In the background, changes are afoot to ensure the crowds keep coming.

King of Prussia Mall, a 2.8 million-square-foot (260,000-square-meter) shopping wonderland northwest of Philadelphia, is the type of destination center that mall defenders say can defy the rise of online shopping. It’s a sprawling complex that houses stores from all corners of the retail universe, more than 50 food venues and a concierge lounge. Yet it still has to grapple with today’s reality, such as a J.C. Penney that shut down in July and left a hole in a key anchor spot.

Owner Simon Property Group Inc., the largest U.S. mall landlord, sees the closure as an opportunity — to bet on non-retail uses. For the first time since Woolworth’s and E.J. Korvette opened their doors more than 50 years ago, a sizable chunk of land at King of Prussia will be dedicated to something other than stores and restaurants. Simon is planning a mixed-used development for the 17-acre (6.9-hectare) site of the J.C. Penney and its parking lot, part of an eventual transformation that Chief Executive Officer David Simon has likened to a suburban version of Hudson Yards, the massive complex of offices, shops and residences on Manhattan’s western edge.

“I don’t think people appreciate how dynamic these properties are and how they evolve over a long period of time,” Rick Sokolov, Simon’s president and chief operating officer, said in an interview at King of Prussia.

It’s a sign of the times that even King of Prussia — which ranks in the top 3 percent of malls in the country, according to Green Street Advisors — is turning what was once retail space into other uses. With the rise of e-commerce imposing a rapid reckoning on retailers and their landlords, mall owners are turning to everything from restaurants and bowling alleys to apartment buildings and hotels to internet-proof their properties. Retail landlords have spent $8bn in the past three years on updates that focus on experiences that can’t be found online, according to brokerage Jones Lang LaSalle Inc.

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