FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Schreiber John   2. Issuer Name and Ticker or Trading Symbol General Growth Properties, Inc. [GGP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O GENERAL GROWTH PROPERTIES, INC., 110 NORTH WACKER DRIVE 3. Date of Earliest Transaction (Month/Day/Year) 08/16/2012 (Street) CHICAGO, IL 60606 4. If Amendment, Date 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 (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 08/16/2012   S   10,000,000 D $ 18.45 46,740,873 I See footnotes (1) (2) (3) (4) (5) Common Stock               14,714 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Schreiber John C/O GENERAL GROWTH PROPERTIES, INC. 110 NORTH WACKER DRIVE CHICAGO, IL 60606	X

Signatures

/s/ Stacie L. Herron, by power of attorney		08/20/2012
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	Following the reported transactions, BREP (GGP) VI-A L.P. directly owns 9,886,407 shares of common stock, par value $0.01 per share ("Common Stock") of the Issuer, BREP (GGP) VI L.P. directly owns 16,859,412 shares of Common Stock, BREP (GGP) VI.TE.1 L.P. directly owns 4,617,398 shares of Common Stock, BREP (GGP) VI.TE.2 L.P. directly owns 9,831,156 shares of Common Stock, Blackstone Real Estate Partners VI L.P. directly owns warrants to purchase 2,269,990 shares of Common Stock, Blackstone Real Estate Partners (AIV) VI L.P. directly owns warrants to purchase 19,350 shares of Common Stock, (continued in footnote 2)
(2)	Blackstone Real Estate Partners VI.F L.P. directly owns warrants to purchase 1,018,858 shares of Common Stock, Blackstone Real Estate Partners VI.TE.1 L.P. directly owns warrants to purchase 621,696 shares of Common Stock, Blackstone Real Estate Partners VI.TE.2 L.P. directly owns warrants to purchase 1,323,690 shares of Common Stock, Blackstone Real Estate Holdings VI L.P. directly owns warrants to purchase 16,080 shares of Common Stock, and Blackstone GGP Principal Transaction Partners L.P. directly owns warrants to purchase 276,836 shares of Common Stock. (continued in footnote 3)
(3)	Blackstone Real Estate Associates VI L.P. is the general partner of (i) Blackstone Real Estate Partners VI L.P., (ii) Blackstone Real Estate Partners (AIV) VI L.P., (iii) Blackstone Real Estate Partners VI.F L.P., (iv) Blackstone Real Estate Partners VI.TE.1 L.P., (v) Blackstone Real Estate Partners VI.TE.2 L.P. and (vi) Blackstone GGP Principal Transaction Partners L.P. BREP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Real Estate Holdings VI L.P. (together with the entities in clauses (i) through (vi), the "Blackstone Funds"). Blackstone Real Estate Associates VI (GGP) L.L.C. is the general partner of BREP (GGP) VI L.P., BREP (GGP) VI-A L.P., BREP (GGP) VI.TE.1 L.P. and BREP (GGP) VI.TE.2 L.P. (collectively, the "Blackstone Subsidiaries"). Blackstone Real Estate Associates VI L.P. is the sole member of Blackstone Real Estate Associates VI (GGP) L.L.C. (continued in footnote 4)
(4)	BREA VI L.L.C. is the general parter of Blackstone Real Estate Associates VI L.P. Blackstone Holdings III L.P. is the managing member of BREA VI L.L.C. and the sole member of BREP VI Side-by-Side GP L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. The Blackstone Group L.P. is the managing member of Blackstone Holdings III GP Management L.L.C. The Blackstone Group L.P. is controlled by its general partner, Blackstone Group Management L.L.C., which is in turn wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. (continued in footnote 5)
(5)	Each of such entities and Mr. Schwarzman may be deemed to beneficially own the shares and warrants to purchase shares of Common Stock beneficially owned by the Blackstone Funds and the Blackstone Subsidiaries directly or indirectly controlled by it or him, but each disclaims benficial ownership of such shares and warrants to purchase share of Common Stock except to the extent of its or his indirect pecuniary interest therein. Mr. Schreiber may be deemed to share dispositive power over these shares and warrants to purchase shares of Common Stock, but Mr. Schreiber disclaims beneficial ownership of such shares and warrants to purchase shares of Common Stock except to the extent of his indirect pecuniary interest therein.
Remarks: Pursuant to Rule 16a-1(4) promulgated under the Securities Exchange Act of 1934, as amended, Mr. Schreiber herein states that this filing shall not be deemed an admission that he is the beneficial owner of any of the indirectly beneficially owned shares of Common Stock or warrants to purchase Common Stock covered by this Statement, except to the extent of his pecuniary interest in such shares of Common Stock and warrants to purchase shares of Common Stock.

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