SUPPLEMENTAL INFORMATION

FOR THE THREE MONTHS ENDED MARCH 31, 2017

BASIS OF PRESENTATION

GENERAL INFORMATION

Unless the context indicates otherwise, references in the accompanying financial information (the "Supplemental") to the "Corporation" refer to GGP Inc. and references to "GGP" or the "Company" refer to the Corporation, its direct and indirect subsidiaries, and consolidated and unconsolidated entities. Additionally, where reference is made to "GAAP", this refers to accounting principles generally accepted in the United States of America.

NON-GAAP PROPORTIONATE FINANCIAL INFORMATION

The Company has presented information on its consolidated and unconsolidated properties ("Proportionate" or "at share") in certain schedules included within this Supplemental. This form of presentation offers insights into the financial performance and condition of the Company as a whole, given the significance of the Company's unconsolidated property operations that are owned through investments accounted for under the equity method.

The proportionate financial information is not, and is not intended to be, a presentation in accordance with GAAP. The proportionate financial information reflects our proportionate economic ownership of each asset in our property portfolio that we do not wholly own. The amounts in the column labeled "Noncontrolling Interests" were derived on a property-by-property basis by including the share attributable to noncontrolling interests in each line item from each individual property. The Company does not have legal claim to the noncontrolling interest of assets, liabilities, revenue, and expenses. The amount of cash each noncontrolling interest receives is based on the specific provisions of each operating agreement and varies depending on certain factors including the amount of capital contributed by each investor and whether any investors are entitled to preferential distributions. The amounts in the column labeled "Unconsolidated Properties" were derived on a property-by-property basis by including our share of each line item from each individual entity. This provides visibility into our share of the operations of our joint ventures.

We provide Non-GAAP proportionate financial information because we believe it assists investors and analysts in estimating our economic interest in our unconsolidated joint ventures when read in conjunction with the Company's reported results under GAAP. Other companies in our industry may calculate their proportionate interest differently than we do, limiting the usefulness as a comparative measure. Because of these limitations, this information should not be considered in isolation or as a substitute for our financial statements as reported under GAAP.

NON-GAAP MEASURES

For full discussion of the definitions, purpose and use of non-GAAP financial measures see “Non-GAAP Supplemental Financial Measures and Definitions” on pages ER5 to ER7.

This Supplemental makes reference to company same store net operating income (“Company Same Store NOI”), earnings before interest, taxes, depreciation and amortization ("EBITDA"), and funds from operations (“FFO”). Company Same Store NOI is defined as income from operations after operating expenses have been deducted, but prior to deducting financing, administrative and income tax expenses, excluding full or partial reductions in ownership as a result of sales or other transactions ("Sold Interests"), periodic effects of full or partial acquisitions of properties and certain redevelopments. EBITDA is defined as NOI (Company Same Store plus Company Non-Same Store NOI) less certain property management and administrative expenses, net of management fees and other operational items. FFO is defined as net income (loss) attributable to common stockholders in accordance with GAAP, excluding impairment write-downs on depreciable real estate, gains (or losses) from cumulative effects of accounting changes, extraordinary items and sales of properties, less preferred unit distributions and preferred stock dividends, plus real estate related depreciation and amortization including adjustments for unconsolidated entities. NOI, EBITDA and FFO are presented in the Supplemental on a Proportionate basis, which includes GGP’s share of consolidated and unconsolidated properties. As GGP conducts substantially all of its business through GGP Operating Partnership, LP, and through GGP Limited Partnership and GGP Nimbus, LP (collectively the “Operating Partnerships”, which are 99% owned by GGP) and since the limited common units of the Operating Partnerships are included in total diluted weighted average FFO per share amounts, all FFO amounts in this Supplemental reflect the FFO of the Operating Partnerships.

In order to present GGP's operations in a manner most relevant to its operations, Company NOI, Company EBITDA, and Company FFO have been presented to exclude certain revenues and expenses. Company Same Store NOI is presented to exclude the periodic effects of full or partial acquisitions of properties, reductions in ownership as a result of sales or other transactions, and certain redevelopments and other properties. Company NOI, EBITDA, FFO and derivations thereof, are not alternatives to GAAP operating income (loss) or net income (loss) attributable to common stockholders. For reference, as an aid in understanding management's computation of Company NOI, EBITDA, and FFO, a reconciliation of Company NOI to consolidated operating income, Company EBITDA, and Company FFO to net income (loss) in accordance with GAAP has been included in the "Reconciliation of GAAP to Non-GAAP Financial Measures" schedule.

TABLE OF CONTENTS

	Page		Page
Earnings Press Release	ER1-7	Portfolio Operating Metrics:
		Key Operating Performance Indicators	15
GAAP Financial Statements:		Signed Leases All Less Anchors	16
GAAP Overview	1	Lease Expiration Schedule and Top Ten Tenants	17
Consolidated Balance Sheets	2	Property Schedule	18-24
Consolidated Statements of Income	3
		Miscellaneous:
Non-GAAP Proportionate Financial Information:		Capital Information	25
Proportionate Overview	4	Change in Total Common and Equivalent Shares	26
Proportionate Assets, Liabilities, and Equity	5	Development Summary	27
Company NOI, EBITDA and FFO	6	Proportionate Capital Expenditures	28
Reconciliation of GAAP to Non-GAAP Financial Measures	7-9	Corporate Information	29
		Glossary of Terms	30
Debt:
Summary, at Share	10
Detail, at Share	11-14

This presentation contains forward-looking statements. Actual results may differ materially from the results suggested by these forward-looking statements for a number of reasons. Readers are referred to the documents filed by GGP 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 Supplemental. The Company disclaims any obligation to update any forward-looking statements.

SELECT SCHEDULE DEFINITIONS

Page	Schedule	Description
Non-GAAP Proportionate Financial Information:
4	Proportionate Overview	Summary of Company NOI, Same Store NOI, Company EBITDA and Company FFO on a proportionate basis.
5	Proportionate Assets, Liabilities and Equity	Provides the adjustments for noncontrolling interests and the Company's proportionate share of assets, liabilities and equity related to investments accounted for under the equity method to calculate the Company's proportionate share.
6	Company NOI, Company EBITDA and Company FFO	For the three months ended March 31, 2017 and 2016, provides the Company's proportionate share of revenues and expenses related to noncontrolling interests and investments accounted for under the equity method to calculate the Company's proportionate share. Company NOI, Company EBITDA and Company FFO include certain adjustments as defined on page 6.
Same Store Portfolio Operating Metrics:
15	Key Operating Performance Indicators	Certain retail properties operating measures presented on a comparable basis. See Glossary of Terms for detailed descriptions.
18-24	Property Schedule	By Property, gross leasable area detail, including: Anchor tenant listing Ownership percentage Gross leasable area by space type (mall, anchor, strip center, office) Percentage leased See Glossary of Terms for detailed descriptions.

GGP REPORTS FIRST QUARTER 2017 RESULTS

AND DECLARES SECOND QUARTER DIVIDEND

Chicago, Illinois, May 1, 2017 - GGP Inc. (the “Company” or “GGP”) (NYSE: GGP) today reported results for the three months ended March 31, 2017.

GAAP Operating Results

• Net income attributable to GGP was $107 million, or $0.11 per diluted share, as compared to $192 million, or $0.20 per diluted share, in the prior year period.

• Net income attributable to GGP decreased 44.1% from the prior year period primarily due to 2016 gains related to the sale of interests in four properties.

• The Company declared a second quarter common stock dividend of $0.22 per share, an increase of 16% over the second quarter of 2016.

Company Operating Results

• Company Same Store Net Operating Income (“Company Same Store NOI”) was $561 million as compared to $547 million in the prior year period, an increase of 2.5%.

• Company Net Operating Income (“Company NOI”) as adjusted was $567 million as compared to $551 million in the prior year period, an increase of 2.9%.¹

• Company earnings before interest, taxes, depreciation and amortization (“Company EBITDA”) as adjusted was $530 million as compared to $512 million in the prior year period, an increase of 3.7%.¹

• Company Funds From Operations (“Company FFO”) was $346 million, or $0.36 per diluted share.

• Same Store leased percentage was 95.9% at quarter end.

• Initial NOI weighted rental rates for signed leases that have commenced in the trailing twelve months on a suite-to-suite basis increased 15.5% when compared to the rental rate for expiring leases.

• Initial rental rates for signed leases that have commenced in the trailing twelve months on a suite-to-suite basis increased 10.5% when compared to the rental rate for expiring leases.

• For the trailing twelve months, NOI weighted tenant sales per square foot (<10K sf) were $705 an increase of 1.8% over the prior year.

• For the trailing twelve months, tenant sales per square foot (<10K sf) were $591 an increase of 0.6% over the prior year.

• Tenant sales (all less anchors) increased 0.9% on a trailing 12-month basis.

1. See page 4 for items included as adjustments.

ER1

Investment Activities

Development

The Company’s development and redevelopment activities total $1.3 billion, of which approximately $0.7 billion is under construction and $0.6 billion is in the pipeline.

Common Share Repurchase

During the quarter, the Company acquired approximately 2.57 million of its common shares at a weighted average price of $23.16 per share for total consideration of approximately $59.6 million.

Dividends

On May 1, 2017, the Company’s Board of Directors declared a second quarter common stock dividend of $0.22 per share payable on July 28, 2017, to stockholders of record on July 13, 2017. This represents an increase of $0.03 per share or 16% growth over the dividend declared for the second quarter of 2016.

The Board of Directors also declared a quarterly dividend on the 6.375% Series A Cumulative Redeemable Preferred Stock of $0.3984 per share payable on July 3, 2017, to stockholders of record on June 15, 2017.

ER2

Guidance

Earnings Guidance	For the year ending December 31, 2017		For the three months ending June 30, 2017
Net income attributable to GGP	$0.59 - $0.63		$0.10 - $0.12
Preferred stock dividends	(0.02	)	(0.01	)
Net income attributable to common stockholders	$0.57 - $0.61		$0.09 - $0.11
Depreciation, including share of JVs	0.96		0.24
NAREIT FFO	$1.53 - $1.57		$0.33 - $0.35
Adjustments1	0.03		0.01
Company FFO per diluted share	$1.56 - $1.60		$0.34 - $0.36

1. Includes impact of straight-line rent, above/below market rent, gain/loss on foreign currency and the related provision for income taxes, and other items. For discussion on the purpose and use of these adjustments please see the Non-GAAP Supplemental Financial Measures and Definitions section on page ER7.

The guidance estimate reflects management’s view of current and future market conditions, including assumptions with respect to Company Same Store NOI and Operating Income growth, rental rates, occupancy levels, retail sales, variable expenses, interest rates and the earnings impact of the events referenced in this release and previously disclosed. The guidance also reflects management’s view of capital market conditions. The estimates do not include future gains or losses, or the impact on operating results from future property acquisitions or dispositions or capital market activity. Earnings per share estimates may be subject to fluctuations as a result of several factors, including any gains or losses associated with disposition activity. By definition, FFO and Company FFO exclude real estate-related depreciation and amortization, provisions for impairment, or gains or losses associated with property disposition activities. This guidance is a forward-looking statement and is subject to the risks and other factors described elsewhere in this release and in the Company’s annual and quarterly periodic reports filed with the Securities and Exchange Commission.

Investor Conference Call

On Monday, May 1, 2017, the Company will host a conference call at 8:00 a.m. Central (9:00 a.m. Eastern). The conference call will be accessible by telephone and through the Internet. Interested parties can access the call by dialing 877.845.1018 (international 707.287.9345). A live webcast of the conference call will be available in listen-only mode in the Investors section at www.ggp.com. Interested parties should access the conference call or website 10 minutes prior to the beginning of the call in order to register. For those unable to listen to the call live, a replay will be available after the conference call event. To access the replay, dial 855.859.2056 (international 404.537.3406) conference ID 90188951.

Supplemental Information

The Company has prepared a supplemental information report available on www.ggp.com in the Investors section. This information also has been furnished with the Securities and Exchange Commission as an exhibit on Form 8-K.

ER3

Forward-Looking Statements

Certain statements made in this press release may be deemed “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Company believes the expectations reflected in any forward-looking statement are based on reasonable assumptions, it can give no assurance that its expectations will be attained, and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks, uncertainties and other factors. Such factors include, but are not limited to, the Company’s ability to refinance, extend, restructure or repay near and intermediate term debt, its indebtedness, its ability to raise capital through equity issuances, asset sales or the incurrence of new debt, retail and credit market conditions, impairments, its liquidity demands, and economic conditions. The Company discusses these and other risks and uncertainties in its annual and quarterly periodic reports filed with the Securities and Exchange Commission. The Company may update that discussion in its periodic reports, but otherwise takes no duty or obligation to update or revise these forward-looking statements, whether as a result of new information, future developments, or otherwise.

Investors and others should note that we post our current Investor Presentation on the Investors page of our website at www.ggp.com. From time to time, we update that Investor Presentation and when we do, it will be posted on the Investors page of our website at ggp.com. It is possible that the updates could include information deemed to be material information. Therefore, we encourage investors, the media and others interested in our company to review the information we post on the Investors page of our website at www.investor.ggp.com from time to time.

GGP Inc.

GGP Inc. is an S&P 500 company focused exclusively on owning, managing, leasing and redeveloping high-quality retail properties throughout the United States. GGP is headquartered in Chicago, Illinois, and publicly traded on the NYSE under the symbol GGP.

Contact:

Kevin Berry                                

SVP Investor and Public Relations                            

(312) 960-5529                                

kevin.berry@ggp.com    

ER4

Non-GAAP Supplemental Financial Measures and Definitions

Proportionate or At Share Basis

The following Non-GAAP supplemental financial measures are all presented on a proportionate basis. The proportionate financial information presents the consolidated and unconsolidated properties at the Company’s ownership percentage or “at share”. This form of presentation offers insights into the financial performance and condition of the Company as a whole, given the significance of the Company’s unconsolidated property operations that are owned through investments accounted for under GAAP using the equity method.

The proportionate financial information is not, and is not intended to be, a presentation in accordance with GAAP. The non-GAAP proportionate financial information reflects our proportionate economic ownership of each asset in our property portfolio that we do not wholly own. The amounts in the column labeled "Noncontrolling Interests" were derived on a property-by-property basis by including the share attributable to noncontrolling interests in each line item from each individual property. The Company does not have legal claim to the noncontrolling interest of assets, liabilities, revenue, and expenses. The amount of cash each noncontrolling interest receives is based on the specific provisions of each operating agreement and varies depending on certain factors including the amount of capital contributed by each investor and whether any investors are entitled to preferential distributions. The amounts in the column labeled "Unconsolidated Properties" were derived on a property-by-property basis by including our share of each line item from each individual entity. This provides visibility into our share of the operations of our joint ventures.

We do not control the unconsolidated joint ventures and the presentations of the assets and liabilities and revenues and expenses do not represent our legal claim to such items. The operating agreements of the unconsolidated joint ventures generally provide that partners may receive cash distributions (1) to the extent there is available cash from operations, (2) upon a capital event, such as a refinancing or sale or (3) upon liquidation of the venture. The amount of cash each partner receives is based upon specific provisions of each operating agreement and varies depending on factors including the amount of capital contributed by each partner and whether any contributions are entitled to priority distributions. Upon liquidation of the joint venture and after all liabilities, priority distributions and initial equity contributions have been repaid, the partners generally would be entitled to any residual cash remaining based on their respective legal ownership percentages.

We provide Non-GAAP proportionate financial information because we believe it assists investors and analysts in estimating our economic interest in our unconsolidated joint ventures when read in conjunction with the Company's reported results under GAAP. Other companies in our industry may calculate their proportionate interest differently than we do, limiting the usefulness as a comparative measure. Because of these limitations, the Non-GAAP proportionate financial information should not be considered in isolation or as a substitute for our financial statements as reported under GAAP.

Net Operating Income (“NOI”), Company NOI and Company Same Store NOI

The Company defines NOI as proportionate income from operations and after operating expenses have been deducted, but prior to deducting financing, property management, administrative and income tax expenses. NOI excludes management fees and other corporate revenue and reductions in ownership as a result of sales or other transactions. The Company considers NOI a helpful supplemental measure of its operating performance because it is a direct measure of the actual results of our properties. Because NOI excludes reductions in ownership as a result of sales or other transactions, management fees and other corporate revenue, general and administrative and property management expenses, interest expense, retail investment property impairment or non-recoverable development costs, depreciation and amortization, gains and losses from property dispositions, allocations to noncontrolling interests, provision for income taxes, preferred stock dividends, and extraordinary items, it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact on operations from trends in occupancy rates, rental rates and operating costs.

ER5

The Company also considers Company NOI to be a helpful supplemental measure of its operating performance because it excludes from NOI items such as straight-line rent, and amortization of intangibles resulting from acquisition accounting and other capital contribution or restructuring events. However, due to the exclusions noted, Company NOI should only be used as an alternative measure of the Company’s financial performance.

We present Company NOI, Company EBITDA and Company FFO (as defined below); as we believe certain investors and other users of our financial information use these measures of the Company’s historical operating performance.

Adjustments to NOI, EBITDA and FFO, including debt extinguishment costs, market rate adjustments on debt, straight-line rent, intangible asset and liability amortization, real estate tax stabilization, gains and losses on foreign currency and other items that are not a result of normal operations, assist management and investors in distinguishing whether increases or decreases in revenues and/or expenses are due to growth or decline of operations at the properties or from other factors. In addition, the Company’s leases include step rents that increase over the term of the lease to compensate the Company for anticipated increases in market rentals over time. The Company’s leases do not include significant front loading or back loading of payments or significant rent-free periods. Therefore, we find it useful to evaluate rent on a contractual basis as it allows for comparison of existing rental rates to market rental rates. Management has historically made these adjustments in evaluating our performance, in our annual budget process and for our compensation programs.

The Company defines Company Same Store NOI as Company NOI excluding periodic effects of full or partial acquisitions of properties and certain redevelopments (for the list of properties included in Company Same Store NOI see the Property Schedule in our Supplemental Information). We do not include an acquired property in our Company Same Store NOI until the operating results for that property have been included in our consolidated results for one full calendar year. Properties that we sell are excluded from Company NOI and Company Same Store NOI for all periods once the transaction has closed.

The Company considers Company Same Store NOI a helpful supplemental measure of its operating performance because it assists management and investors in distinguishing whether increases or decreases in revenues and/or expenses are due to growth or decline of operations at comparable properties or from other factors, such as the effect of acquisitions. For these reasons, we believe that Company Same Store NOI, when combined with GAAP operating income provides useful information to investors and management.

Other REITs may use different methodologies for calculating, NOI, Company NOI and Company Same Store NOI, and accordingly, the Company’s Company Same Store NOI may not be comparable to other REITs. As a result of the elimination of corporate-level costs and expenses and depreciation and amortization, the Company Same Store NOI we present does not represent our total revenues, expenses, operating profit or net income and should not be used to evaluate our performance as a whole. Management compensates for these limitations by separately considering the impact of these excluded items, to the extent they are material, to operating decisions or assessments of our operating performance. Our consolidated GAAP statements of operations include such amounts, all of which should be considered by investors when evaluating our performance.

Earnings Before Interest Expense, Income Tax, Depreciation, and Amortization ("EBITDA") and Company EBITDA

The Company defines EBITDA as NOI less certain property management and administrative expenses, net of management fees and other corporate revenues. EBITDA is a commonly used measure of performance in many industries, but may not be comparable to measures calculated by other companies. Management believes EBITDA provides useful information to investors regarding our results of operations because it helps us and our investors evaluate the ongoing operating performance of our properties after removing the impact of our capital structure (primarily interest expense) and our asset base (primarily depreciation and amortization). Management also believes the use of EBITDA facilitates comparisons between us and other equity REITs, retail property owners who are not REITs and other capital-intensive companies. Management uses Company EBITDA to evaluate property-level results and as one measure in determining the value of acquisitions and dispositions and, like FFO and Same Store NOI (discussed below), it is widely used by management in the annual budget process and for compensation programs. Please see adjustments discussion above for the purpose and use of the adjustments included in Company EBITDA.

EBITDA and Company EBITDA, as presented, may not be comparable to similar measures calculated by other companies. This information should not be considered as an alternative to net income, operating profit, cash from operations or any other operating performance measure calculated in accordance with GAAP.

ER6

EBITDA and Company EBITDA, as presented, may not be comparable to similar measures calculated by other companies. This information should not be considered as an alternative to net income, operating profit, cash from operations or any other operating performance measure calculated in accordance with GAAP.

Funds From Operations (“FFO”) and Company FFO

The Company determines FFO based upon the definition set forth by National Association of Real Estate Investment Trusts (“NAREIT”). The Company determines FFO to be its share of consolidated net income (loss) attributable to common shareholders and redeemable non-controlling common unit holders computed in accordance with GAAP, excluding real estate related depreciation and amortization, excluding gains and losses from extraordinary items, excluding cumulative effects of accounting changes, excluding gains and losses from the sales of, or any impairment charges related to, previously depreciated operating properties, plus the allocable portion of FFO of unconsolidated joint ventures based upon the Company’s economic ownership interest, and all determined on a consistent basis in accordance with GAAP. As with the Company’s presentation of NOI, FFO has been reflected on a proportionate basis.

The Company considers FFO a helpful supplemental measure of the operating performance for equity REITs and a complement to GAAP measures because it is a recognized measure of performance by the real estate industry. FFO facilitates an understanding of the operating performance of the Company’s properties between periods because it does not give effect to real estate depreciation and amortization since these amounts are computed to allocate the cost of a property over its useful life. Since values for well-maintained real estate assets have historically increased or decreased based upon prevailing market conditions, the Company believes that FFO provides investors with a clearer view of the Company’s operating performance.

We calculate FFO in accordance with standards established by NAREIT, which may not be comparable to measures calculated by other companies who do not use the NAREIT definition of FFO or do not calculate FFO in accordance with NAREIT guidance. In addition, although FFO is a useful measure when comparing our results to other REITs, it may not be helpful to investors when comparing us to non-REITs. As with the presentation of Company NOI and Company EBITDA, we also consider Company FFO, which is not in accordance with NAREIT guidance and may not be comparable to measures calculated by other REITs, to be a helpful supplemental measure of our operating performance. Please see adjustments discussion above for the purpose and use of the adjustments included in Company FFO.

FFO and Company FFO do not represent cash flow from operations as defined by GAAP, should not be considered as an alternative to net income determined in accordance with GAAP as a measure of operating performance, and is not an alternative to cash flows as a measure of liquidity or indicative of funds available to fund our cash needs. In addition, Company FFO per diluted share does not measure, and should not be used as a measure of, amounts that accrue directly to stockholders’ benefit.

Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures

The Company presents NOI, EBITDA and FFO as they are financial measures widely used in the REIT industry. In order to provide a better understanding of the relationship between the Company’s non-GAAP financial measures of NOI, Company NOI, EBITDA, Company EBITDA, FFO and Company FFO, reconciliations have been provided as follows: a reconciliation of GAAP operating income to Company NOI and Company Same Store NOI, a reconciliation of GAAP net income attributable to GGP to EBITDA and Company EBITDA, and a reconciliation of GAAP net income attributable to GGP to FFO and Company FFO. None of the Company’s non-GAAP financial measures represents cash flow from operating activities in accordance with GAAP, none should be considered as an alternative to GAAP net income (loss) attributable to GGP and none are necessarily indicative of cash flow. In addition, the Company has presented such financial measures on a consolidated and unconsolidated basis (at the Company’s proportionate share) as the Company believes that given the significance of the Company’s operations that are owned through investments accounted for by the equity method of accounting, the detail of the operations of the Company’s unconsolidated properties provides important insights into the income and FFO produced by such investments.

ER7

GAAP Financial Statements

GAAP FINANCIAL OVERVIEW (In thousands, except per share )

	Three Months Ended
	March 31, 2017		March 31, 2016		Percentage Change
Operating income	$	192,869	$	173,980	10.9	%
Net Income attributable to GGP	107,160		191,780		(44.1	)%
Net income attributable to common stockholders	103,176		187,796		(45.1	)%
Diluted earnings per share	$	0.11	$	0.20	(45.0	)%
Diluted weighted average number of shares outstanding	949,516		950,154

1

GAAP FINANCIAL STATEMENTS Consolidated Balance Sheets (In thousands)

	March 31, 2017			December 31, 2016
Assets:
Investment in real estate:
Land	$	3,057,183		$	3,066,019
Buildings and equipment	16,108,953			16,091,582
Less accumulated depreciation	(2,827,336		)	(2,737,286		)
Construction in progress	260,025			251,616
Net property and equipment	16,598,825			16,671,931
Investment in and loans to/from Unconsolidated Real Estate Affiliates	3,871,240			3,868,993
Net investment in real estate	20,470,065			20,540,924
Cash and cash equivalents	252,718			474,757
Accounts receivable, net	318,259			322,196
Notes receivable, net	691,791			678,496
Deferred expenses, net	248,624			209,852
Prepaid expenses and other assets	485,997			506,521
Total assets	$	22,467,454		$	22,732,746
Liabilities:
Mortgages, notes and loans payable	$	12,567,659		$	12,430,418
Investment in Unconsolidated Real Estate Affiliates	45,733			39,506
Accounts payable and accrued expenses	611,119			655,362
Dividend payable	202,007			433,961
Deferred tax liabilities	3,719			3,843
Junior Subordinated Notes	206,200			206,200
Total liabilities	13,636,437			13,769,290
Redeemable noncontrolling interests:
Preferred	137,410			144,060
Common	110,116			118,667
Total redeemable noncontrolling interests	247,526			262,727
Equity:
Preferred stock	242,042			242,042
Stockholders' equity	8,271,847			8,393,722
Noncontrolling interests in consolidated real estate affiliates	32,381			33,583
Noncontrolling interests related to long-term incentive plan common units	37,221			31,382
Total equity	8,583,491			8,700,729
Total liabilities, redeemable noncontrolling interests and equity	$	22,467,454		$	22,732,746

2

GAAP FINANCIAL STATEMENTS Consolidated Statements of Income (In thousands, except per share)

	Three Months Ended
	March 31, 2017			March 31, 2016
Revenues:
Minimum rents	$	349,013		$	371,132
Tenant recoveries	163,055			172,448
Overage rents	5,937			8,145
Management fees and other corporate revenues	28,143			33,741
Other	20,184			21,566
Total revenues	566,332			607,032
Expenses:
Real estate taxes	57,494			58,103
Property maintenance costs	14,975			17,483
Marketing	2,145			2,054
Other property operating costs	69,303			70,394
Provision for doubtful accounts	3,451			3,401
Property management and other costs	41,114			30,745
Provision for loan loss	—			36,069
General and administrative	14,683			13,427
Provisions for impairment	—			40,705
Depreciation and amortization	170,298			160,671
Total expenses	373,463			433,052
Operating income	192,869			173,980
Interest and dividend income	17,936			16,058
Interest expense	(132,323		)	(147,677		)
Gain on foreign currency	3,183			8,936
Gain from changes in control of investment properties and other	—			74,555
Income before income taxes, equity in income of Unconsolidated Real Estate Affiliates and allocation to noncontrolling interests	81,665			125,852
Provision for income taxes	(4,510		)	(2,920		)
Equity in income of Unconsolidated Real Estate Affiliates	33,214			57,491
Unconsolidated Real Estate Affiliates - gain on investment	—			14,914
Net Income	110,369			195,337
Allocation to noncontrolling interests	(3,209		)	(3,557		)
Net income attributable to GGP	107,160			191,780
Preferred stock dividends	(3,984		)	(3,984		)
Net income attributable to common stockholders	$	103,176		$	187,796
Basic Earnings Per Share:	$	0.12		$	0.21
Diluted Earnings Per Share:	$	0.11		$	0.20

3

Non-GAAP Proportionate Financial Information

NON-GAAP PROPORTIONATE FINANCIAL OVERVIEW¹ (In thousands, except per share)

	Three Months Ended
	March 31, 2017			March 31, 2016			Percentage Change
Company Same Store NOI  2	$	560,669		$	546,884		2.5	%
Company NOI 4	580,922			591,461
Adjustments 3	(13,629		)	(40,314		)
Company NOI - as adjusted	567,293			551,147			2.9	%
Company EBITDA 4	544,018			572,559
Adjustments 5	(13,629		)	(60,886		)
Company EBITDA - as adjusted	530,389			511,673			3.7	%
Company FFO 6	346,217			382,803
Company FFO per diluted share	$	0.36		$	0.40
FFO 7	339,990			363,311
FFO per diluted share	$	0.36		$	0.38
Diluted weighted average number of Company shares outstanding	956,158			956,664

1    For the Reconciliation of GAAP to Non-GAAP Financial Measures see pages 7-9.            

2    Includes lease termination fees of $11.0 million and $8.0 million for the three months ended March 31, 2017 and 2016.         

3    Adjustments include $13.6 million and $40.3 million condominium NOI in 2017 and 2016 respectively from Company NOI.

4    Company NOI and Company EBITDA exclude the periodic effects of Sold Interests. See Glossary of Terms on page 30.            

5    Adjustments include $13.6 million and $40.3 million condominium NOI in 2017 and 2016 respectively, $13 million gain on sales of Seritage stock in the prior year, and $7.5 million G&A savings in the prior year from Company EBITDA.

6    Company FFO includes the periodic effects of Sold Interests. See Glossary of Terms on page 30.

7    FFO is presented in accordance with the NAREIT definition of FFO.

4

NON-GAAP PROPORTIONATE FINANCIAL INFORMATION Proportionate Assets, Liabilities and Equity¹ (In thousands)

	As of March 31, 2017						As of December 31, 2016
	Noncontrolling Interests 2			Unconsolidated Properties 2			Noncontrolling Interests 2			Unconsolidated Properties 2
Assets:
Investment in real estate:
Land	$	(28,246	)	$	2,185,530		$	(36,830	)	$	2,181,417
Buildings and equipment	(201,786		)	8,185,557			(206,810		)	8,191,356
Less accumulated depreciation	27,271			(1,703,092		)	38,785			(1,648,775		)
Construction in progress	(219		)	192,280			(128		)	174,684
Net property and equipment	(202,980		)	8,860,275			(204,983		)	8,898,682
Investment in and loans to/from Unconsolidated Real Estate Affiliates	—			(3,691,240		)	—			(3,688,993		)
Net investment in real estate	(202,980		)	5,169,035			(204,983		)	5,209,689
Cash and cash equivalents	(6,060		)	244,674			(4,373		)	237,923
Accounts receivable, net	(3,856		)	473,903			(3,484		)	322,387
Notes receivable, net	(153		)	4,384			(109		)	4,400
Deferred expenses, net	(5,834		)	219,796			(2,866		)	192,759
Prepaid expenses and other assets	(10,110		)	234,040			(8,550		)	199,100
Total assets	$	(228,993	)	$	6,345,832		$	(224,365	)	$	6,166,258
Liabilities:
Mortgages, notes and loans payable	$	(181,599	)	$	5,900,015		$	(181,775	)	$	5,854,328
Investment in Unconsolidated Real Estate Affiliates	—			(45,733		)	—			(39,506		)
Accounts payable and accrued expenses	(15,013		)	491,223			(9,007		)	351,122
Dividend payable	—			—			—			—
Deferred tax liabilities	—			327			—			314
Junior Subordinated Notes	—			—			—			—
Total liabilities	(196,612		)	6,345,832			(190,782		)	6,166,258
Redeemable noncontrolling interests:
Preferred	—			—			—			—
Common	—			—			—			—
Total redeemable noncontrolling interests	—			—			—			—
Equity:
Preferred stock	—			—			—			—
Stockholders' equity	—			—			—			—
Noncontrolling interests in consolidated real estate affiliates	(32,381		)	—			(33,583		)	—
Noncontrolling interests related to Long-Term Incentive Plan Common Units	—			—			—			—
Total equity	(32,381		)	—			(33,583		)	—
Total liabilities, redeemable noncontrolling interests and equity	$	(228,993	)	$	6,345,832		$	(224,365	)	$	6,166,258

1 The Company's proportionate share of assets, liabilities and equity can be calculated using the consolidated information from page 2 combined with the columns above.

2 See Non-GAAP Supplemental Financial Measures and Definitions: Proportionate or At Share Basis on page ER5 for discussion on how this column is derived.

5

NON-GAAP PROPORTIONATE FINANCIAL INFORMATION Company NOI, EBITDA and FFO¹ For the Three Months Ended March 31, 2017 and 2016 (In thousands)

	Three Months Ended March 31, 2017												Three Months Ended March 31, 2016
	Noncontrolling Interests 2			Unconsolidated Properties 2			Sold Interests3			Adjustments 4			Noncontrolling Interests 2			Unconsolidated Properties 2			Sold Interests3			Adjustments4
Property revenues:
Minimum rents 5	$	(5,076	)	$	157,267		$	1		$	8,337		$	(3,498	)	$	136,012		$	(17,127	)	$	3,338
Tenant recoveries	(2,066		)	62,212			—			—			(1,599		)	58,735			(6,065		)	—
Overage rents	(68		)	3,085			—			—			(99		)	3,793			(494		)	—
Other revenue	(202		)	6,349			(1		)	—			(199		)	5,982			(727		)	—
Condominium sales	—			48,493			—			—			—			141,419			—			—
Total property revenues	(7,412		)	277,406			—			8,337			(5,395		)	345,941			(24,413		)	3,338
Property operating expenses:
Real estate taxes	(751		)	18,253			—			(1,490		)	(780		)	15,729			(1,195		)	(1,490		)
Property maintenance costs	(91		)	5,734			—			—			(86		)	5,432			(481		)	—
Marketing	(18		)	2,369			—			—			(14		)	4,413			(20		)	—
Other property operating costs	(826		)	27,004			(3		)	(999		)	(583		)	25,592			(2,630		)	(1,013		)
Provision for doubtful accounts	(6		)	1,074			(110		)	—			(7		)	1,969			(165		)	—
Condominium cost of sales	—			36,878			—			—			—			105,195			—			—
Total property operating expenses	(1,692		)	91,312			(113		)	(2,489		)	(1,470		)	158,330			(4,491		)	(2,503		)
NOI	$	(5,720	)	$	186,094		$	113		$	10,826		$	(3,925	)	$	187,611		$	(19,922	)	$	5,841
Management fees and other corporate revenues	—			48			—			—			—			—			—			—
Property management and other costs 6	227			(9,320		)	(5		)	—			151			(8,665		)	22			—
General and administrative	—			(200		)	—			—			—			(94		)	115			—
EBITDA	$	(5,493	)	$	176,622		$	108		$	10,826		$	(3,774	)	$	178,852		$	(19,785	)	$	5,841
Depreciation on non-income producing assets 7	—			—			—			—			—			—			—			—
Investment income, net	363			(9,221		)	—			(205		)	386			706			(3		)	(205		)
Preferred unit distributions 8	—			—			—			—			—			—			—			—
Preferred stock dividends	—			—			—			—			—			—			—			—
Interest expense:
Mark-to-market adjustments on debt	—			90			—			(1,211		)	—			87			—			(294		)
Interest on existing debt	2,100			(60,158		)	—			—			1,439			(54,775		)	5,915			—
Gain on foreign currency	—			—			—			(3,183		)	—			—			—			(8,936		)
Provision for loan loss	—			—			—			—			—			—			—			28,549
(Provision for) benefits from income taxes	19			(139		)	—			—			16			(84		)	—			(5,079		)
FFO from sold interests	—			—			(108		)	—			—			—			13,873			(384		)
FFO	$	(3,011	)	$	107,194		$	—		$	6,227		$	(1,933	)	$	124,786		$	—		$	19,492

1. For the Reconciliation of GAAP to Non-GAAP Financial Measures see pages 7-9.

2. See Non-GAAP Supplemental Financial Measures and Definitions: Proportionate or At Share Basis on page ER5 for discussion on how this column is derived.

3. Sold interests include reclassification of operations related to full or partial reductions in ownership as a result of sales or other transactions.

4. Adjustments primarily relate to: straight-line rent, above/below market lease amortization, amortization of real estate tax stabilization agreement, gain/loss on foreign currency, gain on debt extinguishment, and other items. For full discussion of the purpose and use of these adjustments see Non-GAAP Supplemental Financial Measures and Definitions in pages ER5 to ER7.

5. Adjustments include amounts for straight-line rent of $1,376 and ($7,061) and above/below market lease amortization of $6,961 and $10,399 for the three months ended March 31, 2017 and 2016, respectively.

6. Unconsolidated amounts include our share of management fees paid by these properties. Revenues associated with these fees are included in consolidated management fees and other corporate revenues.

7. Consolidated amounts for depreciation on non-income producing assets are $4,319 and $3,110 for the three months ended March 31, 2017 and 2016, respectively.

8. Consolidated amounts for preferred unit distributions are $2,131 and $2,201 for the three months ended March 31, 2017 and 2016, respectively.

6

NON-GAAP PROPORTIONATE FINANCIAL INFORMATION Reconciliation of GAAP to Non-GAAP Financial Measures (In thousands, except per share)

		Three Months Ended
		March 31, 2017			March 31, 2016
Reconciliation of GAAP Operating Income to Company Same Store NOI
Operating Income		$	192,869		$	173,980
Gain on sales of investment properties 1		(1,212		)	—
Depreciation and amortization		170,298			160,671
Provision for loan loss 2		—			36,069
Provision for impairment		—			40,705
General and administrative		14,683			13,427
Property management and other costs		41,114			30,745
Management fees and other corporate revenues		(28,143		)	(33,741		)
	Consolidated Properties	389,609			421,856
	Noncontrolling interest in NOI of Consolidated Properties 6	(5,720		)	(3,925		)
	NOI of sold interests 5, 6	113			(19,922		)
	Unconsolidated Properties 6	186,094			187,611
	Proportionate NOI	570,096			585,620
Company adjustments: 3
	Minimum rents 4	8,337			3,338
	Real estate taxes	1,490			1,490
	Property operating expenses	999			1,013
Company NOI		580,922			591,461
Less Company Non-Same Store NOI		20,253			44,577
Company Same Store NOI		$	560,669		$	546,884
Reconciliation of GAAP Net Income Attributable to GGP to Company EBITDA
Net Income Attributable to GGP		$	107,160		$	191,780
Allocation to noncontrolling interests		3,209			3,557
Gain on sales of investment properties 1		(1,212		)	—
Gains from changes in control of investment properties and other		—			(74,555		)
Unconsolidated Real Estate Affiliates - gain on investment		—			(14,914		)
Equity in income of Unconsolidated Real Estate Affiliates		(33,214		)	(57,491		)
Provision for loan loss 2		—			36,069
Provision for impairment		—			40,705
Provision for income taxes		4,510			2,920
Gain on foreign currency		(3,183		)	(8,936		)
Interest expense		132,323			147,677
Interest and dividend income		(17,936		)	(16,058		)
Depreciation and amortization		170,298			160,671
	Consolidated Properties	361,955			411,425
	Noncontrolling interest in EBITDA of Consolidated Properties	(5,493		)	(3,774		)
	EBITDA of sold interests	108			(19,785		)
	Unconsolidated Properties	176,622			178,852
	Proportionate EBITDA	533,192			566,718
Company adjustments: 3
	Minimum rents	8,337			3,338
	Real estate taxes	1,490			1,490
	Property operating expenses	999			1,013
Company EBITDA		$	544,018		$	572,559

7

NON-GAAP PROPORTIONATE FINANCIAL INFORMATION Reconciliation of GAAP to Non-GAAP Financial Measures (In thousands, except per share)

		Three Months Ended
		March 31, 2017			March 31, 2016
Reconciliation of GAAP Net Income Attributable to GGP to Company FFO
Net Income Attributable to GGP		$	107,160		$	191,780
Redeemable noncontrolling interests		830			1,525
Provision for impairment excluded from FFO		—			40,705
Noncontrolling interests in depreciation of Consolidated Properties		(2,776		)	(2,115		)
Unconsolidated Real Estate Affiliates - gain on investment		—			(14,914		)
Gain on sales of investment properties 1		(1,212		)	—
Preferred stock dividends		(3,984		)	(3,984		)
Gains from changes in control of investment properties and other		—			(74,555		)
Depreciation and amortization of capitalized real estate costs - Consolidated Properties		165,979			157,561
Depreciation and amortization of capitalized real estate costs - Unconsolidated Properties		73,993			67,308
	FFO	339,990			363,311
Company adjustments: 3
	Minimum rents 4	8,337			3,338
	Property operating expenses	1,490			1,490
	Property management and other costs	999			1,013
	Investment income, net	(205		)	(205		)
	Market rate adjustments	(1,211		)	(294		)
	Provision for loan loss 2	—			28,549
	Gain on foreign currency	(3,183		)	(8,936		)
	Provision for income taxes	—			(5,079		)
	FFO from sold interests 5	—			(384		)
Company FFO		$	346,217		$	382,803
Reconciliation of GAAP Equity in Income of Unconsolidated Real Estate Affiliates to Equity in NOI of Unconsolidated Properties
Equity in income of Unconsolidated Real Estate Affiliates		$	33,214		$	57,491
Other, including gain on sales of investment properties		(13		)	(13		)
Depreciation and amortization of capitalized real estate costs		73,993			67,308
FFO of Unconsolidated Properties		107,194			124,786
	Provision for income taxes	139			84
	Net interest expense	69,289			53,982
	EBITDA	176,622			178,852
	General and administrative and provisions for impairment	200			94
	Net property management fees and costs	9,272			8,665
Equity in NOI of Unconsolidated Properties:		$	186,094		$	187,611

8

NON-GAAP PROPORTIONATE FINANCIAL INFORMATION Reconciliation of GAAP to Non-GAAP Financial Measures (In thousands, except per share)

		Three Months Ended
		March 31, 2017			March 31, 2016
Reconciliation of Net Income Attributable to GGP per diluted share to Company FFO per diluted share
Net Income Attributable to GGP per diluted share		$	0.11		$	0.20
Preferred stock dividends		—			—
Net income attributable to common stockholders per diluted share		0.11			0.20
Redeemable noncontrolling interests		—			—
Provision for impairment excluded from FFO		—			0.04
Unconsolidated Real Estate Affiliates - gain on investment		—			(0.02		)
Gains from changes in control of investment properties and other		—			(0.08		)
Depreciation and amortization of capitalized real estate costs		0.25			0.24
FFO per diluted share		0.36			0.38
Company adjustments: 3
	Straight-line rent	0.01			—
	Loan loss provision	—			0.03
	Gain on foreign currency	(0.01		)	(0.01		)
Company FFO per diluted share		$	0.36		$	0.40

1. Amounts included in Consolidated GAAP other revenues but excluded from FFO.

2. This provision relates to the note associated with our sale of our interest in Aliansce in 2013. In the three months ended March 31, 2016, we wrote down the principal balance by $28.5 million and reserved $7.5 million accrued interest to date, the interest portion impacts Company FFO.

3. Adjustments primarily relate to: straight-line rent, above/below market lease amortization, amortization of real estate tax stabilization agreement, gain/loss on foreign currency, gain on extinguishment of debt, and other non-comparable items. For full discussion of the purpose and use of these adjustments see Non-GAAP Supplemental Financial Measures and Definitions in pages ER5 to ER7.

4. Adjustments include amounts for straight-line rent of $1,376 and ($7,061) and above/below market lease amortization of $6,961 and $10,399 for the three months ended March 31, 2017 and 2016, respectively.

5. Sold interests include reclassification of operations related to full or partial reductions in ownership as a result of sales or other transactions.

6. Refer to page 6 for NOI, EBITDA and FFO.

9

DEBT

DEBT Summary, at Share As of March 31, 2017 (In thousands)

					Maturities1
	Interest Rate	Proportionate Balance		Average Remaining Term (Years)	2017			2018			2019			2020			2021			2022			Subsequent			Total
Fixed Rate
Property Level Consolidated	4.43%	$10,044,242		5.6	$	—		$	118,892		$	493,457		$	1,476,314		$	1,368,776		$	1,281,091		$	4,431,065		$	9,169,595
Property Level Unconsolidated	4.23%	4,604,038		5.3	20,273			186,862			607,145			619,639			272,361			1,133,000			1,545,611			4,384,891
Total Fixed Rate	4.36%	$	14,648,280	5.5	$	20,273		$	305,754		$	1,100,602		$	2,095,953		$	1,641,137		$	2,414,091		$	5,976,676		$	13,554,486
Variable Rate
Property Level Consolidated	2.62%	$	2,008,926	3.4	$	—		$	213,425		$	395,500		$	—		$	1,318,356		$	—		$	—		$	1,927,281
Property Level Unconsolidated	3.63%	1,373,380		2.7	—			—			604,084			738,822			30,000			—			—			1,372,906
Junior Subordinated Notes Due 2036	2.49%	206,200		19.1	—			—			—			—			—			—			206,200			206,200
Corporate Revolver	2.18%	240,000		3.6	—			—			—			240,000			—			—			—			240,000
Total Variable Rate	2.95%	$	3,828,506	4.0	$	—		$	213,425		$	999,584		$	978,822		$	1,348,356		$	—		$	206,200		$	3,746,387
Total	4.07%	$	18,476,786	5.2	$	20,273		$	519,179		$	2,100,186		$	3,074,775		$	2,989,493		$	2,414,091		$	6,182,876		$	17,300,873
		Weighted average interest rate			3.86		%	3.42		%	4.02		%	3.76		%	4.01		%	4.36		%	4.20		%
		Total Amortization			$	131,230		$	196,275		$	201,365		$	197,423		$	152,403		$	120,424		$	176,793		$	1,175,913
																	Total Maturities and Amortization2,3									$	18,476,786

1. Assumes that all maturity extensions are exercised.

2. Reconciliation to GGP Proportionate Mortgages, Notes, and Loans Payable:                    

Total Maturities and Amortization, from above	$	18,476,786
Debt related to solar projects and other	40,255
Proportionate Portfolio Debt	18,517,041
Miami Design District cost method investment	(81,642		)
Debt transferred to special servicer	144,451
Partner share of Riverchase	(54,063		)
Market rate adjustments, net	25,647
Deferred financing costs, net	(59,159		)
Junior Subordinated Notes Due 2036	(206,200		)
Proportionate Mortgages, Notes and Loans Payable	18,286,075
GGP Share of Unconsolidated Real Estate Affiliaties	(5,900,015		)
Noncontrolling Interests	181,599
Consolidated GAAP Mortgages, Notes and Loans Payable	$	12,567,659

3.    Reflects maturities and amortization for periods subsequent to March 31, 2017.

10

DEBT Detail, at Share¹ As of March 31, 2017 (In thousands)

									Amortization
Property	Own%	Proportionate Balance		Maturity Year 2	Balloon Pmt at Maturity		Interest Rate	Parent Recourse 3	2017		2018		2019		2020		2021		2022		Subsequent
Fixed Rate
Consolidated Property Level
The Gallery at Harborplace - Other	100%	$	2,751	2018	$	190	6.05%	No	$	1,625	$	936	$	—	$	—	$	—	$	—	$	—
Hulen Mall	100%	122,390		2,018	118,702		4.25%	No	1,806		1,882		—		—		—		—		—
Governor's Square	100%	68,378		2019	66,488		6.69%	No	783		1,107		—		—		—		—		—
Oak View Mall	100%	76,584		2019	74,467		6.69%	No	877		1,240		—		—		—		—		—
Coronado Center	100%	188,720		2019	180,278		3.50%	Yes - Partial	3,074		4,258		1,110		—		—		—		—
Park City Center	100%	180,094		2019	172,224		5.34%	No	2,589		3,666		1,615		—		—		—		—
Fashion Place	100%	226,730		2020	226,730		3.64%	No	—		—		—		—		—		—		—
Mall St. Matthews	100%	183,654		2020	170,305		2.72%	No	3,044		4,181		4,297		1,827		—		—		—
Town East Mall	100%	160,270		2020	160,270		3.57%	No	—		—		—		—		—		—		—
Tucson Mall	100%	246,000		2020	246,000		4.01%	No	—		—		—		—		—		—		—
Visalia Mall	100%	74,000		2020	74,000		3.71%	No	—		—		—		—		—		—		—
Tysons Galleria	100%	304,762		2020	282,081		4.06%	No	4,681		6,528		6,802		4,670		—		—		—
The Mall In Columbia	100%	340,581		2020	316,928		3.95%	No	4,923		6,794		7,067		4,869		—		—		—
Northridge Fashion Center	100%	227,755		2021	207,503		5.10%	No	3,453		4,871		5,129		5,369		1,430		—		—
Deerbrook Mall	100%	140,119		2021	127,934		5.25%	No	2,070		2,928		3,087		3,236		864		—		—
White Marsh Mall	100%	190,000		2021	190,000		3.66%	No	—		—		—		—		—		—		—
Park Place	100%	182,063		2021	165,815		5.18%	No	2,704		3,821		4,026		4,217		1,480		—		—
Providence Place	94%	330,040		2021	302,577		5.65%	No	4,526		6,434		6,813		7,162		2,528		—		—
Fox River Mall	100%	171,300		2021	156,373		5.46%	No	2,412		3,422		3,616		3,796		1,681		—		—
Oxmoor Center	94%	82,026		2021	74,781		5.37%	No	1,173		1,662		1,755		1,841		814		—		—
Rivertown Crossings	100%	154,787		2021	141,356		5.52%	No	2,169		3,077		3,254		3,417		1,514		—		—
Westlake Center - Land	100%	2,437		2021	2,437		12.90%	Yes - Full	—		—		—		—		—		—		—
Bellis Fair	100%	86,229		2022	77,060		5.23%	No	1,262		1,786		1,883		1,973		2,092		173		—
The Shoppes at Buckland Hills	100%	120,237		2022	107,820		5.19%	No	1,680		2,375		2,503		2,621		2,779		459		—
The Gallery at Harborplace	100%	76,126		2022	68,096		5.24%	No	1,042		1,474		1,555		1,628		1,728		603		—
The Streets at SoutHPoint	94%	233,466		2022	207,909		4.36%	No	3,423		4,744		4,955		5,175		5,405		1,855		—
Spokane Valley Mall	100%	58,073		2022	51,312		4.65%	No	874		1,228		1,287		1,342		1,414		616		—
Greenwood Mall	100%	63,000		2022	57,469		4.19%	No	419		1,054		1,100		1,140		1,197		621		—
North Star Mall	100%	311,081		2022	270,113		3.93%	No	5,212		7,256		7,551		7,825		8,175		4,949		—
Coral Ridge Mall	100%	107,983		2022	98,394		5.71%	No	1,158		1,623		1,718		1,819		1,925		1,346		—
The Oaks Mall	100%	128,789		2022	112,842		4.55%	No	1,929		2,706		2,833		2,951		3,106		2,422		—
Westroads Mall	100%	145,467		2022	127,455		4.55%	No	2,180		3,056		3,200		3,333		3,508		2,735		—
Coastland Center	100%	119,277		2022	102,621		3.76%	No	2,025		2,812		2,922		3,023		3,152		2,722		—
Pecanland Mall	100%	86,807		2023	75,750		3.88%	No	1,256		1,749		1,819		1,882		1,967		2,045		339
Crossroads Center (MN)	100%	98,666		2023	83,026		3.25%	No	1,781		2,459		2,541		2,617		2,713		2,804		725
Cumberland Mall	100%	160,000		2023	160,000		3.67%	No	—		—		—		—		—		—		—
The Woodlands	100%	244,288		2023	207,057		5.04%	No	3,938		5,484		5,767		6,064		6,377		6,706		2,895
Meadows Mall	100%	149,652		2023	118,726		3.96%	No	3,299		4,582		4,770		4,950		5,168		5,379		2,778
Oglethorpe Mall	100%	150,000		2023	136,166		3.90%	No	—		1,059		2,648		2,739		2,865		2,981		1,542
Prince Kuhio Plaza	100%	42,086		2023	35,974		4.10%	No	648		903		942		977		1,023		1,067		552
Augusta Mall	100%	170,000		2,023	170,000		4.36%	No	—		—		—		—		—		—		—
Staten Island Mall	100%	246,843		2023	206,942		4.77%	No	4,061		5,643		5,918		6,207		6,510		6,827		4,735
Stonestown Galleria	100%	180,000		2023	164,720		4.39%	No	—		462		2,871		2,979		3,137		3,279		2,552

11

DEBT Detail, at Share¹ As of March 31, 2017 (In thousands)

									Amortization
Property	Own%	Proportionate Balance		Maturity Year 2	Balloon Pmt at Maturity		Interest Rate	Parent Recourse 3	2017		2018		2019		2020		2021		2022		Subsequent
Boise Towne Square	100%	127,053		2023	106,372		4.79%	No	2,073		2,880		3,021		3,169		3,324		3,487		2,727
The Crossroads (MI)	100%	94,617		2023	80,833		4.42%	No	1,342		1,881		1,967		2,046		2,151		2,249		2,148
Jordan Creek Town Center	100%	208,345		2024	177,448		4.37%	No	2,970		4,160		4,348		4,520		4,749		4,963		5,187
Woodbridge Center	100%	250,000		2024	220,726		4.80%	No	2,395		3,777		3,964		4,128		4,367		4,584		6,059
The Maine Mall	100%	235,000		2024	235,000		4.66%	No	—		—		—		—		—		—		—
Baybrook Mall	100%	244,896		2024	212,423		5.52%	No	2,715		3,798		4,013		4,240		4,480		4,734		8,493
The Parks Mall at Arlington	100%	244,942		2024	212,687		5.57%	No	2,692		3,767		3,983		4,210		4,451		4,705		8,447
Beachwood Place	100%	220,000		2025	184,350		3.94%	No	2,922		4,032		4,194		4,362		4,537		4,719		10,884
Pembroke Lakes Mall	100%	260,000		2025	260,000		3.56%	No	—		—		—		—		—		—		—
Valley Plaza Mall	100%	240,000		2025	206,847		3.75%	No	—		3,167		4,410		4,556		4,757		4,941		11,322
Willowbrook Mall	100%	360,000		2025	360,000		3.55%	No	—		—		—		—		—		—		—
Boise Towne Plaza	100%	19,467		2025	16,006		4.13%	No	262		366		382		396		415		433		1,207
Paramus Park	100%	120,000		2025	120,000		4.07%	No	—		—		—		—		—		—		—
Glenbrook Square	100%	162,000		2025	137,791		4.27%	No	222		2,634		2,750		2,852		2,997		3,130		9,624
Peachtree Mall	100%	78,897		2025	59,269		3.94%	No	1,436		1,996		2,077		2,153		2,249		2,341		7,376
North Point Mall	100%	250,000		2026	218,205		4.54%	No	—		—		984		4,050		4,237		4,434		18,090
The Shops at La Cantera	75%	262,500		2027	262,500		3.60%	No	—		—		—		—		—		—		—
Providence Place - Other	94%	33,014		2028	2,247		7.75%	No	1,897		1,825		1,740		1,878		2,027		2,188		19,212
Consolidated Property Level		$	10,044,242		$	9,169,595	4.43%		$	99,022	$	143,545	$	145,187	$	144,209	$	119,293	$	96,497	$	126,894
Unconsolidated Property Level
The Shops at Bravern	40%	$	20,273	2017	$	20,273	3.86%	No	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Plaza Frontenac	55%	28,600		2018	28,600		3.04%	No	—		—		—		—		—		—		—
Saint Louis Galleria	74%	158,262		2018	158,262		3.44%	No	—		—		—		—		—		—		—
The Grand Canal Shoppes	50%	313,125		2019	313,125		4.24%	No	—		—		—		—		—		—		—
First Colony Mall	50%	88,776		2019	84,321		4.50%	No	1,241		1,720		1,494		—		—		—		—
Natick Mall	50%	219,899		2019	209,699		4.60%	No	2,838		3,939		3,423		—		—		—		—
Oakbrook Center	48%	202,725		2020	202,725		3.66%	No	—		—		—		—		—		—		—
Christiana Mall	50%	115,029		2020	108,697		5.10%	No	1,283		1,816		1,913		1,320		—		—		—
Water Tower Place	47%	178,292		2020	171,026		4.35%	No	1,456		2,024		2,124		1,662		—		—		—
Kenwood Towne Centre	70%	149,002		2020	137,191		5.37%	No	2,211		3,131		3,306		3,163		—		—		—
Whaler's Village	50%	40,000		2021	40,000		5.42%	No	—		—		—		—		—		—		—
Shops at Merrick Park	55%	93,349		2021	85,797		5.73%	No	1,270		1,808		1,916		2,015		543		—		—
Willowbrook Mall (TX)	50%	97,602		2021	88,965		5.13%	No	1,470		2,077		2,188		2,291		611		—		—
Northbrook Court	50%	62,849		2021	56,811		4.25%	No	909		1,259		1,313		1,370		1,187		—		—
Fashion Show - Other	50%	1,859		2021	788		6.06%	Yes - Full	155		219		232		247		218		—		—
Ala Moana Center	63%	875,000		2022	875,000		4.23%	No	—		—		—		—		—		—		—
Florence Mall	50%	45,000		2022	45,000		4.15%	No	—		—		—		—		—		—		—
Clackamas Town Center	50%	108,000		2022	108,000		4.18%	No	—		—		—		—		—		—		—
Bridgewater Commons	35%	105,000		2022	105,000		3.34%	No	—		—		—		—		—		—		—
The Shoppes at River Crossing	50%	38,675		2023	35,026		3.75%	No	—		510		711		734		767		796		131
Carolina Place	50%	86,346		2023	75,542		3.84%	No	1,170		1,630		1,694		1,752		1,831		1,903		824
Union Square Portfolio	50%	25,000		2023	25,000		5.12%	No	—		—		—		—		—		—		—
Galleria at Tyler	50%	91,277		2023	76,716		5.05%	No	1,426		1,987		2,089		2,197		2,311		2,430		2,121

12

DEBT Detail, at Share¹ As of March 31, 2017 (In thousands)

									Amortization
Property	Own%	Proportionate Balance		Maturity Year 2	Balloon Pmt at Maturity		Interest Rate	Parent Recourse 3	2017		2018		2019		2020		2021		2022		Subsequent
Park Meadows	35%	126,000		2023	112,734		4.60%	No	—		1,996		2,091		2,189		2,292		2,400		2,298
Stonebriar Centre	50%	140,000		2024	120,886		4.05%	No	805		2,477		2,579		2,686		2,797		2,912		4,858
Fashion Show	50%	417,500		2024	417,500		4.03%	No	—		—		—		—		—		—		—
Pinnacle Hills Promenade	50%	58,741		2025	48,805		4.13%	No	821		1,146		1,195		1,240		1,299		1,355		2,880
Altamonte Mall	50%	80,000		2025	69,045		3.72%	No	—		1,062		1,478		1,526		1,593		1,654		3,642
Alderwood	50%	171,596		2025	138,693		3.48%	No	2,626		3,638		3,769		3,888		4,043		4,188		10,751
Towson Town Center	35%	113,761		2025	97,713		3.82%	No	—		680		2,093		2,175		2,259		2,347		6,494
Perimeter Mall	50%	137,500		2026	137,500		3.96%	No	—		—		—		—		—		—		—
Glendale Galleria	50%	215,000		2026	190,451		4.06%	No	—		—		—		922		3,785		3,942		15,900
Unconsolidated Property Level		$	4,604,038		$	4,384,891	4.23%		$	19,681	$	33,119	$	35,608	$	31,377	$	25,536	$	23,927	$	49,899
Total Fixed Rate Debt		$	14,648,280		$	13,554,486	4.36%		$	118,703	$	176,664	$	180,795	$	175,586	$	144,829	$	120,424	$	176,793
Variable Rate
Consolidated Property Level
Columbia Mall	100%	$	100,000	2018	$	100,000	Libor + 175 bps	Yes - Full	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Market Place Shopping Center	100%	113,425		2018	113,425		Libor + 240 bps	No	—		—		—		—		—		—		—
Lynnhaven Mall	100%	235,000		2019	235,000		Libor + 185 bps	No	—		—		—		—		—		—		—
830 North Michigan	100%	85,000		2019	85,000		Libor + 160 bps	No	—		—		—		—		—		—		—
Westlake Center	100%	42,500		2019	42,500		Libor + 230 bps	No	—		—		—		—		—		—		—
200 Lafayette	100%	33,000		2019	33,000		Libor + 250 bps	No	—		—		—		—		—		—		—
Brass Mill Center 4	100%	66,779		2021	62,884		Libor + 175 bps	Yes - Partial	587		924		981		1,042		361		—		—
Columbiana Centre 4	100%	124,871		2021	117,588		Libor + 175 bps	Yes - Partial	1,096		1,728		1,835		1,948		676		—		—
Eastridge (WY) 4	100%	43,433		2021	40,900		Libor + 175 bps	Yes - Partial	381		601		638		678		235		—		—
Grand Teton Mall 4	100%	45,605		2021	42,945		Libor + 175 bps	Yes - Partial	401		631		670		711		247		—		—
Mayfair 4	100%	349,095		2021	328,736		Libor + 175 bps	Yes - Partial	3,065		4,831		5,129		5,445		1,889		—		—
Mondawmin Mall 4	100%	85,526		2021	80,539		Libor + 175 bps	Yes - Partial	749		1,184		1,257		1,334		463		—		—
North Town Mall 4	100%	86,866		2021	81,801		Libor + 175 bps	Yes - Partial	762		1,202		1,276		1,355		470		—		—
Oakwood 4	100%	71,231		2021	67,077		Libor + 175 bps	Yes - Partial	625		986		1,047		1,111		385		—		—
Oakwood Center 4	100%	87,138		2021	82,056		Libor + 175 bps	Yes - Partial	766		1,206		1,280		1,359		471		—		—
Pioneer Place 4	100%	127,585		2021	120,145		Libor + 175 bps	Yes - Partial	1,119		1,766		1,875		1,990		690		—		—
Red Cliffs Mall 4	100%	31,310		2021	29,484		Libor + 175 bps	Yes - Partial	276		433		460		488		169		—		—
River Hills Mall 4	100%	71,272		2021	67,116		Libor + 175 bps	Yes - Partial	625		986		1,047		1,112		386		—		—
Sooner Mall 4	100%	72,149		2021	67,942		Libor + 175 bps	Yes - Partial	634		998		1,060		1,125		390		—		—
Southwest Plaza 4	100%	115,967		2021	109,204		Libor + 175 bps	Yes - Partial	1,018		1,605		1,704		1,809		627		—		—
The Shops at Fallen Timbers 4	100%	21,174		2021	19,939		Libor + 175 bps	Yes - Partial	186		293		311		330		115		—		—
Consolidated Property Level		$	2,008,926		$	1,927,281	2.62%		$	12,290	$	19,374	$	20,570	$	21,837	$	7,574	$	—	$	—
Unconsolidated Property Level
Ala Moana Construction Loan 5	63%	$	257,916	2019	$	257,916	Libor + 190 bps	Yes - Partial	$	—	$	—	$	—	$	—	$	—	$	—	$	—
685 Fifth Avenue	50%	170,000		2019	170,000		Libor + 275 bps	No	—		—		—		—		—		—		—
Miami Design District	15%	81,642		2019	81,642		Libor + 250 bps	No	—		—		—		—		—		—		—
530 Fifth Avenue Senior	50%	95,000		2019	94,526		Libor + 325 bps	No	237		237		—		—		—		—		—
Bayside Marketplace	51%	127,500		2020	127,500		Libor + 205 bps	No	—		—		—		—		—		—		—
Baybrook LPC Construction Loan 6	53%	59,314		2020	59,314		Libor + 200 bps	Yes - Partial	—		—		—		—		—		—		—
730 Fifth Avenue 7	37%	457,750		2020	457,750		Libor + 263 bps	No	—		—		—		—		—		—		—
Park Lane Construction Loan 8	50%	94,258		2020	94,258		Libor + 325 bps	Yes - Partial	—		—		—		—		—		—		—
85 Fifth Avenue	50%	30,000		2021	30,000		Libor + 275 bps	No	—		—		—		—		—		—		—
Unconsolidated Property Level		$	1,373,380		$	1,372,906	3.63%		$	237	$	237	$	—	$	—	$	—	$	—	$	—

13

DEBT Detail, at Share¹ As of March 31, 2017 (In thousands)

									Amortization
Property	Own%	Proportionate Balance		Maturity Year 2	Balloon Pmt at Maturity		Interest Rate	Parent Recourse 3	2017		2018		2019		2020		2021		2022		Subsequent
Consolidated Corporate
Junior Subordinated Notes Due 2036	100%	$	206,200	2036	$	206,200	Libor + 145 bps	Yes - Full	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Corporate Revolver	100%	$	240,000	2020	$	240,000	Libor + 133 bps	Yes - Full	—		—		—		—		—		—		—
Consolidated Corporate		$	446,200		$	446,200	2.32%		$	—	$	—	$	—	$	—	$	—	$	—	$	—
Total Variable Rate Debt		$	3,828,506		$	3,746,387	2.95%		$	12,527	$	19,611	$	20,570	$	21,837	$	7,574	$	—	$	—
Total 9		$	18,476,786		$	17,300,873	4.07%		$	131,230	$	196,275	$	201,365	$	197,423	$	152,403	$	120,424	$	176,793

1. Proportionate share for Consolidated Properties presented exclusive of non-controlling interests.

2. Assumes that all maturity extensions are exercised.

3. Total recourse to GGP or its subsidiaries of approximately $1.3 billion, excluding the corporate revolver.

4. Properties provide mortgage collateral as guarantors for $1.4 billion corporate borrowing and are cross collateralized.

5. Reflects the amount drawn as of March 31, 2017 on the $430.0 million construction loan ($268.8 million at share).

6. Reflects the amount drawn as of March 31, 2017 on the $126.0 million construction loan ($66.8 million at share).

7. Per the joint venture agreement approximately $915 million of the total property debt is associated with the retail units and approximately $335 million is associated with the upper units. GGP owns a 50% equity interest in the retail units, and as a result GPP's pro rata share of the property debt is approximately $458 million or 37%.

8. Reflects the amount drawn as of March 31, 2017 on the $460.0 million construction loan ($230.0 million at share).

9. Reflects amortization for the period subsequent to March 31, 2017.

14

Portfolio Operating Metrics

SAME STORE PORTFOLIO OPERATING METRICS Key Operating Performance Indicators As of and for the Three Months Ended March 31, 2017 (GLA in thousands)

GLA Summary
	Number of Properties	Mall and Freestanding	Anchor (GGP Owned)	Anchor (Tenant Owned)	Total Retail Property	Strip Center	Office	Total	Total at Share 1	% Leased
Consolidated Retail Properties	84	36,640	12,288	32,788	81,716	1,200	854	83,770	50,491	96.0	%
Unconsolidated Retail Properties	40	18,803	5,079	13,923	37,805	464	1,506	39,775	12,729	95.8	%
Same Store Retail Properties2	124	55,444	17,366	46,711	119,521	1,664	2,360	123,544	63,220	95.9	%
Non-Same Store Retail Properties	3	601	115	905	1,622	—	—	1,622	699	95.8	%
Total Retail Properties	127	56,045	17,482	47,616	121,142	1,664	2,360	125,166	63,919	95.7	%
Non-Same Store Other Retail	1	256	—	—	256	—	—	256	90	99.5	%
Total Real Estate	128	56,301	17,482	47,616	121,398	1,664	2,360	125,422	64,009	95.7	%

Same Store Operating Metrics2
					In-Place Rent				Tenant Sales 3				Occupancy Cost		NOI Weighted SPSF 4		NOI Weighted Occupancy Cost 4
March 31, 2017	% Leased		% Occupied		<10K SF		All Less Anchors		<10K SF		All Less Anchors		<10K SF		<10K SF		<10K SF
Consolidated Retail Properties	96.0	%	94.8	%	$	65.33	$	51.47	$	509	$	12,175	14.1	%	$	561	14.2	%
Unconsolidated Retail Properties	95.8	%	94.6	%	102.25		84.51		754		9,126		13.8	%	959		15.8	%
Same Store Retail Properties	95.9	%	94.7	%	$	78.14	$	62.92	$	591	$	21,300	14.0	%	$	705	15.0	%
					In-Place Rent				Tenant Sales 3				Occupancy Cost		NOI Weighted SPSF 4		NOI Weighted Occupancy Cost 4
March 31, 2016	% Leased		% Occupied		<10K SF		All Less Anchors		<10K SF		All Less Anchors		<10K SF		<10K SF		<10K SF
Consolidated Retail Properties	95.9	%	95.2	%	$	64.84	$	51.77	$	512	$	12,171	13.9	%	$	561	14.0	%
Unconsolidated Retail Properties	96.7	%	95.7	%	98.83		82.82		739		8,933		13.4	%	928		14.5	%
Same Store Retail Properties	96.1	%	95.3	%	$	76.60	$	62.42	$	588	$	21,104	13.7	%	$	692	14.2	%

1. Total GLA at Share includes assets at GGP ownership percentages and excludes tenant owned area.

2. Same Store Metrics include all properties designated in the Property Schedule (pages 18-24) as "Total Same Store Retail Properties".

3. Tenant Sales <10K SF is presented as Sales per square foot in dollars, and Tenant Sales All Less Anchors is presented as total sales volume in millions of dollars.

4. These metrics are weighted based on the NOI contribution of the properties to provide a clearer picture of the quality of the portfolio.

15

SAME STORE PORTFOLIO OPERATING METRICS ¹ Signed Leases All Less Anchors As of March 31, 2017

	Leasing Activity - All Leases
	Trailing 12 Commencements
	# of Leases	SF	Term (in years)	Initial Rent PSF	Average Rent PSF
New and Renewal Leases	1,973	7,364,832	7.5	$58.02	$62.35
Percent in Lieu/Gross	344	1,582,144	4.9	N/A	N/A
Total Leases	2,317	8,946,976	7.1	$58.02	$62.35

	SUITE TO SUITE - Lease Spread 2,3
	New and Renewal Leases
	# of Leases	SF	Term (in years)	Initial Rent PSF	Average Rent PSF	Expiring Rent PSF	Initial Rent Spread			Average Rent Spread			NOI Weighted Spread 4
Trailing 12 Commencements	1,505	4,833,985	6.8	$63.60	$68.84	$57.53	$6.07	10.5	%	$11.31	19.7	%	15.5	%

1. Same Store Metrics include all properties designated in the Property Schedule (pages 18-24) as "Total Same Store Retail Properties".

2. Represents signed leases that have commenced in the specified period compared to expiring rent for the prior tenant in the same suite. New suites are within 10,000 SF of the expiring suites.

3. Represents leases where downtime between the new and previous tenant was less than 24 months.

4. These metrics are weighted based on the NOI contribution of the properties to provide a clearer picture of the quality of the portfolio.

16

SAME STORE PORTFOLIO OPERATING METRICS ¹ Lease Expiration Schedule and Top Ten Tenants

Lease Expiration Year	Number of Expiring Leases	Expiring GLA at 100% (in thousands)	Percent of Total	Expiring Rent (in thousands)		Expiring Rent ($psf)
Specialty Leasing	931	1,940	3.6%	$	42,419	$	21.86
2017	1,386	3,626	6.8%	229,565		63.31
2018	1,740	6,049	11.4%	359,581		59.45
2019	1,488	6,051	11.4%	334,953		55.35
2020	1,223	4,400	8.3%	256,351		58.26
2021	1,249	4,664	8.8%	295,856		63.44
2022	995	4,419	8.3%	259,979		58.83
2023	932	3,663	6.9%	275,651		75.25
2024	861	4,077	7.7%	311,788		76.48
2025	962	4,569	8.6%	353,849		77.45
Subsequent	1,478	9,734	18.3%	644,180		66.18
Total	13,245	53,192	100.0%	$	3,364,171	$	63.25
Vacant Space	807	2,251
Mall and Freestanding GLA	14,052	55,444

Top Ten Largest Tenants	Primary DBA	Percent of Minimum Rents, Tenant Recoveries and Other
L Brands, Inc	Victoria's Secret, Bath & Body Works, PINK, Henri Bendel	3.6%
Foot Locker, Inc	Footlocker, Champs Sports, Footaction USA, House of Hoops, SIX:02	2.8%
The Gap, Inc	Gap, Banana Republic, Old Navy, Athleta	2.7%
Forever 21 Retail, Inc	Forever 21	2.2%
Abercrombie & Fitch Stores, Inc	Abercrombie, Abercrombie & Fitch, Hollister	2.0%
Ascena Retail Group	Dress Barn, Justice, Lane Bryant, Maurices, Ann Taylor, Loft	1.7%
Signet Jewelers Limited	Zales, Gordon's, Kay, Jared	1.7%
Genesco Inc	Journeys, Lids, Underground Station, Johnston & Murphy	1.5%
Luxottica Group S.P.A.	Lenscrafters, Sunglass Hut, Pearle Vision	1.5%
Express, Inc	Express, Express Men	1.4%
Totals		21.1%

1. Same Store metrics include all properties designated in property schedule (pages 18-24) as "Total Same Store Retail Properties".

17

PORTFOLIO OPERATING METRICS Property Schedule As of March 31, 2017

Property Name	Anchors	Own %		Location	Mall and Freestanding GLA	Anchor GLA (GGP Owned)	Anchor GLA (Tenant Owned)	Strip Center GLA	Office GLA	Total GLA 1	Retail Percentage Leased
Consolidated Retail Properties
200 Lafayette	Pirch	100	%	New York, NY	27,970	—	—	—	—	27,970	100.0	%
830 N. Michigan Ave.	Uniqlo, Topshop	100	%	Chicago, IL	117,411	—	—	—	—	117,411	100.0	%
Apache Mall	Herberger's, JCPenney, Macy's	100	%	Rochester, MN	413,202	206,326	162,790	—	—	782,318	98.4	%
Augusta Mall	Dillard's, JCPenney, Macy's, Sears	100	%	Augusta, GA	502,161	—	597,223	—	—	1,099,384	97.0	%
Baybrook Mall	Dillard's, JCPenney, Macy's, Sears	100	%	Friendswood, TX	901,791	96,605	720,931	—	—	1,719,327	98.5	%
Beachwood Place	Dillard's, Nordstrom, Saks Fifth Avenue	100	%	Beachwood, OH	348,815	317,347	247,000	94,428	—	1,007,590	96.1	%
Bellis Fair	JCPenney, Kohl's, Macy's, Target	100	%	Bellingham, WA	347,420	100,400	237,910	—	—	685,730	90.7	%
Boise Towne Square	Dillard's, JCPenney, Macy's, Sears, Kohl's	100	%	Boise, ID	423,266	425,556	247,714	114,687	—	1,211,223	95.6	%
Brass Mill Center	Burlington Coat Factory, JCPenney, Macy's, Sears	100	%	Waterbury, CT	444,775	218,339	319,391	179,500	—	1,162,005	97.9	%
Coastland Center	Dillard's, JCPenney, Macy's, Sears	100	%	Naples, FL	332,606	123,921	466,469	—	—	922,996	97.1	%
Columbia Mall	Dillard's, JCPenney, Sears, Target	100	%	Columbia, MO	306,222	85,972	335,088	—	—	727,282	93.0	%
Columbiana Centre	Belk, Dillard's, JCPenney	100	%	Columbia, SC	293,897	160,276	360,643	—	—	814,816	95.8	%
Coral Ridge Mall	Dillard's, JCPenney, Target, Younkers	100	%	Coralville, IA	520,899	—	540,961	—	—	1,061,860	96.7	%
Coronado Center	JCPenney, Kohl's, Macy's, Sears	100	%	Albuquerque, NM	524,418	305,503	281,134	—	—	1,111,055	99.6	%
Crossroads Center	JCPenney, Macy's, Sears, Target	100	%	St. Cloud, MN	377,698	294,167	229,275	—	—	901,140	94.9	%
Cumberland Mall	Macy's, Sears	100	%	Atlanta, GA	537,213	—	500,575	—	—	1,037,788	99.8	%
Deerbrook Mall	Dillard's, JCPenney, Macy's, Sears	100	%	Humble , TX	639,495	—	653,540	—	—	1,293,035	99.8	%
Eastridge Mall	JCPenney, Macy's, Sears, Target	100	%	Casper, WY	281,155	213,913	75,883	—	—	570,951	88.6	%
Fashion Place	Dillard's, Nordstrom	100	%	Murray, UT	456,070	—	499,600	—	—	955,670	94.7	%
Four Seasons Town Centre	Dillard's, JCPenney	100	%	Greensboro, NC	436,777	217,975	424,041	—	—	1,078,793	96.4	%
Fox River Mall	JCPenney, Macy's, Sears, Target, Younkers	100	%	Appleton, WI	590,334	30,000	564,914	—	—	1,185,248	95.9	%

18

PORTFOLIO OPERATING METRICS Property Schedule As of March 31, 2017

Property Name	Anchors	Own %		Location	Mall and Freestanding GLA	Anchor GLA (GGP Owned)	Anchor GLA (Tenant Owned)	Strip Center GLA	Office GLA	Total GLA 1	Retail Percentage Leased
Glenbrook Square	JCPenney, Macy's, Sears, Carson's	100	%	Fort Wayne, IN	447,412	555,870	221,000	—	—	1,224,282	91.8	%
Governor's Square	Dillard's, JCPenney, Macy's, Sears	100	%	Tallahassee, FL	339,535	—	691,605	—	—	1,031,140	93.7	%
Grand Teton Mall	Dillard's, JCPenney, Macy's, Sears	100	%	Idaho Falls, ID	213,122	199,062	124,863	93,274	—	630,321	90.2	%
Greenwood Mall	Dillard's, JCPenney, Sears, Macy's	100	%	Bowling Green, KY	422,523	278,253	150,800	—	—	851,576	97.2	%
Hulen Mall	Dillard's, Macy's, Sears	100	%	Ft. Worth, TX	394,578	—	596,570	—	—	991,148	97.6	%
Jordan Creek Town Center	Dillard's, Younkers	100	%	West Des Moines, IA	736,522	—	349,760	259,733	—	1,346,015	97.8	%
Lynnhaven Mall	Dillard's, JCPenney, Macy's	100	%	Virginia Beach, VA	649,625	150,434	380,958	—	—	1,181,017	95.4	%
Mall of Louisiana	Dillard's, Dillard's Men's & Home, JCPenney, Macy's, Sears	100	%	Baton Rouge, LA	603,881	—	805,630	143,634	—	1,553,145	97.9	%
Mall St. Matthews	Dillard's, Dillard's Men's & Home, JCPenney	100	%	Louisville, KY	503,424	—	514,135	—	—	1,017,559	96.9	%
Market Place Shopping Center	Bergner's, JCPenney, Macy's	100	%	Champaign, IL	500,702	234,834	149,980	—	—	885,516	98.3	%
Mayfair	Boston Store, Macy's, Nordstrom	100	%	Wauwatosa, WI	636,553	288,596	360,407	—	314,729	1,600,285	96.7	%
Meadows Mall	Dillard's/Curacao, JCPenney, Macy's, Sears	100	%	Las Vegas, NV	307,906	—	636,853	—	—	944,759	92.1	%
Mondawmin Mall		100	%	Baltimore, MD	385,535	—	—	—	73,918	459,453	100.0	%
North Point Mall	Dillard's, JCPenney, Macy's, Sears, Von Maur	100	%	Alpharetta, GA	421,641	539,850	363,151	—	—	1,324,642	92.2	%
North Star Mall	Dillard's, JCPenney, Macy's, Saks Fifth Avenue	100	%	San Antonio, TX	516,879	207,196	522,126	—	—	1,246,201	98.5	%
Northridge Fashion Center	JCPenney, Macy's, Sears	100	%	Northridge, CA	583,362	—	824,443	—	—	1,407,805	98.8	%
Northtown Mall	JCPenney, Kohl's, Macy's, Sears	100	%	Spokane, WA	436,517	242,117	242,392	—	—	921,026	89.7	%
Oak View Mall	Dillard's, JCPenney, Sears, Younkers	100	%	Omaha, NE	255,273	149,326	454,860	—	—	859,459	84.7	%
Oakwood Center	Dillard's, JCPenney, Sears	100	%	Gretna, LA	395,050	—	514,028	—	—	909,078	96.1	%
Oakwood Mall	Macy's, JCPenney, Sears, Younkers	100	%	Eau Claire, WI	404,149	216,820	198,024	—	—	818,993	96.8	%
Oglethorpe Mall	Belk, JCPenney, Macy's, Sears	100	%	Savannah, GA	407,361	220,824	315,760	—	—	943,945	96.3	%
Oxmoor Center	Macy's, Sears, Von Maur	94	%	Louisville, KY	351,432	156,000	411,210	—	—	918,642	91.8	%
Paramus Park	Macy's, Sears	100	%	Paramus, NJ	305,939	169,634	289,423	—	—	764,996	97.6	%

19

PORTFOLIO OPERATING METRICS Property Schedule As of March 31, 2017

Property Name	Anchors	Own %		Location	Mall and Freestanding GLA	Anchor GLA (GGP Owned)	Anchor GLA (Tenant Owned)	Strip Center GLA	Office GLA	Total GLA 1	Retail Percentage Leased
Park City Center	Bon Ton, Boscov's, JCPenney, Kohl's, Sears	100	%	Lancaster, PA	535,016	514,917	384,980	—	3,268	1,438,181	95.4	%
Park Place	Dillard's, Macy's, Sears	100	%	Tucson, AZ	472,533	—	581,457	—	—	1,053,990	98.7	%
Peachtree Mall	Dillard's, JCPenney, Macy's	100	%	Columbus, GA	380,324	221,539	201,076	—	12,600	815,539	96.6	%
Pecanland Mall	Belk, Burlington Coat Factory, Dillard's, JCPenney, Sears	100	%	Monroe, LA	347,828	19,962	595,474	—	—	963,264	99.4	%
Pembroke Lakes Mall	Dillard's, Dillard's Men's & Home, JCPenney, Macy's, Macy's Home Store, Sears	100	%	Pembroke Pines, FL	354,073	395,219	386,056	—	—	1,135,348	93.1	%
Pioneer Place		100	%	Portland, OR	306,636	—	—	—	—	306,636	87.2	%
Prince Kuhio Plaza	Macy's, Sears	100	%	Hilo, HI	262,901	174,547	61,873	—	—	499,321	93.0	%
Providence Place	Macy's, Nordstrom	94	%	Providence, RI	723,642	36,195	397,125	—	4,304	1,161,266	97.5	%
Quail Springs Mall	Dillard's, JCPenney, Von Maur	100	%	Oklahoma City, OK	450,615	305,700	359,896	—	—	1,116,211	98.6	%
Red Cliffs Mall	Dillard's, JCPenney, Sears	100	%	St. George, UT	140,944	235,031	—	57,304	—	433,279	97.2	%
Ridgedale Center	JCPenney, Macy's, Sears, Nordstrom	100	%	Minnetonka, MN	372,914	205,072	595,868	—	—	1,173,854	90.9	%
Riverchase Galleria	Belk, JCPenney, Macy's, Sears, Von Maur	76	%	Hoover (Birmingham), AL	536,399	330,032	610,026	—	—	1,476,457	97.8	%
River Hills Mall	Herberger's, JCPenney, Sears, Target	100	%	Mankato, MN	352,519	189,559	174,383	—	—	716,461	93.5	%
Rivertown Crossings	JCPenney, Kohl's, Macy's, Sears, Younkers	100	%	Grandville (Grand Rapids), MI	623,188	—	635,625	—	—	1,258,813	96.0	%
Sooner Mall	Dillard's, JCPenney, Sears	100	%	Norman, OK	237,303	129,823	137,082	—	—	504,208	95.5	%
Southwest Plaza	Dillard's, JCPenney, Macy's, Sears	100	%	Littleton, CO	704,626	34,545	541,851	—	63,968	1,344,990	91.7	%
Spokane Valley Mall	JCPenney, Macy's, Sears	100	%	Spokane, WA	352,914	126,243	251,366	138,002	—	868,525	92.6	%
Staten Island Mall	Macy's, Sears, JCPenney	100	%	Staten Island, NY	512,778	190,441	466,922	83,151	—	1,253,292	95.6	%
Stonestown Galleria	Nordstrom, Macy's	100	%	San Francisco, CA	408,966	428,293	—	—	—	837,259	98.7	%
The Crossroads	Burlington Coat Factory, JCPenney, Macy's, Sears	100	%	Portage, MI	265,302	—	502,961	—	—	768,263	89.2	%
The Gallery at Harborplace		100	%	Baltimore, MD	99,914	—	—	—	266,105	366,019	86.3	%
The Maine Mall	Bon Ton, JCPenney, Macy's, Sears	100	%	South Portland, ME	463,363	164,170	377,662	—	600	1,005,795	98.1	%

20

PORTFOLIO OPERATING METRICS Property Schedule As of March 31, 2017

Property Name	Anchors	Own %		Location	Mall and Freestanding GLA	Anchor GLA (GGP Owned)	Anchor GLA (Tenant Owned)	Strip Center GLA	Office GLA	Total GLA 1	Retail Percentage Leased
The Mall in Columbia	JCPenney, Lord & Taylor, Macy's, Nordstrom, Sears	100	%	Columbia, MD	619,165	351,168	449,000	—	—	1,419,333	97.1	%
The Oaks Mall	Belk, Dillard's, JCPenney, Macy's, Sears	100	%	Gainesville, FL	348,902	233,367	324,500	—	—	906,769	96.1	%
The Parks Mall at Arlington	Dillard's, JCPenney, Macy's, Sears	100	%	Arlington, TX	761,859	—	748,945	—	—	1,510,804	98.2	%
The Shoppes at Buckland Hills	JCPenney, Macy's, Macy's Men's & Home, Sears	100	%	Manchester, CT	555,279	—	512,611	—	—	1,067,890	94.2	%
The Shops at Fallen Timbers	Dillard's, JCPenney	100	%	Maumee, OH	354,165	—	261,502	—	—	615,667	97.7	%
The Shops at La Cantera	Dillard's, Macy's, Neiman Marcus, Nordstrom	75	%	San Antonio, TX	609,877	—	627,597	—	73,063	1,310,537	98.7	%
The Streets at Southpoint	Belk, JCPenney, Macy's, Nordstrom, Sears	94	%	Durham, NC	607,975	—	726,347	—	—	1,334,322	98.1	%
The Woodlands Mall	Dillard's, JCPenney, Macy's, Nordstrom	100	%	Woodlands, TX	708,967	—	713,438	—	41,642	1,464,047	99.0	%
Town East Mall	Dillard's, JCPenney, Macy's, Sears	100	%	Mesquite, TX	408,384	—	809,386	—	—	1,217,770	96.0	%
Tucson Mall	Dillard's, JCPenney, Macy's, Sears	100	%	Tucson, AZ	611,584	—	641,458	35,905	—	1,288,947	93.6	%
Tysons Galleria	Neiman Marcus, Saks Fifth Avenue, Macy's	100	%	McLean (Washington, D.C.), VA	284,774	259,933	252,000	—	—	796,707	91.4	%
Valley Plaza Mall	JCPenney, Macy's, Sears, Target	100	%	Bakersfield, CA	517,744	364,792	292,176	—	—	1,174,712	98.6	%
Visalia Mall	JCPenney, Macy's	100	%	Visalia, CA	178,371	257,000	—	—	—	435,371	95.7	%
Westlake Center		100	%	Seattle, WA	97,119	—	—	—	—	97,119	98.0	%
Westroads Mall	JCPenney, Von Maur, Younkers	100	%	Omaha, NE	540,456	—	529,036	—	—	1,069,492	96.7	%
White Marsh Mall	JCPenney, Macy's, Macy's Home Store, Sears, Boscov's	100	%	Baltimore, MD	387,626	257,345	466,010	—	—	1,110,981	96.6	%
Willowbrook	Bloomingdale's, Lord & Taylor, Macy's, Sears	100	%	Wayne, NJ	484,361	2,060	1,028,000	—	—	1,514,421	95.9	%
Woodbridge Center	Boscov's, JCPenney, Lord & Taylor, Macy's, Sears	100	%	Woodbridge, NJ	616,430	455,739	560,935	—	—	1,633,104	92.8	%
Total Consolidated Retail Properties				Count: 84	36,640,252	12,287,808	32,787,684	1,199,618	854,197	83,769,559	96.0	%

21

PORTFOLIO OPERATING METRICS Property Schedule As of March 31, 2017

Property Name	Anchors	Own %		Location	Mall and Freestanding GLA	Anchor GLA (GGP Owned)	Anchor GLA (Tenant Owned)	Strip Center GLA	Office GLA	Total GLA 1	Retail Percentage Leased
Unconsolidated Retail Properties
85 Fifth Avenue	Anthropologie	50	%	New York, NY	12,946	—	—	—	—	12,946	100.0	%
530 Fifth Avenue	Fossil, Chase Bank	50	%	New York, NY	35,263	—	—	—	—	35,263	100.0	%
685 Fifth Avenue	Coach, Stuart Weitzman	50	%	New York, NY	24,180	—	—	—	85,615	109,795	100.0	%
730 Fifth Avenue	Bulgari, Mikimoto, Piaget, Zenga	50	%	New York, NY	34,066	—	—	—	32,672	66,738	100.0	%
Ala Moana Center	Macy's, Neiman Marcus, , Bloomingdale's, Nordstrom	63	%	Honolulu, HI	1,265,569	1,013,872	—	14,042	364,010	2,657,493	88.4	%
Alderwood	JCPenney, Macy's, Nordstrom, Sears	50	%	Lynnwood, WA	578,411	177,679	528,219	39,007	—	1,323,316	97.5	%
Altamonte Mall	Dillard's, JCPenney, Macy's, Sears	50	%	Altamonte Springs, FL	468,325	158,658	519,890	—	—	1,146,873	97.6	%
Bayside Marketplace		51	%	Miami, FL	205,440	—	—	—	1,103	206,543	97.3	%
Bridgewater Commons	Bloomingdale's, Lord & Taylor, Macy's	35	%	Bridgewater, NJ	414,790	150,525	352,351	93,908	—	1,011,574	97.0	%
Carolina Place	Belk, Dillard's, JCPenney, Sears	50	%	Pineville, NC	387,924	424,596	348,906	—	—	1,161,426	97.9	%
Christiana Mall	JCPenney, Macy's, Nordstrom, Target	50	%	Newark, DE	625,510	—	641,312	—	—	1,266,822	99.3	%
Clackamas Town Center	JCPenney, Macy's, Macy's Home Store, Nordstrom, Sears	50	%	Happy Valley, OR	635,385	—	774,842	—	—	1,410,227	98.4	%
Fashion Show	Dillard's, Macy's, Macy's Men's, Neiman Marcus, Nordstrom, Saks Fifth Avenue	50	%	Las Vegas, NV	844,857	271,635	761,653	—	—	1,878,145	98.4	%
First Colony Mall	Dillard's, Dillard's Men's & Home, JCPenney, Macy's	50	%	Sugar Land, TX	558,728	—	619,048	—	—	1,177,776	95.0	%
Florence Mall	JCPenney, Macy's, Macy's Home Store, Sears	50	%	Florence, KY	384,386	—	552,407	—	—	936,793	89.6	%
Galleria at Tyler	JCPenney, Macy's, Nordstrom	50	%	Riverside, CA	557,282	—	468,208	—	—	1,025,490	96.0	%
Glendale Galleria	Bloomingdale's, JCPenney, Macy's, Target	50	%	Glendale, CA	506,397	305,000	525,000	—	137,434	1,473,831	96.7	%
Kenwood Towne Centre	Dillard's, Macy's, Nordstrom	50	%	Cincinnati, OH	519,341	240,656	400,665	—	—	1,160,662	96.4	%
Miami Design District 2	Bulgari, Fendi, Hermes, Louis Vuitton, Prada, Valentino	15	%	Miami, FL	692,712	—	—	—	75,837	768,549	87.8	%
Mizner Park	Lord & Taylor	47	%	Boca Raton, FL	170,867	79,822	—	—	263,335	514,024	95.3	%

22

PORTFOLIO OPERATING METRICS Property Schedule As of March 31, 2017

Property Name	Anchors	Own %		Location	Mall and Freestanding GLA	Anchor GLA (GGP Owned)	Anchor GLA (Tenant Owned)	Strip Center GLA	Office GLA	Total GLA 1	Retail Percentage Leased
Natick Mall	Lord & Taylor, Macy's, Sears, Neiman Marcus, Nordstrom	50	%	Natick, MA	942,346	194,722	558,370	—	—	1,695,438	97.3	%
Neshaminy Mall	Boscov's, Sears	50	%	Bensalem, PA	379,025	215,586	418,595	—	—	1,013,206	92.0	%
Northbrook Court	Lord & Taylor, Macy's, Neiman Marcus	50	%	Northbrook, IL	477,572	126,000	410,277	—	—	1,013,849	89.5	%
Oakbrook Center	Lord & Taylor, Macy's, Neiman Marcus, Nordstrom, Sears	48	%	Oak Brook, IL	1,139,007	606,081	467,863	—	231,900	2,444,851	98.8	%
Otay Ranch Town Center	Macy's	50	%	Chula Vista, CA	515,202	—	140,000	—	—	655,202	91.2	%
Park Meadows	Dillard's, JCPenney, Macy's, Nordstrom	35	%	Lone Tree, CO	754,104	—	823,000	—	—	1,577,104	96.9	%
Perimeter Mall	Dillard's, Macy's, Nordstrom, Von Maur	50	%	Atlanta, GA	510,932	222,056	831,218	—	—	1,564,206	98.1	%
Pinnacle Hills Promenade	Dillard's, JCPenney	50	%	Rogers, AR	348,413	98,540	162,140	317,458	65,871	992,422	93.8	%
Plaza Frontenac	Neiman Marcus, Saks Fifth Avenue	55	%	St. Louis, MO	224,518	125,669	135,044	—	—	485,231	97.3	%
Saint Louis Galleria	Dillard's, Macy's, Nordstrom	74	%	St. Louis, MO	461,139	—	714,052	—	—	1,175,191	96.4	%
Stonebriar Centre	Dillard's, JCPenney, Macy's, Nordstrom, Sears	50	%	Frisco, TX	839,170	162,018	703,174	—	—	1,704,362	98.3	%
The Grand Canal Shoppes	Barneys New York	50	%	Las Vegas, NV	645,394	84,743	—	—	34,088	764,225	99.3	%
The Shops at Bravern	Neiman Marcus	40	%	Bellevue, WA	142,216	124,637	—	—	—	266,853	93.3	%
The Shoppes at River Crossing	Belk, Dillard's	50	%	Macon, GA	407,882	—	333,219	—	—	741,101	99.2	%
Towson Town Center	Macy's, Nordstrom	35	%	Towson, MD	604,129	—	419,129	—	—	1,023,258	97.0	%
Union/Geary	Bulgari	50	%	San Francisco, CA	22,208	—	—	—	19,507	41,715	100.0	%
Shops at Merrick Park	Neiman Marcus, Nordstrom	55	%	Coral Gables, FL	414,883	—	330,000	—	101,263	846,146	98.9	%
Water Tower Place	Macy's	47	%	Chicago, IL	405,285	296,128	—	—	88,809	790,222	93.0	%
Whaler's Village		50	%	Lahaina, HI	109,080	—	—	—	4,188	113,268	94.2	%
Willowbrook Mall	Dillard's, JCPenney, Macy's, Macy's Men's, Sears	50	%	Houston, TX	538,428	—	984,372	—	—	1,522,800	96.8	%
Total Unconsolidated Retail Properties				Count: 40	18,803,312	5,078,623	13,922,954	464,415	1,505,632	39,774,936	95.8	%
Total Same Store Retail Properties 3				Count: 124	55,443,564	17,366,431	46,710,638	1,664,033	2,359,829	123,544,494	95.9	%

23

PORTFOLIO OPERATING METRICS Property Schedule As of March 31, 2017

Property Name	Anchors	Own %		Location	Mall and Freestanding GLA	Anchor GLA (GGP Owned)	Anchor GLA (Tenant Owned)	Strip Center GLA	Office GLA	Total GLA 1	Retail Percentage Leased
Non-Same Store Retail Properties
218 W 57th Street		50	%	New York, NY	35,304	—	—	—	—	35,304	N/A
605 N Michigan Avenue	Sephora, Chase	100	%	Chicago, IL	82,526	—	—	—	—	82,526	83.3	%
Lakeside Mall	JCPenney, Lord & Taylor, Macy's, Macy's Men's & Home, Sears	100	%	Sterling Heights, MI	483,227	115,300	905,418	—	—	1,503,945	85.1	%
Total Retail Properties				Count: 127	56,044,621	17,481,731	47,616,056	1,664,033	2,359,829	125,166,269	95.7	%
Non-Same Store Other Retail
Shopping Leblon		35	%	Rio de Janeiro, Brazil	256,045	—	—	—	—	256,045	99.5	%
Total Non-Same Store & Other Retail				Count: 1	256,045	—	—	—	—	256,045	99.5	%

1. Excludes space under development.

2. Investment is considered cost method for reporting purposes.

3. Refer to page 15 (Key Operating Performance Indicators).

24

Miscellaneous

MISCELLANEOUS Capital Information (In thousands, except per share amounts)

	March 31, 2017
Closing common stock price per share	$	23.18
52 Week High 1	32.10
52 Week Low 1	22.34
Portfolio Net Debt, At Share
Portfolio Debt
Fixed	$	14,648,280
Variable	3,868,761
Proportionate Portfolio Debt	18,517,041
Less: Proportionate Cash and Cash Equivalents	(491,332		)
Proportionate Portfolio Net Debt	$	18,025,709
Portfolio Capitalization Data
Proportionate Portfolio Net Debt	$	18,025,709
Preferred Securities:
Convertible Preferred Units at 6.50%	26,637
Convertible Preferred Units at 7.00%	25,133
Convertible Preferred Units at 8.50%	85,640
Preferred Stock at 6.375%	250,000
Other Preferred Stock	360
Total Preferred Securities	$	387,770
Common stock and Operating Partnership units outstanding at end of period 2	$	20,612,653
Total Market Capitalization at end of period	$	39,026,132

1. 52-week pricing information includes the intra-day highs and lows.

2. Amount calculated as outstanding shares at the end of the period multiplied by the closing share price plus outstanding partnership units multiplied by a conversion rate of approximately 1.04 multiplied by the closing share price.

25

MISCELLANEOUS Change in Total Common and Equivalent Shares

Rollforward of Shares to March 31, 2017	LTIP Units	Operating Partnership Units	Company Common Shares		Total Common Shares & Operating Partnership Units
			(In thousands)
Common Shares and Operating Partnership Units ("OP Units") Outstanding at December 31, 2016	1,707	4,569	884,098		890,374
DRIP	—	—	22		22
Issuance of stock for restricted stock grants, net of forfeitures and stock options exercised	107	—	974		1,081
Issuance of stock for employee stock purchase program	—	—	82		82
Repurchase of common stock	—	—	(2,570	)	(2,570	)
Common Shares and OP Units Outstanding at March 31, 2017	1,814	4,569	882,606		888,989
Common Shares issuable assuming exercise of warrants 1			59,154
Common Shares issuable assuming exercise of in-the-money stock options 2			3,500
Common Shares issuable assuming exchange of OP Units			6,637
Diluted Common Shares and OP Units Outstanding at March 31, 2017			951,897

	Three Months Ended
	March 31, 2017	March 31, 2016
	(In thousands)
Weighted average number of company shares outstanding	884,505	882,673
Weighted average number of stock options 3	4,112	6,611
Weighted average number of GAAP dilutive warrants	60,899	60,870
Diluted weighted average number of Company shares outstanding - GAAP EPS	949,516	950,154
Weighted average number of common units	4,751	4,768
Weighted average number of LTIP Units	1,891	1,742
Diluted weighted average number of Company shares outstanding - FFO/Company FFO	956,158	956,664

1. GGP has 73.9 million warrants outstanding convertible to 1.2616 Common Shares with a weighted average exercise price of $8.4785, with a scheduled expiration of November 9, 2017. 16.4 million warrants must be satisfied through net share settlement, with the remainder through either a net or full share settlement feature at the option of the holder.

Pursuant to the Plan, warrants to purchase equity were issued to the Plan Sponsors on the Effective Date.  The warrants are fully vested and the exercise prices will be subject to adjustment for future dividends, stock dividends, splits or reverse splits of our common stock or certain other events as are customary with such instruments at declaration.

Warrants	Weighted Average Exercise Price	Expiration Date	Impact of Dividend issued to stockholders of record as of December 15, 2016 4		Impact of settling warrants via net share settlement 5
57,500,000	$8.5225	Nov 9, 2017	Reduces exercise price to $8.5225	Increases number of Common shares  per warrant to 1.2616	Net share: 72,542,000 x [23.18 - 8.5225] /23.18 = 45,870,766 shares delivered
16,428,571	$8.3245	Nov 9, 2017	Reduces exercise price to $8.3245	Increases number of Common shares  per warrant to 1.2616	Net share: 20,726,285 x [23.18 - 8.3245] /23.18 =  13,282,974 shares delivered
73,928,571	$8.4785				59,153,740 shares delivered

2. The options are included at net share settlement.

3. The impact of the stock options are dilutive under GAAP and FFO in 2017 and 2016.

4. Based on dividend of $0.22 per share issued to stockholders of record on December 15, 2016 and special dividend of $0.26 per share issued to stockholders of record on December 27, 2016.

5. Based on stock price of $23.18 on March 31, 20167

26

MISCELLANEOUS Development Summary

Property	Description	GGP's Total Projected Share of Cost		GGP's Investment to Date1		Expected Return on Investment2	Stabilized Year
Major Development Summary (in millions, at share unless otherwise noted)
Under Construction
Staten Island Mall	Expansion	$	231	$	47	7-9%	2019
Staten Island, NY
Other Projects	Redevelopment projects at various properties	448		288		6-8%	2017-2018
	Total Projects Under Construction	$	679	$	335
Projects in Pipeline
New Mall Development	Ground up mall development	$	285	$	54	8-10%	2020
Norwalk, CT
Other Projects	Redevelopment projects at various properties	314		82		8-9%	TBD
	Total Projects in Pipeline	$	599	$	136

1. Projected costs and investments to date exclude capitalized interest and overhead.

2. Return on investment represents first year stabilized cash-on-cash return, based upon budgeted assumptions. Actual costs may vary.

27

MISCELLANEOUS Proportionate Capital Expenditures

Expenditures ($ in thousands)
	Three Months Ended		Three Months Ended
	March 31, 2017		March 31, 2016
Operating capital expenditures (1)	$	37,189	$	39,339
Tenant allowances and capitalized leasing costs (2)	38,949		32,597
Total	$	76,138	$	71,936

1. Reflects only non-tenant operating capital expenditures.

2. Reflects tenant allowance on current operating properties.

28

MISCELLANEOUS Corporate Information

Stock Information

Common Stock

NYSE: GGP

6.375% Series A Cumulative Redeemable Perpetual Preferred Stock (Series A Preferred Stock)

NYSE: GGP PrA

Security	Quarter	Declaration Date	Record Date	Date Payable or Paid	Dividend per Share
Common Stock	Q2 2017	May 1, 2017	July 13, 2017	July 28, 2017	$0.2200
Common Stock	Q1 2017	January 30, 2017	April 13, 2017	April 28, 2017	$0.2200
Common Stock	Special Dividend	December 13, 2016	December 27, 2016	January 27, 2017	$0.2600
Common Stock	Q4 2016	October 31, 2016	December 15, 2016	January 6, 2017	$0.2200
Common Stock	Q3 2016	August 1, 2016	October 14, 2016	October 31, 2016	$0.2000
Common Stock	Q2 2016	May 2, 2016	July 15, 2016	July 29, 2016	$0.1900
Series A Preferred Stock	Q2 2017	May 1, 2017	June 15, 2017	July 3, 2017	$0.3984
Series A Preferred Stock	Q1 2017	January 30, 2017	March 15, 2017	April 3, 2017	$0.3984
Series A Preferred Stock	Q4 2016	October 31, 2016	December 15, 2016	January 3, 2017	$0.3984
Series A Preferred Stock	Q3 2016	August 1, 2016	September 15, 2016	October 3, 2016	$0.3984
Series A Preferred Stock	Q2 2016	May 2, 2016	June 15, 2016	July 1, 2016	$0.3984

Investor Relations	Transfer Agent
Kevin Berry	American Stock Transfer & Trust Company, LLC
Senior Vice President, Investor and Public Relations	6201 15th Avenue
Phone (312) 960-5529	Brooklyn, NY 11219
kevin.berry@ggp.com	Phone: (866) 627-2643
	Foreign Investor Line:
	+1 718 921-8124

29

MISCELLANEOUS Glossary of Terms

Terms	Description
Gross Leasable Area (GLA)	Total gross leasable space at 100%.
Mall and Freestanding	Inline mall shop and outparcel retail locations (locations that are not attached to the primary complex of buildings that comprise a shopping center). Excludes anchor stores and development space.
Anchor/Traditional Anchor	Department stores whose merchandise appeals to a broad range of shoppers.  Anchors either own their stores, the land under them and adjacent parking areas, or enter into long-term leases at rates that are generally lower than the rents charged to mall store tenants.
Strip Center	An attached row of stores or service outlets managed as a coherent retail entity, with on-site parking usually located in front of the stores. Open canopies may connect the storefronts, but a strip center does not have enclosed walkways linking the stores.
Office	Leasable office space, either peripheral to a retail center or a stand-alone office building without a retail component.
Specialty Leasing	Temporary tenants on license agreements (as opposed to leases) with terms in excess of twelve months. License agreements are cancellable by the Company with 60 days notice.
Company Same Store NOI	Company NOI that excludes the periodic effects of full or partial acquisitions of properties, reductions in ownership as a result of sales or other transactions, and certain redevelopments and other properties. We do not include an acquired property in our Company Same Store NOI until the operating results for that property have been included in our consolidated results for one full calendar year. Properties that we sell are excluded from Company Same Store NOI once the transaction has closed.
Company Non-Same Store NOI	Includes the periodic effects of full or partial acquisitions of properties and certain redevelopments and other properties. See Property Schedule for full list of Non-Same Store properties.
Company NOI	Company Same Store NOI plus Company Non-Same Store NOI. Excludes full or partial reductions in ownership as a result of sales or other transactions.
Company EBITDA	Company NOI plus management fees and other corporate revenues, property management and other costs and general and administrative expense. Excludes reductions in ownership as a result of sales or other transactions.
Sold Interests	Full or partial reductions in ownership as a result of sales or other transactions, excluded from Company NOI and Company EBITDA, included in Company FFO.

Operating Metrics	Description
Leased	Leased area represents the sum of: (1) tenant occupied space under lease, (2) all leases signed for currently vacant space, and (3) tenants no longer occupying space, but still paying rent for all inline mall shop and outparcel retail locations, excluding anchors (Leased Area). Leased percentage is the Leased Area over the Mall and Freestanding Area.
Occupied	Occupied area represents the sum of: (1) tenant occupied space under lease, (2) tenants no longer occupying space, but still paying rent, and (3) tenants with a signed lease paying rent, but not yet opened for all inline mall shop and outparcel retail locations, excluding anchors (Occupied Area). Occupied percentage is the Occupied Area over the Mall and Freestanding Area.
<10K Sales PSF	Comparative rolling twelve month sales.
Tenant Sales	Comparative rolling twelve month sales.
Occupancy Cost	Ratio of total tenant charges to comparative sales for inline mall tenants that opened at less than 10,000 square feet.
In-Place Rent	Weighted average rental rate of mall stores as of a point in time. Rent is presented on a cash basis and consists of base minimum rent and common area costs.
Expiring Rent	Represents rent at the end of the lease consisting of base minimum rent and common area costs.
Initial Rent	Represents initial rent at the time of rent commencement consisting of base minimum rent and common area costs.
Average Rent	Represents average rent over the term consisting of base minimum rent and common area costs.
Initial Rent Spread	Dollar spread between Initial Rent and Expiring Rent.
Average Rent Spread	Dollar spread between Average Rent and Expiring Rent.

30