Ownership Submission
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, 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  O'Reilly David R.
2. Date of Event Requiring Statement (Month/Day/Year)
10/17/2016
3. Issuer Name and Ticker or Trading Symbol
Howard Hughes Corp [HHC]
(Last)
(First)
(Middle)
ONE GALLERIA TOWER,, 13355 NOEL ROAD, 22ND FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DALLAS, TX 75240
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 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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy) 04/06/2022(1) 10/03/2022 Common Stock, par value $0.01 per share 50,125 (2) $ 112.08 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
O'Reilly David R.
ONE GALLERIA TOWER,
13355 NOEL ROAD, 22ND FLOOR
DALLAS, TX 75240
      Chief Financial Officer  

Signatures

Timothy F. Hubach, Attorney-in-fact for David R. O'Reilly 10/17/2016
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Pursuant to a warrant purchase agreement, dated as of October 6, 2016 (the "Warrant Agreement), by and between The Howard Hughes Corporation (the "Company") and David R. O'Reilly, the warrant will become exercisable on October 6, 2022, and will become immediately exercisable in the event of: (a) a Change of Control of the Company (as defined in the Warrant Agreement); (b) the termination of Mr. O'Reilly's employment by the Company without Cause (as defined in the Warrant Agreement); or (c) the separation of Mr. O'Reilly from employment for Good Reason (as defined in the Warrant Agreement).
(2) Reflects shares underlying a warrant to purchase shares of the common stock of the Company pursuant to the Warrant Agreement.

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