e11vk
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 |
For the fiscal year ended December 31, 2005
OR
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
For the transition period from to
COMMISSION FILE NUMBER: 1-11656
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Full title of the plan and the address of the plan, if different from that of the issuer
named below: |
GENERAL GROWTH MANAGEMENT
SAVINGS AND EMPLOYEE STOCK OWNERSHIP PLAN
| B. |
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Name of issuer of the securities held pursuant to the plan and the
address of its principal executive offices: |
GENERAL GROWTH PROPERTIES, INC.
110 NORTH WACKER DRIVE
CHICAGO, ILLINOIS 60606
(312) 960-5000
GENERAL GROWTH MANAGEMENT
SAVINGS AND EMPLOYEE STOCK OWNERSHIP PLAN
INDEX TO FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements
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FINANCIAL STATEMENTS: |
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4-7 |
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(b) Exhibit Index |
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23.1 Consent of Deloitte & Touche LLP |
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11 |
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Note: All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been
omitted because they are not applicable. |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Trustees and Participants of
General Growth Management Savings and Employee Stock Ownership Plan:
Chicago, Illinois
We have audited the accompanying statements of net assets available for benefits of General Growth
Management Savings and Employee Stock Ownership Plan (the “Plan”) as of December 31, 2005 and 2004,
and the related statement of changes in net assets available for benefits for the year ended
December 31, 2005. These financial statements are the responsibility of the Plan’s management.
Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The
Plan is not required to have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control
over financial reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates made by management,
as well as evaluating the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the net assets
available for benefits of the Plan as of December 31, 2005 and 2004, and the changes in net assets
available for benefits for the year ended December 31, 2005 in conformity with accounting
principles generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedules of (1) assets held (at end of year) as of December
31, 2005, and (2) reportable transactions in excess of five percent of the current value of plan
assets for the year ended December 31, 2005, are presented for the purpose of additional analysis
and are not a required part of the basic financial statements, but are supplementary information
required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the
Plan’s management. Such schedules have been subjected to the auditing procedures applied in our
audit of the basic 2005 financial statements and, in our opinion, are fairly stated in all material
respects when considered in relation to the basic financial statements taken as a whole.
Deloitte & Touche LLP
Chicago, Illinois
June 28, 2006
1
GENERAL GROWTH MANAGEMENT SAVINGS
AND EMPLOYEE STOCK OWNERSHIP PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2005 AND 2004
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December 31, |
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2005 |
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2004 |
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ASSETS: |
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Participant-directed investments: |
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Registered investment companies |
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$ |
164,112,792 |
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$ |
74,090,483 |
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Employer stock fund |
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77,981,315 |
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63,090,915 |
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Vanguard Retirement Savings Trust |
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36,306,047 |
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9,691,127 |
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Vanguard Brokerage Option |
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2,087,050 |
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1,547,311 |
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Outstanding participant loans |
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4,225,019 |
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2,837,471 |
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Total investments |
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284,712,223 |
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151,257,307 |
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Receivables: |
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Employer contributions |
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1,890,024 |
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1,724,852 |
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Participant contributions |
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— |
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8,180 |
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Other receivables |
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— |
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65,328 |
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Total receivables |
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1,890,024 |
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1,798,360 |
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Total assets |
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286,602,247 |
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153,055,667 |
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LIABILITIES: |
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Other liabilities |
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21,738 |
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425,199 |
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NET ASSETS AVAILABLE FOR BENEFITS |
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$ |
286,580,509 |
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$ |
152,630,468 |
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The accompanying notes are an integral part of these financial statements.
2
GENERAL GROWTH MANAGEMENT SAVINGS
AND EMPLOYEE STOCK OWNERSHIP PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2005
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ADDITIONS: |
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Interest and dividend income |
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$ |
9,888,270 |
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Contributions: |
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Participants |
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13,387,248 |
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Employer |
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8,128,283 |
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Rollover deposits |
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1,923,754 |
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Total contributions |
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23,439,285 |
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Net appreciation in fair value of investments |
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26,799,405 |
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Transfer in from The Rouse Company Retirement Savings Plan |
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100,746,971 |
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Other additions |
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12,548 |
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Total additions |
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160,886,479 |
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DEDUCTIONS: |
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Benefit payments |
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26,901,821 |
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Administrative expenses |
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34,617 |
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Total deductions |
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26,936,438 |
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NET INCREASE IN PLAN ASSETS |
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133,950,041 |
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NET ASSETS AVAILABLE FOR BENEFITS |
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Beginning of year |
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152,630,468 |
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End of year |
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$ |
286,580,509 |
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The accompanying notes are an integral part of these financial statements.
3
GENERAL GROWTH MANAGEMENT SAVINGS
AND EMPLOYEE STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1. Description of Plan and Significant Plan Provisions
The following description of the General Growth Management Savings and Employee Stock Ownership
Plan (the “Plan”) provides only general information. Participants should refer to the Plan
agreement, which may be obtained from Plan management, for a more complete description of the
Plan’s provisions.
General: General Growth Management, Inc. (the “Company”) is the Plan Sponsor and Plan
Administrator. Vanguard Fiduciary Trust Company (“VFTC”) is the trustee of the Plan. The Plan is
designed to encourage and assist eligible employees to adopt a regular program of savings to
provide for their retirement. The Plan is a defined contribution plan covering all full-time and
part-time (as defined) employees of the Company and GGP Limited Partnership, of which the Company
is a wholly-owned subsidiary (collectively, the “Employers”), who have completed one month of
service and attained age twenty-one. Certain individuals at locations managed by the Employers are
either employees of companies not owned or controlled by the Employers or are covered by other
qualified plans and therefore are not eligible to participate in the Plan. The Plan is subject to
the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”) and the financial
statements and schedules presented have been prepared in accordance with the financial reporting
requirements of ERISA.
On November 12, 2004, General Growth Properties, Inc. (“GGPI”), the parent of the Company and GGP
Limited Partnership, acquired The Rouse Company. Effective as of April 1, 2005, The Rouse Company
Retirement Savings Plan (which was sponsored by The Rouse Company) was merged into the Plan.
As of January 1, 2006, the Plan Sponsor and Plan Administrator changed to GGP Limited Partnership
and the Plan name changed to the General Growth 401(k) Savings Plan. The Plan remains a defined
contribution plan covering all full-time and part-time employees of the Company and any controlled
group member of the Company which adopts the plan. Employees who have attained the age of eighteen
are eligible to participate in the Plan.
Contributions: Under the terms of the Plan, subject to certain limitations, each participant is
allowed to make before-tax contributions in 1% increments up to 50% of gross earnings, as defined.
The Internal Revenue Code (“IRC”) imposes, among other things, a dollar limitation on the amount of
before-tax contributions for a calendar year. For 2005, a participant’s before-tax contribution
was generally limited to $14,000. Also for 2005, participants age 50 and over were eligible to
contribute a before-tax catch-up contribution of up to $4,000. The Company adds to a participant’s
account through a matching contribution up to 5% of the participant’s annual earnings contributed
to the Plan. The Company will match 100% of the first 4% of earnings contributed by each
participant and 50% of the next 2% of earnings contributed by each participant.
Participant accounts: Separate accounts are maintained for each Plan participant. Each
participant’s account is credited with the participant’s
contributions, rollover deposits and
allocations of the Company’s contributions and Plan earnings, and charged with an allocation of Plan
losses and administrative expenses. Allocations are based on account balances. The benefit to
which a participant is entitled is limited to the benefit that can be provided from the
participant’s vested account. Participants designate which investment option or combination of
options in which their contributions and the Company’s matching contributions are to be invested.
4
GENERAL GROWTH MANAGEMENT SAVINGS
AND EMPLOYEE STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
At December 31, 2005, the Plan offered the following investment options:
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Seventeen registered investment companies which offer investments in stocks, bonds and
cash-equivalents |
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Common stock of the Company’s ultimate parent, GGPI, a publicly-traded real estate
investment trust |
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Vanguard Retirement Savings Trust which offers six fund options that shift investment
securities from stocks to bonds based on a participant’s estimated retirement date |
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Vanguard Brokerage Option which offers direct investment in registered investment
companies, stocks, bonds and cash-equivalents |
Participant loans: Participants may borrow against their account, subject to certain administrative
rules. The minimum loan that will be made is $1,000 and the total of any individual participant’s
loan or loans may never exceed the lesser of 50% of the participant’s total vested account balance
or $50,000. The loans are secured by the balance in the participant’s account and bear interest at
the prime rate on the first business day of the month in which the loan is made plus one percent.
The term of a loan may not exceed five years, unless the loan qualifies as a primary residence
loan, in which case, the term may not exceed 20 years. Principal and interest are due each pay
period. Prior to January 1, 2006, participant loans were due and payable within 60 days upon
termination of employment. Subsequent to January 1, 2006, participant loans are due and payable
within 90 days upon termination of employment.
Vesting and Forfeitures: Participants are vested immediately in employee and employer
contributions.
Prior to January 1, 1998, Employer contributions and the earnings or losses thereon vested over a
six-year period, which ended December 31, 2003. Terminated participants that did not elect to
withdraw their assets could defer their assets, including nonvested Employer contributions, for up
to five years. If the Participant does not return to the Plan within the five year
break-in-service period, nonvested Employer contributions are forfeited. Terminated participants
that withdrew their vested assets from the Plan prior to the vesting period forfeited any nonvested
Employer contributions.
In 2005, forfeitures totaling $460,925 were used to reduce Employer contributions and $6,139 were
used to fund miscellaneous earnings. At December 31, 2005, the
balance of forfeitures that will be used to offset Employer
contributions during 2006 was $63,667. At December 31, 2004,
$10,362 of forfeitures were available and used to offset Employer
contributions during 2005.
Termination: Although it has not expressed any intent to do so, the Company reserves the right to
partially or completely terminate the Plan, subject to the provisions of the Plan and ERISA. Upon
a complete or partial termination of the Plan, all participants will be entitled to a distribution.
Payment of benefits: Upon termination of service due to death, disability, retirement on or after
attaining the Plan’s normal retirement age of 60, or termination of employment, the balances in the
participant’s separate accounts may be paid in lump sum to the participant or the participant’s
beneficiary in the event of death. A participant may withdraw contributions by claiming hardship,
as defined by the Plan. GGPI stock will be distributed in cash or stock, as elected by the
Participant. All other distributions will be made in cash.
NOTE 2. Summary of Significant Accounting Policies
Basis of accounting: The financial statements were prepared using the accrual method of
accounting.
Use of estimates: The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make estimates and
assumptions.
5
GENERAL GROWTH MANAGEMENT SAVINGS
AND EMPLOYEE STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
These estimates and assumptions affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the financial statements, and
the reported amounts of income and expenses during the reporting periods. Actual results could
differ from these estimates.
Valuation of investments and participant loans: The Plan’s investments are stated at fair value.
Shares of registered investment companies are valued at quoted market prices which represent the
net asset value of shares held by the Plan at year-end. Units of the Vanguard Retirement Savings
Trust are valued at net asset value at year-end. GGPI common stock is valued at its year-end unit
closing price (comprised of year-end market price plus uninvested cash position). Equity
securities are valued at last quoted sales price as of the close of the trading at year-end; such
securities not traded on the year-end date are valued at the last quoted bid prices. Fixed income
securities are valued using the last quoted bid price. Participant loans are valued at outstanding
balance which approximates fair value.
Investment transactions: Investment income is allocated and recorded daily to the participants’
accounts. Purchases and sales of investments are recorded on a trade-date basis. Interest income
is accrued when earned. Dividends are recorded on the ex-dividend date. Capital gain
distributions are included in dividend income.
Administrative expenses: All administrative expenses result in a deduction from participants’
accounts.
Payment of benefits: Benefit payments to participants are recorded upon distribution. There were
no amounts allocated to accounts of persons who had elected to withdraw from the Plan, but had not
yet been paid, at December 31, 2005 and 2004.
NOTE 3. Investments
The following presents investments that represent 5% or more of the Plan’s net assets available for
benefits:
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December 31, |
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| Description of Investment |
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2005 |
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2004 |
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GGPI Common Stock |
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$ |
77,981,315 |
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$ |
63,090,915 |
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American Funds EuroPacific Growth Fund |
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15,930,070 |
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7,492,659 |
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Artisan Mid-Cap Fund* |
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11,658,731 |
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9,837,910 |
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Royce Total Return Fund |
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24,273,587 |
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17,023,082 |
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Vanguard 500 Index Fund |
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19,813,504 |
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4,999,850 |
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Vanguard Target Retirement Fund 2025 |
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14,564,199 |
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5,436,147 |
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Vanguard Retirement Savings Trust |
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36,306,047 |
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9,691,127 |
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6
GENERAL GROWTH MANAGEMENT SAVINGS
AND EMPLOYEE STOCK OWNERSHIP PLAN
NOTES TO FINANCIAL STATEMENTS
During 2005, the Plan’s investments (including net gains and losses on investments bought and sold,
as well as held during the year) increased in value as follows:
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Registered investment companies |
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$ |
7,923,529 |
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GGPI Common Stock, net |
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18,718,562 |
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Vanguard Brokerage Option, net |
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157,314 |
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Net appreciation in fair value of investments |
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$ |
26,799,405 |
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NOTE 4. Income Tax Status
The Plan received its latest determination letter on February 10, 2006, applicable for Plan
amendments effective on May 1, 2002; December 31, 2002; January 1, 2003 and January 1, 2004, in
which the Internal Revenue Service (the “IRS”) stated the Plan, as then designed, was in compliance
with the applicable requirements of the IRC.
In September 2005 and October 2004, the Company requested consideration from the IRS under the
Voluntary Correction Program of the Employee Plans Compliance Resolution System described in
Revenue Procedure 2003-44 to resolve certain Operational Failures (within the meaning of Section
5.01(2)(b) of Revenue Procedure 2003-44) related to Participant and Employer matching
contributions, withholding of Participant earnings and Participant eligibility in the Plan. The
Company has resolved each of the Operational Failures and received confirmation from the IRS in the
determination letter dated February 10, 2006, that their application was accepted.
NOTE 5. Risks and Uncertainties
The Plan provides for investment in various investment securities. The investments of the Plan are
exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk
associated with certain investment securities and the level of uncertainty related to changes in
the value of investment securities, it is at least reasonably possible that changes in values of
investments in the near term would materially affect participants’ account balances and the amounts
reported in the Statements of Net Assets Available for Benefits and the Statement of Changes in Net
Assets Available for Benefits.
NOTE 6. Related-Party Transactions
The Plan allows participants to invest in GGPI common stock.
The Plan invests in shares of registered investment companies managed by an affiliate of VFTC.
Transactions in such investments qualify as party-in-interest transactions which are exempt from
the prohibited transaction rules. No fees were paid by the Company to VFTC
subsidiaries for investment management services performed during the year ended December 31, 2005.
Fees incurred by the plan for investment management services were
included as a reduction of the return earned on each fund.
Administrative fees paid by participants, which reduced plan net assets, were $34,617 in
2005 and $29,424 in 2004.
7
GENERAL GROWTH MANAGEMENT SAVINGS
AND EMPLOYEE STOCK OWNERSHIP PLAN
SUPPLEMENTAL SCHEDULES
FORM 5500, SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS HELD (AT END OF YEAR) AS OF DECEMBER 31, 2005
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| Identity of Issue |
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Description of Investment |
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Fair Value |
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Registered Investment Companies: |
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* American Funds EuroPacific Growth Fund, R-4 |
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Registered Investment Company |
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$ |
15,930,070 |
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* American Funds Growth Fund of America, Class R-4 |
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Registered Investment Company |
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12,753,750 |
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* Artisan Mid Cap Fund, Investor Shares |
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Registered Investment Company |
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11,658,731 |
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* Cohen & Steers Realty Income Fund, I Class |
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Registered Investment Company |
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1,969,547 |
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* Davis New York Venture Fund, Class A |
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Registered Investment Company |
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9,446,192 |
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* Lord Abbett Mid Cap Value Fund, Class A |
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Registered Investment Company |
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9,190,990 |
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* Royce Total Return Fund, Service Class |
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Registered Investment Company |
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24,273,587 |
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* Vanguard 500 Index Fund, Investor Shares |
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Registered Investment Company |
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19,813,504 |
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* Vanguard Explorer Fund, Investor Shares |
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Registered Investment Company |
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7,058,472 |
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* Vanguard Extended Market Index Fund, Investor Shares |
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Registered Investment Company |
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4,195,508 |
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* Vanguard Intermediate-Term Bond Index Fund, Investor Shares |
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Registered Investment Company |
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11,760,386 |
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* Vanguard Target Retirement 2005 |
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Registered Investment Company |
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1,953,786 |
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* Vanguard Target Retirement 2015 |
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Registered Investment Company |
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11,270,270 |
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* Vanguard Target Retirement 2025 |
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Registered Investment Company |
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14,564,199 |
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* Vanguard Target Retirement 2035 |
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Registered Investment Company |
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5,732,154 |
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* Vanguard Target Retirement 2045 |
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Registered Investment Company |
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2,251,636 |
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* Vanguard Target Retirement Inc |
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Registered Investment Company |
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290,010 |
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164,112,792 |
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* Employer Stock Fund |
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General Growth Properties, Inc. - Common Stock |
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77,981,315 |
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* Vanguard Retirement Savings Trust |
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Common/Collective Trust |
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36,306,047 |
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* Vanguard Brokerage Option |
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Registered Investment Companies,
Stocks, Bonds and Cash-Equivalents |
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2,087,050 |
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Outstanding Participant Loans |
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4% - 10.5% |
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4,225,019 |
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Total |
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$ |
284,712,223 |
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| * |
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Sponsored by a party-in-interest. |
8
GENERAL GROWTH MANAGEMENT SAVINGS
AND EMPLOYEE STOCK OWNERSHIP PLAN
SUPPLEMENTAL SCHEDULES
FORM 5500, SCHEDULE H,
PART IV, LINE 4j
SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 2005
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Current |
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Value of |
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Asset on |
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Identity
of Party |
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Purchase |
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Historical |
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Transaction |
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Historical |
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Involved |
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Description of Asset |
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Price |
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Selling Price |
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|
Cost of Asset |
|
|
Date |
|
|
Gain (Loss) |
|
| |
The Vanguard Group |
|
American Funds EuroPacific R-4 |
|
$ |
9,360,352 |
|
|
|
|
|
|
|
|
|
|
$ |
9,360,352 |
|
|
|
|
|
The Vanguard Group |
|
American Funds EuroPacific R-4 |
|
|
|
|
|
$ |
2,796,552 |
|
|
$ |
2,592,643 |
|
|
|
2,796,552 |
|
|
$ |
203,909 |
|
The Vanguard Group |
|
American Funds Growth Fund Am |
|
|
7,611,332 |
|
|
|
|
|
|
|
|
|
|
|
7,611,332 |
|
|
|
|
|
The Vanguard Group |
|
American Funds Growth Fund Am |
|
|
|
|
|
|
2,165,050 |
|
|
|
2,029,399 |
|
|
|
2,165,050 |
|
|
|
135,651 |
|
The Vanguard Group |
|
Davis New York Venture |
|
|
6,679,728 |
|
|
|
|
|
|
|
|
|
|
|
6,679,728 |
|
|
|
|
|
The Vanguard Group |
|
Davis New York Venture |
|
|
|
|
|
|
2,592,709 |
|
|
|
2,467,486 |
|
|
|
2,592,709 |
|
|
|
125,223 |
|
The Vanguard Group |
|
Lord Abbett Mid Cap Value Fund |
|
|
5,647,080 |
|
|
|
|
|
|
|
|
|
|
|
5,647,080 |
|
|
|
|
|
The Vanguard Group |
|
Lord Abbett Mid Cap Value Fund |
|
|
|
|
|
|
2,048,849 |
|
|
|
1,941,930 |
|
|
|
2,048,849 |
|
|
|
106,918 |
|
The Vanguard Group |
|
Royce Total Return Fund |
|
|
13,239,468 |
|
|
|
|
|
|
|
|
|
|
|
13,239,468 |
|
|
|
|
|
The Vanguard Group |
|
Royce Total Return Fund |
|
|
|
|
|
|
6,780,955 |
|
|
|
6,504,448 |
|
|
|
6,780,955 |
|
|
|
276,507 |
|
The Vanguard Group |
|
Vanguard 500 Index Inv |
|
|
18,508,944 |
|
|
|
|
|
|
|
|
|
|
|
18,508,944 |
|
|
|
|
|
The Vanguard Group |
|
Vanguard 500 Index Inv |
|
|
|
|
|
|
4,585,826 |
|
|
|
4,438,536 |
|
|
|
4,585,826 |
|
|
|
147,290 |
|
The Vanguard Group |
|
Vanguard Explorer Fund |
|
|
8,280,875 |
|
|
|
|
|
|
|
|
|
|
|
8,280,875 |
|
|
|
|
|
The Vanguard Group |
|
Vanguard Explorer Fund |
|
|
|
|
|
|
2,599,860 |
|
|
|
2,490,241 |
|
|
|
2,599,860 |
|
|
|
109,619 |
|
The Vanguard Group |
|
Vanguard IT Bond Index |
|
|
8,979,814 |
|
|
|
|
|
|
|
|
|
|
|
8,979,814 |
|
|
|
|
|
The Vanguard Group |
|
Vanguard IT Bond Index |
|
|
|
|
|
|
2,493,919 |
|
|
|
2,516,383 |
|
|
|
2,493,919 |
|
|
|
(22,464 |
) |
The Vanguard Group |
|
Vanguard Tgt Retirement 2015 |
|
|
12,398,618 |
|
|
|
|
|
|
|
|
|
|
|
12,398,618 |
|
|
|
|
|
The Vanguard Group |
|
Vanguard Tgt Retirement 2015 |
|
|
|
|
|
|
2,893,097 |
|
|
|
2,837,105 |
|
|
|
2,893,097 |
|
|
|
55,992 |
|
The Vanguard Group |
|
Vanguard Tgt Retirement 2025 |
|
|
12,860,639 |
|
|
|
|
|
|
|
|
|
|
|
12,860,639 |
|
|
|
|
|
The Vanguard Group |
|
Vanguard Tgt Retirement 2025 |
|
|
|
|
|
|
4,341,413 |
|
|
|
4,223,212 |
|
|
|
4,341,413 |
|
|
|
118,202 |
|
The Vanguard Group |
|
Vanguard Retire Savings Trust |
|
|
42,897,833 |
|
|
|
|
|
|
|
|
|
|
|
42,897,833 |
|
|
|
|
|
The Vanguard Group |
|
Vanguard Retire Savings Trust |
|
|
|
|
|
|
16,282,914 |
|
|
|
16,282,914 |
|
|
|
16,282,914 |
|
|
|
— |
|
The Vanguard Group |
|
GGP Common Stock |
|
|
7,918,506 |
|
|
|
|
|
|
|
|
|
|
|
7,918,506 |
|
|
|
|
|
The Vanguard Group |
|
GGP Common Stock |
|
|
|
|
|
|
11,746,603 |
|
|
|
5,951,628 |
|
|
|
11,746,603 |
|
|
|
5,794,976 |
|
9
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons
who administer the employee benefit plan) have duly caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
| |
|
|
|
|
GENERAL GROWTH MANAGEMENT SAVINGS |
|
|
AND EMPLOYEE STOCK OWNERSHIP PLAN |
|
|
|
|
|
General Growth Management, Inc., |
|
|
as Administrator |
|
|
|
June 28, 2006
|
|
/s/ Robert A. Michaels |
|
|
|
|
|
Robert A. Michaels |
|
|
President |
10
EXHIBIT INDEX
| |
|
|
EXHIBIT |
|
|
NO. |
|
DESCRIPTION |
23.1
|
|
Consent of Deloitte & Touche LLP |
11