Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Schreiber John
  2. Issuer Name and Ticker or Trading Symbol
General Growth Properties, Inc. [GGP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O GENERAL GROWTH PROPERTIES, INC., 110 NORTH WACKER DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
11/09/2010
(Street)

CHICAGO, IL 60606
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/09/2010   P   48,091,603 A $ 10 48,091,603 I See footnotes (1) (2) (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (right to buy) $ 10.75 11/09/2010   P   2,500,000   11/09/2010 11/09/2017 Common Stock 2,500,000 (4) 2,500,000 I See footnotes (1) (2) (3) (4)
Warrants (right to buy) $ 10.5 11/09/2010   P   2,500,000   11/09/2010 11/09/2017 Common Stock 2,500,000 (4) 2,500,000 I See footnotes (1) (2) (3) (4)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Schreiber John
C/O GENERAL GROWTH PROPERTIES, INC.
110 NORTH WACKER DRIVE
CHICAGO, IL 60606
  X      

Signatures

 Edmund J. Hoyt, by power of attorney   11/12/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Blackstone Real Estate Partners VI L.P. directly owns 19,682,206 shares of common stock of General Growth Properties, Inc., par value $0.01 per share ("Common Stock") and warrants to purchase 2,046,325 shares of Common Stock, Blackstone Real Estate Partners (AIV) VI L.P. directly owns 167,784 shares of Common Stock and warrants to purchase 17,444 shares of Common Stock, Blackstone Real Estate Partners VI.F L.P. directly owns 8,834,142 shares of Common Stock and warrants to purchase 918,470 shares of Common Stock, Blackstone Real Estate Partners VI.TE.1 L.P. directly owns 5,390,496 shares of Common Stock and warrants to purchase 560,440 shares of Common Stock, Blackstone Real Estate Partners VI.TE.2 L.P. directly owns 11,477,199 shares of Common Stock and warrants to purchase 1,193,265 shares of Common Stock (continued in footnote 2).
(2) Blackstone Real Estate Holdings VI L.P. directly owns 139,431 shares of Common Stock and warrants to purchase 14,496 shares of Common Stock and Blackstone GGP Principal Transaction Partners L.P. directly owns 2,400,345 shares of Common Stock and warrants to purchase 249,560 shares of Common Stock (collectively, the "Blackstone Funds"). Blackstone Real Estate Associates VI L.P. is the general partner of each of the Blackstone Funds other than Blackstone Real Estate Holdings VI L.P., and BREP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Real Estate Holdings VI L.P. BREA VI L.L.C. is the general partner of Blackstone Real Estate Associates VI L.P. Blackstone Holdings III L.P. is the managing member of BREA VI L.L.C and the sole member of BREP VI Side-by-Side GP L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. (continued in footnote 3).
(3) Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. The Blackstone Group L.P. is the managing member of Blackstone Holdings III GP Management L.L.C. The Blackstone Group L.P. is controlled by its general partner, Blackstone Group Management L.L.C. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. Each of such entities and Mr. Schwarzman may be deemed to beneficially own the shares and warrants beneficially owned by the Blackstone Funds, but each disclaims beneficial ownership of such shares and warrants except to the extent of its or his indirect pecuniary interest therein. Mr. Schreiber may be deemed to share dispositive power over these shares and warrants, but Mr. Schreiber disclaims beneficial ownership of such shares and warrants except to the extent of his indirect pecuniary interest therein.
(4) The Warrants were acquired in connection with the purchase by the Blackstone Funds of the shares of Common Stock covered by this Statement. No separate consideration was paid for issuance of the Warrants.
 
Remarks:
Pursuant to Rule 16a-1(4) promulgated under the Securities Exchange Act of 1934, as amended, Mr. Schreiber herein states that this filing shall not be deemed an admission that he is the beneficial owner of any of the shares of Common Stock covered by this Statement, except to the extent of his pecuniary interest in such shares of Common Stock.

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