BROOKFIELD Corp /ON/ — Director's Dealing 2012

Mar 28, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Rouse Properties, Inc. (RSE)
CIK: 0001528558
Period of Report: 2012-03-26

Reporting Person: BROOKFIELD ASSET MANAGEMENT INC. (10% Owner)
Reporting Person: Partners Ltd (10% Owner)
Reporting Person: Brookfield Holdings Canada (10% Owner)
Reporting Person: Brookfield US Holdings Inc. (10% Owner)
Reporting Person: Brookfield US Corp (10% Owner)
Reporting Person: Brookfield Retail Split II LLC (10% Owner)
Reporting Person: Brookfield Retail Holdings VI LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-26	Common Stock, Par Value $0.01 per share	O	1143094	$15	Acquired	5466710	Indirect
2012-03-26	Common Stock, Par Value $0.01 per share	O	3174980	$15	Acquired	8641690	Indirect
2012-03-26	Common Stock, Par Value $0.01 per share	J	6354012	$15	Acquired	14995702	Indirect
2012-03-26	Common Stock, Par Value $0.01 per share	O	1809064	$15	Acquired	1809064	Indirect
2012-03-26	Common Stock, Par Value $0.01 per share	O	756470	$15	Acquired	2565534	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-26	Rights to Acquire Shares pursuant to Rights Offering	$5.6264	O	3047486	Disposed	2012-03-16	Common Stock (1143094)	Indirect
2012-03-26	Obligation to Acquire Shares pursuant to Rights Offering	$15	O	1	Disposed	2012-03-16	Common Stock (3174980)	Indirect
2012-03-16	Obligation to Acquire Shares pursuant to Standby Agreement	$15	J	1	Disposed	2012-03-16	Common Stock (6354012)	Indirect
2012-03-26	Rights to Acquire Shares pursuant to Rights Offering	$5.6264	O	4822963	Disposed	2012-03-16	Common Stock (1809064)	Indirect
2012-03-26	Obligation to Acquire Shares pursuant to Rights Offering	$15	O	1	Disposed	2012-03-16	Common Stock (756470)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, Par Value $0.01 per share	2946661	Indirect
Common Stock, Par Value $0.01 per share	2012058	Indirect
Common Stock, Par Value $0.01 per share	2307948	Indirect
Common Stock, Par Value $0.01 per share	265725	Indirect
Common Stock, Par Value $0.01 per share	530635	Indirect
Common Stock, Par Value $0.01 per share	177774	Indirect
Common Stock, Par Value $0.01 per share	178393	Indirect
Common Stock, Par Value $0.01 per share	600173	Indirect

Footnotes

F1: See Exhibit 99.1; Note 1.

F2: See Exhibit 99.1; Note 2.

F3: See Exhibit 99.1; Note 3.

F4: See Exhibit 99.1; Note 4.

F5: See Exhibit 99.1; Note 5.

F6: See Exhibit 99.1; Note 6.

F7: See Exhibit 99.1; Note 7.

F8: See Exhibit 99.1; Note 8.

F9: See Exhibit 99.1; Note 9.

F10: See Exhibit 99.1; Note 10.

F11: See Exhibit 99.1; Note 11.

F12: See Exhibit 99.1; Note 12.

F13: See Exhibit 99.1; Note 13.

F14: See Exhibit 99.1; Note 14.

F15: See Exhibit 99.1; Note 15.