Item 7.01 Regulation FD Disclosure.

On July 23, 2021, Brookfield Property Partners L.P. ("BPY") issued a press release announcing that in connection with Brookfield Asset Management Inc.'s ("BAM") acquisition of all of the limited partnership units of BPY (the "Transaction"), holders of Brookfield Property REIT Inc.'s class A stock, par value $0.01 per share ("Class A Stock"), will receive $12.38 in cash, 0.0913 of a BAM class A limited voting share and 0.0657 of a BPY preferred unit with a liquidation preference of $25.00 per unit in the automatic exchange (the "Exchange") for each outstanding share of Class A Stock. It is anticipated that the Transaction will close and the Exchange will take place on July 26, 2021, subject to the satisfaction of certain closing conditions customary in a transaction of this nature. The BPY press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01, including Exhibit 99.1, is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall the information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits:



Exhibit No.                                 Description

  99.1          Press Release dated July 23, 2021.
101.SCH       Inline XBRL Taxonomy Extension Schema Document.
101.CAL       Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB       Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE       Inline XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF       Inline XBRL Taxonomy Extension Definition Linkbase Document.
104           Cover Page Interactive Data File (formatted as Inline XBRL with
              applicable taxonomy extension information contained in Exhibits 101).




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