosure on notes receivable	990
Change in fair value of derivative instruments	84	56,113
Common stock issued for dividend reinvestment plan	1,314	1,782
Stock-based compensation capitalized	333	1,393
Contributions from limited partners in consolidated partnerships, net	$ 98	$ 1,108

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2010

Summary of Significant Accounting Policies

1.	Summary of Significant Accounting Policies

(a)

Organization and Principles of Consolidation

General

Regency Centers Corporation (the "Parent Company") began its operations as a Real Estate Investment Trust ("REIT") in 1993 and is the managing general partner of Regency Centers, L.P. (the "Operating Partnership"). The Parent Company currently owns approximately 99.8% of the outstanding common Partnership Units of the Operating Partnership. The Parent Company engages in the ownership, management, leasing, acquisition, and development of retail shopping centers through the Operating Partnership, and has no other assets or liabilities other than through its investment in the Operating Partnership. At June 30, 2010, the Parent Company, the Operating Partnership and their controlled subsidiaries on a consolidated basis ("the Company" or "Regency") directly owned 214 retail shopping centers and held partial interests in an additional 184 retail shopping centers through investments in real estate partnerships (also referred to as joint ventures or real estate partnerships).

The accompanying unaudited interim financial information has been prepared according to the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with Generally Accepted Accounting Principles ("GAAP") have been condensed or omitted in accordance with such rules and regulations. The Company's management believes that the disclosures presented in these financial statements are sufficient such that the information presented is not misleading. In the Company's opinion, all adjustments and eliminations, consisting only of normal recurring adjustments, necessary to present fairly the Company's financial position as of June 30, 2010 and December 31, 2009, results of operations for the three and six months ended June 30, 2010 and 2009, and cash flows for the six months ended June 30, 2010 and 2009 have been included. The results of operations for such interim periods are not necessarily indicative of the results for the full year. The accompanying unaudited interim financial information should be read in conjunction with the Company's December 31, 2009 Consolidated Financial Statements, as filed with the SEC in the Annual Report on Form 10-K.

Estimates, Risks, and Uncertainties

The preparation of financial statements in conformity with U.S. GAAP requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The most significant estimates in the Company's financial statements relate to the carrying values of its investments in real estate including its shopping centers, properties in development and its investments in real estate partnerships, accounts receivable, net, and derivative instruments. Each of these items could be significantly affected by the continued weak economy.

Because of the adverse conditions that exist in the real estate markets, as well as, the credit and financial markets, it is possible that the estimates and assumptions that have been utilized in the preparation of the consolidated financial statements could change significantly. Specifically as it relates to the Company's business, the current weak economic period is expected to result in a higher level of retail store closings nationally, which could reduce the demand for leasing space in the Company's shopping centers and result in a decline in occupancy and rental revenues in its real estate portfolio. The lack of available credit in the commercial real estate market is causing a decline in the values of commercial real estate nationally and the Company's ability to sell shopping centers to raise capital. The reduction in the demand for new retail space and available capital have caused the Company to significantly reduce its new shopping center development program until markets become less volatile.

Consolidation

The accompanying consolidated financial statements include the accounts of the Parent Company, the Operating Partnership, its wholly-owned subsidiaries, and consolidated partnerships in which the Company has a controlling ownership interest. All significant inter-company balances and transactions are eliminated in the consolidated financial statements.

Ownership of the Parent Company

The Parent Company has a single class of common stock outstanding and three series of preferred stock outstanding ("Series 3, 4, and 5 Preferred Stock"). The dividends on the Series 3, 4, and 5 Preferred Stock are cumulative and payable in arrears on the last day of each calendar quarter. The Parent Company owns corresponding Series 3, 4, and 5 preferred unit interests ("Series 3, 4, and 5 Preferred Units") in the Operating Partnership that entitle the Parent Company to income and distributions from the Operating Partnership in amounts equal to the dividends paid on the Parent Company's Series 3, 4, and 5 Preferred Stock.

Ownership of the Operating Partnership

The Operating Partnership's capital includes general and limited common Partnership Units, Series 3, 4, and 5 Preferred Units owned by the Parent Company, and Series D Preferred Units owned by institutional investors. At June 30, 2010, the Parent Company owned approximately 99.8% or 81,857,922 of the total 82,047,086 Partnership Units outstanding.

Net income and distributions of the Operating Partnership are allocable first to the Preferred Units and the remaining amounts to the general and limited common Partnership Units in accordance with their ownership percentages. The Series 3, 4, and 5 Preferred Units owned by the Parent Company are eliminated in consolidation in the accompanying consolidated financial statements of the Parent Company and are classified as preferred units of general partner in the accompanying consolidated financial statements of the Operating Partnership.

Investments in Real Estate Partnerships

Investments in real estate partnerships not controlled by the Company are accounted for under the equity method. Income or loss from these real estate partnerships, which includes all operating results (including impairments) and gains on sales of properties within the joint ventures, is allocated to the Company in accordance with the respective partnership agreements. Such allocations of net income or loss are recorded in equity in income (loss) of investments in real estate partnerships in the accompanying Consolidated Statements of Operations. The net difference in the carrying amount of investments in real estate partnerships and the underlying equity in net assets is either accreted to income and recorded in equity in income (loss) of investments in real estate partnerships in the accompanying Consolidated Statements of Operations over the expected useful lives of the properties and other intangible assets, which range in lives from 10 to 40 years, or the net difference is recognized at liquidation. The accounting treatment depends on whether or not the joint venture agreement includes a unilateral right to elect to dissolve the real estate partnership and, upon such an election, receive a distribution in-kind, as discussed further below.

Cash distributions of earnings from operations from investments in real estate partnerships are presented in cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows. Cash distributions from the sale of a property or loan proceeds received from the placement of debt on a property included in investments in real estate partnerships are presented in cash flows provided by investing activities in the accompanying Consolidated Statements of Cash Flows.

The Company carefully evaluates in structure and in substance its investments in the real estate partnerships to determine if they are variable interest entities. The Company has concluded that these partnership investments are not variable interest entities. Further, the joint venture partners in the real estate partnerships have significant ownership rights, including approval over operating budgets and strategic plans, capital spending, sale or financing, and admission of new partners. Upon formation of the joint ventures, the Company, through the Operating Partnership, also became the managing member, responsible for the day-to-day operations of the real estate partnerships. In accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 810, the Company evaluated its investment in each real estate partnership and concluded that the other partners have substantive participating rights and, therefore, the Company has concluded that the equity method of accounting is appropriate for these investments and they do not require consolidation. Under the equity method of accounting, investments in real estate partnerships are initially recorded at cost, subsequently increased for additional contributions and allocations of income, and reduced for distributions received and allocations of loss. These investments are included in the consolidated financial statements as investments in real estate partnerships.

Noncontrolling Interests

The Company consolidates all entities in which it has a controlling financial interest. A controlling financial interest is typically attributable to the entity with a majority voting interest. Noncontrolling interest is the portion of equity, in a subsidiary or consolidated entity, not attributable, directly or indirectly to the Company. Such noncontrolling interests are reported on the consolidated balance sheets within equity or capital, but separately from stockholders' equity or partners' capital. On the consolidated statements of operations, all of the revenues and expenses from less-than-wholly-owned consolidated subsidiaries are reported in net income (loss), including both the amounts attributable to the Company and noncontrolling interests. The amounts of consolidated net income (loss) attributable to the Company and to the noncontrolling interests are clearly identified on the accompanying Consolidated Statements of Operations.

Noncontrolling Interests of the Parent Company

The consolidated financial statements of the Parent Company include the following ownership interests held by owners other than the preferred and common stockholders of the Parent Company: the preferred units in the Operating Partnership held by third parties ("Series D preferred units"), the limited Partnership Units in the Operating Partnership held by third parties ("Exchangeable operating partnership units"), and the minority-owned interest held by third parties in consolidated partnerships ("Limited partners' interests in consolidated partnerships"). The Parent Company has included all of these noncontrolling interests in permanent equity, separate from the Parent Company's stockholders' equity, in the accompanying Consolidated Balance Sheets and Consolidated Statement of Equity and Comprehensive Income (Loss). The portion of net income (loss) or comprehensive income (loss) attributable to these noncontrolling interests is included in net income (loss) and comprehensive income (loss) in the accompanying Consolidated Statements of Operations and Consolidated Statement of Equity and Comprehensive Income (Loss) of the Parent Company.

In accordance with the FASB ASC Topic 480, securities that are redeemable for cash or other assets at the option of the holder, not solely within the control of the issuer, are classified as redeemable noncontrolling interests outside of permanent equity in the consolidated balance sheets. The Parent Company has evaluated the conditions as specified under the FASB ASC Topic 480 as it relates to Preferred Units and exchangeable operating partnership units outstanding and concluded that it has the right to satisfy the redemption requirements of the units by delivering unregistered preferred or common stock. Each outstanding Preferred Unit and exchangeable operating partnership unit is exchangeable for one share of preferred stock or common stock, respectively, and the unit holder cannot require redemption in cash or other assets. Limited partners' interests in consolidated partnerships are not redeemable by the holders. The Parent Company's only asset is its investment in the Operating Partnership, and therefore settlement in shares would not be a surrender of assets, but a contra-equity. The Parent Company also evaluated its fiduciary duties to itself, its shareholders, and, as the managing general partner of the Operating Partnership, to the Operating Partnership, and concluded its fiduciary duties are not in conflict with each other or the underlying agreements. Therefore, the Parent Company classifies such units and interests as permanent equity in the accompanying Consolidated Balance Sheets and Consolidated Statement of Equity and Comprehensive Income (Loss).

Noncontrolling Interests of the Operating Partnership

The Operating Partnership has determined that Limited partners' interests in consolidated partnerships are noncontrolling interests. The Operating Partnership has included these noncontrolling interests in permanent capital, separate from partners' capital, in the accompanying Consolidated Balance Sheets and Consolidated Statement of Capital and Comprehensive Income (Loss). The portion of net income (loss) or comprehensive income (loss) attributable to these noncontrolling interests is included in net income (loss) and comprehensive income (loss) in the accompanying Consolidated Statements of Operations and Consolidated Statement of Capital and Comprehensive Income (Loss) of the Operating Partnership.

(b)

Revenues

The Company leases space to tenants under agreements with varying terms. Leases are accounted for as operating leases with minimum rent recognized on a straight-line basis over the term of the lease regardless of when payments are due. The Company estimates the collectibility of the accounts receivable related to base rents, straight-line rents, expense reimbursements, and other revenue taking into consideration the Company's experience in the retail sector, available internal and external tenant credit information, payment history, industry trends, tenant credit-worthiness, and remaining lease terms. In some cases, primarily related to straight-line rents, the ultimate collection of these amounts are associated with increased rents to be collected in future years which extend beyond one year. During the three months ended June 30, 2010 and 2009, the Company recorded provisions for doubtful accounts of approximately $55,000 and $4.7 million, respectively. During the six months ended June 30, 2010 and 2009, the Company recorded provisions for doubtful accounts of $2.4 million and $5.2 million, respectively.

The following table represents the components of accounts receivable, net of allowance for doubtful accounts, as of June 30, 2010 and December 31, 2009 in the accompanying Consolidated Balance Sheets (in thousands):


	2010			2009
Tenant receivables	$	11,822		22,395
CAM and tax reimbursements		16,695		15,099
Other receivables		9,467		9,944
Less: allowance for doubtful accounts		(6,106	)	(6,567	)

Total	$	31,878		40,871

Substantially all of the lease agreements with anchor tenants contain provisions that provide for additional rents based on tenants' sales volume (percentage rent) and reimbursement of the tenants' share of real estate taxes, insurance, and common area maintenance ("CAM") costs. Percentage rents are recognized when the tenants achieve the specified targets as defined in their lease agreements. Recovery of real estate taxes, insurance, and CAM costs are recognized as the respective costs are incurred in accordance with the lease agreements.

As part of the leasing process, the Company may provide the lessee with an allowance for the construction of leasehold improvements. These leasehold improvements are capitalized and recorded as tenant improvements, and depreciated over the shorter of the useful life of the improvements or the remaining lease term. If the allowance represents a payment for a purpose other than funding leasehold improvements, or in the event the Company is not considered the owner of the improvements, the allowance is considered to be a lease incentive and is recognized over the lease term as a reduction of minimum rent. Factors considered during this evaluation include, among other things, who holds legal title to the improvements as well as other controlling rights provided by the lease agreement and provisions for substantiation of such costs (e.g. unilateral control of the tenant space during the build-out process). Determination of the appropriate accounting for the payment of a tenant allowance is made on a lease-by-lease basis, considering the facts and circumstances of the individual tenant lease. When the Company is the owner of the leasehold improvements, recognition of lease revenue commences when the lessee is given possession of the leased space upon completion of tenant improvements. However, when the leasehold improvements are owned by the tenant, the lease inception date is the date the tenant obtains possession of the leased space for purposes of constructing their leasehold improvements.

Profits from sales of real estate are not recognized under the full accrual method by the Company unless a sale is consummated; the buyer's initial and continuing investment is adequate to demonstrate a commitment to pay for the property; the Company's receivable, if applicable, is not subject to future subordination; the Company has transferred to the buyer the usual risks and rewards of ownership; and the Company does not have substantial continuing involvement with the property.

The Company sells shopping centers to joint ventures in exchange for cash equal to the fair value of the ownership interest of its partners. The Company accounts for those sales as "partial sales" and recognizes gains on those partial sales in the period the properties were sold to the extent of the percentage interest sold, and in the case of certain real estate partnerships, applies a more restrictive method of recognizing gains, as discussed further below. The gains and operations associated with properties sold to these real estate partnerships are not classified as discontinued operations because the Company continues to partially own and manage these shopping centers.

As of June 30, 2010, six of the Company's joint ventures ("DIK-JV") give each partner the unilateral right to elect to dissolve the real estate partnership and, upon such an election, receive a distribution in-kind ("DIK") of the assets of the real estate partnership equal to their respective capital account, which could include properties the Company previously sold to the real estate partnership. The liquidation provisions require that all of the properties owned by the real estate partnership be appraised to determine their respective fair values. As a general rule, if the Company initiates the liquidation process, its partner has the right to choose the first property that it will receive with the Company choosing the next property that it will receive in liquidation. If the Company's partner initiates the liquidation process, the order of the selection process is reversed. The process then continues with an alternating selection of properties by each partner until the balance of each partner's capital account on a fair value basis has been distributed. After the final selection, to the extent that the fair value of properties in the DIK-JV are not distributable in a manner that equals the balance of each partner's capital account, a cash payment would be made to the other partner by the partner receiving a property distribution in excess of its capital account. The partners may also elect to liquidate some or all of the properties through sales rather than through the DIK process.

The Company has concluded that these DIK dissolution provisions constitute in-substance call/put options and represent a form of continuing involvement with respect to property that the Company has sold to these real estate partnerships, limiting the Company's recognition of gain related to the partial sale. This more restrictive method of gain recognition ("Restricted Gain Method") considers the Company's potential ability to receive property through a DIK on which partial gain has been recognized, and ensures, as discussed below, maximum gain deferral upon sale to a DIK-JV. The Company has applied the Restricted Gain Method to partial sales of property to real estate partnerships that contain unilateral DIK provisions.

Profit shall be recognized under a method determined by the nature and extent of the seller's continuing involvement and the profit recognized shall be reduced by the maximum exposure to loss. The Company has concluded that the Restricted Gain Method accomplishes this objective.

Under the Restricted Gain Method, for purposes of gain deferral, the Company considers the aggregate pool of properties sold into the DIK-JV as well as the aggregate pool of properties which will be distributed in the DIK process. As a result, upon the sale of properties to a DIK-JV, the Company performs a hypothetical DIK liquidation assuming that it would choose only those properties that it has sold to the DIK-JV in an amount equal to its capital account. For purposes of calculating the gain to be deferred, the Company assumes that it will select properties in a DIK liquidation that would otherwise have generated the highest gain to the Company when originally sold to the DIK-JV. The deferred gain, recorded by the Company upon the sale of a property to a DIK-JV, is calculated whenever a property is sold to a DIK-JV. During the periods when there are no property sales to a DIK-JV, the deferred gain is not recalculated.

Because the contingency associated with the possibility of receiving a particular property back upon liquidation, which forms the basis of the Restricted Gain Method, is not satisfied at the property level, but at the aggregate level, no gain is recognized on property sold by the DIK-JV to a third party or received by the Company upon actual dissolution. Instead, the property received upon dissolution is recorded at the carrying value of the Company's investment in the DIK-JV on the date of dissolution.

The Company is engaged under agreements with its joint venture partners to provide asset management, property management, leasing, investing, and financing services for such joint ventures' shopping centers. The fees are market-based, generally calculated as a percentage of either revenues earned or the estimated values of the properties managed or the proceeds received, and are recognized as services are rendered, when fees due are determinable, and collectibility is reasonably assured. The Company also receives transaction fees, as contractually agreed upon with a joint venture, which include fees such as acquisition fees, disposition fees, "promotes", or "earnouts".

(c)

Real Estate Investments

Land, buildings, and improvements are recorded at cost. All specifically identifiable costs related to development activities are capitalized into properties in development on the accompanying Consolidated Balance Sheets. Properties in development are defined as properties that are in the construction or initial lease-up phase and have not reached their initial full occupancy. In summary, a project changes from non-operating to operating when it is substantially completed and available for occupancy. At that time, costs are no longer capitalized. The capitalized costs include pre-development costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, and allocated direct employee costs incurred during the period of development. Interest costs are capitalized into each development project based upon applying the Company's weighted average borrowing rate to that portion of the actual development costs expended. The Company discontinues interest cost capitalization when the property is no longer being developed or is available for occupancy upon substantial completion of tenant improvements, but in no event would the Company capitalize interest on the project beyond 12 months after substantial completion of the building shell.

The following table represents the components of properties in development as of June 30, 2010 and December 31, 2009 in the accompanying Consolidated Balance Sheets (in thousands):


	2010		2009
Construction in process	$	72,117	127,376
Construction complete and in lease-up		529,640	673,052
Land held for future development		112,944	119,999

Total	$	714,701	920,427

Construction in process represents developments where the Company has not yet incurred at least 90% of the expected costs to complete. Construction complete and in lease-up represents developments where the Company has incurred at least 90% of the estimated costs to complete, but is still completing lease-up and final tenant build out. Land held for future development represents projects not in construction, but identified and available for future development if and when the market demand for a new shopping center exists.

The Company incurs costs prior to land acquisition including contract deposits, as well as legal, engineering, and other external professional fees related to evaluating the feasibility of developing a shopping center. These pre-development costs are included in properties in development in the accompanying Consolidated Balance Sheets. At June 30, 2010 and December 31, 2009, the Company had capitalized pre-development costs of approximately $682,000 and $816,000, respectively, of which approximately $290,000 and $325,000, respectively, were refundable deposits. If the Company determines that the development of a particular shopping center is no longer probable, any related pre-development costs previously capitalized are immediately expensed in other expenses in the accompanying Consolidated Statements of Operations. During the three months ended June 30, 2010 and 2009, the Company expensed pre-development costs of approximately $29,000 and $148,000, respectively, in other expenses in the accompanying Consolidated Statements of Operations. During the six months ended June 30, 2010 and 2009, the Company expensed pre-development costs of approximately $173,000 and $298,000, respectively, in other expenses in the accompanying Consolidated Statements of Operations.

Maintenance and repairs that do not improve or extend the useful lives of the respective assets are recorded in operating and maintenance expense.

Depreciation is computed using the straight-line method over estimated useful lives of up to 40 years for buildings and improvements, the shorter of the useful life or the remaining lease term for tenant improvements, and three to seven years for furniture and equipment.

The Company and the real estate partnerships account for business combinations using the acquisition method by recognizing and measuring the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at their acquisition date fair values. The Company expenses transaction costs associated with business combinations in the period incurred.

The Company's methodology includes estimating an "as-if vacant" fair value of the physical property, which includes land, building, and improvements. In addition, the Company determines the estimated fair value of identifiable intangible assets, considering the following three categories: (i) value of in-place leases, (ii) above and below-market value of in-place leases, and (iii) customer relationship value.

The value of in-place leases is estimated based on the value associated with the costs avoided in originating leases compared to the acquired in-place leases as well as the value associated with lost rental and recovery revenue during the assumed lease-up period. The value of in-place leases is recorded to amortization expense over the remaining initial term of the respective leases.

Above-market and below-market in-place lease values for acquired properties are recorded based on the present value of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management's estimate of fair market lease rates for comparable in-place leases, measured over a period equal to the remaining non-cancelable term of the lease. The value of above-market leases is amortized as a reduction of minimum rent over the remaining terms of the respective leases and the value of below-market leases is accreted to minimum rent over the remaining terms of the respective leases, including below-market renewal options, if applicable. The Company does not assign value to customer relationship intangibles if it has pre-existing business relationships with the major retailers at the acquired property since they do not provide incremental value over the Company's existing relationships.

The Company classifies an operating property or a property in development as held-for-sale when it determines that the property is available for immediate sale in its present condition, the property is being actively marketed for sale, and management believes it is probable that a sale will be consummated within one year. Given the nature of all real estate sales contracts, it is not unusual for such contracts to allow prospective buyers a period of time to evaluate the property prior to formal acceptance of the contract. In addition, certain other matters critical to the final sale, such as financing arrangements, often remain pending even upon contract acceptance. As a result, properties under contract may not close within the expected time period, or may not close at all. Therefore, any properties categorized as held-for-sale represent only those properties that management has determined are probable to close within the requirements set forth above. Operating properties held-for-sale are carried at the lower of cost or fair value less costs to sell. The recording of depreciation and amortization expense is suspended during the held-for-sale period. If circumstances arise that previously were considered unlikely and, as a result, the Company decides not to sell a property previously classified as held-for-sale, the property is reclassified as held and used and is measured individually at the lower of its (i) carrying amount before the property was classified as held-for-sale, adjusted for any depreciation and amortization expense that would have been recognized had the property been continuously classified as held and used or (ii) the fair value at the date of the subsequent decision not to sell. Any required adjustment to the carrying amount of the property reclassified as held and used is included in income from continuing operations in the period of the subsequent decision not to sell and the results of operations previously reported in discontinued operations are reclassified and included in income from continuing operations for all periods presented.

When the Company sells a property or classifies a property as held-for-sale and will not have significant continuing involvement in the operation of the property, the operations of the property are eliminated from ongoing operations and classified in discontinued operations. Its operations, including any mortgage interest and gain on sale, are reported in discontinued operations so that the operations are clearly distinguished. Prior periods are also reclassified to reflect the operations of the property as discontinued operations. When the Company sells an operating property to a joint venture or to a third party, and will continue to manage the property, the operations and gain on sale are included in income from continuing operations.

The Company reviews its real estate portfolio including the properties owned through real estate partnerships for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. For properties to be "held and used" for long term investment, the Company estimates undiscounted future cash flows over the expected investment term including the estimated future value of the asset upon sale at the end of the investment period. Future value is generally determined by applying a market-based capitalization rate to the estimated future net operating income in the final year of the expected investment term. If after applying this method a property is determined to be impaired, the Company determines the provision for impairment based upon applying a market capitalization rate to current estimated net operating income as if the sale were to occur immediately. For properties "held-for-sale", the Company estimates current resale values through appraisal information and other market data, less expected costs to sell. These methods of determining fair value can fluctuate significantly as a result of a number of factors, including changes in the general economy for those markets in which the Company operates, the Company's estimated holding period of the property, tenant credit quality, and demand for new retail stores. If as a result of a change in the Company's strategy for a specific property which the Company owns directly or through real estate partnerships, a property previously classified as held and used is changed to held-for-sale, or if its estimated holding period changes, such change could cause the Company to determine that the property is impaired and a provision for impairment would be recorded either directly or through the Company's equity in income (loss) of investments in real estate partnerships. See Note 10 for further discussion.

A loss in value of investments in real estate partnerships under the equity method of accounting, other than a temporary decline, must be recognized in the period in which the loss occurs. To evaluate the Company's investment in real estate partnerships, the Company calculates the fair value of the investment by discounting estimated future cash flows over the expected term of the investment.

(d)

Cash and Cash Equivalents

Any instruments which have an original maturity of 90 days or less when purchased are considered cash equivalents. At June 30, 2010 and December 31, 2009, $4.5 million and $3.6 million, respectively, of cash was restricted through escrow agreements and certain mortgage loans.

(e)

Notes Receivable

The Company records notes receivable at cost on the accompanying Consolidated Balance Sheets and interest income is accrued as earned and netted against interest expense in the accompanying Consolidated Statements of Operations. If a note receivable is past due, meaning the debtor is past due per contractual obligations, the Company ceases to accrue interest. However, in the event the debtor subsequently becomes current, the Company will resume accruing interest and record the interest income accordingly. The Company evaluates the collectibility of both interest and principal for all notes receivable to determine whether impairment exists using the present value of expected cash flows discounted at the note receivable's effective interest rate or, alternatively, at the observable market price of the loan or the fair value of the collateral if the loan is collateral dependent. In the event the Company determines a note receivable or a portion thereof is considered uncollectible, the Company records a provision for impairment; however, no impairments were recorded during the three or six months ended June 30, 2010 or 2009. The Company estimates the collectibility of notes receivable taking into consideration the Company's experience in the retail sector, available internal and external credit information, payment history, market and industry trends, and debtor credit-worthiness. See Note 5 for further discussion.

(f)

Deferred Costs

Deferred costs include leasing costs and loan costs, net of accumulated amortization. Such costs are amortized over the periods through lease expiration or loan maturity, respectively. If the lease is terminated early, or if the loan is repaid prior to maturity, the remaining leasing costs or loan costs are written off. Deferred leasing costs consist of internal and external commissions associated with leasing the Company's shopping centers. Net deferred leasing costs were $49.7 million and $49.9 million at June 30, 2010 and December 31, 2009, respectively. Deferred loan costs consist of initial direct and incremental costs associated with financing activities. Net deferred loan costs were $8.4 million and $8.5 million at June 30, 2010 and December 31, 2009, respectively.

(g)

Derivative Financial Instruments

All derivative instruments, whether designated in hedging relationships or not, are recorded on the balance sheet at their fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.

The Company's use of derivative financial instruments is intended to mitigate its interest rate risk on a related financial instrument or forecasted transaction through the use of interest rate swaps (the "Swaps") and the Company designates these interest rate swaps as cash flow hedges. The gains or losses resulting from changes in fair value of derivatives that qualify as cash flow hedges are recognized in other comprehensive income ("OCI") while the ineffective portion of the derivative's change in fair value is recognized in the Statements of Operations as a loss on derivative instruments. Upon the settlement of a hedge, gains and losses remaining in OCI are amortized over the underlying term of the hedged transaction. The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various hedge transactions. The Company assesses, both at inception of the hedge and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in the cash flows and/or forecasted cash flows of the hedged items.

In assessing the valuation of the hedges, the Company uses standard market conventions and techniques such as discounted cash flow analysis, option pricing models, and termination costs at each balance sheet date. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized. See Notes 9 and 10 for further discussion.

The settlement of swap terminations is presented in cash flows provided by operating activities in the accompanying Consolidated Statements of Cash Flows.

(h)

Income Taxes

The Parent Company believes it qualifies, and intends to continue to qualify, as a REIT under Sections 856 through 860 of the Internal Revenue Code (the "Code"). As a REIT, the Parent Company will generally not be subject to federal income tax, provided that distributions to its stockholders are at least equal to REIT taxable income. Regency Realty Group, Inc. ("RRG"), a wholly-owned subsidiary of the Operating Partnership, is a Taxable REIT Subsidiary ("TRS") as defined in Section 856(l) of the Code. RRG is subject to federal and state income taxes and files separate tax returns. As a pass through entity, the Operating Partnership's taxable income or loss is reported by its partners, of which the Parent Company as general partner and 99.8% owner, is allocated its pro-rata share of tax attributes.

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using the enacted tax rates in effect for the year in which these temporary differences are expected to be recovered or settled. Deferred tax assets are evaluated to determine if a valuation allowance is required and if, based on available evidence, it is more likely than not that all or some portion of the asset will not be realized, the Company will record a valuation allowance.

Earnings and profits, which determine the taxability of dividends to stockholders, differs from net income reported for financial reporting purposes primarily because of differences in depreciable lives and cost bases of the operating properties, as well as other timing differences. See Note 7 for further discussion.

The Company recognizes tax positions in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. Such tax positions shall initially and subsequently be measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the tax authority assuming full knowledge of the position and relevant facts. The Company believes that it has appropriate support for the income tax positions taken and to be taken on its tax returns and that its accruals for tax liabilities are adequate for all open tax years based on an assessment of many factors including past experience and interpretations of tax laws applied to the facts of each matter. Federal and state tax returns are open from 2006 and forward for the Company and federal returns are open from 2008 and forward for the TRS.

(i)

Earnings per Share and Unit

Basic earnings per share of common stock and unit are computed based upon the weighted average number of common shares and units, respectively, outstanding during the period. Diluted earnings per share and unit reflect the conversion of obligations and the assumed exercises of securities including the effects of shares issuable under the Company's share-based payment arrangements, if dilutive. Dividends paid on the Company's share-based payment transactions are not participating securities as they are forfeitable. See Note 13 for the calculation of earnings per share ("EPS") and earnings per unit ("EPU").

(j)

Stock-Based Compensation

The Company grants stock-based compensation to its employees and directors. The Company recognizes stock-based compensation based on the grant-date fair value of the award and the cost of the stock-based compensation is expensed over the vesting period. See Note 12 for further discussion.

When the Parent Company issues common shares as compensation, it receives a like number of common units from the Operating Partnership. The Company is committed to contribute to the Operating Partnership all proceeds from the exercise of stock options or other share-based awards granted under the Parent Company's Long-Term Omnibus Plan (the "Plan"). Accordingly, the Parent Company's ownership in the Operating Partnership will increase based on the amount of proceeds contributed to the Operating Partnership for the common units it receives. As a result of the issuance of common units to the Parent Company for stock-based compensation, the Operating Partnership accounts for stock- based compensation in the same manner as the Parent Company.

(k)

Segment Reporting

The Company's business is investing in retail shopping centers through direct ownership or through joint ventures. The Company actively manages its portfolio of retail shopping centers and may from time to time make decisions to sell lower performing properties or developments not meeting its long-term investment objectives. The proceeds from sales are reinvested into higher quality retail shopping centers, through acquisitions or new developments, which management believes will meet its expected rate of return. It is management's intent that all retail shopping centers will be owned or developed for investment purposes; however, the Company may decide to sell all or a portion of a development upon completion. The Company's revenues and net income are generated from the operation of its investment portfolio. The Company also earns fees from third parties for services provided to manage and lease retail shopping centers owned through joint ventures.

The Company's portfolio is located throughout the United States; however, management does not distinguish or group its operations on a geographical basis for purposes of allocating resources or measuring performance. The Company reviews operating and financial data for each property on an individual basis; therefore, the Company defines an operating segment as its individual properties. The individual properties have been aggregated into one reportable segment based upon their similarities with regard to both the nature and economics of the centers, tenants and operational processes, as well as long-term average financial performance. In addition, no single tenant accounts for 5% or more of revenue and none of the shopping centers are located outside the United States.

(l)

Financial Instruments with Characteristics of Both Liabilities and Equity

The Company accounts for the fair value of noncontrolling interests in consolidated entities with specified termination dates in accordance with FASB ASC Topic 480. See Note 10 for further discussion.

(m)

Assets and Liabilities Measured at Fair Value

Fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement is determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, the Company uses a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from independent sources (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the Company's own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). The three levels of inputs used to measure fair value are as follows:

•

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access.

•

Level 2 - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

•

Level 3 - Unobservable inputs for the asset or liability, which are typically based on the Company's own assumptions, as there is little, if any, related market activity.

The Company also remeasures nonfinancial assets and nonfinancial liabilities, initially measured at fair value in a business combination or other new basis event, at fair value in subsequent periods. See Note 10 for all fair value measurements of assets and liabilities made on a recurring and nonrecurring basis.

(n)

Reclassifications

Certain reclassifications have been made to the 2009 amounts to conform to classifications adopted in 2010.

Real Estate Investments

6 Months Ended

Jun. 30, 2010

Real Estate Investments

2.	Real Estate Investments

During the six months ended June 30, 2010 and 2009, the Company did not have any acquisition activity, other than through its investments in real estate partnerships.

- Definition

This element represents certain disclosures of real estate investment financial statements, real estate investment trust operating support agreements, real estate owned, retail land sales, time share transactions, as well as other real estate related disclosures. This element may be used as a single block of text to encapsulate the entire real estate disclosure including data and tables.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 66

-Paragraph 4, 5, 37, 50, 59, 65, 95, 97

Reference 2: http://www.xbrl.org/2003/role/presentationRef

-Publisher OTS

-Name Federal Regulation (FR)

-Number Title 12

-Chapter V

-Section 563c.102

-Paragraph 10

-Subparagraph a, b

-Subsection I

Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher AICPA

-Name Statement of Position (SOP)

-Number 75-2

-Paragraph 47, 51, 52

Reference 4: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 03

-Paragraph 11

-Article 9

Reference 5: http://www.xbrl.org/2003/role/presentationRef

-Publisher AICPA

-Name Audit and Accounting Guide (AAG)

-Number AAG-DEP

-Chapter 11

-Paragraph 2, 6, 9-11, 18, 20

-IssueDate 2006-05-01

Reference 6: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 03

-Paragraph 10

-Subparagraph 4

-Article 9

Reference 7: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 144

-Paragraph 7, 34

Reference 8: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 34

-Paragraph 9, 11, 12, 13, 14, 15, 21

Reference 9: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 04

-Paragraph c

-Subparagraph Schedule III

-Article 5

Reference 10: http://www.xbrl.org/2003/role/presentationRef

-Publisher AICPA

-Name Statement of Position (SOP)

-Number 04-2

-Paragraph 41, 63, 64

Reference 11: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 28

-Article 12

Reference 12: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 57

-Paragraph 2

Reference 13: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 02

-Paragraph 6

-Subparagraph a

-Article 5

Reference 14: http://www.xbrl.org/2003/role/presentationRef

-Publisher OTS

-Name Federal Regulation (FR)

-Number Title 12

-Chapter V

-Section 563c.102

-Paragraph 11

-Subsection I

Reference 15: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 154

-Paragraph 22

Reference 16: http://www.xbrl.org/2003/role/presentationRef

-Publisher AICPA

-Name Accounting Research Bulletin (ARB)

-Number 43

-Chapter 3

-Section A

-Paragraph 9

Reference 17: http://www.xbrl.org/2003/role/presentationRef

-Publisher AICPA

-Name Statement of Position (SOP)

-Number 01-6

-Paragraph 13

-Subparagraph f

Reference 18: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 67

-Paragraph 4, 5, 6, 7

Reference 19: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name FASB Interpretation (FIN)

-Number 46R

-Paragraph 23, 24

Reference 20: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 15

-Paragraph 28

+ Details

Discontinued Operations

6 Months Ended

Jun. 30, 2010

Discontinued Operations

3.	Discontinued Operations

There were no sales of ownership interest in properties during the three months ended June 30, 2010. During the six months ended June 30, 2010, the Company sold 100% of its ownership interest in one operating property and one property in development for net proceeds of $25.5 million. The combined operating income and gain on the sale of these properties were reclassified to discontinued operations. The operating income and gains on sales of properties included in discontinued operations are reported net of income taxes, if the property is sold by the TRS. During the six months ended June 30, 2010, approximately $20,000 of income tax expense was allocated to gain on the sale of a property in development.

Investments in Real Estate Partnerships

6 Months Ended

Jun. 30, 2010

Investments in Real Estate Partnerships

4.	Investments in Real Estate Partnerships

The Company's investments in real estate partnerships were $449.4 million and $326.2 million at June 30, 2010 and December 31, 2009, respectively. The Company's carrying amount of these investments was $43.2 million and $43.8 million lower than the underlying equity in net assets at June 30, 2010 and December 31, 2009, respectively.

Investments in real estate partnerships are primarily composed of real estate partnerships where the Company invests with five co-investment partners and an open-end real estate fund ("Regency Retail Partners" or the "Fund"), as further described below. In addition to earning its pro-rata share of net income or loss in each of these real estate partnerships, the Company received recurring market-based fees for asset management, property management, and leasing as well as fees for investment and financing services, of $6.4 million and $6.5 million for the three months ended June 30, 2010 and 2009, respectively, and $13.0 million and $13.7 million for the six months ended June 30, 2010 and 2009, respectively. For the six months ended June 30, 2010 the Company also received a disposition fee in the amount $2.6 million.

Investments in real estate partnerships as of June 30, 2010 and December 31, 2009 consist of the following (in thousands):


	Ownership		2010		2009
GRI - Regency, LLC (GRIR)⁽¹⁾	40.00	%	$	281,252	154,350
Macquarie CountryWide-Regency III (MCWR III)	24.95	%		209	351
Macquarie CountryWide-Regency-DESCO (MCWR-DESCO)	16.35	%		23,483	24,374
Columbia Regency Retail Partners (Columbia I)	20.00	%		26,971	28,347
Columbia Regency Partners II (Columbia II)	20.00	%		10,406	11,202
Cameron Village LLC (Cameron)	30.00	%		17,703	18,285
RegCal, LLC (RegCal)	25.00	%		15,702	12,863
Regency Retail Partners (the Fund)	20.00	%		21,440	22,114
US Regency Retail I, LLC (USAA)	20.01	%		4,524	5,111
Other investments in real estate partnerships	50.00	%		47,723	49,215

Total			$	449,413	326,212


⁽¹⁾ At December 31, 2009, the Company's ownership interest in GRIR (formerly Macquarie CountryWide-Regency II) was 25.00%

Investments in real estate partnerships are reported net of deferred gains of $51.7 million and $52.0 million at June 30, 2010 and December 31, 2009, respectively. Cumulative deferred gains related to each real estate partnership are described below.

The Company co-invests with Global Retail Investors LLC ("GRI"), a joint venture between the California Public Employees' Retirement System ("CalPERS") and an affiliate of First Washington Realty, Inc. in one real estate partnership in which the Company has an ownership interest of 40%. During March 2010, an amendment was filed with the state of Delaware to change the name of the real estate partnership from Macquarie CountryWide – Regency II, LLC ("MCWR II") to GRI – Regency, LLC ("GRIR"). The Company's investment in GRIR totals $281.3 million and represents 7.0% of the Company's total assets at June 30, 2010.

On July 17, 2009, the Company announced that MCW had agreed to sell 60% of its partnership interest to GRI in two closings. The first closing was completed on July 31, 2009, with MCW selling 45% of its 75% interest to GRI. As part of the closing, the Company acquired Macquarie-Regency Management, LLC's ("US Manager") 0.1% ownership of the real estate partnership. US Manager was owned 50/50 by the Company and an affiliate of Macquarie Bank Limited. The transaction increased the Company's ownership to 25% from 24.95%. At the initial closing the Company received a disposition fee of $7.8 million from MCW equal to 1% of the gross sales price paid by GRI.

As part of the original agreement, the Company negotiated two separate options to acquire an additional 15% interest in the partnership at a 7.7% discount. In November 2009, the Company exercised its two options with the closing contingent upon obtaining lender consents. The Company funded the purchase price of $16.0 million on December 23, 2009, which was held in escrow and recorded in other assets in the accompanying Consolidated Balance Sheets at December 31, 2009. On March 30, 2010, the Company closed on its options increasing its investment in the real estate partnership to 40%.

On April 30, 2010, GRIR prepaid $514.8 million of mortgage debt, without penalty, in order to minimize its refinancing and interest rate risks. The Company contributed capital of $206.7 million to GRIR for its pro-rata share of the repayment funded from its unsecured line of credit and available cash balances. Simultaneously, GRI closed on the purchase of its remaining 15% interest from Charter Hall Retail REIT ("CHRR"), formerly Macquarie CountryWide ("MCW"), increasing its total ownership in the real estate partnership to 60%. As a part of this second closing, the Company also received a disposition fee of $2.6 million equal to 1% of gross sales price paid by GRI. The Company will retain asset management, property management, and leasing responsibilities. On June 2, 2010, GRIR closed on $202.0 million of new ten-year secured mortgage loans. The Company received $79.6 million as its pro-rata share of the proceeds.

As of June 30, 2010, GRIR owned 85 shopping centers, had total assets of $2.1 billion and a net loss of $5.8 million for the six months ended primarily related to a provision for impairment of $12.3 million on a property it believes will be marketed for sale earlier than originally expected. The Company's share of its total assets and net loss was $857.0 million and $2.3 million, respectively. Effective January 1, 2010, the partnership agreement was amended to include a unilateral right to elect to dissolve the partnership and receive a DIK upon liquidation; therefore, the Company will apply the Restricted Gain Method for additional properties sold to GRIR on or after January 1, 2010. During 2010, the Company has not sold any properties to GRIR. Since the inception of the real estate partnership in 2005, the Company has recognized gain of $2.3 million on partial sales and deferred gains of approximately $766,000. In April 2010, GRIR sold one shopping center to a third party for $15.3 million and recognized a gain of $2.3 million.

The Company co-invests with CHRR in two real estate partnerships, one in which the Company has an ownership interest of 24.95% ("MCWR III") and one in which the Company has an ownership interest of 16.35% ("MCWR-DESCO"). The Company's investment with CHRR totals $23.7 million and represents less than 1% of the Company's total assets at June 30, 2010. At June 30, 2010, these joint ventures had total assets of $437.8 million and a net loss of $2.9 million for the six months ended and the Company's share of its total assets and net loss was $77.2 million and approximately $478,000, respectively.

As of June 30, 2010, MCWR III owned four shopping centers, had total assets of $64.0 million, and a net loss of approximately $281,000 for the six months ended and the Company's share of its total assets and net loss was $16.0 million and approximately $60,000, respectively. Effective January 1, 2010, the partnership agreement was amended to include a unilateral right to elect to dissolve the partnership and receive a DIK upon liquidation; therefore, the Company will apply the Restricted Gain Method for properties sold to MCWR III on or after January 1, 2010. During 2010, the Company has not sold any properties to MCWR III. Since the inception of MCWR III in 2005, the Company has recognized gain of $14.1 million on partial sales to MCWR III and deferred gains of $4.7 million.

As of June 30, 2010, MCWR-DESCO owned 32 shopping centers, had total assets of $373.8 million, and recorded a net loss of $2.6 million for the six months ended and the Company's share of its total assets and net loss was $61.2 million and approximately $418,000, respectively. The partnership agreement does not contain any DIK provisions that would require the Company to apply the Restricted Gain Method. Since the inception of MCWR-DESCO in 2007, the Company has not sold any properties to the real estate partnership.

The Company co-invests with the Oregon Public Employees Retirement Fund ("OPERF") in three real estate partnerships, two of which the Company has ownership interests of 20% ("Columbia I" and "Columbia II") and one in which the Company has an ownership interest of 30% ("Cameron"). The Company's investment in these three real estate partnerships totals $55.1 million and represents 1.4% of the Company's total assets at June 30, 2010. At June 30, 2010, the OPERF joint ventures had total assets of $727.9 million and net income of approximately $250,000 for the six months ended and the Company's share of its total assets and net loss was $157.1 million and approximately $17,000, respectively.

As of June 30, 2010, Columbia I owned 14 shopping centers, had total assets of $312.2 million, and net income of approximately $886,000 for the six months ended. The partnership agreement has a unilateral right for election to dissolve the partnership and receive a DIK upon liquidation; therefore, the Company has applied the Restricted Gain Method to determine the amount of gain recognized on property sales to Columbia I. During 2010, the Company has not sold any properties to Columbia I. Since the inception of Columbia I in 2001, the Company has recognized gain of $2.0 million on partial sales to Columbia I and deferred gains of $4.3 million.

As of June 30, 2010, Columbia II owned 16 shopping centers, had total assets of $308.9 million and net income of approximately $141,000 for the six months ended. The partnership agreement has a unilateral right for election to dissolve the partnership and receive a DIK upon liquidation; therefore, the Company has applied the Restricted Gain Method to determine the amount of gain recognized on property sales to Columbia II. During 2010, the Company has not sold any properties to Columbia II. Since the inception of Columbia II in 2004, the Company has recognized gain of $9.1 million on partial sales to Columbia II and deferred gains of $15.7 million.

As of June 30, 2010, Cameron owned one shopping center, had total assets of $106.8 million and a net loss of approximately $777,000 for the six months ended. The partnership agreement does not contain any DIK provisions that would require the Company to apply the Restricted Gain Method. Since the inception of Cameron in 2004, the Company has not sold any properties to the real estate partnership.

The Company co-invests with the California State Teachers' Retirement System ("CalSTRS") in a joint venture ("RegCal") in which the Company has a 25% ownership interest. As of June 30, 2010, RegCal owned eight shopping centers, had total assets of $186.0 million, and net income of approximately $166,000 for the six months ended and the Company's share of its total assets and net income was $46.5 million and approximately $21,000, respectively. The partnership agreement has a unilateral right for election to dissolve the partnership and receive a DIK upon liquidation; therefore, the Company has applied the Restricted Gain Method to determine the amount of gain recognized on property sales to RegCal. During 2010, the Company has not sold any properties to RegCal. Since the inception of RegCal in 2004, the Company has recognized gain of $10.1 million on partial sales to RegCal and deferred gains of $3.4 million. In March 2010, RegCal purchased one property from a third party for a sales price of $12.9 million, net of assumed debt of $18.0 million, and the Company contributed $3.3 million for its proportionate share of the purchase price.

The Company co-invests with Regency Retail Partners (the "Fund"), an open-ended, infinite life investment fund in which the Company has an ownership interest of 20%. As of June 30, 2010, the Fund owned nine shopping centers, had total assets of $363.3 million, and recorded a net loss of approximately $731,000 for the six months ended and the Company's share of its total assets and net loss was $72.5 million and approximately $38,000, respectively. The partnership agreement does not contain any DIK provisions that would require the Company to apply the Restricted Gain Method. During 2010, the Company has not sold any properties to the Fund. Since the inception of the Fund in 2006, the Company has recognized gains of $71.6 million on partial sales to the Fund and deferred gains of $17.9 million.

The Company co-invests with United Services Automobile Association (the "USAA partnership") in which the Company has an ownership interest of 20.01%. As of June 30, 2010, the USAA partnership owned eight shopping centers, had total assets of $137.6 million, and recorded a net loss of approximately $492,000 for the six months ended and the Company's share of its total assets and net loss was $27.5 million and approximately $98,000, respectively. The partnership agreement has a unilateral right for election to dissolve the partnership and receive a DIK upon liquidation; therefore, the Company has applied the Restricted Gain Method to determine the amount of gain recognized on property sales to the USAA partnership. During 2010, the Company has not sold any properties to the USAA partnership. Since the inception of the USAA partnership in 2009, the Company has recognized gains of $19.2 million on partial sales to the USAA partnership and deferred gains of $8.0 million.

Summarized financial information for the investments in real estate partnerships on a combined basis, is as follows (in thousands):


	June 30, 2010		December 31, 2009
Investment in real estate, net	$	3,848,574	3,900,277
Acquired lease intangible assets, net		134,832	147,151
Other assets		140,947	137,753

Total assets	$	4,124,353	4,185,181

Notes payable	$	2,166,945	2,477,928
Acquired lease intangible liabilities, net		82,562	87,009
Other liabilities		75,509	80,011
Capital - Regency		575,923	375,076
Capital - Third parties		1,223,414	1,165,157

Total liabilities and capital	$	4,124,353	4,185,181

Investments in real estate partnerships had notes payable of $2.2 billion and $2.5 billion as of June 30, 2010 and December 31, 2009, respectively, and the Company's proportionate share of these loans was $682.5 million and $585.5 million, respectively. The Company does not guarantee these loans with the exception of an $8.6 million loan related to its 50% ownership interest in a single asset real estate partnership where the loan agreement contains "several" guarantees from each partner.

As of June 30, 2010, scheduled principal repayments on notes payable of the investments in real estate partnerships were as follows (in thousands):


Scheduled Principal Payments by Year:	Scheduled Principal Payments		Mortgage Loan Maturities	Unsecured Maturities	Total	Regency's Pro-Rata Share
2010	$	1,967	84,235	18,346	104,548	30,437
2011		3,694	466,470	8,626	478,790	185,468
2012		4,396	244,418	—	248,814	96,054
2013		4,226	32,447	—	36,673	13,376
2014		4,213	77,296	—	81,509	23,082
Beyond 5 Years		25,555	1,185,883	—	1,211,438	332,975
Unamortized debt premiums, net		—	5,173	—	5,173	1,076

Total	$	44,051	2,095,922	26,972	2,166,945	682,468

The revenues and expenses for the investments in real estate partnerships on a combined basis are summarized as follows (in thousands):


	For the three months ended June 30,					For the six months ended June 30,
	2010			2009		2010		2009
Total revenues	$	111,272		104,780		221,176		215,208

Operating expenses:
Depreciation and amortization		38,615		39,703		77,698		80,430
Operating and maintenance		17,133		14,883		35,905		31,761
General and administrative		1,914		2,485		4,135		4,211
Real estate taxes		14,803		14,512		29,923		30,001
Provision for doubtful accounts		73		2,904		1,559		3,493
Other expenses		334		569		377		457

Total operating expenses		72,872		75,056		149,597		150,353

Other expense (income):
Interest expense, net		31,753		34,404		66,486		67,856
(Gain) loss on sale of real estate		(2,332	)	326		(2,332	)	(6,106	)
Provision for impairment		6,400		99,789		15,433		99,789
Other (income) expense		(387	)	35		(386	)	70

Total other expense		35,434		134,554		79,201		161,609

Net income (loss)	$	2,966		(104,830	)	(7,622	)	(96,754	)

Regency's share of net income (loss)	$	1,782		(26,213	)	(2,110	)	(24,311	)

- Definition

Equity investment disclosure, or group of investments for which combined disclosure is appropriate, including: (a) the name of each investee and percentage of ownership of common stock, (b) accounting policies for investments in common stock, (c) difference between the amount at which the investment is carried and the amount of underlying equity in net assets and the accounting treatment of the difference, (d) the total fair value of each identified investment for which a market value is available, (e) summarized information as to assets, liabilities, and results of operations of the investees (for investments in unconsolidated subsidiaries, common stock of joint ventures, or other investments using the equity method), and (f) material effects of possible conversions, exercises, or contingent issuances of the investee. Other disclosures include (a) the names of any investee in which the investor owns 20 percent or more of the voting stock and investment is not accounted for using the equity method, and the reasons why not, and (b) the names of any investee in which the investor owns less than 20% of the voting stock and the investment is accounted for using the equity method, and the reasons why it is.

+ References+ Details

Notes Receivable

6 Months Ended

Jun. 30, 2010

Notes Receivable

5.	Notes Receivable

The Company had notes receivable outstanding of $36.8 million and $37.8 million at June 30, 2010 and December 31, 2009, respectively. The notes receivable have fixed interest rates ranging from 6.0% to 10.0% with maturity dates through January 2019 and are secured by property held as collateral.

Acquired Lease Intangibles

6 Months Ended

Jun. 30, 2010

Acquired Lease Intangibles

6.	Acquired Lease Intangibles

The Company had acquired lease intangible assets, net of amortization, of $8.8 million and $10.0 million at June 30, 2010 and December 31, 2009, respectively, of which $8.5 million and $9.7 million, respectively relates to in-place leases. These in-place leases had a remaining weighted average amortization period of 5.1 years. The aggregate amortization expense recorded for these in-place leases was approximately $551,000 and $672,000 for the three months ended June 30, 2010 and 2009, respectively, and approximately $1.1 million and $1.4 million for the six months ended June 30, 2010 and 2009, respectively. The Company had above-market lease intangible assets, net of amortization, of approximately $291,000 and $341,000 at June 30, 2010 and December 31, 2009, respectively. The remaining weighted average amortization period was 2.9 years. The aggregate amortization expense recorded as a reduction to minimum rent for these above-market leases was approximately $25,000 and $26,000 for the three months ended June 30, 2010 and 2009, respectively, and approximately $50,000 and $52,000 for the six months ended June 30, 2010 and 2009, respectively.

The Company had acquired lease intangible liabilities, net of accretion, of $5.1 million and $5.9 million as of June 30, 2010 and December 31, 2009, respectively. The remaining weighted average accretion period is 3.7 years. The aggregate amount recorded as an increase to minimum rent for these below-market rents was approximately $371,000 and $484,000 for the three months ended June 30, 2010 and 2009, respectively, and approximately $830,000 and $991,000 for the six months ended June 30, 2010 and 2009, respectively.

Income Taxes

6 Months Ended

Jun. 30, 2010

Income Taxes

7.	Income Taxes

Income tax expense (benefit) is included in other expenses in the accompanying Consolidated Statements of Operations and consists of the following for the three and six months ended June 30, 2010 and 2009 (in thousands):


	For the three months ended June 30,			For the six months ended June 30,
	2010		2009	2010		2009
Income tax expense (benefit) from:
Continuing operations	$	74	—	$	81	(177	)
Discontinued operations		2	—		20	—

Total income tax expense (benefit)	$	76	—	$	101	(177	)

Notes Payable and Unsecured Credit Facilities

6 Months Ended

Jun. 30, 2010

Notes Payable and Unsecured Credit Facilities

8.	Notes Payable and Unsecured Credit Facilities

The Parent Company does not hold any indebtedness, but guarantees all of the unsecured public debt and less than 12% of the secured debt of the Operating Partnership.

Notes payable consist of mortgage loans secured by properties and unsecured public debt. Mortgage loans may be prepaid, but could be subject to yield maintenance premiums. Mortgage loans are generally due in monthly installments of principal and interest or interest only, and mature over various terms through 2019, whereas, interest on unsecured public debt is payable semi-annually and the debt matures over various terms through 2020. Fixed interest rates on mortgage loans range from 5.22% to 8.40% and average 6.69%. As of June 30, 2010, the Company had two variable rate mortgage loans, one in the amount of $4.4 million with an interest rate equal to LIBOR plus 380 basis points maturing on October 1, 2014 and one construction loan with a current balance of $4.4 million with a variable interest rate of LIBOR plus 300 basis points maturing on September 2, 2011.

On June 2, 2010, RCLP completed the sale of $150 million of ten-year senior unsecured notes. The 6.0% notes are due June 15, 2020. The net proceeds were used to repay the balance of the unsecured line of credit on which the Company drew to contribute its pro-rata share for the repayment of maturing debt of GRIR as previously discussed.

The Company's outstanding debt at June 30, 2010 and December 31, 2009 consists of the following (in thousands):


	2010		2009
Notes payable:
Fixed rate mortgage loans	$	375,317	398,820
Variable rate mortgage loans		8,821	5,596
Fixed rate unsecured loans		1,631,109	1,481,964

Total notes payable	$	2,015,247	1,886,380

As of June 30, 2010, scheduled principal repayments on notes payable were as follows (in thousands):


Scheduled Principal Payments by Year:	Scheduled Principal Payments		Mortgage Loan Maturities		Unsecured Public Debt		Total
2010	$	2,536	7,385		140,461		150,382
2011		4,837	15,646		193,486		213,969
2012		5,105	—		250,000		255,105
2013		4,979	16,350		—		21,329
2014		4,380	15,653		150,000		170,033
Beyond 5 Years		8,853	299,280		900,000		1,208,133
Unamortized debt discounts, net		—	(866	)	(2,838	)	(3,704	)

Total	$	30,690	353,448		1,631,109		2,015,247

Secured debt

During the six months ended June 30, 2010, approximately $3.4 million was funded from a construction loan for a development project.

Unsecured debt

The Company has a $600.0 million line of credit (the "Line") commitment under an agreement with Wells Fargo Bank and a syndicate of other banks that matures in February 2011 with a one-year extension available at the Company's option. The Company has the right to expand the Line commitment by an additional $150.0 million subject to additional lender syndication. The Line has a current interest rate of LIBOR plus 55 basis points and an annual facility fee of 15 basis points subject to Regency maintaining its corporate credit and senior unsecured ratings at BBB. There was no balance outstanding at June 30, 2010 or December 31, 2009.

The Company has a $113.8 million revolving credit facility available at its discretion under an agreement with Wells Fargo Bank and a syndicate of other banks that matures in February 2011. At June 30, 2010 and December 31, 2009, the revolving credit facility had a variable interest rate equal to LIBOR plus 100 basis points and an annual facility fee of 20 basis points subject to maintaining its corporate credit and senior unsecured ratings at BBB. There was no balance outstanding at June 30, 2010 or December 31, 2009.

Including both the Line commitment and the revolving credit facility (collectively, "Unsecured credit facilities"), the Company currently has $713.8 million of total capacity and the spread paid is dependent upon the Company maintaining specific investment-grade ratings. The Company is also required to comply with certain financial covenants as defined in the Credit Agreement such as Minimum Net Worth, Ratio of Total Liabilities to Gross Asset Value ("GAV") and Ratio of Recourse Secured Indebtedness to GAV, Ratio of Earnings Before Interest Taxes Depreciation and Amortization ("EBITDA") to Fixed Charges, and other covenants customary with this type of unsecured financing. As of June 30, 2010, management of the Company believes it is in compliance with all financial covenants for the Unsecured credit facilities. The Unsecured credit facilities are used to finance the acquisition and development of real estate and for general working-capital purposes.

Derivative Financial Instruments

6 Months Ended

Jun. 30, 2010

Derivative Financial Instruments

9.	Derivative Financial Instruments

Risk Management Objective of Using Derivatives

The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or future payment of known and uncertain cash amounts, the amount of which are determined by interest rates. The Company's derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company's known or expected cash payments principally related to the Company's borrowings.

Cash Flow Hedges of Interest Rate Risk

The Company's objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

The effective portion of changes in the fair value of derivatives designated and qualifying as cash flow hedges is recorded in accumulated other comprehensive loss and subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During 2010, such derivatives were used to hedge the variable cash flows associated with forecasted issuances of debt (see "Objectives and Strategies" below for further discussion). The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings as loss on derivative instruments. During the three and six months ended June 30, 2010, the Company had approximately $579,000 and $922,000, respectively of hedge ineffectiveness recognized in earnings attributable to the revised inputs used in the valuation models to estimate effectiveness. There was no hedge ineffectiveness recognized in 2009.

On June 1, 2010, the Company paid $26.8 million to settle and partially settle $150.0 million of its $290.7 million of interest rate swaps. On June 2, 2010 the Company closed on $150.0 million of ten-year senior unsecured notes with an interest rate of 6.00%. The Company began amortizing the $26.8 million loss realized from the swap settlement in June 2010 over a ten year period; therefore, the effective interest rate on these notes is 7.67%.

Realized gains and losses associated with the settled interest rate swaps have been included in accumulated other comprehensive loss in the accompanying Consolidated Statement of Equity and Comprehensive Income (Loss) of the Parent Company and the accompanying Consolidated Statement of Capital and Comprehensive Income (Loss) of the Operating Partnership. Unrealized gains or losses will not be amortized until such time that the probable debt issuances are completed as long as the interest rate swaps continue to qualify for hedge accounting.

The tables below represent the effect of the derivative financial instruments on the accompanying consolidated financial statements for the six months ended (in thousands):

Derivatives in FASB
ASC Topic 815 Cash
Flow Hedging
Relationships:

Amount of Gain (Loss)
Recognized in OCI on
Derivative (Effective
Portion)

Location of Gain
(Loss) Reclassified
from Accumulated
OCI into Income
(Effective Portion)

Amount of Gain (Loss)
Reclassified from
Accumulated OCI into
Income (Effective
Portion)

Location of Gain or
(Loss) Recognized in
Income on Derivative
(Ineffective Portion and
Amount Excluded from
Effectiveness Testing)

Amount of Gain or
(Loss) Recognized in
Income on Derivative
(Ineffective Portion and
Amount Excluded from
Effectiveness Testing)

June 30,

2010

2009

2010

2009

2010

2009

Interest rate products

(19,324)

Interest
expense

1,756

653

Loss on derivative
instruments

$ 922

—

The unamortized balance of the settled interest rate swaps at June 30, 2010 and December 31, 2009 was $48.8 million and $25.4 million, respectively.

The Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk outstanding as of June 30, 2010 (dollars in thousands):


Notional Value	Interest Rate	Maturity	Fair Value
$ 40,700	5.415%	09/15/20	$	(8,183	)
100,000	5.415%	09/15/20		(20,096	)

$140,700			$	(28,279	)

The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the Consolidated Balance Sheets as of June 30, 2010 and December 31, 2009 (in thousands):


Liability Derivatives
As of June 30, 2009				As of December 31, 2009
Balance Sheet Location	Fair Value			Balance Sheet Location	Fair Value
Derivative instruments	$	(28,279	)	Derivative instruments	$	(28,363	)

Non-designated Hedges

The Company does not use derivatives for trading or speculative purposes and currently does not have any derivatives that are not designated as hedges.

Objectives and Strategies

For the remaining Swaps, the Company continues to expect to issue new debt for a term of 7 to 12 years prior to March 31, 2011.

The Company continuously monitors the capital markets and evaluates its ability to issue new debt to repay maturing debt or fund its commitments. Based upon the current capital markets, the Company's current credit ratings, and the number of high quality, unencumbered properties that it owns which could collateralize borrowings, the Company expects that it will successfully issue new secured or unsecured debt to fund its obligations.

Fair Value Measurements

6 Months Ended

Jun. 30, 2010

Fair Value Measurements

10.	Fair Value Measurements

Derivative Financial Instruments

The valuation of these instruments is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves, and implied volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty's nonperformance risk in the fair value measurements.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties.

As of June 30, 2010 the Company's liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fall were as follows (in thousands):


				Fair Value Measurements Using:
Liabilities	Balance			Quoted Prices in Active Markets for Identical Liabilties (Level 1)	Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Derivative instruments	$	(28,279	)	—	(28,867	)	588

As of December 31, 2009 the Company's liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements fall were as follows (in thousands):


				Fair Value Measurements Using:
Liabilities	Balance			Quoted Prices in Active Markets for Identical Liabilties	Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Derivative instruments	$	(28,363	)	—	(29,040	)	677

Changes in Level 3 inputs are not considered significant enough to warrant reconciliation as of June 30, 2010 or December 31, 2009.

Impairment of Long-lived Assets

Long-lived assets held and used are comprised primarily of real estate. During the three and six months ended June 30, 2010 and 2009 the Company established provisions for impairment of long-lived assets as follows:


	For the three months ended June 30,			For the six months ended June 30,
	2010		2009	2010	2009
Land held for future development or sale	$	—	978	—	978
Operating and development properties		—	1,391	—	1,391

Total	$	—	2,369	—	2,369

Notes Payable

The fair value of the Company's notes payable are estimated based on the current rates available to the Company for debt of the same terms and remaining maturities. Fixed rate loans assumed in connection with real estate acquisitions are recorded in the accompanying consolidated financial statements at fair value at the time of acquisition excluding those loans assumed in DIK liquidations. Each of these fair value measurements fall within Level 3 of the fair value hierarchy. Based on the estimates used by the Company, the fair value of notes payable was approximately $1.4 billion at both June 30, 2010 and December 31, 2009.

Noncontrolling Interests of the Parent Company and Partners' Capital

The Operating Partnership had 189,164 and 468,211 limited Partnership Units outstanding as of June 30, 2010 and December 31, 2009, respectively. The limited Partnership Units are exchangeable for the Parent Company's common stock. The redemption value of the limited Partnership Units is based on the closing market price of the Parent Company's common stock and is used to calculate the fair value measurement. Therefore, the fair value measurements fall within Level 1 of the fair value hierarchy. The Parent Company's closing common stock price was $34.40 and $35.06 per share as of June 30, 2010 and December 31, 2009, respectively, and the aggregate redemption value of the limited Partnership Units was $6.5 million and $16.4 million, respectively.

Noncontrolling Interests of the Parent Company and the Operating Partnership

At June 30, 2010, the Company held a majority interest in four consolidated entities with specified termination dates through 2049. The noncontrolling interests in these entities will be settled upon termination by distribution or transfer of either cash or specific assets of the underlying entities. The estimated fair value of the noncontrolling interests in entities with specified termination dates was approximately $9.0 million and $9.1 million at June 30, 2010 and December 31, 2009, respectively, and is generally determined by applying a market-based capitalization rate to net operating income. Each of the inputs used in calculating these fair value measurements fall within Level 3 of the fair value hierarchy. Their related carrying value was $6.7 million and $6.6 million as of June 30, 2010 and December 31, 2009, respectively, which is included within noncontrolling interests of Limited partners' interests in consolidated partnerships in the accompanying Consolidated Balance Sheets.

- Definition

This item represents the complete disclosure regarding the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments, assets, and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the Company is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risk is are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References+ Details

Equity and Capital

6 Months Ended

Jun. 30, 2010

Equity and Capital

11.	Equity and Capital

Equity of the Parent Company

Preferred Stock

The Series 3, 4, and 5 preferred shares are perpetual, are not convertible into common stock of the Parent Company, and are redeemable at par upon the Company's election beginning five years after the issuance date. None of the terms of the preferred stock contain any unconditional obligations that would require the Company to redeem the securities at any time or for any purpose and the Company does not currently anticipate redeeming any preferred stock. Terms and conditions of the three series of preferred stock outstanding as of June 30, 2010 are summarized as follows:


Series	Shares Outstanding	Liquidation Preference		Distribution Rate		Callable By Company
Series 3	3,000,000	$	75,000,000	7.45	%	04/03/08
Series 4	5,000,000		125,000,000	7.25	%	08/31/09
Series 5	3,000,000		75,000,000	6.70	%	08/02/10

	11,000,000	$	275,000,000

Common Stock

On December 9, 2009, the Parent Company completed a public offering of 8.0 million shares of common stock at $30.75 per share which will result in net proceeds of $222.0 million, net of issuance costs. In connection with this offering, the Parent Company entered into forward sale agreements with affiliates of J.P. Morgan and Wells Fargo Securities, as forward purchasers. The Company intends to use the proceeds it receives upon settlement of the forward sale agreements to repay debt maturing in 2010 and 2011. This offering also included an over-allotment option of 1.2 million shares which closed simultaneously with the offering providing the Company with net proceeds of $35.4 million.

Noncontrolling Interest of Preferred Units

At June 30, 2010 and December 31, 2009, the face value of the Series D preferred units was $50.0 million with a fixed distribution rate of 7.45% and recorded in the accompanying Consolidated Balance Sheets net of original issuance costs of approximately $842,000.

Terms and conditions for the Series D preferred units outstanding as of June 30, 2010 and December 31, 2009 are summarized as follows:


Units Outstanding	Amount Outstanding		Distribution Rate		Callable by Company	Exchangeable by Unit holder
500,000	$	50,000,000	7.45	%	09/29/09	01/01/14

The Series D preferred units are callable at par beginning September 29, 2009, have no stated maturity or mandatory redemption and pay a cumulative, quarterly dividend at a fixed rate. The Series D preferred units may be exchanged by the holder for cumulative redeemable preferred stock of the Parent Company at an exchange rate of one unit for one share. The Series D preferred units and the related preferred stock are not convertible into common stock of the Parent Company.

Noncontrolling Interest of Exchangeable Operating Partnership Units

The Operating Partnership had 189,164 and 468,211 limited Partnership Units not owned by the Parent Company outstanding as of June 30, 2010 and December 31, 2009, respectively. See Note 10 for further discussion.

Noncontrolling Interests of Limited Partners' Interests in Consolidated Partnerships

Limited partners' interests in consolidated partnerships not owned by the Company are classified as noncontrolling interests on the accompanying Consolidated Balance Sheets of the Parent Company. Subject to certain conditions and pursuant to the conditions of the agreement, the Company has the right, but not the obligation, to purchase the other member's interest or sell its own interest in these consolidated partnerships. At June 30, 2010 and December 31, 2009, the Company's noncontrolling interest in these consolidated partnerships was $10.8 million and $11.7 million, respectively.

Capital of the Operating Partnership

Preferred Units

The Series D Preferred Units are owned by institutional investors. As of June 30, 2010 and December 31, 2009, the face value of the Series D Preferred Units was $50.0 million with a fixed distribution rate of 7.45% and recorded in the accompanying Consolidated Balance Sheets net of original issuance costs of approximately $842,000.

Preferred Units of General Partner

The Parent Company, as general partner, owns corresponding Series 3, 4, and 5 preferred unit interests ("Series 3, 4, and 5 Preferred Units") in the Operating Partnership. See above for further discussion.

General Partner

As of June 30, 2010, the Parent Company, as general partner, owned approximately 99.8% or 81,857,922 of the total 82,047,086 Partnership Units outstanding.

Limited Partners

The Operating Partnership had 189,164 and 468,211 limited Partnership Units outstanding as of June 30, 2010 and December 31, 2009, respectively. See Note 10 for further discussion.

Noncontrolling Interests of Limited Partners' Interests in Consolidated Partnerships

See above for further discussion.

Stock-Based Compensation

6 Months Ended

Jun. 30, 2010

Stock-Based Compensation

12.	Stock-Based Compensation

The Company recorded stock-based compensation in general and administrative expenses in the accompanying Consolidated Statements of Operations, the components of which are further described below (in thousands):


	For the three months June 30,			For the six months ended June 30,
	2010		2009	2010	2009
Restricted stock	$	1,713	1,790	3,426	3,235
Directors' fees paid in common stock		57	70	106	157

Total	$	1,770	1,860	3,532	3,392

The recorded amounts of stock-based compensation expense represent amortization of deferred compensation related to share-based payments. Compensation expense specifically identifiable to development and leasing activities is capitalized and included above. During the three months ended June 30, 2010 and 2009, compensation expense of approximately $167,000 and $897,000, respectively, was capitalized. During the six months ended June 30, 2010 and 2009, compensation expense of approximately $333,000 and $1.4 million, respectively, was capitalized.

The Company established the Plan under which the Board of Directors may grant stock options and other stock-based awards to officers, directors, and other key employees. The Plan allows the Company to issue up to 5.0 million shares in the form of the Parent Company's common stock or stock options. The plan permits the grant of any type of stock-based award but limits non-option awards to no more than 2.75 million shares. At June 30, 2010, there were approximately 2.1 million shares available for grant under the Plan either through options or restricted stock. The Plan also limits outstanding awards to no more than 12% of the Parent Company's outstanding common stock.

Stock options are granted under the Plan with an exercise price equal to the Parent Company's stock's price at the date of grant. All stock options granted have ten-year lives, contain vesting terms of one to five years from the date of grant and some have dividend equivalent rights. Stock options granted prior to 2005 also contained "reload" rights, which allowed an option holder the right to receive new options each time existing options were exercised, if the existing options were exercised under specific criteria provided for in the Plan.

The fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton closed-form ("Black-Scholes") option valuation model. Expected volatilities are based on historical volatility of the Parent Company's stock and other factors. The Company uses historical data and other factors to estimate option exercises and employee terminations within the valuation model. The expected term of options granted is derived from the output of the option valuation model and represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The Company believes that the use of the Black-Scholes model meets the fair value measurement objectives of FASB ASC Topic 718 and reflects all substantive characteristics of the instruments being valued.

The following table reports stock option activity during the six months ended June 30, 2010:


	Number of Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding December 31, 2009	453,463	$	51.90
Less: Exercised	1,996		41.44
Less: Forfeited	2,580		51.36
Less: Expired	6,007		59.68

Outstanding June 30, 2010	442,880	$	51.85	4.0	$	(7,728	)

Vested and expected to vest - June 30, 2010	442,880	$	51.85	4.0	$	(7,728	)

Exercisable June 30, 2010	440,695	$	51.67	4.0	$	(7,609	)

There were no stock options granted in 2010. The Company issues new shares to fulfill option exercises from its authorized shares available.

The following table presents information regarding non-vested option activity during the six months ended June 30, 2010:


	Non-vested Number of Options	Weighted Average Grant-Date Fair Value
Non-vested at December 31, 2009	4,369	$	8.78
Less: 2010 Vesting	2,184		8.78

Non-vested at June 30, 2010	2,185	$	8.78

The Company grants restricted stock under the Plan to its employees as a form of long-term compensation and retention. The terms of each grant vary depending upon the participant's responsibilities and position within the Company. The Company's stock grants can be categorized as either time-based vesting or performance-based vesting.

•

The time-based vesting grants vest 25% per year beginning on the date of grant. These grants are not subject to future performance measures, and if such vesting criteria are not met, the compensation cost previously recognized would be reversed.

•

Performance-based vesting grants are earned subject to future performance measurements, which include individual goals, annual growth in earnings, compounded three-year growth in earnings, and a three-year total shareholder return peer comparison ("TSR Grant"). Once the performance criteria are met and the actual number of shares earned is determined, certain shares will vest immediately while others will vest over an additional service period. If such performance criteria are not met, the compensation cost previously recognized would not be reversed.

The Company considers the likelihood of meeting the performance criteria based upon managements' estimates and analysis of future earnings growth from which it determines the amounts recognized as expense on a periodic basis. The Company determines the grant date fair value of TSR Grants based upon a Monte Carlo Simulation model. Compensation expense is measured at the grant date and recognized over the vesting period.

The following table reports non-vested restricted stock activity during the six months ended June 30, 2010:


	Number of Shares	Intrinsic Value (in thousands)		Weighted Average Grant Price
Non-vested at December 31, 2009	367,662
Add: Granted	274,997			$	35.65
Less: Vested and Distributed	154,134			$	34.66
Less: Forfeited	31,675			$	68.04

Non-vested at June 30, 2010	456,850	$	15,716

As of June 30, 2010, there was $15.3 million of unrecognized compensation cost related to non-vested restricted stock granted under the Plan. When recognized, this compensation results in additional paid in capital in the accompanying Consolidated Statement of Equity and Comprehensive Income (Loss) of the Parent Company and in general partner preferred and common units in the accompanying Consolidated Statement of Capital and Comprehensive Income (Loss) of the Operating Partnership. This unrecognized compensation cost is expected to be recognized over the next four years, through 2013. The Company issues new restricted stock from its authorized shares available at the date of grant.

Earnings per Share and Unit

6 Months Ended

Jun. 30, 2010

Earnings Per Share And Unit

13.	Earnings per Share and Unit

Parent Company Earnings per Share

The following summarizes the calculation of basic and diluted earnings per share for the three months ended June 30, 2010 and 2009, respectively (in thousands except per share data):


	2010			2009
Numerator:
Income (loss) from continuing operations	$	12,972		(12,902	)
Discontinued operations		(263	)	1,617

Net income (loss)		12,709		(11,285	)
Less: Preferred stock dividends		4,919		4,919
Less: Noncontrolling interests		1,037		976

Net income (loss) attributable to common stockholders		6,753		(17,180	)
Less: Dividends paid on unvested restricted stock		178		232

Net income (loss) attributable to common stockholders - basic and diluted	$	6,575		(17,412	)

Denominator:
Weighted average common shares outstanding for basic EPS		81,400		77,109
Incremental shares to be issued under Forward
Equity Offering		1,522		—

Weighted average common shares outstanding for diluted EPS		82,922		77,109

Income (loss) per common share – basic
Continuing operations	$	0.08		(0.25	)
Discontinued operations		—		(0.02	)

Net income (loss) attributable to common stockholders	$	0.08		(0.23	)

Income (loss) per common share – diluted
Continuing operations	$	0.08		(0.25	)
Discontinued operations		—		0.02

Net income (loss) attributable to common stockholders	$	0.08		(0.23	)

The exchangeable operating partnership units were anti-dilutive to diluted EPS for the three months ended June 30, 2010 and 2009 and therefore, the units and related minority interest of exchangeable operating partnership units are excluded from the calculation of diluted EPS.

The following summarizes the calculation of basic and diluted earnings per share for the six months ended June 30, 2010 and 2009, respectively (in thousands except per share data):


	2010		2009
Numerator:
Income from continuing operations	$	24,557	7,728
Discontinued operations		6,560	6,699

Net income		31,117	14,427
Less: Preferred stock dividends		9,838	9,838
Less: Noncontrolling interests		2,158	2,206

Net income attributable to common stockholders		19,121	2,383
Less: Dividends paid on unvested restricted stock		356	465

Net income attributable to common stockholders - basic and diluted	$	18,765	1,918

Denominator:
Weighted average common shares outstanding for basic EPS		81,296	73,349
Incremental shares to be issued under Forward Equity Offering		1,305	—

Weighted average common shares outstanding for diluted EPS		82,601	73,349

Income (loss) per common share – basic
Continuing operations	$	0.15	(0.06	)
Discontinued operations		0.08	0.09

Net income attributable to common stockholders	$	0.23	0.03

Income (loss) per common share – diluted
Continuing operations	$	0.15	(0.06	)
Discontinued operations		0.08	0.09

Net income attributable to common stockholders	$	0.23	0.03

The exchangeable operating partnership units were anti-dilutive to diluted EPS for the six months ended June 30, 2010 and 2009 and therefore, the units and related minority interest of exchangeable operating partnership units are excluded from the calculation of diluted EPS.

Operating Partnership Earnings per Unit

The following summarizes the calculation of basic and diluted earnings per unit for the three months ended June 30, 2010 and 2009, respectively (in thousands except per unit data):


	2010			2009
Numerator:
Income (loss) from continuing operations	$	12,972		(12,902	)
Discontinued operations		(263	)	1,617

Net income (loss)		12,709		(11,285	)
Less: Preferred unit distributions		5,850		5,850
Less: Noncontrolling interests		79		137

Net income (loss) attributable to common unit holders		6,780		(17,272	)
Less: Dividends paid on unvested restricted stock		178		232

Net income (loss) attributable to common unit holders - basic and diluted	$	6,602		(17,504	)

Denominator:
Weighted average common units outstanding for basic EPU		81,656		77,577
Incremental units to be issued under Forward Equity Offering		1,522		—

Weighted average common units outstanding for diluted EPU		83,178		77,577

Income (loss) per common unit – basic
Income (loss) from continuing operations	$	0.08		(0.25	)
Discontinued operations		—		0.02

Net income (loss) attributable to common unit holders	$	0.08		(0.23	)

Income (loss) per common unit – diluted
Income (loss) from continuing operations	$	0.08		(0.25	)
Discontinued operations		—		0.02

Net income (loss) attributable to common unit holders	$	0.08		(0.23	)

The following summarizes the calculation of basic and diluted earnings per unit for the six months ended June 30, 2010 and 2009, respectively (in thousands except per unit data):


	2010		2009
Numerator:
Income from continuing operations	$	24,557	7,728
Discontinued operations		6,560	6,699

Net income		31,117	14,427
Less: Preferred unit distributions		11,700	11,700
Less: Noncontrolling interests		175	273

Net income attributable to common unit holders		19,242	2,454
Less: Dividends paid on unvested restricted stock		356	465

Net income attributable to common unit holders - basic and diluted	$	18,886	1,989

Denominator:
Weighted average common units outstanding for basic EPU		81,650	73,817
Incremental units to be issued under Forward Equity Offering		1,305	—

Weighted average common units outstanding for diluted EPU		82,955	73,817

Income per common unit – basic
Continuing operations	$	0.15	(0.06	)
Discontinued operations		0.08	0.09

Net income attributable to common unit holders	$	0.23	0.03

Income per common unit – diluted
Continuing operations	$	0.15	(0.06	)
Discontinued operations		0.08	0.09

Net income attributable to common unit holders	$	0.23	0.03

Commitments and Contingencies

6 Months Ended

Jun. 30, 2010

Commitments and Contingencies

14.	Commitments and Contingencies

The Company is involved in litigation on a number of matters and is subject to certain claims which arise in the normal course of business, none of which, in the opinion of management, is expected to have a material adverse effect on the Company's consolidated financial position, results of operations, or liquidity. The Company is also subject to numerous environmental laws and regulations as they apply to real estate pertaining to chemicals used by the dry cleaning industry, the existence of asbestos in older shopping centers, and underground petroleum storage tanks. The Company believes that the tenants who currently operate dry cleaning plants or gas stations do so in accordance with current laws and regulations. The Company has placed environmental insurance, when possible, on specific properties with known contamination, in order to mitigate its environmental risk. The Company monitors the shopping centers containing environmental issues and in certain cases voluntarily remediates the sites. If an operating or development property requires remediation to be performed by the Company prior to development or as a condition of sale, environmental remediation obligations are estimated and are considered in the assessment of the property's value. In the event environmental remediation is required, the Company adjusts the sales price of the property for the environmental remediation to be performed, funds the cash in escrow to remediate the environmental issues, or agrees to remain responsible for the future environmental remediation expenses in which case the Company would accrue the estimated potential liability. If the Company is liable for remediation of environmental damage relating to properties previously disposed, the likelihood of a material unfavorable outcome of that contingency is remote, as a thorough environmental assessment is performed during the due diligence required by a sale of a property. The Company also has legal obligations to remediate certain sites and is in the process of doing so. The Company estimates the cost associated with remediating these environmental obligations to be $3.1 million and $3.2 million, all of which has been accrued in accounts payable and other liabilities on the accompanying Consolidated Balance Sheets as of June 30, 2010 and December 31, 2010, respectively. The Company believes that the ultimate disposition of currently known environmental matters will not have a material effect on its financial position, liquidity, or operations; however, it can give no assurance that existing environmental studies with respect to the shopping centers have revealed all potential environmental liabilities; that any previous owner, occupant or tenant did not create any material environmental condition not known to it; that the current environmental condition of the shopping centers will not be affected by tenants and occupants, by the condition of nearby properties, or by unrelated third parties; or that changes in applicable environmental laws and regulations or their interpretation will not result in additional environmental liability to the Company.

The Company has the right to issue letters of credit under the Line up to an amount not to exceed $50.0 million which reduces the credit availability under the Line. The Company also has stand alone letters of credit with other banks. These letters of credit are primarily issued as collateral to facilitate the construction of development projects. As of June 30, 2010 and December 31, 2009, the Company had $8.5 million and $9.5 million letters of credit outstanding, respectively.

Consolidated Statements of Operations (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2010	Jun. 30, 2009	Jun. 30, 2010	Jun. 30, 2009
Regency Centers Corporation
Interest income	$ 640	$ 823	$ 1,315	$ 1,729
Regency Centers, L.P.
Interest income	$ 640	$ 823	$ 1,315	$ 1,729

Consolidated Statements of Equity and Comprehensive Income (Loss) (Parenthetical)	6 Months Ended
	Jun. 30, 2010
Common stock/unit per share	0.925

Consolidated Statements of Cash Flows (Parenthetical) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2010	Jun. 30, 2009
Regency Centers Corporation
Capitalized interest	$ 3,323	$ 11,918
Regency Centers, L.P.
Capitalized interest	$ 3,323	$ 11,918