PRESS RELEASE

Vornado Announces Third Quarter 2009 FFO of $1.25 Per Share

November 3, 2009

PARAMUS, N.J.--(BUSINESS WIRE)-- VORNADO REALTY TRUST (New York Stock Exchange: VNO) today reported:

Third Quarter 2009 Results

NET INCOME attributable to common shareholders for the quarter ended September 30, 2009 was $126.3 million, or $0.69 per diluted share, versus $22.7 million, or $0.14 per diluted share, for the quarter ended September 30, 2008. Net income for the quarters ended September 30, 2009 and 2008 includes $43.3 million and $1.3 million, respectively, of net gains on sale of real estate. In addition, net income for the quarters ended September 30, 2009 and 2008 includes certain items that affect comparability which are listed in the table below. The aggregate of the net gains on sale of real estate and the items in the table below, net of amounts attributable to noncontrolling interests, increased net income attributable to common shareholders for the quarter ended September 30, 2009 by $52.8 million, or $0.29 per diluted share and decreased net income attributable to common shareholders for the quarter ended September 30, 2008 by $32.3 million, or $0.20 per diluted share.

FUNDS FROM OPERATIONS attributable to common shareholders plus assumed conversions ("FFO") for the quarter ended September 30, 2009 was $234.2 million, or $1.25 per diluted share, compared to $159.8 million, or $0.97 per diluted share, for the quarter ended September 30, 2008. Adjusting FFO for certain items that affect comparability which are listed in the table below, FFO for the quarters ended September 30, 2009 and 2008 was $221.4 million and $193.3 million, or $1.18 and $1.17 per diluted share, respectively.

                                                       For the Three Months

                                                       Ended September 30,

(Amounts in thousands, except per share amounts)       2009          2008

FFO attributable to common shareholders plus assumed   $ 234,246   $ 159,838
conversions (1)

Per Share                                              $ 1.25      $ 0.97

Items that affect comparability (income) expense:

Our share of partially owned entities' adjustments:

Lexington Realty Trust - impairment losses related to  $ 14,541    $ 7,175
its investment in Concord Debt Holdings LLC

Toys "R" Us - litigation settlement income               (10,200 )   -

Alexander's:

Income tax benefit                                       (13,668 )   -

Stock appreciation rights                                -           14,557

Net gains on early extinguishment of debt                (3,407  )   -

Marketable equity securities - impairment losses         -           11,808

Derivative positions in marketable equity securities     -           3,982

Other, net                                               (1,172  )   (721    )

                                                         (13,906 )   36,801

Noncontrolling interests' share of above adjustments     1,036       (3,347  )

Items that affect comparability, net                   $ (12,870 ) $ 33,454

Per share                                              $ (0.07   ) $ 0.20

FFO as adjusted for comparability                      $ 221,376   $ 193,292

Per share                                              $ 1.18      $ 1.17



(1) See page 4 for a reconciliation of our net income to FFO for the quarters ended September 30, 2009 and 2008.

Nine Months Ended September 30, 2009 Results

NET INCOME attributable to common shareholders for the nine months ended September 30, 2009 was $200.3 million, or $1.16 per diluted share, versus $529.2 million, or $3.22 per diluted share, for the nine months ended September 30, 2008. Net income for the nine months ended September 30, 2009 and 2008 includes $44.0 million, and $65.9 million, respectively, of net gains on sale of real estate. In addition, net income for the nine months ended September 30, 2009 and 2008 includes certain items that affect comparability which are listed in the table below. The aggregate of the net gains on sale of real estate and the items in the table below, net of amounts attributable to noncontrolling interests, decreased net income attributable to common shareholders for the nine months ended September 30, 2009 by $55.4 million, or $0.32 per diluted share and increased net income attributable to common shareholders for the nine months ended September 30, 2008 by $274.8 million, or $1.67 per diluted share.

FFO for the nine months ended September 30, 2009 was $602.8 million, or $3.37 per diluted share, compared to $894.8 million, or $5.27 per diluted share, for the nine months ended September 30, 2008. Adjusting FFO for certain items that affect comparability which are listed in the table below, FFO for the nine months ended September 30, 2009 and 2008 was $698.9 million and $672.6 million, or $3.90 and $3.96 per diluted share, respectively.

                                                       For the Nine Months

                                                       Ended September 30,

(Amounts in thousands, except per share amounts)       2009         2008

FFO attributable to common shareholders plus assumed   $ 602,825    $ 894,829
conversions (1)

Per Share                                              $ 3.37       $ 5.27

Items that affect comparability (income) expense:

Mezzanine loans receivable loss accrual (reversal)     $ 122,738    $ (10,300  )

Write-off of unamortized costs from the voluntary        32,588       -
surrender of equity awards

Net gains on early extinguishment of debt                (26,996 )    -

Our share of partially owned entities' adjustments:

Lexington Realty Trust - impairment losses related to    19,121       7,175
its investment in Concord Debt Holdings LLC

Toys "R" Us:

Non-cash purchase price accounting adjustments           (13,946 )    14,900

Litigation settlement income                             (10,200 )    -

Alexander's:

Stock appreciation rights                                (11,105 )    7,605

Income tax benefit                                       (13,668 )    -

Filene's, Boston - lease termination payment             7,650        -

Development joint ventures - non-cash asset              -            34,200
write-downs

Reversal of deferred income taxes initially recorded     -            (222,174 )
in connection with H Street acquisition

Net gain on sale of our 47.6% interest in Americold      -            (112,690 )
Realty Trust

Derivative positions in marketable equity securities     -            25,812

Marketable equity securities - impairment losses         -            20,881

Other, net                                               (1,791  )    (3,341   )

                                                         104,391      (237,932 )

Americold's FFO - sold on March 31, 2008                 -            (6,098   )

                                                         104,391      (244,030 )

Noncontrolling interests' share of above adjustments     (8,314  )    21,829

Items that affect comparability, net                   $ 96,077     $ (222,201 )

Per share                                              $ 0.53       $ (1.31    )

FFO as adjusted for comparability                      $ 698,902    $ 672,628

Per share                                              $ 3.90       $ 3.96



(1) See page 4 for a reconciliation of our net income to FFO for the nine months ended September 30, 2009 and 2008.

Supplemental Financial Information

Further details regarding the Company's results of operations, properties and tenants can be accessed at the Company's website www.vno.com. Vornado Realty Trust is a fully - integrated equity real estate investment trust.

Certain statements contained herein may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. For a discussion of factors that could materially affect the outcome of our forward-looking statements and our future results and financial condition, see "Risk Factors" in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended December 31, 2008. Such factors include, among others, risks associated with the timing of and costs associated with property improvements, financing commitments and general competitive factors.

VORNADO REALTY TRUST

OPERATING RESULTS FOR THE THREE AND NINE MONTHS ENDED

SEPTEMBER 30, 2009 AND 2008

                          For The Three Months      For The Nine Months

                          Ended September 30,       Ended September 30,

(Amounts in thousands,
except per share          2009         2008         2009           2008
amounts)

Revenues                  $ 671,219    $ 676,068    $ 2,023,575    $ 1,997,533

Income from continuing    $ 112,523    $ 42,701     $ 222,624      $ 466,298
operations

Income from discontinued    43,321       846          49,276         172,814
operations

Net income                  155,844      43,547       271,900        639,112

Net income attributable
to noncontrolling           (15,227 )    (6,540  )    (28,808   )    (67,135   )
interests, including
unit distributions

Net income attributable     140,617      37,007       243,092        571,977
to Vornado

Preferred share             (14,269 )    (14,271 )    (42,807   )    (42,820   )
dividends

Net income attributable   $ 126,348    $ 22,736     $ 200,285      $ 529,157
to common shareholders

Net income per common
share:

Basic                     $ 0.70       $ 0.14       $ 1.17         $ 3.32

Diluted                   $ 0.69       $ 0.14       $ 1.16         $ 3.22

Weighted average number
of common shares and
share equivalents
outstanding:

Basic                       179,422      159,761      171,620        159,405

Diluted                     181,710      164,424      173,178        164,099

FFO attributable to
common shareholders plus  $ 234,246    $ 159,838    $ 602,825      $ 894,829
assumed conversions

FFO per diluted share     $ 1.25       $ 0.97       $ 3.37         $ 5.27

Weighted average number
of common shares and
share equivalents           187,474      164,505      179,018        169,863
outstanding used in
determining FFO per
diluted share



The following table reconciles our net income to FFO:

                              For The Three Months      For The Nine Months

                              Ended September 30,       Ended September 30,

(Amounts in thousands)        2009         2008         2009         2008

Net income attributable to    $ 140,617    $ 37,007     $ 243,092    $ 571,977
Vornado

Depreciation and
amortization of real            122,760      127,975      375,549      380,062
property

Net gains on sale of real       (42,653 )    (112    )    (42,653 )    (57,523 )
estate

Proportionate share of
adjustments to equity in net
income of partially owned
entities, excluding Toys, to
arrive at FFO:

Depreciation and
amortization of real            18,552       12,524       52,508       35,778
property

Net gains on sale of real       (512    )    (1,037  )    (1,185  )    (8,231  )
estate

Proportionate share of
adjustments equity in net
income of Toys to arrive at
FFO:

Depreciation and
amortization of real            17,685       17,892       49,831       50,902
property

Net gains on sale of real       (164    )    (164    )    (164    )    (164    )
estate

Income tax effect of above      (6,133  )    (6,205  )    (17,384 )    (17,981 )
adjustments

Noncontrolling interests'       (8,146  )    (13,816 )    (33,358 )    (36,232 )
share of above adjustments

FFO                             242,006      174,064      626,236      918,588

Preferred share dividends       (14,269 )    (14,271 )    (42,807 )    (42,820 )

FFO attributable to common      227,737      159,793      583,429      875,768
shareholders

Interest on 3.875%
exchangeable senior             6,466        -            19,268       18,916
debentures

Series A convertible            43           45           128          145
preferred share dividends

FFO attributable to common
shareholders plus assumed     $ 234,246    $ 159,838    $ 602,825    $ 894,829
conversions


FFO is computed in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts ("NAREIT"). NAREIT defines FFO as GAAP net income or loss adjusted to exclude net gains from sales of depreciated real estate assets and GAAP extraordinary items, and to include depreciation and amortization expense from real estate assets and other specified non-cash items, including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO and FFO per diluted share are used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers because it excludes the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income as a performance measure or cash flows as a liquidity measure. FFO may not be comparable to similarly titled measures employed by other companies. A reconciliation of our net income to FFO is provided above. In addition to FFO, we also disclose FFO before certain items that affect comparability. Although this non-GAAP measure clearly differs from NAREIT's definition of FFO, we believe it provides a meaningful presentation of operating performance. A reconciliation of FFO to FFO as adjusted for comparability is provided on pages 1 and 2 of this press release.

 

    Source: Vornado Realty Trust
Contact: Vornado Realty Trust Joseph Macnow, 201-587-1000