ROANOKE TIMES 
                      Copyright (c) 1996, Roanoke Times

DATE: Wednesday, March 27, 1996              TAG: 9603270042
SECTION: BUSINESS                 PAGE: B6   EDITION: METRO 
DATELINE: INDIANAPOLIS 
SOURCE: ASSOCIATED PRESS

MERGER TO MAKE MEGAMAKER OF MALLS

Simon Property Group and DeBartolo Realty Corp. agreed to a $3 billion deal Tuesday that will create North America's largest real estate company by joining two of the pioneers of regional shopping malls.

Simon will acquire Youngstown, Ohio-based DeBartolo for $1.5 billion in stock and will assume $1.5 billion in DeBartolo's debt.

DeBartolo operates New River Valley Mall in Christiansburg.

The new Indianapolis-based company, Simon DeBartolo Group, will own 110 million square feet in retail space - more than twice as much as any other company - and have a total market value of $7.5 billion, the companies said.

The combined business will operate 111 regional shopping centers, 65 community centers and six specialty retail centers in 32 states. Together, they generated $32 billion in retail sales last year.

``These two companies are an ideal match,'' said Richard S. Sokolov, president and chief executive officer of DeBartolo. ``Our portfolios are well-suited geographically.''

Under the deal, DeBartolo shareholders will receive 0.68 Simon shares for each DeBartolo share. The deal values DeBartolo's 89 million outstanding shares at about $16.32 each based on Simon's closing price of $24 Monday on the New York Stock Exchange.

On the NYSE, Simon stock was down 1.6 percent, or 37.5 cents, at $23.625 a share Tuesday. DeBartolo stock was up 5.1 percent, or 75 cents, at $15.375 a share.

Melvin Simon and Herb Simon will remain co-chairman of the merged company. David Simon will be the chief executive.

The DeBartolo family intends to maintain its investment in the new company. Edward J. DeBartolo Sr., who founded the company that bears his name, died in 1994. He was succeeded by son Edward J. DeBartolo Jr., the owner of the San Francisco 49ers football team, who will serve on the new company's board with his sister, Denise DeBartolo York.

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