(e) At a meeting held on November 3, 2008, the Compensation Committee of the Board of Directors of CBL & Associates Properties, Inc. (the "Company") approved the actions described below affecting the compensation of the following four individuals who currently qualify as "named executive officers" of the Company pursuant to Item 402(a)(3) of Securities and Exchange Commission Regulation S-K (following the retirement of the Company's fifth named executive officer effective March 31, 2008):

                 Name:                                    Title:
Charles B. Lebovitz                      Chairman of the Board and
                                         Chief Executive Officer
John N. Foy                              Vice Chairman of the Board, Chief
                                         Financial Officer and Treasurer
Stephen D. Lebovitz                      Director, President and Secretary
Augustus N. Stephas                      Chief Operating Officer -
                                         Senior Vice President

The Compensation Committee decided to maintain 2009 Base Salaries for the Company's named executive officers at 2008 levels. Accordingly, the 2009 Base Salary levels for the Company's named executive officers are the same as those previously approved by the Compensation Committee at its November 5, 2007 meeting and described in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 9, 2007.

Each of Charles B. Lebovitz, John N. Foy and Stephen D. Lebovitz are parties to deferred compensation agreements issued under the Company's Amended and Restated Stock Incentive Plan, as amended (the "Stock Incentive Plan"), pursuant to which the amounts representing annual increases over their base salaries since 1995 are paid in quarterly installments in the form of the Company's Common Stock rather than cash. With respect to Stephen D. Lebovitz, however, the Compensation Committee approved the termination of such arrangement, effective November 1, 2008.

Additionally, pursuant to actions taken by the Compensation Committee at the meeting, the annual bonus compensation that named executive officers Stephen D. Lebovitz and Augustus N. Stephas will receive for performance during the 2008 fiscal year will be reduced to 50% of the maximum amounts previously approved as 2008 bonus compensation for such officers by the Compensation Committee at its November 5, 2007 meeting (as described in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 9, 2007). Charles B. Lebovitz and John N. Foy each advised the Compensation Committee that they declined to accept any bonus compensation for 2008 performance.