SEC Info - Ackman William A - ‘3’ for 6/5/09 re: GGP, Inc. (fka General Growth Properties Inc. & predecessor to General Growth Properties, Inc.)

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

ACKMAN WILLIAM A

(Last)

(First)

(Middle)

C/O GENERAL GROWTH PROPERTIES, INC.

110 NORTH WACKER DRIVE

(Street)

CHICAGO

60606

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
6/5/09

3. Issuer Name and Ticker or Trading Symbol
GENERAL GROWTH PROPERTIES INC [ GGWPQ ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	23,531,369	I	See footnotes ⁽¹⁾ ⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Total Return Swap ⁽²⁾ ⁽³⁾ ⁽⁴⁾	⁽³⁾ ⁽⁴⁾	1/14/11	Common Stock	13,000,000	0.49	I	See Footnotes ⁽²⁾ ⁽³⁾ ⁽⁴⁾
Total Return Swap ⁽²⁾ ⁽³⁾ ⁽⁴⁾	⁽³⁾ ⁽⁴⁾	1/31/11	Common Stock	7,438,221	0.7	I	See Footnotes ⁽²⁾ ⁽³⁾ ⁽⁴⁾
Total Return Swap ⁽²⁾ ⁽³⁾ ⁽⁴⁾	⁽³⁾ ⁽⁴⁾	12/10/10	Common Stock	13,000,000	0.52	I	See Footnotes ⁽²⁾ ⁽³⁾ ⁽⁴⁾
Total Return Swap ⁽²⁾ ⁽³⁾ ⁽⁴⁾	⁽³⁾ ⁽⁴⁾	1/31/11	Common Stock	2,561,779	1.58	I	See Footnotes ⁽²⁾ ⁽³⁾ ⁽⁴⁾
Total Return Swap ⁽²⁾ ⁽³⁾ ⁽⁴⁾	⁽³⁾ ⁽⁴⁾	2/16/11	Common Stock	12,500,000	1.35	I	See Footnotes ⁽²⁾ ⁽³⁾ ⁽⁴⁾
Total Return Swap ⁽²⁾ ⁽³⁾ ⁽⁴⁾	⁽³⁾ ⁽⁴⁾	1/31/11	Common Stock	1,500,000	1.78	I	See Footnotes ⁽²⁾ ⁽³⁾ ⁽⁴⁾
Total Return Swap ⁽²⁾ ⁽³⁾ ⁽⁴⁾	⁽³⁾ ⁽⁴⁾	1/14/11	Common Stock	2,000,000	2.12	I	See Footnotes ⁽²⁾ ⁽³⁾ ⁽⁴⁾
Total Return Swap ⁽²⁾ ⁽³⁾ ⁽⁴⁾	⁽³⁾ ⁽⁴⁾	12/10/10	Common Stock	2,000,000	1.51	I	See Footnotes ⁽²⁾ ⁽³⁾ ⁽⁴⁾

Explanation of Responses:

(1) Reflects shares of common stock of the issuer held for the account of Pershing Square, L.P., Pershing Square II, L.P., or Pershing Square International Ltd. (including shares held for the account of its wholly owned subsidiary, PSRH, Inc.) (collectively, the "Pershing Square Funds"). PS Management GP, LLC ("PS Management") is the general partner of Pershing Square Capital Management, L.P. ("Pershing Square"), which acts as investment advisor to the Pershing Square Funds. Pershing Square GP, LLC ("Pershing Square GP") is the general partner of each of Pershing Square, L.P. and Pershing Square II, L.P. By virtue of William A. Ackman's position as managing member of each of PS Management and Pershing Square GP, Mr. Ackman may be deemed to be the beneficial owner of the securities listed in Table I.

(2) Neither the filing of this statement nor anything stated herein shall be deemed an admission that Mr. Ackman is the beneficial owner of any securities covered by the statement. Mr. Ackman disclaims beneficial ownership of of the securities covered by this statement except to the extent of his pecuniary interest therein.

(3) Each of the Pershing Square Funds have entered into various cash-settled total return swaps (each a "Swap") with respect to a notional number of shares of common stock of the issuer as set forth in Table II. Generally, at the expiration date of each Swap (as set forth in Table II) (i) the applicable Pershing Square Fund is obligated to pay the counterparty, in cash, an amount based on the decrease in price of the issuer's shares of common stock from the reference price set forth in Table II, or (ii) the counterparty is obligated to pay the applicable Pershing Square Fund, in cash, an amount based on the increase in price of the issuer's shares of common stock from the reference price set forth in Table II. (continued in Footnote 4)

(4) The Swaps do not give any of the Pershing Square Funds, PS Management, Pershing Square, Pershing Square GP or Mr. Ackman direct or indirect voting, investment or dispositive control over any securities of the issuer and do not require the counterparties thereto to acquire, hold, vote or dispose of any securities of the issuer.

	/s/ William A. Ackman	6/15/09
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Ackman William A – ‘3’ for 6/5/09 re: GGP, Inc. (fka General Growth Properties Inc. & predecessor to General Growth Properties, Inc.)

On: Monday, 6/15/09, at 5:05pm ET · For: 6/5/09 · As: Director · Accession #: 1209191-9-32315 · File #: 1-11656

Previous ‘3’: ‘3/A’ on / for 9/19/08 · Next: ‘3’ on 10/8/10 for 10/4/10 · Latest: ‘3’ on / for 9/29/23

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Ackman William A – ‘3’ for 6/5/09 re: GGP, Inc. (fka General Growth Properties Inc. & predecessor to General Growth Properties, Inc.)

On: Monday, 6/15/09, at 5:05pm ET · For: 6/5/09 · As: Director · Accession #: 1209191-9-32315 · File #: 1-11656

Previous ‘3’: ‘3/A’ on / for 9/19/08 · Next: ‘3’ on 10/8/10 for 10/4/10 · Latest: ‘3’ on / for 9/29/23

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents