8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of Earliest Event Reported): November 12, 2004

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

Delaware	1-11656	42-1283895
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
110 N. Wacker Drive, Chicago, Illinois		60606
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 312.960.5000

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.01. Completion of Acquisition or Disposition of Assets.

On November 12, 2004, General Growth Properties, Inc. completed its previously announced merger with The Rouse Company ("Rouse"). A copy of the related press release is furnished as Exhibit 99.1 hereto.

Item 9.01. Financial Statements and Exhibits.

(a), (b) The requisite financial information with respect to the Rouse acquisition will be filed under cover of Form 8-K/A as soon as practicable, and in any event not later than 71 days after the closing date of acquisition on November 12, 2004.

(c) Exhibits

Exhibit No. Description

99.1 Press Release dated November 12, 2004 entitled "General Growth Properties, Inc. Completes Acquisition of The Rouse Company" (furnished herewith)

SIGNATURES

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

	General Growth Properties, Inc.
November 12, 2004	By:	Bernard Freibaum
		Name: Bernard Freibaum
		Title: Executive Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.	Description
99.1	Press Release

EX-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: David Keating
Sr. Manager, Media Relations
david.keating@generalgrowth.com
(312) 960-6325

GENERAL GROWTH PROPERTIES, INC. COMPLETES ACQUISITION OF THE ROUSE COMPANY

Chicago, Illinois, Novemer 12, 2004 –General Growth Properties, Inc. (NYSE: GGP) has completed the previously announced acquisition of Maryland-headquarted The Rouse Company, a premier real estate development and management company.

The Rouse Company acquisition adds 37 regional shopping malls, four community centers, and six mixed-use projects totaling 40 million square feet to General Growth’s portfolio of owned shopping centers. There is also a portfolio of office, industrial and other commercial properties totaling approximately 9 million square feet and considerable undeveloped land in some of the most successful master planned communities in the country, such as Summerlin, Nevada, Columbia, Maryland and The Woodlands outside Houston.

Sales per square foot for the retail properties average approximately $439 and occupancy is approximately 92 percent. The portfolio of retail centers includes such world-class properties as Water Tower Place (Chicago), Oakbrook Center (Oakbrook, IL—Chicago), Fashion Show Mall (Las Vegas) and Faneuil Hall Marketplace (Boston). The planned community development projects (commercial and residential), two of which include Summerlin, outside Las Vegas, and Bridgelands, near Houston, will capture the spirit of local commerce, art, culture and recreation, within a close-knit, community setting.

The office portfolio is located primarily in the Baltimore/Washington corridor and the rapidly growing Las Vegas market. The office properties provide quality space and great visibility for all types of business.

General Growth Properties, Inc. is a nationwide shopping center owner, developer and manager of regional shopping malls. General Growth currently has ownership interest in, or management responsibility for, a portfolio of 221 regional shopping malls and numerous other types of properties in 44 states. The company portfolio totals approximately 200 million square feet of space and includes over 16,000 retailers nationwide. The second largest U.S.-based publicly traded Real Estate Investment Trust (REIT), General Growth Properties, Inc. is listed on the New York Stock Exchange under the symbol GGP. For more information, please visit the company web site at http://www.generalgrowth.com.

###