Item 1.01. Entry into a Material Definitive Agreement.

On January 22, 2013, Rouse Properties, Inc., a Delaware corporation (the "Company"), amended its senior secured credit facility, dated January 12, 2012, as subsequently amended, among the Company and a syndicate of banks, as lenders, and Wells Fargo Bank, National Association, as administrative agent, and Wells Fargo Securities, LLC, RBC Capital Markets, LLC and U.S. Bank National Association, as joint lead arrangers to, among other things, increase borrowings on a revolving basis from up to $50.0 million to up to $150.0 million. Simultaneously with the execution of the amendment, the Company prepaid $100.0 million of its senior secured term loan. After giving effect to the amendment, the senior secured credit facility has an outstanding balance of $187.9 million, and an undrawn $150.0 million revolver. The senior secured credit facility matures in January 2015. The Company incurred customary fees in connection with the amendment of the senior secured credit facility and related transactions.

A copy of the amendment is attached as Exhibit 10.1 and is incorporated by reference herein. The foregoing description of the amendment is qualified in its entirety by reference to Exhibit 10.1.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The terms of the direct financial obligations are summarized in Item 1.01 of this Form 8-K and are incorporated herein by this reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits Exhibit Number Description 10.1 Third Amendment to Credit Agreement, dated as of January 22, 2013, among the Company and the lenders party thereto, and Wells Fargo Bank, National Association, as administrative agent

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