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                                   Before the

                       Federal Communications Commission

                             Washington, D.C. 20554


                                 )                               
                                                                 
     In the Matter of            )   File No. EB-06-SE-330       
                                                                 
     General Growth Properties   )   NAL/Acct. No. 200732100021  
                                                                 
     Waterbury, Connecticut      )   FRN # 0005261128            
                                                                 
                                 )                               


   FORFEITURE ORDER

   Adopted: August 22, 2007 Released: August 24, 2007

   By the Chief, Spectrum Enforcement Division, Enforcement Bureau:

   I. introduction

    1. In this Forfeiture Order ("Order"), we issue a monetary forfeiture in
       the amount of eight thousand, four hundred dollars ($8,400) against
       General Growth Properties ("GGP") for willful and repeated violations
       of Section 301 of the Communications Act of 1934 ("Act"), as amended,
       and Sections 1.903(a) and 1.949(a) of the Commission's Rules
       ("Rules"). The noted violations involve operating a Private Land
       Mobile Radio Service ("PLMRS") station without Commission authority,
       failing to file a timely renewal application for the station and
       failing to respond to directives of the Spectrum Enforcement Division
       ("Division"), Enforcement Bureau ("Bureau") to provide certain
       information and documents.

   II. background

    2. Section 301 of the Act and Section 1.903(a) of the Rules prohibit the
       use or operation of any apparatus for the transmission of energy or
       communications or signals by a wireless radio station except under,
       and in accordance with, a Commission granted authorization.
       Additionally, Section 1.949(a) of the Rules requires licensees to file
       renewal applications for wireless radio stations, "no later than the
       expiration date of the authorization for which renewal is sought, and
       no sooner than 90 days prior to expiration." Absent a timely filed
       renewal application, a wireless radio station license automatically
       terminates on the specified expiration date.

    3. On April 2, 2007, the Division released a Notice of Apparent Liability
       for Forfeiture ("NAL") finding that GGP willfully and repeatedly
       operated PLMRS station WPPT427 without Commission authority after its
       authorization expired on April 3, 2005, failed to file a timely
       renewal application for the station by the date of expiration, and
       failed to respond to directives of the Division to provide the
       information and documents requested in two letters of inquiry dated
       September 27, 2006 and December 14, 2006. The NAL proposed a
       forfeiture in the amount of ten thousand, five hundred dollars
       ($10,500) based on GGP's apparent willful and repeated violations of
       Section 301 of the Act and Sections 1.903(a) and 1.949(a) of the
       Rules. The NAL also  downwardly adjusted that amount to nine thousand,
       two hundred dollars ($9,200) based on corrective action taken by GGP
       before the Commission initiated any inquiry or enforcement action, by
       voluntarily disclosing to Commission staff in its April 17, 2006
       request for Special Temporary Authority, that it had failed to file a
       timely renewal application for the PLMRS station and had operated
       without Commission authorization.

    4. On April 20, 2007, GGP filed a response to the NAL  ("Response"). In
       its Response, GGP conceded that it violated the rules and sought a
       reduction or abatement of the forfeiture amount based on its efforts
       to initiate a national review of its PLMRS station licensing
       procedures and to address internal communications and reporting issues
       that resulted in its failure to respond to the Division's directives.
       In addition, GGP asserted that the failure to file a timely renewal
       application by its Brass Mill Center in Waterbury, Connecticut, was an
       isolated and inadvertent incident and that it has an otherwise broad
       history of overall compliance with the rules.

   III. discussion

    5. The forfeiture amount proposed in this case was assessed in accordance
       with Section 503(b) of the Act, Section 1.80 of the Rules, and the
       Commission's Forfeiture Policy Statement. In assessing forfeitures,
       Section 503(b)(2)(E) of the Act requires that we take into account the
       nature, circumstances, extent and gravity of the violation and, with
       respect to the violator, the degree of culpability, any history of
       prior offenses, ability to pay, and such other matters as justice may
       require.

    6. We have considered GGP's Response  in light of the above statutory
       factors, our rules, and the Forfeiture Policy Statement. We conclude
       that GGP willfully and repeatedly violated Section 301 of the Act and
       Sections 1.903(a) and 1.949(a) of the Rules. We also find that GGP's
       history of overall compliance warrants a further reduction of the
       proposed forfeiture amount to $8,400. GGP asserts, and a search of
       Commission records confirms that the company has an overall history of
       compliance with the rules. Accordingly, we downwardly adjust the
       aggregate forfeiture amount from $9,200 to $8,400.

    7. We find no other mitigating circumstances warranting further reduction
       of the proposed forfeiture amount. GGP, in its response to our NAL,
       admits to committing the acts leading to the violations, but asserts
       that such acts were isolated and inadvertent. The Commission has held
       that an unintended error does not nullify or mitigate violations of
       the Act or the rules. In the context of a forfeiture action, "willful"
       does not require a finding that the rule violation was intentional or
       that the violator was aware that it was committing a rule violation.
       Rather, the term "willful" simply requires that the violator knew it
       was taking the action in question, irrespective of any intent to
       violate the Commission's rules.  Further, GGP asserts that as soon as
       it received the NAL, it took steps to comply with the rules. GGP
       explains that it revised its PLMRS station licensing procedures to
       ensure that renewal applications are timely filed. GGP also states
       that it corrected the internal communications problem that resulted in
       its failure to respond to the Division's letters of inquiry. Although
       GGP's corrective measures

   are commendable, it is well-settled that subsequent remedial actions
   undertaken by a licensee neither excuse nor nullify a licensee's rule
   violation.

   IV. ORDERING CLAUSES

    8. Accordingly, IT IS ORDERED that, pursuant to Section 503(b) of the
       Act, and Sections 0.111, 0.311 and 1.80(f)(4) of the Commission's
       Rules, GGP, IS LIABLE FOR A MONETARY FORFEITURE in the amount of eight
       thousand, four hundred dollars ($8,400) for willful and repeated
       violation of Section 301 of the Act and Sections 1.903(a) and 1.949(a)
       of the Rules, and for willful and repeated failure to respond to
       Bureau directives.

    9. Payment of the forfeiture shall be made in the manner provided for in
       Section 1.80 of the Rules within 30 days of the release of this Order.
       If the forfeiture is not paid within the period specified, the case
       may be referred to the Department of Justice for collection pursuant
       to Section 504(a) of the Act. Payment of the forfeiture must be made
       by check or similar instrument, payable to the order of the Federal
       Communications Commission. The payment must include the NAL/Acct. No.
       and FRN No. referenced above. Payment by check or money order may be
       mailed to the Federal Communications Commission, P.O. Box 358340,
       Pittsburgh, PA 15251-8340. Payment by overnight mail may be sent to
       Mellon Bank/LB 358340, 500 Ross Street, Room 1540670, Pittsburgh, PA
       15251. Payment by wire transfer may be made to ABA Number 043000261,
       receiving bank Mellon Bank, and account number 911-6106. A request for
       full payment under an installment plan should be sent to: Associate
       Managing Director - Financial Operations, 445 12th Street, SW, Room
       1-A625, Washington, D.C. 20554.

   10. IT IS FURTHER ORDERED that a copy of this Order shall be sent by First
       Class Mail and Certified Mail Return Receipt Requested to Ryan B.
       Whitacre, Esq., Assistant General Counsel, General Growth Properties,
       Inc., 110 N. Wacker Drive, Chicago, IL 60606.

   FEDERAL COMMUNICATIONS COMMISSION

   Kathryn S. Berthot

   Chief, Spectrum Enforcement Division

   Enforcement Bureau

   GGP, a real estate investment trust, is the second largest owner/operator
   of shopping malls in the US (over 220). See Hoover's, Inc. (Feb. 13,
   2007). GGP's net income in 2006 was over $63.8M. See Market Guide Company
   Profiles, Multex.com, Inc. (2006).

   47 U.S.C. S: 301.

   47 C.F.R. S:S: 1.903(a) and 1.949(a).

   47 C.F.R. S: 1.955(a)(1).

   General Growth Properties, Notice of Apparent Liability for Forfeiture, 22
   FCC Rcd 6562 (Enf. Bur., Spectrum Enf. Div. 2006) ("NAL").

   Id. at 6565.

   Id.

   Id. at 6562, 6565.

   Id. at 6565 n.25 citing Petracom of Texarkana, LLC, Forfeiture Order, 19
   FCC Rcd 8096, 8097-8098 (Enf. Bur. 2004) (forfeiture reduced for
   voluntarily disclosure and initiating corrective action prior to
   Commission inspection); Criswell College, Notice of Apparent Liability for
   Forfeiture, 21 FCC Rcd 5106, 5109 (Enf. Bur., Spectrum Enf. Div. 2006);
   National Weather Networks, Inc., Notice of Apparent Liability for
   Forfeiture, 21 FCC Rcd 3922, 3926 (Enf. Bur., Spectrum Enf. Div. 2006);
   Journal Broadcast Corporation, Notice of Apparent Liability for
   Forfeiture, 20 FCC Rcd 18211, 18214 (Enf. Bur., Spectrum Enf. Div. 2005);
   Shared Data Networks, LLC, Notice of Apparent Liability for Forfeiture, 20
   FCC Rcd 18184, 18187 (Enf. Bur., Spectrum Enf. Div. 2005).

   See Letter from Ryan B. Whitacre, Esq., Assistant General Counsel, General
   Growth Properties, Inc., to Kathryn S. Berthot, Chief, Spectrum
   Enforcement Division, Enforcement Bureau, Federal Communications
   Commission (April 20, 2007) ("Response").

   Response at 1-2.

   47 U.S.C. S: 503(b).

   47 C.F.R. S: 1.80.

   The Commission's Forfeiture Policy Statement and Amendment of Section 1.80
   of the Rules to Incorporate the Forfeiture Guidelines, Report and Order,
   12 FCC Rcd 17087 (1997), recon. denied, 15 FCC Rcd 303 (1999) ("Forfeiture
   Policy Statement").

   47 U.S.C. S: 503(b)(2)(E).

   Response at  2.

   Id. at 1.

   See Southern California Broadcasting Co., Memorandum Opinion and Order, 6
   FCC Rcd 4387, 4387 (1991), recon. denied, 7 FCC Rcd 3454 (1992) ("stating
   that inadvertence . . . is at best, ignorance of the law, which the
   Commission does not consider a mitigating circumstance") ("Southern
   California").

   Section 312(f)(1) of the Act defines "willful" as "the conscious and
   deliberate commission or omission of [any] act, irrespective of any intent
   to violate" the law. 47 U.S.C. S: 312(f)(1). The legislative history of
   Section 312(f)(1) of the Act clarifies that this definition of willful
   applies to both Sections 312 and 503(b) of the Act, H.R. Rep. No. 97-765,
   97th Cong. 2d Sess. 51 (1982), and the Commission has so interpreted the
   term in the Section 503(b) context. See Southern California, 6 FCC Rcd at
   4388.

   Response at 2.

   Id.

   See Padre Serra Communications, Inc., Letter Decision, 14 FCC Rcd 9709,
   9714 (MMB 1999) (citing Gaffney Broadcasting, Inc., Memorandum Opinion and
   Order, 23 FCC 2d 912, 913 (1970) and Eleven Ten Broadcasting Corp., Notice
   of Apparent Liability, 33 FCC 2d 706 (1962)).

   47 U.S.C. S: 503(b).

   47 C.F.R. S:S: 0.111, 0.311, 1.80(f)(4).

   47 U.S.C. S: 504(a).

   See 47 C.F.R. S: 1.1914.

   (Continued from previous page)

   (continued....)

   Federal Communications Commission DA-07-3697

   4

   Federal Communications Commission DA-07-3697