Item 1.01. Entry Into a Definitive Material Agreement

On September 17, 2009, Kimco Realty Corporation ("Kimco") entered into an underwriting agreement (the "Underwriting Agreement") and a Terms Agreement (the "Terms Agreement") with J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated, Wells Fargo Securities, LLC, Barclays Capital Inc., RBC Capital Markets Corporation, RBS Securities Inc. and Scotia Capital (USA) Inc. (collectively, the "Underwriters"), pursuant to which Kimco agreed to sell $300.0 million in aggregate principal amount of 6.875% Senior Notes due 2019 (the "Senior Notes"). The Senior Notes are being offered and sold under a prospectus supplement and related prospectus filed with the Securities and Exchange Commission pursuant to Kimco's shelf registration statement on Form S-3 (File No. 333-158762). Copies of the Underwriting Agreement and the Terms Agreement are attached hereto as Exhibit 1.1 and Exhibit 1.2, respectively, and are incorporated by reference herein. Certain of the Underwriters and their affiliates may be customers of, engage in transactions with, and perform services for Kimco and its subsidiaries in the ordinary course of business.

On September 24, 2009, Kimco announced the consummation of the offering of $300.0 million in aggregate principal amount of the Senior Notes in a public offering under the Securities Act. The Senior Notes are governed by the Indenture, dated as of September 1, 1993, as amended by the First Supplemental Indenture, dated as of August 4, 1994, the Second Supplemental Indenture, dated as of April 7, 1995, the Third Supplemental Indenture, dated as of June 2, 2006, the Fourth Supplemental Indenture, dated as of April 26, 2007, the Fifth Supplemental Indenture, dated as of September 24, 2009, and as further amended or supplemented from time to time, between Kimco and The Bank of New York Mellon (as successor to IBJ Schroder Bank & Trust Company), as trustee. A copy of the Fifth Supplemental Indenture is attached hereto as Exhibit 4.1 and is incorporated by reference herein.

Item 7.01. Regulation FD Disclosure

Please refer to Exhibit 99.1, which is incorporated into this Item 7.01 by reference.

The information in this item shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of Section 18, nor shall it be deemed incorporated by reference into any disclosure document relating to Kimco, except to the extent, if any, expressly set forth by specific reference in such filing.

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