ITEM 8.01 OTHER EVENTS
On January 5, 2009, General Growth Properties, Inc. (the "Company") issued a press release announcing the settlement of the litigation involving Caruso Affiliated Holdings LLC and Glendale Galleria, a California mall owned by the Company's GGP/Homart II joint venture, of which the Company owns fifty percent. The press release also announced that MB Capital Units LLC converted 42,350,000 common partnership units held in the Company's operating partnership, GGP Limited Partnership, into 42,350,000 shares of the Company's common stock. A copy of such press release is being filed as Exhibit 99.1 of this report. The litigation settlement and partnership unit conversion were each effectuated on January 2, 2008.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits Exhibit No. Description 99.1 Press release titled "General Growth Announces Litigation Settlement and Operating Partnership Unit Conversion" dated January 5, 2009.

---