Prospectus excerpt:  This prospectus supplement qualifies the distribution (the “Offering”) of 4,000,000 Preferred Units, Series A (“Series A Units”) of RioCan Real Estate Investment Trust (“RioCan” or the “Trust”) at a price of $25.00 per Series A Unit (the “Offering Price”) pursuant to an underwriting agreement dated January 19, 2011 (the “Underwriting Agreement”) between RioCan and RBC Dominion Securities Inc., Macquarie Capital Markets Canada Ltd., Scotia Capital Inc., BMO Nesbitt Burns Inc., CIBC World Markets Inc., TD Securities Inc., National Bank Financial Inc., Canaccord Genuity Corp., Desjardins Securities Inc. and Raymond James Ltd. (collectively, the “Underwriters”) and the Preferred Units, Series B (“Series B Units”) which the Series A Units may be reclassified as, as further described below. The Offering Price was determined by negotiation between RioCan and the Underwriters. For the initial five year period commencing on the Closing Date (as defined herein) and ending on and including March 31, 2016 (the “Initial Fixed Rate Period”), the holders of Series A Units will be entitled to receive fixed cumulative preferential cash distributions, as and when declared by the board of trustees of the Trust (the “Board of Trustees”), payable quarterly on the last business day of March, June, September and December in each year at an annual rate equal to $1.3125 per Series A Unit. The initial distribution will be payable on March 31, 2011 and will be $0.2301 per unit, based on the anticipated closing date of the Offering of January 26, 2011, or such other date as RioCan and the Underwriters may agree, but in no event later than February 2, 2011 (the “Closing Date”). See “Details of the Offering”.

For each five-year period after the Initial Fixed Rate Period (each, a “Subsequent Fixed Rate Period”), the holders of Series A Units will be entitled to receive fixed cumulative preferential cash distributions, as and when declared by the Board of Trustees, payable quarterly on the last business day of March, June, September and December during the Subsequent Fixed Rate Period, in an annual amount per unit determined by multiplying the Annual Fixed Distribution Rate (as defined herein) applicable to such Subsequent Fixed Rate Period by $25.00. The Annual Fixed Distribution Rate for each Subsequent Fixed Rate Period will be equal to the sum of the Government of Canada Yield (as defined herein) on the 30th day prior to the first day of such Subsequent Fixed Rate Period plus 2.62%. See “Details of the Offering”.