General Growth Properties Prices Its Public Offering of Common Stock

General Growth Properties, Inc. (NYSE: GGP) today announced the public offering of 135,000,000 shares of its common stock has been priced at $14.75 per share. The closing of the offering is expected to take place on November 19, 2010, subject to customary closing conditions. The underwriters have an option to purchase up to 20,250,000 additional shares of common stock from the company at the public offering price, less the underwriting discount.

GGP’s agreements with Fairholme Funds, Inc., Pershing Square Capital Management and Teacher Retirement System of Texas, which were an integral feature of GGP’s plan of reorganization, provide the company with the flexibility to replace up to $2.15 billion of the $6.8 billion in equity commitments, funded on November 9, 2010, by these plan sponsors on more favorable terms through a clawback provision. General Growth Properties will use the proceeds of the offering to fund this clawback. Proceeds in excess of the amount needed to fund the clawback will be used for general corporate purposes.

After giving effect to the offering and the exercise of the clawback, GGP will have approximately 940,040,000 shares of common stock outstanding, excluding previously granted warrants and stock options; excluding shares issuable upon conversion of operating partnership units; and without giving effect to the underwriters' option to purchase additional shares. If the underwriters exercise their option to purchase additional shares in full, GGP will have approximately 940,290,000 shares of common stock outstanding.

Goldman, Sachs & Co. and Deutsche Bank Securities served as joint global coordinators for the offering. Wells Fargo Securities, RBC Capital Markets, Barclays Capital, UBS Investment Bank and Morgan Stanley served as joint book-running managers for the offering. Macquarie Capital and TD Securities served as senior co-managers and Piper Jaffray served as co-manager.

A registration statement relating to these securities has been filed and declared effective by the Securities and Exchange Commission. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

ABOUT “New” GGP

“New” GGP has ownership and management interests in 183 regional shopping malls in 43 states as well as ownership interests in other rental properties.

FORWARD LOOKING STATEMENTS

This press release contains forward-looking statements. Actual results may differ materially from the results suggested by these forward-looking statements, for a number of reasons, including, but not limited to, the success of our equity offering, our ability to refinance, extend, restructure or repay our near and intermediate term debt, our substantial level of indebtedness, our ability to raise capital through equity issuances, asset sales or the incurrence of new debt, retail and credit market conditions, impairments, our liquidity demands and retail and economic conditions. Readers are referred to the documents filed by General Growth Properties, Inc. with the Securities and Exchange Commission, which further identify the important risk factors which could cause actual results to differ materially from the forward-looking statements in this release. The company disclaims any obligation to update any forward-looking statements.

GGP Inc. (NYSE:GGP)
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