SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

---

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported)      February 25, 2004

---

CHELSEA PROPERTY GROUP, INC.

---

(Exact name of registrant as specified in its charter)

Maryland      (State or other jurisdiction of incorporation)

1-12328      (Commission File Number)

22-3251332    (IRS Employer ID Number)

103 Eisenhower Parkway, Roseland, New Jersey                                        07068

---

(Address of principal executive offices)                                                  (Zip Code)


Registrant's Telephone Number, including area code:            (973) 228-6111

---

---

(Former name or former address, if changed since last report)

Item 7.      Financial Statements and Exhibits

(c)

Exhibit Number      99

Description Press release dated February 25, 2004

Item 12.      Results of Operations and Financial Condition

          On February 25, 2004, Chelsea Property Group, Inc. issued a press release announcing its operating results for the year ended December 31, 2003. A copy of the press release is furnished hereto as Exhibit 99.

SIGNATURES

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

CHELSEA PROPERTY GROUP, INC. By:/s/ Michael J. Clarke                                   Name: Michael J. Clarke        Title: Senior Vice President and Chief Financial Officer

Dated: February 25, 2004

EXHIBIT INDEX

Exhibit Number      99

Description Press release dated February 25, 2004

Page