THE AMENDED AND RESTATED UNIT
OPTION PLAN FOR EMPLOYEES OF
TANGER PROPERTIES LIMITED PARTNERSHIP
Tanger Properties Limited Partnership, a partnership organized under the laws of the state of North Carolina (the
"Partnership") adopted the Partnership Unit Option Plan for Executive and Key Employees of Tanger Properties
Limited Partnership (the "Plan") on May 28, 1993. The Plan has subsequently been amended from time to time.
In order to conform the Plan document to such amendments and to further amend the Plan in certain respects, the
Plan has been amended and restated, effective as of July 29, 1998. This Amended and Restated Unit Option
Plan for Employees of Tanger Properties Limited Partnership constitutes a complete amendment and restatement
of the Plan in its entirety and a continuation of the Plan. The purposes of this Plan are as follows:
(1) To further the growth, development and financial success of the Partnership by providing additional incentives
to certain of its Employees (as defined below) who have been or will be given responsibility for the management
or administration of the Partnership's business affairs, by assisting them to become owners of Units (as defined
below) and thus to benefit directly from such growth, development and financial success.
(2) To enable the Partnership to obtain and retain the services of the types of professional, technical and
managerial employees considered essential to the long range success of the Partnership by providing and offering
them an opportunity to become owners of Units under options.
(3) To allow certain Employees the ability, at their election, upon the simultaneous exercise of options under the
Plan and of their conversion rights under the Partnership Agreement (as defined below) to be issued and have
delivered to them directly from Tanger Factory Outlet Centers, Inc. (the "Company") common shares of the
Wherever the following terms are used in this Plan they shall have the me