Securities Exchange Act of 1934 -- Form 8-K
==============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: April 22, 2004
------------------------------------------------------------------------------
CBL & ASSOCIATES PROPERTIES, INC.
------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-12494 62-1545718
------------------------ ------------------------ -----------------------
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification Number)
incorporation)
2030 Hamilton Place Boulevard, Chattanooga, TN 37421
------------------------------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code:
------------------------------------------------------------------------------
(423) 855-0001
ITEMS 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
Institutional Shareholders Services ("ISS") requested that CBL & Associates
Properties, Inc. (the "Company") provide ISS with additional information about
the 2003 tax fees that the Company reported in its proxy statement for its 2004
Annual Meeting of Shareholders. ISS further requested that the Company publish
this information either in a Form 8-K filing or in a press release. The
following is the information the Company provided to ISS:
FEES PAID TO INDEPENDENT AUDITORS
The Company was billed for professional services provided by Deloitte & Touche
for fiscal year 2003 in the amounts set forth in the following table.
Audit Fees $ 310,000
Audit-Related Fees 238,000
Tax Fees-Preparation and Compliance 195,225
Total Audit, Audit-Related and Tax Preparation and Compliance Fees ----------------
743,225
----------------
Tax Fees-Other 578,974
All Other Fees 65,581
Total Tax - Other and All Other Fees ----------------
644,555
----------------
Total Fees $ 1,387,780
================
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CBL & ASSOCIATES PROPERTIES, INC.
/s/ John N. Foy
---------------------------------------
John N. Foy
Vice Chairman,
Chief Financial Officer and Treasurer
(Authorized Officer of the Registrant,
Principal Financial Officer and
Principal Accounting Officer)
Date: April 22, 2004