ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On August 18, 2008, Denise DeBartolo York and Fredrick W. Petri, members of the Board of Directors of Simon Property Group, Inc. (the "Company"), who had been elected directors by the holder of the Company's Class C common stock, advised the Company that they have resigned from the Company's Board of Directors effective immediately.

The resignations followed the conversion of the Class C common stock described in this report. Upon conversion, the holder of the Class C common stock relinquished its right to appoint two of the Company's directors.

The Company issued a press release on August 18, 2008 announcing the above changes in its Board of Directors. The press release is attached hereto as Exhibit 99.1 and the information set forth therein is incorporated herein by reference.

ITEM 7.01 REGULATION FD DISCLOSURE.

On August 17, 2008, NID Corporation (formerly the Edward J. DeBartolo Corporation) converted all 4,000 outstanding shares of the Company's Class C common stock into an equal number of shares of the Company's common stock. Upon conversion, the Class C common stock was retired and cancelled and will not be reissued.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits Exhibit No. Description 99.1 Press Release issued on August 18, 2008

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