Mainland City Centre
A redeveloped shopping and entertainment complex in Texas City, Texas, formerly known as Mall of the Mainland.
Last updated October 14, 2026
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Overview
Mainland City Centre is a shopping, entertainment, hospitality, education, and commercial complex in Texas City, Texas. It opened in 1991 as Mall of the Mainland, a regional enclosed shopping mall developed by a joint venture of Edward J. DeBartolo Corp. and the MG Herring Group. The property was built near the Emmett F. Lowry Expressway and Interstate 45, serving the communities between Houston and Galveston. At opening, the center contained approximately 800,000 square feet of space and was anchored by Dillard's, Sears, and JCPenney. A Foley's department store was added in 1994 and later became a Macy's location in 2006. The original mall struggled to establish itself as a leading retail destination. Its performance was affected by competition from Baybrook Mall in Friendswood, which attracted shoppers from the southeast Houston area, as well as concerns about the property's visibility from Interstate 45. By 2002, reported occupancy was approximately 65 percent. The property's ownership also changed repeatedly. A lender-controlled entity took over the mall in 1997 after the original development failed to meet expectations. An investment group associated with Bob Yari and Kam Mateen acquired the mall in 2002, followed by a purchase by Brentwood Group No. 1 Ltd., controlled by Michael and Mayer Makabeh, in 2007. The mall entered a further period of financial difficulty when Brentwood Group sought Chapter 11 bankruptcy protection in 2010, after which Pacific Western Bank owned the property and appointed Boxer Retail to manage it. Anchor-store departures accelerated the decline of the conventional mall format. JCPenney announced the closure of its location in 2005. Dillard's closed in 2008 after suffering uninsured damage associated with Hurricane Ike and did not reopen. In late 2013, the property announced that most interior tenants would be evicted and that the mall would close its interior retail operation in early 2014. Sears, Palais Royal, and Cinemark Movies 12 continued operating on portions of the site for a time, although each later departed or changed status. The property's second life began after developer and attorney Jerome Karam acquired a former Macy's building in 2015 and began repositioning the site. The redevelopment moved away from a traditional department-store-led mall model and toward a mixed-use entertainment and lifestyle center. The former Macy's space was used for Palais Royal and a large World Gym facility, while other parts of the complex were adapted for restaurants, entertainment, executive suites, education, fitness, and community uses. The site also became associated with Texas Entertainment Xperience, or TEX, described by the property as a major entertainment center, and with Restaurant Row, a collection of restaurants. Other occupants and uses included Altitude Trampoline Park, Stuttgarden Tavern, Mainland City Suites, executive office suites, educational facilities, and a wrestling school operated by Booker T's Reality of Wrestling. The property was renamed Shops on the Mainland in 2015 and Mainland City Centre in 2020. Its redevelopment was also used as a community resource after Hurricane Harvey, when several spaces served as recovery locations. The former Dillard's building was sold to First Baptist Church of Texas City and was occupied by the church in 2018. The former JCPenney building was converted to a storage facility in 2019. Sears closed in October 2019 as part of a national store-closing program, and Palais Royal was scheduled for liquidation in 2020 after its parent company entered bankruptcy. Cinemark Movies 12 closed on December 30, 2021, after the operator did not renew its lease. The former theater space was identified as a potential location for a dine-in cinema concept. Mainland City Centre therefore represents a transition from a declining enclosed regional mall into a diversified local destination combining leisure, food service, offices, education, hospitality, and community-oriented uses.
History
Mainland City Centre began as Mall of the Mainland, an enclosed regional shopping mall in Texas City, Texas. The project was developed by Edward J. DeBartolo Corp. and the MG Herring Group and opened in 1991 with approximately 800,000 square feet of space. Dillard's, Sears, and JCPenney served as the principal department-store anchors. The center added Foley's in 1994; Foley's later became Macy's in 2006. Department-store space was generally owned separately by the anchor retailers, while the mall's common areas, smaller shops, restaurants, and surrounding land were controlled by the development or investment entities that owned the center. The mall encountered difficulties relatively early in its life. In 1997, a bank took control after the original developer failed to make the property a highly successful retail venture. The bank's ownership was criticized for limited investment and marketing, contributing to an institutional ownership structure that did not substantially reposition the center. By May 2002, occupancy was reported at approximately 65 percent. The mall faced strong competition from Baybrook Mall in Friendswood, roughly ten miles to the north, and its visibility from Interstate 45 was viewed as inadequate for a major regional shopping destination. An investment group led by Bob Yari and Kam Mateen purchased the mall in May 2002. The transaction included approximately 312,500 square feet of retail space and 32 acres of land, creating the possibility of selling portions of the surrounding site for freestanding retailers and restaurants. The anchor stores retained ownership of their own buildings, while the investment group owned the remaining retail space and leased it to smaller occupants. In 2006, Triyar Companies, associated with the Yari family, placed Mall of the Mainland and several other Houston-area properties on the market. Brentwood Group No. 1 Ltd., controlled by Michael and Mayer Makabeh, acquired the mall in March 2007. The center's anchor base then deteriorated. JCPenney announced its departure in August 2005. Dillard's closed in September 2008 after Hurricane Ike caused roughly $4 million in uninsured damage, and the department store never reopened. Brentwood Group filed for Chapter 11 bankruptcy protection in 2010. Pacific Western Bank subsequently owned the property and engaged Boxer Retail to manage it. The bank marketed the mall for approximately $15.4 million in 2012, but the property's conventional retail model continued to weaken. In December 2013, the property announced the removal of interior tenants and the closure of its enclosed shopping-mall operation in early 2014. Sears, Palais Royal, and Cinemark Movies 12 remained on portions of the site temporarily. The closure marked the end of Mall of the Mainland as a conventional department-store-centered mall, although portions of the property continued to operate. A major redevelopment phase began in 2015 when developer and attorney Jerome Karam acquired a 150,000-square-foot building formerly occupied by Macy's. Palais Royal moved into that building, and Karam placed a 42,000-square-foot World Gym facility there, described as the largest World Gym in Texas. The redevelopment strategy emphasized lower rents, adaptive reuse, entertainment, restaurants, fitness, and flexible commercial occupancy. The former Dillard's building was sold to First Baptist Church of Texas City, and the center attracted tenants including Altitude Trampoline Park, Stuttgarden Tavern, executive suites, Mainland City Suites, and Booker T's Reality of Wrestling school. Spaces at the property were also used for Hurricane Harvey recovery activities. The property adopted the name Shops on the Mainland in 2015 and Mainland City Centre in 2020. Its newer identity combined Texas Entertainment Xperience, Restaurant Row, fitness, hospitality, education, offices, and potential outdoor festival uses. The former JCPenney building became a storage facility in 2019. Sears closed in October 2019 as part of a nationwide store-reduction program. Palais Royal was slated for closure in 2020 following the bankruptcy and liquidation of its parent company. Odyssey Academy Charter School subsequently occupied part of the complex. Cinemark Movies 12 closed at the end of 2021 after Cinemark declined to renew its lease, leaving the former theater available for possible conversion into a dine-in cinema. The site's history illustrates the adaptive reuse of a declining regional mall into a mixed-use entertainment and lifestyle center.
- 2021
Cinemark Movies 12 closed
[1]The cinema closed after Cinemark declined to renew its lease, with a possible dine-in cinema conversion subsequently discussed.
- 2020
The property became Mainland City Centre
[1]The redeveloped complex adopted its current Mainland City Centre name.
- 2019
The former JCPenney building became a storage facility
[1]A storage facility occupied the former JCPenney building, illustrating the site's continuing adaptive reuse.
- 2018
First Baptist Church occupied the former Dillard's building
[1]The former Dillard's building became occupied by First Baptist Church of Texas City.
- 2015
Redevelopment and first renaming began
[1]Jerome Karam acquired a former Macy's building, began redevelopment, and the property adopted the Shops on the Mainland name.
- 2014
The enclosed mall operation closed
[1]Most interior tenants were removed and the traditional enclosed retail operation ended, while selected exterior or separately operated tenants remained.
- 2010
Pacific Western Bank assumed ownership
[1]Following Brentwood Group's Chapter 11 filing, Pacific Western Bank became the property's owner and hired Boxer Retail for management.
- 2008
Dillard's closed after Hurricane Ike
[1]Hurricane Ike damaged the Dillard's building, which closed and did not return to operation.
- 2007
Brentwood Group acquired the mall
[1]Brentwood Group No. 1 Ltd., controlled by Michael and Mayer Makabeh, purchased the property.
- 2006
Foley's became Macy's
[1]The Foley's store was converted to the Macy's banner.
Products and positioning
A repurposed shopping and lifestyle center focused on entertainment, dining, fitness, hospitality, education, and flexible commercial uses rather than conventional department-store retail.
Entertainment center
Texas Entertainment Xperience
Texas Entertainment Xperience, commonly referred to as TEX, is a major entertainment component of the redeveloped center. It represents the property's shift from conventional department-store retail toward destination-oriented leisure and activity uses.
Fitness facility · 2015
World Gym
A 42,000-square-foot World Gym facility was installed in the former Macy's building during the redevelopment. It was promoted as the largest location in the World Gym franchise in Texas and became one of the center's principal non-retail attractions.
Restaurants and dining
Restaurant Row
Restaurant Row is the center's dining-oriented cluster, described as comprising multiple restaurants and award-winning establishments. It forms part of the property's lifestyle-center positioning and helps replace the foot traffic once generated by department stores.
Hospitality
Mainland City Suites
Mainland City Suites is a hospitality use created as part of the site's mixed-use redevelopment. The broader project also includes fully furnished executive suites and other flexible commercial accommodations.
Office and commercial space
Executive suites
The redeveloped property includes 33 fully furnished executive suites intended for flexible office or professional use. These suites broaden the center's tenant mix beyond shopping and entertainment.
Adaptive-reuse commercial space · 2015
Former department-store buildings
Former Macy's, Dillard's, and JCPenney spaces were repurposed or transferred for uses including fitness, retail, religious facilities, and storage. Their reuse is central to the property's transformation into a mixed-use destination.
Marketing campaigns
- 2017Hurricane Harvey recovery-site use
Texas City · Southeast Texas
Multiple spaces at the property were used as recovery sites following Hurricane Harvey, extending the redevelopment's community role beyond retail and entertainment.
Outcome. The property served as temporary community infrastructure during the hurricane recovery period.
- 2015Shops on the Mainland redevelopment
Texas City · Greater Houston · Galveston County
The redevelopment repositioned the former enclosed mall around entertainment, fitness, restaurants, hospitality, executive suites, and smaller commercial tenants. The project emphasized adaptive reuse and lower lease costs rather than rebuilding the property as a conventional department-store mall.
Outcome. The center gained a mixed-use identity and later adopted the Mainland City Centre name.
Brand decisions
2021
Consider a dine-in cinema conversionOtherBackground
Cinemark Movies 12 closed after Cinemark declined to renew its lease.
Action taken
The vacant theater space was identified as an opportunity for conversion to a dine-in movie theater concept.
Aftermath
The cited material does not establish whether the proposed conversion was completed.
2020
Adopt the Mainland City Centre nameStrategyBackground
The property's uses and identity had moved beyond the original Mall of the Mainland enclosed-shopping format.
Action taken
The complex was renamed Mainland City Centre.
Aftermath
The new name aligned the property with its broader entertainment, hospitality, education, fitness, and commercial positioning.
2015
Convert the property into an entertainment and lifestyle centerStrategyBackground
After the decline of the original mall format, Jerome Karam pursued adaptive reuse of the existing buildings.
Action taken
The project introduced World Gym, restaurants, entertainment venues, executive suites, hospitality, education, and other nontraditional mall uses.
Aftermath
The property was renamed Shops on the Mainland and developed a more diversified tenant and visitor base.
2014
End the conventional enclosed-mall retail modelStrategyBackground
Declining occupancy, anchor departures, competition from Baybrook Mall, and weak performance led the property to remove most interior tenants.
Action taken
The interior mall operation was closed while selected exterior or independently operated tenants continued on the site.
Aftermath
The closure created the basis for a later mixed-use entertainment and lifestyle redevelopment.
Sources1 sources
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