UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE ------------------------------------------------------x In re: : : MERVYNS HOLDINGS, LLC et al. : : : : : Debtors.

:
:

Chapter 11 Case No. 08-11586 (KG) Jointly Administered

Hearing Date: September 25, 2008 at 2:00 p.m. Related to D.I. 331

------------------------------------------------------x JOINDER OF GENERAL GROWTH MANAGEMENT, INC., CENTRO PROPERTIES GROUP AND KIMCO REALTY CORPORATION IN LIMITED OBJECTION TO THE MOTION OF DEBTORS AND DEBTORS IN POSSESSION FOR AN ORDER, PURSUANT TO SECTIONS 105, 363 AND 365 OF THE BANKRUPTCY CODE AND BANKRUPTCY RULES 2002, 6004 AND 6006, APPROVING EXPEDITED PROCEDURES FOR THE REJECTION OR ASSUMPTION AND ASSIGNMENT OF EXECUTORY CONTRACTS AND UNEXPIRED LEASES FILED BY THE MACERICH COMPANY, WATT MANAGEMENT AND THE PRUDENTIAL INSURANCE COMPANY OF AMERICA TO THE HONORABLE KEVIN GROSS, UNITED STATES BANKRUPTCY JUDGE: General Growth Management (GGM), Centro Properties Group (Centro) and Kimco Realty Corporation (Kimco), by their undersigned attorneys, hereby join in the Limited Objection to the Motion of Debtors and Debtors in Possession for an Order, Pursuant to Sections 105, 363 and 365 of the Bankruptcy Code and Bankruptcy Rules 2002, 6004 and 6006, Approving Expedited Procedures for the Rejection or Assumption and Assignment of Executory Contracts and Unexpired Leases (the Motion) filed by The Macerich Company, Watt Management and the Prudential Insurance Company of America and in support thereof aver: 1. GGM, Centro and Kimco are the owners or agents for the owners of

various shopping centers in which Debtors operate retail stores pursuant to written leases (the 1
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Leases) which are affected by the relief sought by the Motion. GGM, Centro and Kimco are hereinafter collectively referred to as Objecting Landlords. All of Objecting Landlords premises are premises located in shopping centers, as that term is used in 11 U.S.C. 365(b)(3). See, In Re: Joshua Slocum, Ltd., 922 F.2d 1081 (3d Cir. 1990). 2. By the Motion, Debtors seek, inter alia, approval of procedures for the

expedited assumption and assignment or rejection of leases. 3. Objecting Landlords hereby join in the Limited Objection to the Motion

filed by The Macerich Company, Watt Management and the Prudential Insurance Company of America (See, Docket #470) for the reasons set forth therein and request the relief demanded by said Limited Objection. 4. In addition, with regard to paragraph 21.e, in the event that an objection

is filed by a party other than the landlord of the premises, the lease should not be deemed rejected until the later of the date of surrender or the date the objection is either withdrawn or overruled by the Court. Until such date the landlord does not control, and cannot use or lease, the premises. Reservation of Rights 5. Objecting Landlords reserve the right to make such other and further

objections as may be appropriate. Joinder in Other Landlord Objections 6. Objecting Landlords hereby join in the objections filed by Debtors other

landlords to the extent that such objections are not inconsistent with the provisions hereof.

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WHEREFORE, Objecting Landlords pray for relief consistent with the foregoing joinder and objection; and WHEREFORE, Objecting Landlords pray for such other and further relief as may be just and required under all of the circumstances.

Dated: September 19, 2008 Wilmington, Delaware

Respectfully submitted, /s/ Tobey M. Daluz Tobey M. Daluz, Esquire (No. 3939) Leslie Heilman, Esquire (No. 4716) BALLARD SPAHR ANDREWS & INGERSOLL, LLP 919 N. Market Street, 12th Floor Wilmington, DE 19801 Telephone: (302) 252-4465 Facsimile: (302) 252-4466 E-mail: daluzt@ballardspahr.com heilmanl@ballardspahr.com and David L. Pollack, Esquire Jeffrey Meyers, Esquire BALLARD SPAHR ANDREWS & INGERSOLL, LLP 51ST Fl - Mellon Bank Center 1735 Market Street Philadelphia, Pennsylvania 19103 Telephone: (215) 864-8325 Facsimile: (215) 864-9473 Email: pollack@ballardspahr.com meyers@ballardspahr.com Counsel for General Growth Management, Inc. Centro Properties Group and Kimco Realty Corporation

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UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE ------------------------------------------------------x In re: : : MERVYNS HOLDINGS, LLC et al. : : : Debtors. :
:

Chapter 11 Case No. 08-11586 (KG) Jointly Administered

------------------------------------------------------x CERTIFICATE OF SERVICE I certify that a copy of the enclosed Joinder of General Growth Management, Inc., Centro Properties Group and Kimco Realty Corporation in Limited Objection to the Motion of Debtors and Debtors in Possession for an Order, Pursuant to Sections 105, 363 and 365 of the Bankruptcy Code and Bankruptcy Rules 2002, 6004 and 6006, Approving Expedited Procedures for the Rejection or Assumption and Assignment of Executory Contracts and Unexpired Leases filed by The Macerich Company, Watt Management and the Prudential Insurance Company of America has been served upon the following persons via email or telecopier unless otherwise noted. Mark Collins, Esq. Daniel DeFranceschi, Esq. Richards Layton & Finger, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 FAX: 302-651-7701 Howard S. Beltzer, Esq. Neil E. Herman, Esquire Morgan, Lewis & Bockius LLP 101 Park Avenue New York, NY 10178 FAX: 212-309-6001

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Office of the U.S. Trustee 844 King Street, Suite 2207 Wilmington, DE 19801 FAX: 302-573-6497

Dated: September 19, 2008 /s/ David L. Pollack David L. Pollack, Esquire Jeffrey Meyers, Esquire BALLARD SPAHR ANDREWS & INGERSOLL, LLP 51ST Fl - Mellon Bank Center 1735 Market Street Philadelphia, Pennsylvania 19103 Telephone: (215) 864-8325 Facsimile: (215) 864-9473 Email: pollack@ballardspahr.com meyers@ballardspahr.com Counsel for General Growth Management, Inc.

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