GGP Reports Fourth Quarter Results

                      GGP Reports Fourth Quarter Results

FFO Increases 23.3%; Mall NOI Increases 6.5%; Raises Quarterly Dividend

PR Newswire

CHICAGO, Feb. 4, 2013

CHICAGO, Feb. 4, 2013 /PRNewswire/ -- General Growth Properties, Inc. (the
"Company") (NYSE: GGP) today reported results for the three months and year
ended December 31, 2012.

Financial Results

For the Three Months Ended December 31, 2012
Funds From Operations ("Company FFO") increased 23.3% to $312 million, or
$0.31 per diluted share, from $253 million, or $0.26 per diluted share, in the
prior year period.

Earnings Before Interest, Taxes, Depreciation and Amortization ("Company
EBITDA") increased 9.6% to $557 million from $508 million in the prior year
period.

Net Operating Income for the mall portfolio ("Mall NOI") increased 6.5% to
$585 million from $549 million in the prior year period.

Net income attributable to common stockholders, which is impacted primarily by
depreciation expense, a net gain on extinguishment of debt and a non-cash
accounting adjustment for outstanding warrants, was $32 million, or $0.04 per
diluted share, as compared to a net loss of $368 million, or $0.39 loss per
diluted share, in the prior year period. The non-cash accounting adjustment
for outstanding warrants reduced income from continuing operations in the
current period by $89 million and in the prior period by $264 million.

For the Year Ended December 31, 2012
Company FFO increased 13.7% to $994 million, or $0.99 per diluted share, from
$874 million, or $0.88 per diluted share, in the prior year period.

Company EBITDA increased 7.0% to $1,995 million from $1,864 million in the
prior year period.

Mall NOI increased 5.3% to $2,108 million from $2,001 million in the prior
year period.

Net loss attributable to common stockholders, which is impacted primarily by
depreciation expense, provisions for impairment, a net gain on extinguishment
of debt and a non-cash accounting adjustment for outstanding warrants, was
$481 million, or $0.52 loss per diluted share, as compared to a net loss of
$313 million, or $0.37 loss per diluted share, in the prior year period. The
non-cash accounting adjustment for outstanding warrants reduced income from
continuing operations in the current period by $502 million whereas the
adjustment in the prior period increased income from continuing operations by
$55 million.

Operational Highlights

  oTenant sales increased 6.6% to $545 per square foot on a trailing 12-month
    basis.
  oU.S. Regional mall leased percentage was 96.1% at quarter end, an increase
    of 60 basis points from December 31, 2011.
  oInitial rental rates for leases commencing in 2012 on a suite-to-suite
    basis increased 10.2%, or $5.74 per square foot, to $61.84 per square foot
    when compared to the rental rate for expiring leases.
  oLeased 3.6 million square feet of anchor and big boxspace as of December
    31, 2012.

Guidance

Company FFO for the year ending December 31, 2013, is expected to be $1.08 to
$1.12 per diluted share. Company FFO for the first quarter 2013 is expected to
be $0.24 to $0.26 per diluted share.

The following table provides a reconciliation of the range of estimated
diluted net loss income attributable to common stockholders per share to
estimated diluted FFO per share and diluted Company FFO per share.

                           For the year ending        For the three months
                                                      ending
                           December 31, 2013          March 31, 2013
                           Low End       High End     Low End      High End
Company FFO per diluted    $        $       $       $     
share                          1.08                       
                                         1.12         0.24         0.26
Warrant liability          (0.06)        (0.06)       (0.06)       (0.06)
adjustment ^1
Adjustments ^2             (0.16)        (0.16)       (0.04)       (0.04)
FFO                        0.86          0.90         0.14         0.16
Depreciation, including    (0.79)        (0.79)       (0.19)       (0.19)
share of joint ventures ^3
Net income (loss)          $        $       $       $     
attributable to common         0.07                       
stockholders                             0.11         (0.05)       (0.03)

  The Company's purchase of warrants as discussed below will result in
1 approximately $55.8 million ofadditional warrant liability adjustment
  expensein the first quarter 2013.
  Refer to the Supplemental Information package for the nature of adjustments
2 to reconcile FFO to Company FFO. The Supplemental Information package is
  available in the Investors section of the Company's website at www.ggp.com.
3 Impact of dilutive securities is included in the per share amount.

The guidance estimate reflects management's view of current and future market
conditions, including assumptions with respect to rental rates, occupancy
levels 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 possible future gains or
losses or the impact on operating results from other possible future property
acquisitions or dispositions or capital markets 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 do not include 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.

Common Share Dividend

Today the Company announced that its Board of Directors declared a first
quarter common stock dividend of $0.12 per share payable on April 30, 2013, to
stockholders of record on April 16, 2013, representing an increase of $0.01
per share from the prior quarter.

Financing Activities

Unsecured Notes
During the three months ended December 31, 2012, the Company repaid $600
million of 6.75% unsecured notes scheduled to mature in May 2013. In
connection with the repayment, the Company incurred approximately $15 million
of prepayment fees.

During the year ended December 31, 2012, the Company repaid $955 million of
6.75% unsecured notes scheduled to mature during 2012 and 2013.

On January 14, 2013, certain subsidiaries of the Company called for early
redemption of its 5.375% unsecured notes due November 26, 2013 (approximately
$92 million). The redemption will occur on February 14, 2013, at the
"Make-Whole Price," as defined in the applicable indenture.

Property-Level Debt
During the three months ended December 31, 2012, the Company obtained $2
billion ($1.8 billion at share) of property-level debt with a weighted-average
interest rate of 3.81% and term-to-maturity of 9.9 years. The prior loans had
a weighted-average interest rate of 3.88% and a remaining term-to-maturity of
2.9 years. The transactions generated approximately $768 million of net
proceeds.

During the year ended December 31, 2012, the Company obtained $8 billion ($7
billion at share) of property-level debt with a weighted-average interest rate
of 4.20% and term-to-maturity of 9.4 years. The prior loans had a
weighted-average interest rate of 5.30% and a remaining term-to-maturity of
2.6 years. The transactions generated approximately $1.4 billion of net
proceeds and eliminated approximately $1.3 billion of recourse to the Company.

InvestmentActivities

Acquisitions
During the three months ended December 31, 2012, the Company acquired an
additional 14.1% interest in Aliansce Shopping Centers, S.A. for approximately
$195 million.

During the year ended December 31, 2012, the Company acquired an interest in
approximately 2.7 million square feet of big box and anchor space for
approximately $307 million. In addition, the Company acquired the remaining
interest in two partially owned regional malls for $191 million, including
assumption of $94 million of debt.

Dispositions
During the three months ended December 31, 2012, the Company disposed of
approximately 3.2 million square feet of gross leasable area for $213 million.
The transactions generated approximately $99 million of net proceeds after
repayment of property-level debt.

During the year ended December 31, 2012, the Company disposed of assets
comprising approximately 7.1 million square feet of gross leasable area for
approximately $525 million. The transactions generated approximately $239
million of net proceeds after repayment of property-level debt.

Development Activity
The Company has commenced redevelopment activities totaling about$900 million
of capital investment (at share), encompassing 24 properties, with double
digit returns, including Ala Moana, Fashion Show and Glendale Galleria, which
account for approximately $660 million.

Purchase of Warrants
On January 28, 2013, the Company purchased the warrants held by the affiliates
of The Blackstone Group and Fairholme Funds, Inc. for approximately $633
million. The Company funded the transactions using its available cash
resources.

Investor Conference Call

On Tuesday, February 5, 2013, the Company will host a conference call at 8:00
a.m. CST (9:00 a.m. EST). 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
beginning at 1:00 p.m. EST on February 5, 2013. To access the replay, dial
855.859.2056 (international 404.537.3406) conference ID 83350201. A replay of
the call will be available on the Company's website in the Investors section.

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.

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 assumption, 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, retail 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.

General Growth Properties, Inc.

General Growth Properties, Inc. is a fully integrated, self-managed and
self-administered real estate investment trust focused exclusively on owning,
managing, leasing, and redeveloping regional malls throughout the United
States and Brazil. GGP's portfolio is comprised of 126 regional malls in the
United States and 18 malls in Brazil, comprising approximately 135 million
square feet of gross leasable area. GGP is headquartered in Chicago, Illinois,
and publicly traded on the NYSE under the symbol GGP.

Investor Relations Contact: Media Contact:
Kevin Berry                 David Keating
VP Investor Relations       VP Corporate Communications
(312) 960-5529              (312) 960-6325
kevin.berry@ggp.com         david.keating@ggp.com



NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES AND DEFINITIONS

REAL ESTATE PROPERTY NET OPERATING INCOME (NOI) AND COMPANY NOI
The Company believes NOI is a useful supplemental measure of the Company's
operating performance. The Company defines NOI as operating revenues (rental
income, tenant recoveries and other income) less property and related expenses
(real estate taxes, property maintenance costs, marketing, other property
expenses and provision for doubtful accounts). NOI has been reflected on a
proportionate basis (at the Company's ownership share). Other REITs may use
different methodologies for calculating NOI, and accordingly, the Company's
NOI may not be comparable to other REITs. Because NOI excludes general and
administrative 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, strategic initiatives, provision for income taxes,
discontinued operations 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. This measure provides an operating perspective not
immediately apparent from GAAP operating or net income (loss) attributable to
common stockholders. The Company uses NOI to evaluate its operating
performance on a property-by-property basis because NOI allows the Company to
evaluate the impact that factors such as lease structure, lease rates and
tenant base, which vary by property, have on the Company's operating results,
gross margins and investment returns.

In addition, management believes NOI provides useful information to the
investment community about the Company's operating performance. However, due
to the exclusions noted above, NOI should only be used as an alternative
measure of the Company's financial performance.  

Company NOI excludes the NOI impacts of non-cash and certain non-comparable
items such as straight-line rent and intangible asset and liability
amortization resulting from acquisition accounting. Mall NOI is Company NOI
for our mall portfolio. We present Company NOI, and Company EBITDA and
Company FFO as below, as we believe certain investors and other users of our
financial information use them as measures of the Company's historical
operating performance.

EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION (EBITDA) AND
COMPANY EBITDA
EBITDA is defined as net income (loss) attributable to common stockholders,
adjusted to exclude interest expense net of interest income, warrant
adjustment, income tax provision (benefit), discontinued operations,
allocations to noncontrolling interests, depreciation and amortization.
EBITDA has been reflected on a proportionate basis. Company EBITDA comprises
EBITDA as defined immediately above and excludes certain non-cash and certain
non-recurring items such as our Company NOI adjustments described above,
provisions for impairment, emergence reorganization items, strategic
initiatives and certain management and administration costs.

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 our share of consolidated net income (loss) 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 our economic ownership interest, and all determined
on a consistent basis in accordance with GAAP. As with our presentation of
NOI and EBITDA, FFO has been reflected on a proportionate basis.

The Company considers FFO a supplemental measure for equity REITs and a
complement to GAAP measures because it facilitates an understanding of the
operating performance of the Company's properties. FFO 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.
 As with our presentation of Company NOI and Company EBITDA, Company FFO
excludes from FFO certain items that are non-cash and certain non-comparable
items such as our Company NOI adjustments, Company EBITDA adjustments, and FFO
items such as FFO from discontinued operations from the spin-off of Rouse
Properties, Inc., normal adjustments from operating properties such as
straight-line, above/below market lease amortization, mark-to-market
adjustments on debt and gains on the extinguishment of debt, warrant liability
adjustment, and interest expense on debt repaid or settled, all as a result of
our emergence, acquisition accounting and other capital contribution or
restructuring events.

RECONCILIATIONS OF NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES TO GAAP FINANCIAL
MEASURES
The Company presents 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 our non-GAAP Supplemental Financial measures of NOI,
Company NOI, EBITDA, Company EBITDA, FFO and Company FFO, reconciliations have
been provided as follows: a reconciliation of NOI and Company NOI to GAAP
Operating Income (loss); a reconciliation of EBITDA and Company EBITDA to GAAP
net income (loss) attributable to common stockholders; a reconciliation of
Company FFO and FFO to GAAP net income (loss) attributable to common
stockholders has been provided. None of our non-GAAP Supplemental 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 common stockholders and none are necessarily indicative of
cash available to fund cash needs. In addition, the Company has presented
such financial measures on a consolidated and unconsolidated basis (at the
Company's ownership share) as the Company believes that given the significance
of the Company's operations that are owned through investments accounted for
on 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 for the Company as a whole.



FINANCIAL OVERVIEW



Consolidated Statements of Operations^1

(In thousands, except per share)
                      Three Months Ended           Twelve Months Ended
                      December 31,  December 31,   December 31,   December 31,
                      2012          2011           2012           2011
Revenues:
                      $        $        $        $     
 Minimum rents                              1,578,074    
                      417,923      396,156                      1,536,328
 Tenant recoveries   179,075       170,680        716,120        711,663
 Overage rents       35,770        31,987         69,550         60,849
 Management fees
and other corporate   16,303        17,398         71,949         61,165
revenues
 Other               26,643        27,765         76,157         74,779
Total revenues        675,714       643,986        2,511,850      2,444,784
Expenses:
 Real estate taxes   54,321        52,798         226,482        224,013
 Property            24,334        22,001         84,783         91,204
maintenance costs
 Marketing           11,931        13,846         33,854         33,602
 Other property      90,358        94,018         368,154        376,152
operating costs
 Provision for       1,513         2,765          4,517          5,075
doubtful accounts
 Property
management and other  40,657        49,890         159,671        187,035
costs
 General and         7,624         12,908         39,255         30,886
administrative
 Provisions for      -             916            58,198         916
impairment
 Depreciation and    190,930       208,945        793,877        874,189
amortization
Total expenses        421,668       458,087        1,768,791      1,823,072
Operating income      254,046       185,899        743,059        621,712
Interest income       624           512            2,924          2,418
Interest expense      (210,908)     (213,115)      (811,094)      (879,532)
Warrant liability     (89,153)      (264,418)      (502,234)      55,042
adjustment
Gain from change in
control of            -             -              18,547         -
investment
properties
Loss on
extinguishment of     (15,007)      -              (15,007)       -
debt
Loss before income
taxes, equity in
income of
Unconsolidated Real
Estate Affiliates,    (60,398)      (291,122)      (563,805)      (200,360)
discontinued
operations and
allocation to
noncontrolling
interests
Provision for income  (3,538)       (841)          (9,091)        (8,723)
taxes
Equity in income of
Unconsolidated Real   38,493        5,432          78,342         2,898
Estate Affiliates ^3
Loss from continuing  (25,443)      (286,531)      (494,554)      (206,185)
operations
Discontinued          61,108        (81,731)       23,021         (100,619)
operations
Net income (loss)     35,665        (368,262)      (471,533)      (306,804)
Allocation to
noncontrolling        (3,464)       424            (9,700)        (6,368)
interests
Net income (loss)     $        $        $        $     
attributable to                                            
common stockholders   32,201       (367,838)     (481,233)     (313,172)
Basic Income (Loss)
Per Share:
 Continuing          $        $        $        $     
operations                                           
                       (0.03)      (0.30)         (0.54)          (0.22)
 Discontinued        0.07          (0.09)         0.02           (0.11)
operations ^2
Total basic income    $        $        $        $     
(loss) per share                                     
                        0.04      (0.39)         (0.52)          (0.33)
Diluted Income
(Loss) Per Share:
 Continuing          $        $        $        $     
operations                                           
                       (0.03)      (0.30)         (0.54)          (0.27)
 Discontinued        0.07          (0.09)         0.02           (0.10)
operations
Total diluted income  $        $        $        $     
(loss) per share                                     
                        0.04      (0.39)         (0.52)          (0.37)
1 Amounts presented in accordance with GAAP.
2 Includes gain on extinguishment of debt for the three and twelve months
ended December 31, 2012.
3 Includes gain on dilution of international investment for the three and
twelve months ended December 31, 2012.



FINANCIAL OVERVIEW



Consolidated Balance Sheets^1

(In thousands)
                                          December 31, 2012  December 31, 2011
Assets:
Investment in real estate:
   Land                                   $           $       
                                          4,278,471         4,623,944
   Buildings and equipment                18,806,858         19,837,750
   Less accumulated depreciation          (1,440,301)        (974,185)
   Construction in progress               376,529            135,807
      Net property and equipment          22,021,557         23,623,316
   Investment in and loans to/from        2,865,871          3,052,973
   Unconsolidated Real Estate Affiliates
      Net investment in real estate       24,887,428         26,676,289
Cash and cash equivalents                 624,815            572,872
Accounts and notes receivable, net        260,860            218,749
Deferred expenses, net                    179,837            170,012
Prepaid expenses and other assets         1,329,465          1,805,535
Assets held for disposition               -                  74,694
      Total assets                        $            $      
                                          27,282,405        29,518,151
Liabilities:
Mortgages, notes and loans payable        $            $      
                                          15,966,866        17,143,014
Accounts payable and accrued expenses     1,212,231          1,445,738
Dividend payable                         103,749            526,332
Deferred tax liabilities                  28,174             29,220
Tax indemnification liability             303,750            303,750
Junior Subordinated Notes                 206,200            206,200
Warrant liability                         1,488,196          985,962
Liabilities held for disposition          -                  74,795
      Total liabilities                   19,309,166         20,715,011
Redeemable noncontrolling interests:
   Preferred                              136,008            120,756
   Common                                132,211            103,039
      Total redeemable noncontrolling     268,219            223,795
      interests
Equity:
      Total stockholders' equity          7,621,698          8,483,329
   Noncontrolling interests in            83,322             96,016
   consolidated real estate affiliates
      Total equity                        7,705,020          8,579,345
      Total liabilities and equity        $            $      
                                          27,282,405        29,518,151
1  Presented in accordance with GAAP.



PROPORTIONATE FINANCIAL SCHEDULES



Reconciliation of NOI, EBITDA, and FFO

For the Three Months Ended December 31, 2012 and 2011

(In thousands)
                Three Months Ended December 31,    Three Months Ended December 31,
                2012                               2011
                Pro Rata   Adjustments  Company    Pro Rata   Adjustments  Company
                Basis                              Basis
Property
revenues:
 Minimum       $      $        $          $      $        $
rents           513,553    13,248       526,801   487,709    21,228       508,937
 Tenant        213,015    -            213,015    207,545    -            207,545
recoveries
 Overage       43,123     -            43,123     39,176     -            39,176
rents
 Other         36,358     -            36,358     31,457     -            31,457
revenue
Total
property        806,049    13,248       819,297    765,887    21,228       787,115
revenues
Property
operating
expenses:
 Real estate   65,494     (1,578)      63,916     67,745     (1,578)      66,167
taxes
 Property
maintenance     29,316     -            29,316     27,173     -            27,173
costs
 Marketing     14,580     -            14,580     17,193     -            17,193
 Other
property        114,856    (1,389)      113,467    114,324    (1,434)      112,890
operating
costs
 Provision
for doubtful    2,199      -            2,199      2,862      -            2,862
accounts
Total property
operating       226,445    (2,967)      223,478    229,297    (3,012)      226,285
expenses
NOI             $      $        $          $      $        $
                579,604    16,215       595,819   536,590    24,240       560,830
Management
fees and other  18,199     -            18,199     18,629     (9)          18,620
corporate
revenues
Property
management and  (46,628)   (424)        (47,052)   (56,157)   4,813        (51,344)
other costs
NOI after net
property        $      $        $          $      $        $
management      551,175    15,791       566,966   499,062    29,044       528,106
costs
General and     (10,077)   -            (10,077)   (17,054)   (2,828)      (19,882)
administrative
EBITDA before   $      $        $          $      $        $
provisions for  541,098    15,791       556,889   482,008    26,216       508,224
impairment
Provisions for  -          -            -          (916)      916          -
impairment
EBITDA          $      $        $          $      $        $
                541,098    15,791       556,889   481,092    27,132       508,224
Depreciation
on non-income   (1,615)    -            (1,615)    (1,978)    -            (1,978)
producing
assets
Interest        1,677      -            1,677      1,454      -            1,454
income
Preferred unit  (2,310)    -            (2,310)    (2,648)    -            (2,648)
distributions
Interest
expense:
 Default       (1,791)    1,791        -          (1,132)    1,132        -
interest
 Interest
expense
relating to     -          -            -          -          -            -
extinguished
debt

Mark-to-market  (2,696)    2,696        -          5,375      (5,375)      -
adjustments on
debt
 Write-off of
mark-to-market
adjustments on  (287)      287          -          148        (148)        -
extinguished
debt
 Debt
extinguishment  (15,007)   15,007       -          36         (36)         -
expenses
 Interest on   (243,439)  -            (243,439)  (255,883)  -            (255,883)
existing debt
Warrant
liability       (89,153)   89,153       -          (264,418)  264,418      -
adjustment
Provision for   (3,650)    3,650        -          (919)      919          -
income taxes
FFO from
discontinued    51,376     (50,714)     662        7,826      (4,081)      3,745
operations
FFO             $      $        $          $      $         $
                234,203    77,661       311,864   (31,047)   283,961      252,914



PROPORTIONATE FINANCIAL SCHEDULES



Reconciliation of NOI, EBITDA, and FFO

For the Twelve Months Ended December 31, 2012 and 2011

(In thousands)
                Twelve Months Ended December 31,     Twelve Months Ended December 31, 2011
                2012
                Pro Rata    Adjustments  Company     Pro Rata     Adjustments  Company
                Basis                                Basis
Property
revenues:
 Minimum       $         $        $           $          $        $
rents           1,947,218  29,688       1,976,906  1,879,546   25,819       1,905,365
 Tenant        855,860     -            855,860     850,263      -            850,263
recoveries
 Overage       86,035      -            86,035      73,283       -            73,283
rents
 Other         104,958     -            104,958     90,040       -            90,040
revenue
Total
property        2,994,071   29,688       3,023,759   2,893,132    25,819       2,918,951
revenues
Property
operating
expenses:
 Real estate   271,389     (6,312)      265,077     270,176      (6,312)      263,864
taxes
 Property
maintenance     102,835     -            102,835     110,107      -            110,107
costs
 Marketing     41,530      -            41,530      41,823       -            41,823
 Other
property        464,311     (5,687)      458,624     454,602      (5,786)      448,816
operating
costs
 Provision
for doubtful    5,898       -            5,898       8,158        -            8,158
accounts
Total property
operating       885,963     (11,999)     873,964     884,866      (12,098)     872,768
expenses
NOI             $         $        $           $          $        $
                2,108,108  41,687       2,149,795  2,008,266   37,917       2,046,183
Management
fees and other  79,217      -            79,217      66,304       (421)        65,883
corporate
revenues
Property
management and  (182,756)   (1,696)      (184,452)   (208,540)    20,518       (188,022)
other costs
NOI after net
property        $         $        $           $          $        $
management      2,004,569  39,991       2,044,560  1,866,030   58,014       1,924,044
costs
General and     (50,011)    -            (50,011)    (41,506)     (18,313)     (59,819)
administrative
EBITDA before   $         $        $           $          $        $
provisions for  1,954,558  39,991       1,994,549  1,824,524   39,701       1,864,225
impairment
Provisions for  -           -            -           (916)        916          -
impairment
EBITDA          $         $        $           $          $        $
                1,954,558  39,991       1,994,549  1,823,608   40,617       1,864,225
Depreciation
on non-income   (8,188)     -            (8,188)     (6,561)      -            (6,561)
producing
assets
Interest        6,561       -            6,561       8,480        -            8,480
income
Preferred unit  (12,414)    3,098        (9,316)     (9,654)      -            (9,654)
distributions
Interest
expense:
 Default       (5,545)     5,545        -           (62,089)     62,089       -
interest
 Interest
expense
relating to     -           -            -           (11,045)     11,045       -
extinguished
debt

Mark-to-market  10,932      (10,932)     -           17,191       (17,191)     -
adjustments on
debt
 Write-off of
mark-to-market
adjustments on  33,069      (33,069)     -           44,732       (44,732)     -
extinguished
debt
 Debt
extinguishment  (15,197)    15,197       -           24           (24)         -
expenses
 Interest on   (999,966)   -            (999,966)   (1,020,436)  -            (1,020,436)
existing debt
Warrant
liability       (502,234)   502,234      -           55,042       (55,042)     -
adjustment
Provision for   (9,474)     9,474        -           (8,911)      8,911        -
income taxes
FFO from
discontinued    69,028      (58,793)     10,235      77,741       (39,375)     38,366
operations
FFO             $       $         $         $        $         $  
                521,130     472,745      993,875     908,122      (33,702)     874,420



RECONCILIATIONS



Reconciliation of Non-GAAP to GAAP Financial Measures

(In thousands)
                                 Three Months Ended    Twelve Months Ended
                                 December   December   December   December 31,
                                 31, 2012   31, 2011   31, 2012   2011
Reconciliation of NOI to GAAP
Operating Income
NOI:
        Pro Rata basis           $ 579,604 $         $          $ 2,008,266
                                            536,590    2,108,108
        Unconsolidated           (106,293)  (100,478)  (398,409)  (368,848)
        Properties
        Consolidated Properties  473,311    436,112    1,709,699  1,639,418
Management fees and other        16,303     17,398     71,949     61,165
corporate revenues
Property management and other    (40,657)   (49,890)   (159,671)  (187,035)
costs
General and administrative       (7,624)    (12,908)   (39,255)   (30,883)
Provisions for impairment        -          (916)      (58,198)   (916)
Depreciation and amortization    (190,930)  (208,945)  (793,877)  (874,189)
Gains on sales of investment     -          2,402      -          2,402
properties
Noncontrolling interest in
operating income of              3,643      2,646      12,412     11,750
Consolidated Properties and
other
Operating income                 $ 254,046 $         $        $  
                                            185,899    743,059    621,712
Reconciliation of EBITDA to
GAAP Net Income (Loss)
Attributable to Common
Stockholders
EBITDA:
        Pro Rata basis           $ 541,098 $         $          $ 1,823,608
                                            481,092    1,954,558
        Unconsolidated           (99,609)   (91,211)   (371,246)  (340,616)
        Properties
        Consolidated Properties  441,489    389,881    1,583,312  1,482,992
Depreciation and amortization    (190,930)  (208,945)  (793,877)  (874,189)
Noncontrolling interest in NOI   3,643      2,646      12,412     11,750
of Consolidated Properties
Interest income                  624        512        2,924      2,418
Interest expense                 (210,908)  (213,115)  (811,094)  (879,532)
Warrant liability adjustment     (89,153)   (264,418)  (502,234)  55,042
Provision for income taxes       (3,538)    (841)      (9,091)    (8,723)
Provision for impairment         -          -          (58,198)   -
excluded from FFO
Equity in income of
Unconsolidated Real Estate       38,493     5,432      78,342     2,898
Affiliates
Discontinued operations          61,108     (81,731)   23,021     (100,619)
Gain from change in control of   -          -          18,547     -
investment properties
Loss on extinguishment of debt   (15,007)   -          (15,007)   -
Gains on sales of investment     -          2,402      -          2,402
properties
Allocation to noncontrolling     (3,620)    339        (10,290)   (7,611)
interests
Net income (loss) attributable   $         $          $         $ 
to common stockholders           32,201    (367,838)  (481,233)  (313,172)
Reconciliation of FFO to GAAP
Net Income (Loss) Attributable
to Common Stockholders
FFO:
        Consolidated Properties  $ 174,444 $         $        $  
                                            (81,223)   309,058    725,659
        Unconsolidated
        Properties and           59,759     50,176     212,072    182,463
        Noncontrolling
        Interests
        Pro Rata basis           234,203    (31,047)   521,130    908,122
Depreciation and amortization
of capitalized real estate       (236,373)  (257,498)  (954,893)  (1,062,661)
costs
Gain from change in control of   -          -          18,547     -
investment properties
Gains on sales of investment     34,747     8,364      52,378     16,784
properties
Noncontrolling interests in
depreciation of Consolidated     1,520      3,766      6,870      9,343
Properties
Provision for impairment         -          -          (58,198)   -
excluded from FFO
Provision for impairment
excluded from FFO of             -          (67,466)   (50,483)   (67,466)
discontinued operations
Redeemable noncontrolling        (261)      2,598      3,492      2,212
interests
Depreciation and amortization    (1,635)    (26,555)   (20,076)   (119,506)
of discontinued operations
Net income (loss) attributable   $         $          $         $ 
to common stockholders           32,201    (367,838)  (481,233)  (313,172)
Reconciliation of Equity in NOI
of Unconsolidated Properties to
GAAP Equity in Income of
Unconsolidated Real Estate
Affiliates
Equity in Unconsolidated
Properties:
        NOI                      $ 106,293 $         $        $  
                                            100,478    398,409    368,848
        Net property management  (4,231)    (5,121)    (16,392)   (17,609)
        fees and costs
        Net interest expense     (37,297)   (37,588)   (151,263)  (149,694)
        General and
        administrative,
        provisions for
        impairment,
            income taxes and
            noncontrolling       (2,575)    (4,239)    (11,212)   (10,997)
            interest in FFO
        FFO of discontinued
        Unconsolidated           -          (997)      -          (1,429)
        Properties
FFO of Unconsolidated            62,190     52,533     219,542    189,119
Properties
Depreciation and amortization
of capitalized real estate       (47,059)   (50,562)   (169,204)  (196,344)
costs
Other, including gain on sales   23,362     3,461      28,004     10,123
of investment properties
Equity in income of              $         $       $       $    
Unconsolidated Real Estate       38,493    5,432     78,342    2,898
Affiliates



SOURCE General Growth Properties, Inc.

Website: http://www.ggp.com