FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

LEBOVITZ STEPHEN D
2. Issuer Name and Ticker or Trading Symbol

CBL & ASSOCIATES PROPERTIES INC [ CBL ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
CEO
(Last)          (First)          (Middle)

2030 HAMILTON PLACE BLVD., SUITE 500
3. Date of Earliest Transaction (MM/DD/YYYY)

5/15/2020
(Street)

CHATTANOOGA, TN 374216000
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 5/15/2020  S  310000 D$.198 (1)1746058.91 D  
Common Stock 5/15/2020  S  4994 D$.2046 (2)26824 I By Trust 
Common Stock 5/15/2020  S  23695 D$.2004 (3)3129 I By Trust 
Common Stock 5/15/2020  S  3129 D$.2079 (4)0 I (5)(6)By Trust 
Common Stock         1150 I (5)By Spouse 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) These transactions were effected pursuant to a Rule 10b5-1 Trading Plan executed by the Reporting Person on March 17, 2020. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.193 to $0.2100, inclusive. The Reporting Person undertakes to provide to any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information already provided to the Issuer regarding the number of shares sold at each separate price within such range. Please submit any such request through the Issuer's Chief Legal Officer, Jeffery V. Curry.
(2) These transactions were effected pursuant to a Rule 10b5-1 Trading Plan executed by the Reporting Person, as Trustee for a trust for the benefit of his Son, on March 17, 2020. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.2021 to $0.2050, inclusive. The Reporting Person undertakes to provide to any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information already provided to the Issuer regarding the number of shares sold at each separate price within such range. Please submit any such request through the Issuer's Chief Legal Officer, Jeffery V. Curry.
(3) These transactions were effected pursuant to a Rule 10b5-1 Trading Plan executed by the Reporting Person, as Trustee for a trust for the benefit of his son, on March 17, 2020. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.2003 to $0.2100, inclusive. The Reporting Person undertakes to provide to any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information already provided to the Issuer regarding the number of shares sold at each separate price within such range. Please submit any such request through the Issuer's Chief Legal Officer, Jeffery V. Curry.
(4) These transactions were effected pursuant to a Rule 10b5-1 Trading Plan executed by the Reporting Person, as Trustee for a trust for the benefit of his daughter, on March 17, 2020. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.2050 to $0.2096, inclusive. The Reporting Person undertakes to provide to any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information already provided to the Issuer regarding the number of shares sold at each separate price within such range. Please submit any such request through the Issuer's Chief Legal Officer, Jeffery V. Curry.
(5) The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
(6) This report deletes indirect beneficial ownership erroneously included on the Reporting Person's prior report for (i) 9,650 shares held by the Stephen D. Lebovitz Irrevocable Trust U/A dated 2/27/1998, Charles B. Lebovitz, Trustee and (ii) 49,365 shares held by the Stephen D. Lebovitz and Lisa S. Lebovitz Irrevocable Trust U/A dated 4/5/2003, Michael I. Lebovitz, Trustee. The Reporting Person established these Trusts for the sole benefit of his children, has no power to revoke either Trust, and does not serve as Trustee or otherwise exercise investment power over shares held by such Trusts.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
LEBOVITZ STEPHEN D
2030 HAMILTON PLACE BLVD., SUITE 500
CHATTANOOGA, TN 374216000
X
CEO

Signatures
/s/ Jeffery V. Curry, attorney-in-fact for Stephen D. Lebovitz5/19/2020
**Signature of Reporting PersonDate

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