Summary of RAMCO GERSHENSON PROPERTIES TRUST

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The following discussion and analysis of the financial condition and results of operations should be read in conjunction with the consolidated condensed financial statements, including the respective notes thereto, which are included in this Form 10-Q.
Overview
We are a fully integrated, self-administered, publicly-traded REIT which owns, develops, acquires, manages and leases community shopping centers (including power centers and single-tenant retail properties) and one enclosed regional mall in the Midwestern, Southeastern and Mid-Atlantic regions of the United States. At September 30, 2009, we owned interests in 88 shopping centers, comprised of 87 community centers and one enclosed regional mall, totaling approximately 19.8 million square feet of GLA. We and our joint venture partners own approximately 15.3 million square feet of such GLA, with the remaining portion owned by various anchor stores.
During the third quarter of 2009, the Company's Board of Trustees completed their review of financial and strategic alternatives. The Board's review was conducted amid the continuing global credit crisis and illiquidity of real estate markets. As such, it concluded the Company was best positioned to optimize shareholder value through a stand-alone business strategy focused on the following initiatives:
Х De-leverage the balance sheet and strengthen the Company's financial position

Х Establish measurable financial and operating goals

Х Improve transparency and further align interests between management and shareholders

Х Maximize real estate value through improved rental rates and higher occupancy by aggressively leasing vacant spaces and entering into new leases for occupied spaces when leases are about to expire

During the third quarter of 2009, there was no significant acquisition activity. The Company has de-emphasized acquisitions in the near term given current market conditions.
Third Quarter 2009 Highlights include:
Significant Transactions and De-leveraging Activities In September 2009, the Company successfully completed an equity offering of 12.075 million common shares, which included 1.575 million shares purchasable pursuant to an over-allotment option granted to the underwriters. The offering price was $8.50 per common share ($0.01 par value per share) generating net proceeds of $96.3 million. The net proceeds from the equity offering were used to pay down the Company's unsecured revolving credit facility.
During the third quarter of 2009, the Company sold three unencumbered net leased real estate assets for net proceeds of approximately $27.4 million. The net proceeds from these asset sales were used to pay down the Company's unsecured revolving credit facility.
In August 2009, the Company sold Taylor Plaza, a stand-alone Home Depot in Taylor, MI, to a third party for net proceeds of $5.0 million. The Company recognized a gain on the sale of Taylor Plaza of approximately $2.9 million. Income from operations and the gain on the sale of Taylor Plaza are classified in discontinued operations on the consolidated statements of income and comprehensive income for all periods presented.
In September 2009, the Company sold a 207,945 square foot Wal-Mart at its Northwest Crossing shopping center in Knoxville, Tennessee and a 207,445 square foot Wal-Mart at its Taylors Square shopping center, in Greenville (Taylors), South Carolina. The Company retained ownership of the remaining portion of both shopping centers amounting to approximately 125,000 square feet at Northwest Crossing and approximately 34,000 square feet at Taylors Square. The two Wal-Mart sales to third parties generated combined net proceeds of approximately $22.4 million, and resulted in a net gain of approximately $4.7 million.

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Corporate Governance
In the third quarter of 2009, the Company's Board of Trustees made a number of significant best practice corporate governance changes further aligning the Company's interests with those of its shareholders. These changes included the termination of the Company's Shareholders Rights Plan prior to its expiration. The Board also committed to declassify the Board of Trustees by amending the Trust's bylaws as part of the 2010 Annual Meeting of Shareholders. Furthermore, the roles of Chairman of the Board and Chief Executive Officer were separated with the election of a non-executive Chairman of the Board. Leasing
During the third quarter of 2009, the Company signed three new anchor leases including Best Buy in 34,800 square feet, TJ Maxx in 25,000 square feet and Ross Dress For Less in 27,700 square feet. Best Buy will occupy the vacant Circuit City space at the West Oaks I shopping center in Novi, Michigan. TJ Maxx and Ross Dress For Less are filling the vacant Linens 'n Things spaces at the Crossroads Centre in Rossford, Ohio and the Plaza at Delray shopping center in Delray Beach, Florida. Additionally, the Company signed 28 new non-anchor leases in the third quarter of 2009 for new tenancies that will take occupancy in subsequent periods. These new leases totaled 75,073 square feet, at an increase of 5.2% above combined portfolio average non-anchor rents.
We opened 21 non-anchor stores in the third quarter of 2009, at a combined average base rent of $13.79 per square foot, a 14.7% decrease over portfolio average rents for non-anchor space. Additionally, we renewed 41 non-anchor leases, at an average base rent of $14.76 per square foot, achieving an increase of 6.0% over prior rental rates. Overall portfolio average base rents for non-anchor tenants decreased to $16.17 per square foot in the third quarter of 2009 from $16.43 for the same period in 2008.
The Company's core operating portfolio was 94.3% occupied at September 30, 2009, compared to 95.3% at September 30, 2008. Overall portfolio occupancy, which includes joint venture properties and properties under redevelopment, was 91.3% at September 30, 2009, compared to 92.4% at September 30, 2008. Redevelopment

In 2009, the Company plans to focus on completing those redevelopment projects presently in process that have commitments for the expansion or addition of an anchor tenant. We and our joint ventures have eight redevelopments currently in process, all with signed leases for the expansion or addition of an anchor or out-lot tenant. We estimate the total project costs of the eight redevelopment projects in process to be $46.3 million. Four of the redevelopments involve core operating properties included on our balance sheet and are expected to cost approximately $19.2 million of which $9.3 million has been spent as of September 30, 2009. For the four redevelopment projects at properties held by joint ventures, we estimate off-balance sheet project costs of approximately $27.1 million (our share is estimated to be $7.8 million) of which $15.3 million has been spent as of September 30, 2009 (our share is $4.5 million).
While we anticipate redevelopments will be accretive upon completion, a majority of the projects have required taking some retail space off-line to accommodate the new/expanded tenancies. These measures have resulted in the loss of minimum rents and recoveries from tenants for those spaces removed from our pool of leasable space. The process of value-added redevelopment resulted in a short-term temporary reduction of net operating income and FFO. The Company expects that revenues related to our share of these redevelopment projects will be increased by approximately $3.5 million on an annualized basis by the end of the first half of 2010.
Development
The Company is taking a conservative approach to the development of new shopping centers given current market conditions by curtailing further investment until leasing, construction financing and partnership requirements have been met. At September 30, 2009, the Company had two projects under construction and two projects in the pre-development phase with an estimated total project cost of current phases of $223.3 million. As of September 30, 2009, we and one of our joint ventures have spent $116.1 million on such developments.

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At September 30, 2009, the current developments that the Company intends to wholly-own or to be developed through joint venture partners that the Company anticipates having no more than a 20% ownership interest in are as follows: