4. Investments in Unconsolidated Joint Ventures:

During 2012, the Company made the following investments and dispositions relating to its unconsolidated joint ventures:

On March 30, 2012, the Company sold its 50% ownership interest in Chandler Village Center, a 273,000 square foot community center in Chandler, Arizona, for a total sales price of $14,795, resulting in a gain on sale of assets of $8,184 that was included in gain on remeasurement, sale or write down of assets, net during the three months ended March 31, 2012. The sales price was funded by a cash payment of $6,045 and the assumption of the Company's share of the mortgage note payable on the property of $8,750. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes.

On March 30, 2012, the Company sold its 50% ownership interest in Chandler Festival, a 500,000 square foot community center in Chandler, Arizona, for a total sales price of $30,975, resulting in a gain on sale of assets of $12,347 that was included in gain on remeasurement, sale or write down of assets, net during the three months ended March 31, 2012. The sales price was funded by a cash payment of $16,183 and the assumption of the Company's share of the mortgage note payable on the property of $14,792. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes.

On March 30, 2012, the Company's joint venture in SanTan Village Power Center, a 491,000 square foot community center in Gilbert, Arizona, sold the property for $54,780, resulting in a gain on sale of assets to the joint venture of $23,294. The cash proceeds from the sale were used to pay off the $45,000 mortgage loan on the property and the remaining $9,780 was distributed to the partners. The Company's share of the gain recognized was $11,502, which was included in equity in income of unconsolidated joint ventures, offset in part by $3,565 that was included in net income attributable to noncontrolling interests. The Company used its share of the proceeds to pay down its line of credit and for general corporate purposes.

On May 31, 2012, the Company sold its 50% ownership interest in Chandler Gateway, a 260,000 square foot community center in Chandler, Arizona, for a total sales price of $14,315, resulting in a gain on sale of assets of $3,363. The sales price was funded by a cash payment of $4,921 and the assumption of the Company's share of the mortgage note payable on the property of $9,394. The Company used the cash proceeds from the sale to pay down its line of credit and for general corporate purposes.

On August 10, 2012, the Company was bought out of its ownership interest in NorthPark Center, a 1,946,000 square foot regional shopping center in Dallas, Texas, for $118,810, resulting in a gain of $24,590. The Company used the cash proceeds to pay down its line of credit.

On October 3, 2012, the Company acquired the 75% ownership interest in FlatIron Crossing, a 1,439,000 square foot regional shopping center in Broomfield, Colorado, that it did not own for $310,397. The purchase price was funded by a cash payment of $195,900 and the assumption of the third party's share of the mortgage note payable on the property of $114,497. Prior to the acquisition, the Company had accounted for its investment in FlatIron Crossing under the equity method. Since the date of acquisition, the Company has included FlatIron Crossing in its consolidated financial statements (See Note 14—Acquisitions).

On October 26, 2012, the Company acquired the remaining 33.3% ownership interest in Arrowhead Towne Center, a 1,196,000 square foot regional shopping center in Glendale, Arizona, that it did not own for $144,400. The purchase price was funded by a cash payment of $69,025 and the assumption of the third party's pro rata share of the mortgage note payable on the property of $75,375. Prior to the acquisition, the Company had accounted for its investment in Arrowhead Towne Center under the equity method. Since the date of acquisition, the Company has included Arrowhead Towne Center in its consolidated financial statements (See Note 14—Acquisitions).

Combined condensed balance sheets and statements of operations are presented below for all unconsolidated joint ventures.

Combined Condensed Balance Sheets of Unconsolidated Joint Ventures:

	March 31, 2013			December 31, 2012

Assets(1):
Properties, net	$	3,664,484		$	3,653,631
Other assets		324,402			411,862

Total assets	$	3,988,886		$	4,065,493

Liabilities and partners' capital(1):
Mortgage notes payable(2)	$	3,274,872		$	3,240,723
Other liabilities		171,073			148,711
Company's capital		237,806			304,477
Outside partners' capital		305,135			371,582

Total liabilities and partners' capital	$	3,988,886		$	4,065,493

Investments in unconsolidated joint ventures:
Company's capital	$	237,806		$	304,477
Basis adjustment(3)		514,521			516,833

	$	752,327		$	821,310

Assets—Investments in unconsolidated joint ventures	$	945,935		$	974,258
Liabilities—Distributions in excess of investments in unconsolidated joint ventures		(193,608	)		(152,948	)

	$	752,327		$	821,310

(1): These amounts include the assets and liabilities of the following joint ventures as of March 31, 2013 and December 31, 2012:

	Pacific Premier Retail LP		Tysons Corner LLC

As of March 31, 2013:
Total Assets	$	1,035,401	$	431,221
Total Liabilities	$	939,057	$	330,230
As of December 31, 2012:
Total Assets	$	1,039,742	$	409,622
Total Liabilities	$	942,370	$	329,145

(2): Certain mortgage notes payable could become recourse debt to the Company should the joint venture be unable to discharge the obligations of the related debt. As of March 31, 2013 and December 31, 2012, a total of $51,151 and $51,171, respectively, could become recourse debt to the Company. As of March 31, 2013 and December 31, 2012, the Company has indemnity agreements from joint venture partners for $21,270 of the guaranteed amount.

Included in mortgage notes payable are amounts due to affiliates of Northwestern Mutual Life ("NML") of $435,262 and $436,857 as of March 31, 2013 and December 31, 2012, respectively. NML is considered a related party because it is a joint venture partner with the Company in Macerich Northwestern Associates—Broadway Plaza. Interest expense incurred on these borrowings amounted to $6,943 and $11,055 for the three months ended March 31, 2013 and 2012, respectively.
(3): The Company amortizes the difference between the cost of its investments in unconsolidated joint ventures and the book value of the underlying equity into income on a straight-line basis consistent with the lives of the underlying assets. The amortization of this difference was $2,562 and $(57) for the three months ended March 31, 2013 and 2012, respectively.

Combined Condensed Statements of Operations of Unconsolidated Joint Ventures:

	Pacific Premier Retail LP		Tysons Corner LLC		Other Joint Ventures			Total

Three Months Ended March 31, 2013
Revenues:
Minimum rents	$	33,132	$	15,497	$	60,961		$	109,590
Percentage rents		989		566		1,302			2,857
Tenant recoveries		13,954		11,024		27,212			52,190
Other		1,251		918		7,413			9,582

Total revenues		49,326		28,005		96,888			174,219

Expenses:
Shopping center and operating expenses		14,448		8,482		36,171			59,101
Interest expense		11,574		2,240		24,117			37,931
Depreciation and amortization		10,910		4,430		21,821			37,161

Total operating expenses		36,932		15,152		82,109			134,193

Loss on sale or distribution of assets		—		—		(190	)		(190	)

Net income	$	12,394	$	12,853	$	14,589		$	39,836

Company's equity in net income	$	5,691	$	4,877	$	7,547		$	18,115

Three Months Ended March 31, 2012
Revenues:
Minimum rents	$	33,635	$	15,340	$	90,105		$	139,080
Percentage rents		963		400		3,290			4,653
Tenant recoveries		13,474		10,815		42,412			66,701
Other		1,266		677		8,580			10,523

Total revenues		49,338		27,232		144,387			220,957

Expenses:
Shopping center and operating expenses		14,162		8,514		55,923			78,599
Interest expense		13,288		3,021		39,123			55,432
Depreciation and amortization		10,462		5,076		31,053			46,591

Total operating expenses		37,912		16,611		126,099			180,622

Gain on sale or distribution of assets		—		—		22,990			22,990

Net income	$	11,426	$	10,621	$	41,278		$	63,325

Company's equity in net income	$	5,810	$	4,047	$	20,761		$	30,618

Significant accounting policies used by the unconsolidated joint ventures are similar to those used by the Company.