8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                Current Report Pursuant to Section 13 or 15(d) of
                           the Securities Act of 1934

                Date of Report (Date of Earliest Event Reported)
                                  May 28, 2002

                         General Growth Properties, Inc.
             (Exact name of registrant as specified in its charter)


     Delaware                    1-11656                 42-1283895
     --------                    -------                 ----------
  (State or other             (Commission             (I.R.S. Employer
  jurisdiction of             File Number)             Identification
  incorporation)                                          Number)


                  110 N. Wacker Drive, Chicago, Illinois 60606
               (Address of principal executive offices) (Zip Code)


                                 (312) 960-5000
              (Registrant's telephone number, including area code)


                                       N/A
          (Former name or former address, if changed since last report)

ITEM 5.  OTHER EVENTS.


      On May 28, 2002, General Growth Properties, Inc. issued a press release, a
copy of which is attached hereto as Exhibit 99.1 and incorporated herein by
reference.



ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

Listed below are the financial statements, pro forma financial information and
exhibits filed as part of this report:

(a), (b) Not applicable.

(c) Exhibits

See Exhibit Index attached hereto and incorporated herein by reference.

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                    GENERAL GROWTH PROPERTIES, INC.

                                    By:   /s/  Bernard Freibaum
                                        --------------------------------------
                                        Bernard Freibaum
                                        Executive Vice President and
                                        Chief Financial Officer

Date: June 10, 2002

                                 EXHIBIT INDEX




EXHIBIT
NUMBER     NAME
        
99.1       Press release of General Growth Properties, Inc. dated May 28, 2002.

EX-99.1

                                                                   EXHIBIT 99.1


NEWS RELEASE                            GENERAL GROWTH PROPERTIES, INC.
                                        110 North Wacker Drive Chicago, IL 60606
                                        (312) 960-5000
                                        FAX (312) 960-5475

FOR IMMEDIATE RELEASE                   CONTACT:  John Bucksbaum
- ---------------------                             (312) 960-5005

                                                  Bernie Freibaum
                                                  (312) 960-5252

                         GENERAL GROWTH PROPERTIES, INC.
                  CLOSES ACQUISITION OF VICTORIA WARD, LIMITED
                              IN HONOLULU, HAWAII

CHICAGO, ILLINOIS, MAY 28, 2002 -- General Growth Properties, Inc. (NYSE:GGP)
has closed the previously announced acquisition of Victoria Ward, Limited, a
privately held real estate corporation.

The principal Victoria Ward assets include 65 fee simple acres in Kakaako,
central Honolulu, Hawaii, currently improved with over one million square feet
of leasable area. Victoria Ward is located within two blocks of Ala Moana
Center, General Growth's premier property located in Honolulu. Included in the
Victoria Ward acquisition is one of Hawaii's most popular entertainment,
shopping and dining districts, which includes, Ward Entertainment Center, Ward
Warehouse, Ward Village and Village Shops. In total, Victoria Ward currently has
29 buildings and 17 ground leases containing approximately 880,000 square feet
of retail space, as well as approximately 440,000 square feet of commercial,
office and industrial properties.

General Growth Properties is one of the nation's largest shopping center owners,
managers and developers. General Growth currently has ownership interest in, or
management responsibility for, a portfolio of 142 regional shopping malls in 39
states. The company portfolio totals approximately 126 million square feet of
retail space and includes over 15,000 retailers nationwide. A publicly traded
Real Estate Investment Trust (REIT), General Growth Properties is listed on the
New York Stock Exchange under the symbol GGP. For more information on General
Growth Properties, visit the company web site at www.generalgrowth.com.




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