You might call this one "Might Makes Right."

The recent announcement of the merger agreement between The Rouse Co. of Columbia, Md., and The Hughes Corp. of Las Vegas creates one of America's largest real estate companies, and builds on the Rouse presence from coast to coast, particularly giving the company a strong foothold in the growing Southwest region.

The deal, expected to close by May 15, includes a $520 million purchase price, of which $294 million is debt on Hughes assets, assumption of other obligations valued at $50 million, and $176 million in Rouse Co. common stock. Also, Hughes owners will receive common stock in Rouse, measured by future land sales, over a 15-year period.

Rouse is acquiring a bounty of assets. The Hughes Corp. owns four huge master-planned business parks (three in Las Vegas), a 75% partnership in the Fashion Show Mall in Las Vegas, a 22,500-acre master-planned community called Summerlin in northwest Las Vegas, and other parcels and commercial buildings scattered over Nevada and Los Angeles.

These assets are among the highest quality in the Southwest. To give you a better look at them, and to better understand the scope of this merger, here is an extended inventory: Nevada properties

Hughes Center - An 84-acre Class-A office park near Interstate 15, McCarran International Airport, the convention center and the Las Vegas Strip. Hughes owns 11 buildings totaling 775,000 sq. ft. of gross leasable area, including six operating office buildings (97% leased); four "build-to-suit" restaurants (including two under construction); and one new office building under construction (33% leased). It also owns 37 acres with complete infrastructure that can support an additional 700,000 sq. ft. of office.

Hughes Airport Center - a 382-acre business park immediately adjacent to both McCarran International Airport and Interstate 15, with rail service and Foreign Trade Zone designation. Hughes owns 28 buildings totaling 1.5 million sq. ft. of leasable area of R&D, light manufacturing, warehouse/distribution and low-rise office (22 operating buildings are 97% leased and six new or under- construction buildings are 31% leased). It also owns another 156 acres, fully infrastructured, which can accommodate an additional 3 million sq. ft. of similar buildings.

Hughes Cheyenne Center - a 221-acre warehouse/distribution/industrial park immediately adjacent to the North Las Vegas Air Terminal near Interstate 15 and Highway 95. Hughes owns two buildings totaling 265,000 sq. ft., one fully committed and the other under construction. It also owns 39 improved and 135 unimproved acres to accommodate an additional 3.2 million sq. ft. of industrial space.

Fashion Show Mall - a two-level, enclosed regional shopping mall on 35 acres with 850 feet of frontage on the Las Vegas Strip. Built in 1981 and renovated in 1993, the center is 25% owned by The Hahn Company. It includes 840,000 sq. ft. of store space, including 308,000 sq. ft. of small store space (99% leased) and five department stores: Macy's, Dillard's, Neiman Marcus, Robinsons-May, and Saks Fifth Avenue.

Summerlin - a 22,500-acre, master-planned new community in northwest Las Vegas, 15 minutes from downtown. There are presently more than 20,000 residents in 11,000 residential units, with a planned population of 160,000 at completion. Summerlin was the best-selling planned community in the country for the last four years. Housing prices range from $50,000 to multi-million-dollar residences on an 18-hole Tournament Players Club golf course (host of two major professional tour events). A second 18-hole course is under construction.

Summerlin is being developed in phases over a 20 to 25 years and is designed to ultimately fulfill the residential, business and recreational needs of residents in 25 distinct villages planned around a central business core, or town center. The wide selection of residential choices is linked by trails and parks to recreational amenities, cultural and civic centers, office parks, retail centers and both private and public schools.

Summerlin already has nine office buildings totaling 220,000 sq. ft. (99% leased) and five new buildings under construction totaling 280,000 sq. ft. (49% leased). Two supermarket-anchored village centers are being planned to join an existing 36,400 square foot retail center, and a new medical center is under construction.

Other Nevada properties include: 739 acres in the City of North Las Vegas (primarily around the North Las Vegas Air Terminal) zoned for a variety of residential, commercial and gaming/hotel uses; a 58-acre parcel fronting on Interstate 15 at the south end of the Strip that is partially zoned for gaming; 31 acres of commercial land just outside of Summerlin (accommodates one of the planned village centers); 457 acres of residential and commercial land in northern Nevada; and a 16,512 sq. ft. office building leased to the Department of Motor Vehicles.

California properties

Howard Hughes Center - a 69-acre Class-A office park with direct on/off ramps to the San Diego Freeway near the Los Angeles International Airport, with three buildings totaling 455,000 sq. ft. (two buildings are 86% leased, while the third is a build-to-suit health and fitness facility). Some 33 remaining acres are entitled for 2.2 million sq. ft. of office space, 100,000 sq. ft. of retail space, 60,000 sq. ft. of additional health and fitness facilities and 600 hotel rooms.

Playa Vista - the 974-acre, former site of the Hughes Aircraft Company and Hughes Helicopters Inc.'s manufacturing facilities in west Los Angeles that extends from the Pacific Ocean to the San Diego Freeway, between Marina del Rey and Los Angeles International Airport. A development partnership consisting of Hughes and Maguire Thomas Partners of Los Angeles has developed and obtained partial entitlements for a master-planned site including 13,000 residential units, 6 million sq. ft. of commercial space and 1,000 hotel rooms. DreamWorks SKG (Stephen Spielberg, Jeffrey Katzenberg and David Geffen), the Mayor of Los Angeles, the Governor of California and the development partners have announced that Playa Vista will be the site of a new studio complex that DreamWorks SKG will anchor. (For more on Playa Vista, see the February 1996 issue of NREI, p. 6.)

Other California properties include: a small retail center and medical office building (all 100% leased) across from Howard Hughes Center; a 46-acre parcel in Playa del Rey that is planned for 101 single family lots; 7.1 acres in Marina del Rey for residential uses; a 138-acre residential parcel in Hollywood Hills; and a 240-acre unzoned parcel near Riverside.