UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (earliest event reported):	July 21, 2005	
TAUBMAN CENTERS, INC.
(Exact Name of Registrant as Specified in its Charter)

Michigan	1-11530	38-2033632	
(State of Other Jurisdiction	(Commission	(I.R.S. Employer	
of Incorporation)	File Number)	Identification No.)	

                          200 East Long Lake Road, Suite 300,	 	
                          Bloomfield Hills, Michigan	48303-0200	
                         (Address of Principal Executive Office)	(Zip Code)	

Registrant's Telephone Number, Including Area Code:	(248) 258-6800	

None
(Former Name or Former Address, if Changed Since Last Report)
        Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):

 		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	

 		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	

 		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	

 		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	

Item 2.02    RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
        The information under this caption is furnished by Taubman Centers, Inc. (the "Company") in accordance with Securities and Exchange Commission Release No. 33-8216. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
         On July 21, 2005, the Company issued a press release announcing its results of operations for the quarter ended June 30, 2005. A copy of the press release is attached as Exhibit 99 to this report.
Item 9.01.    FINANCIAL STATEMENTS AND EXHIBITS.

 	(a)	Financial Statements of Businesses Acquired.
Not applicable.	

 	(b)	Pro Forma applicable information.
Not applicable.	

 	(c)	Exhibits	

Exhibit

Exhibit 99	

Press Release, dated July 21, 2005, entitled “Taubman Centers Reports Solid Second Quarter Results Exceeding Consensus.”	

SIGNATURES
        Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 21, 2005	TAUBMAN CENTERS, INC.	
 	 	
 	By: /s/ Lisa A. Payne	
 		
 	Lisa A. Payne	
 	Executive Vice President and	
 	Chief Financial and	
 	Administrative Officer	

EXHIBIT INDEX

 

Exhibit 99	

Press Release, dated July 21, 2005, entitled “Taubman Centers Reports Solid Second Quarter Results Exceeding Consensus.”	

	Taubman Centers, Inc.	
	200 East Long Lake Road	
	Bloomfield Hills, MI 48304	
	(248) 258-6800	

		
CONTACT:	Barbara Baker		
	(248) 258-7367		
	www.taubman.com		
FOR IMMEDIATE RELEASE
TAUBMAN CENTERS REPORTS SOLID SECOND QUARTER RESULTS EXCEEDING CONSENSUS

 	o	FFO per share up 6.5%	 	
 	o	Sales psf increases 6.3%	 	
 	o	Occupancy increases 2.2%	 	

        BLOOMFIELD HILLS, Mich., July 21, 2005 - Taubman Centers, Inc. (NYSE:TCO) today announced its financial results for the second quarter 2005.
        Net income (loss) allocable to common shareholders per diluted share (EPS) was $(0.09) for the quarter ended June 30, 2005, versus $(0.08) for the quarter ended June 30, 2004. EPS for the six months ended June 30, 2005 was $(0.04) per diluted common share, versus $0.00 per diluted common share for the first six months of 2004.
        For the quarter ended June 30, 2005, Funds from Operations (FFO) per diluted share was $0.49, up 6.5 percent from $0.46 per share for the quarter ended June 30, 2004. For the six months ended June 30, 2005 FFO per diluted share was $1.05, up 6.1 percent from $0.99 for the first six months of 2004.
        “These results were driven by strong rents and recoveries at our centers,” said Robert S. Taubman, chairman, president and chief executive officer of Taubman Centers. “The retail real estate environment continues to be very positive and our centers are clearly benefiting.”
(more)

Taubman Centers/2
Strong Tenant Sales, Occupancy
        Mall tenant sales per square foot increased 6.3 percent for the quarter and 7.0 percent for the six month period ended June 30. “Our growth continues to be driven by strong sales at our Florida properties and at Willow Bend,” said Mr. Taubman. “Our strongest categories of merchandising have been women’s accessories, electronics, food and unisex apparel.”
        Leased space at June 30 was 90.9 percent, up 1.5 percent from June 30, 2004. Total occupancy for the portfolio was 88.7 percent at June 30, up 2.2 percent from June 30, 2004. Including temporary tenants, occupancy was 91.1 percent at June 30, up 2.6 percent from 88.5 percent on June 30, 2004.
        Average rent per square foot was $41.72 for the quarter in the consolidated portfolio, up 3.0 percent from the second quarter of 2004. Average rent for the quarter in the unconsolidated joint ventures was $42.52, similar to the second quarter of 2004.
        “We have now experienced strong sales momentum at our centers for over two years,” said Mr. Taubman. “This is resulting in solid occupancy increases across our portfolio as retailers continue to be optimistic about their future prospects.”
Financings
        In June the company entered into an agreement to issue $87 million of 7.625 percent Series H Cumulative Redeemable Preferred Stock. The shares were issued on July 1, 2005 and trade on the New York Stock Exchange under the symbol TCO Pr H. Proceeds were used to redeem $87 million of the company’s 8.3 percent Series A Cumulative Redeemable Preferred Stock (NYSE: TCO Pr A). As a result the company will record in the third quarter a $3.1 million charge representing original issuance costs of the Series A preferred shares.
        In May the company completed a $200 million 10-year non-recourse financing with an all-in rate of 5.49 percent on The Mall at Wellington Green (Wellington, Fla.). Proceeds were used to pay off the existing $140 million loan and to pay down the company’s line of credit.
        “We have taken advantage of a very favorable rate environment to reduce both our long-term financing costs and our exposure to floating interest rates,” said Lisa A. Payne, Taubman Centers vice chairman and chief financial officer. “As of June 30, our share of floating rate debt represents 9.2 percent of our total market capitalization and our interest coverage is 2.4 times.”
(more)

Taubman Centers/3
Strong Development Pipeline
        The company’s announced development activities are continuing on track. “We have several exciting projects under construction and a strong development pipeline. We also have other projects that are in the early stages and not yet announced. We are very confident that we will be able to sustain our development goal of profitably investing at least $100-$150 million on average annually over the foreseeable future,” said Mr. Taubman. The company’s current projects follow:

Project	Description	Status*	Anticipated Opening Date	
	
Northlake Mall	Traditional Regional Mall	Under Construction	September 15, 2005	
    (Charlotte, NC)		
	
The Mall at Wellington Green	New City Furniture Store	Under Construction	October 2005	
    (Wellington, Fla.)		
	
Waterside Shops at Pelican Bay	Expansion, including new Nordstrom	Under Construction	November 2005	
    (Naples, Fla.)	 	 	(Nordstrom in Fall 2007	
 	 	 	or Spring 2008)	
	
Woodland	New Cinemark theatre, restaurants	Under Construction	Fall 2005	
    (Grand Rapids, Mich.)		
	
The Pier at Caesars	Casino-Related Retail	Under Construction	Early 2006	
    (Atlantic City, NJ)		
	
Cherry Creek Shopping Center	New Nordstrom	Pre-development	Fall 2006	
    (Denver, Col.)		
	
Dolphin Mall	New Bass Pro Store	Pre-development	Late 2006	
    (Miami, Fla.)		
	
Partridge Creek Fashion Park	Fashion Park Development	Pre-development	2007	
    (Clinton Twp., Mich.)		
	
The Mall at Oyster Bay	Traditional Regional Mall	Pre-development	2007	
    (Town of Oyster Bay, N.Y.)		
	
Twelve Oaks Mall	Expansion, including new Nordstrom	Pre-development	Fall 2007	
    (Novi, Mich.)		
	
Stamford Town Center	Expansion	Pre-development	TBD	
    (Stamford, Conn.)		
	
The Shops at City Square	Traditional Regional Mall	Pre-development	TBD	
    (Salt Lake City, Utah)	- part of mixed use project		
	
New Songdo City retail	Retail Component of project	Letter of Interest	TBD	
    (New Songdo City, Korea)		

        * For more information about the status and ownership structure of these projects, see the company's SEC filings
(more)

Taubman Centers/4
Financial Outlook
        The company is adjusting its previous FFO per share guidance of $2.10 to $2.15 for the $0.04 anticipated third quarter financing-related accounting charge relating to the original issuance costs of the redeemed Series A preferred shares. The new range is $2.06 to $2.11 per share.
        Net Income (loss) allocable to common shareholders for the year is expected to be in the range of $(0.15) to $0.05 per share.
Supplemental Investor Information Available
        The company provides supplemental investor information along with its earnings announcements, available online at www.taubman.com under “Investor Relations.” This includes the following:

o	Income Statements	
o	Earnings Reconciliations	
o	Changes in Funds from Operations and Earnings Per Share	
o	Components of Other Income	
o	Balance Sheets	
o	Debt Summary	
o	Other Debt and Equity Information	
o	Construction and Center Openings	
o	Capital Spending	
o	Acquisitions	
o	Operational Statistics	
o	Owned Centers	
o	Major Tenants in Owned Portfolio	
o	Anchors in Owned Portfolio	
Investor Conference Call
        The company will host a conference call on July 22 at 10:00 a.m. (EDT) to discuss these results and will simulcast the conference call at www.taubman.com under “Investor Relations” as well as www.fulldisclosure.com and www.streetevents.com . The online replay will follow shortly after the call and continue for approximately 90 days.
        Taubman Centers, Inc., a real estate investment trust, owns and/or manages 22 urban and suburban regional and super regional shopping centers in 10 states. In addition, two centers are under construction. Northlake Mall is scheduled to open September 15, 2005 and The Pier at Caesars is scheduled to open in early 2006. Taubman Centers is headquartered in Bloomfield Hills, Mich.
         This press release contains forward-looking statements within the meaning of the Securities Act of 1933 as amended. These statements reflect management’s current views with respect to future events and financial performance. Actual results may differ materially from those expected because of various risks and uncertainties, including, but not limited to changes in general economic and real estate conditions, changes in the interest rate environment and availability of financing, and adverse changes in the retail industry. Other risks and uncertainties are discussed in the company’s filings with the Securities and Exchange Commission including its most recent Annual Report on Form 10-K.
###

Taubman Centers/5
TAUBMAN CENTERS, INC.
Table 1 — Summary of Results
For the Three and Six Months Ended June 30, 2005 and 2004

(in thousands of dollars, except as indicated)

	Three Months Ended June 30	Six Months Ended June 30	
			
	2005	2004	2005	2004	
					
Income before discontinued operations and minority and preferred interests	 	11,227	 	11,432	 	29,443	 	30,634	 	
Minority interest in consolidated joint ventures	 	(10	)	(7	)	(16	)	(185	)	
Minority share of income of TRG (1)	 	(2,364	)	(2,664	)	(7,529	)	(8,283	)	
Distributions in excess of earnings allocable to minority partners (1)	 	(6,602	)	(6,192	)	(10,612	)	(9,416	)	
TRG preferred distributions	 	(615	)	(2,489	)	(1,230	)	(4,739	)	
Net income	 	1,636	 	233	 	10,056	 	8,164	 	
Preferred dividends	 	(6,150	)	(4,150	)	(12,300	)	(8,300	)	
Net income (loss) allocable to common shareowners	 	(4,514	)	(3,917	)	(2,244	)	(136	)	
Net income per common share - basic and diluted	 	(0.09	)	(0.08	)	(0.04	)	(0.00	)	
Beneficial interest in EBITDA - consolidated businesses (2)	 	56,170	 	50,055	 	116,816	 	105,899	 	
Beneficial interest in EBITDA - unconsolidated joint ventures (2)	 	25,989	 	27,916	 	52,324	 	56,641	 	
Funds from Operations - Operating Partnership (2)	 	40,473	 	37,634	 	86,490	 	82,299	 	
Funds from Operations allocable to TCO (2)	 	25,220	 	22,803	 	53,411	 	50,093	 	
Funds from Operations per common share - basic (2)	 	0.50	 	0.46	 	1.07	 	1.01	 	
Funds from Operations per common share - diluted (2)	 	0.49	 	0.46	 	1.05	 	0.99	 	
Weighted average number of common shares outstanding	 	50,520,169	 	49,089,844	 	50,084,438	 	49,643,212	 	
Common shares outstanding at end of period	 	50,697,418	 	48,008,562	 		
Weighted average units - Operating Partnership - basic	 	81,074,086	 	81,018,609	 	81,054,654	 	81,584,703	 	
Weighted average units - Operating Partnership - diluted	 	81,956,693	 	82,412,523	 	82,005,515	 	83,050,050	 	
Units outstanding at end of period - Operating Partnership	 	81,074,098	 	79,980,841	 		
Ownership percentage of the Operating Partnership at end of period	 	62.5	%	60.1	%		
Number of owned shopping centers at end of period	 	21	 	21	 	21	 	21	 	
 	 		
Operating Statistics:	 		
Mall tenant sales	 	913,408	 	833,223	 	1,799,299	 	1,630,091	 	
Ending occupancy (3)	 	88.7	%	86.5	%	88.7	%	86.5	%	
Average occupancy (3)	 	88.5	%	86.3	%	88.5	%	86.4	%	
Leased space at end of period (3)(4)	 	90.9	%	89.4	%	90.9	%	89.4	%	
Mall tenant occupancy costs as a percentage of tenant sales-consolidated businesses (5)(6)	 	15.9	%	16.9	%	15.9	%	17.1	%	
Mall tenant occupancy costs as a percentage of tenant sales-unconsolidated joint ventures (5)(6)	 	14.3	%	15.1	%	14.4	%	15.7	%	
Rent per square foot - consolidated businesses (6)	 	41.72	 	40.52	 	41.60	 	40.56	 	
Rent per square foot - unconsolidated joint ventures (6)	 	42.52	 	42.48	 	42.54	 	42.56	 	

Taubman Centers/6

(1)	Because the Operating Partnership’s balance of net equity allocable to partnership unitholders is less than zero, the income allocated to minority partners during the three and six months ended June 30, 2005 and 2004 is equal to the minority partners’ share of distributions. The Company’s net equity allocable to partnership unitholders is less than zero due to accumulated distributions in excess of net income and not as a result of operating losses.	

(2)	Beneficial Interest in EBITDA represents the Operating Partnership’s share of the earnings before interest and depreciation and amortization, excluding gains on sales of depreciated operating properties of its consolidated and unconsolidated businesses. The Company believes Beneficial Interest in EBITDA provides a useful indicator of operating performance, as it is customary in the real estate and shopping center business to evaluate the performance of properties on a basis unaffected by capital structure. In addition, the Company uses a comparable measure to EBITDA, net operating income (revenues less operating expenses, excluding depreciation and amortization, “NOI”), as an alternative measure to evaluate the operating performance of centers, both on an individual and stabilized portfolio basis.	

	The National Association of Real Estate Investment Trusts (NAREIT) defines Funds from Operations (FFO) as net income (loss) (computed in accordance with Generally Accepted Accounting Principles (GAAP)), excluding gains (or losses) from extraordinary items and sales of properties, plus real estate related depreciation and after adjustments for unconsolidated partnerships and joint ventures. The Company believes that FFO is a useful supplemental measure of operating performance for REITs. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, the Company and most industry investors and analysts have considered presentations of operating results that exclude historical cost depreciation to be useful in evaluating the operating performance of REITs. FFO is primarily used by the Company in measuring performance and in formulating corporate goals and compensation. FFO as presented by the Company is not necessarily comparable to the FFO of other REITs due to the fact that not all REITs use the NAREIT definition. FFO should not be considered an alternative to net income as an indicator of the Company’s operating performance. Additionally, FFO does not represent cash flows from operating, investing or financing activities as defined by GAAP.	

	Prior to the fourth quarter of 2004, the Company did not include an add-back for depreciation of center replacement assets when computing its Beneficial Interest in EBITDA or FFO. As of the fourth quarter of 2004, the Company began to include such an add-back and restated previously reported EBITDA and FFO amounts.	

(3)	2004 statistics have been restated to include anchor spaces at value centers (Arizona Mills, Dolphin Mall, and Great Lakes Crossing).	

(4)	Leased space comprises both occupied space and space that is leased but not yet occupied.	

(5)	Mall tenant occupancy costs are defined as the sum of minimum rents, percentage rents and expense recoveries, excluding utilities.	

(6)	The results of International Plaza are presented within the Consolidated Businesses for periods beginning July 1, 2004, as a result of the Company’s acquisition of a controlling interest in the center. Results of International Plaza prior to the acquisition date are included within the Unconsolidated Joint Ventures.	

Taubman Centers/7
TAUBMAN CENTERS, INC.
Table 2 — Income Statement
For the Quarters Ended June 30, 2005 and 2004

(in thousands of dollars)

	2005	2004	
			
	CONSOLIDATED
BUSINESSES	UNCONSOLIDATED
JOINT
VENTURES (1)	CONSOLIDATED
BUSINESSES	UNCONSOLIDATED
JOINT
VENTURES (1)	
			
REVENUES:	 		 	 	 		 		 	
     Minimum rents	 	63,300	 	46,024	 	54,009	 	50,274	 	
     Percentage rents	 	721	 	343	 	70	 	400	 	
     Expense recoveries	 	38,658	 	22,427	 	32,990	 	26,470	 	
     Management, leasing and development services	 	3,334	 	 	 	5,245	 		
     Other	 	11,576	 	1,948	 	6,623	 	2,479	 	
									
        Total revenues	 	117,589	 	70,742	 	98,937	 	79,623	 	
	 		
OPERATING EXPENSES:	 		
     Recoverable expenses (2)	 	35,491	 	19,251	 	30,673	 	22,713	 	
     Other operating	 	13,600	 	5,380	 	8,683	 	5,087	 	
     Costs related to unsolicited tender offer, net of recoveries	 		 	 	 	(44	)		
     Management, leasing and development services	 	2,125	 	 	 	4,985	 		
     General and administrative	 	7,786	 	 	 	5,322	 		
     Interest expense	 	26,492	 	16,742	 	23,153	 	19,405	 	
     Depreciation and amortization	 	30,240	 	10,765	 	23,512	 	14,999	 	
									
        Total operating expenses	 	115,734	 	52,138	 	96,284	 	62,204	 	
									
 	 	1,855	 	18,604	 	2,653	 	17,419	 	

Equity in income of Unconsolidated Joint Ventures	 	9,372	 	 	 	8,779	 		

Income before discontinued operations and minority	 		
  and preferred interests	 	11,227	 	 	 	11,432	 		
Discontinued operations (3) -	 		
     Net gain on disposition of interest in center	 		 		 	153	 		
Minority and preferred interests:	 		
     TRG preferred distributions	 	(615	)	 	 	(2,489	)		
     Minority share of consolidated joint ventures	 	(10	)	 	 	(7	)		
     Minority share of income of TRG	 	(2,364	)	 	 	(2,664	)		
     Distributions in excess of minority share of income	 	(6,602	)	 	 	(6,192	)		
							
Net income	 	1,636	 	 	 	233	 		
Preferred dividends	 	(6,150	)	 	 	(4,150	)		
							
Net income (loss) allocable to common shareowners	 	(4,514	)	 	 	(3,917	)		

	 		
SUPPLEMENTAL INFORMATION (4) :	 		
     EBITDA - 100%	 	60,070	 	47,090	 	50,357	 	53,122	 	
     EBITDA - outside partners' share	 	(3,900	)	(21,101	)	(302	)	(25,206	)	
									
     Beneficial interest in EBITDA	 	56,170	 	25,989	 	50,055	 	27,916	 	
     Beneficial interest expense	 	(25,108	)	(9,318	)	(22,904	)	(10,187	)	
     Non-real estate depreciation	 	(495	)	 	 	(607	)		
     Preferred dividends and distributions	 	(6,765	)	 	 	(6,639	)		
									
     Funds from Operations contribution	 	23,802	 	16,671	 	19,905	 	17,729	 	

     Net straightline adjustments to rental revenue and	 		
       ground rent expense at TRG %	 	307	 	206	 	215	 	101	 	

(1)	With the exception of the Supplemental Information, amounts include 100% of the Unconsolidated Joint Ventures. Amounts are net of intercompany transactions. The Unconsolidated Joint Ventures are presented at 100% in order to allow for measurement of their performance as a whole, without regard to the Company’s ownership interest. In its consolidated financial statements, the Company accounts for its investments in the Unconsolidated Joint Ventures under the equity method. The results of International Plaza are presented within the Consolidated Businesses for periods beginning July 1, 2004, as a result of the Company’s acquisition of a controlling interest in the center. Results of International Plaza prior to the acquisition date are included within the Unconsolidated Joint Ventures.	

(2)	Included in recoverable expenses of the Consolidated Businesses and Unconsolidated Joint Ventures (both at 100%) are $1.5 million and $1.0 million, respectively, of depreciation of center replacement assets for the three months ended June 30, 2005, and $1.0 million and $1.3 million, respectively, for the three months ended June 30, 2004.	

(3)	During the three months ended June 30, 2004, a $0.2 million adjustment to the gain on disposition of Biltmore Fashion Park was recognized.	

(4)	EBITDA and FFO for the three months ended June 30, 2004 have been restated from amounts previously reported to include an add-back of depreciation of center replacement assets recoverable from tenants.	

Taubman Centers/8
TAUBMAN CENTERS, INC.
Table 3 — Income Statement
For the Year to Date Periods Ended June 30, 2005 and 2004

(in thousands of dollars)

	2005	2004	
			
	CONSOLIDATED
BUSINESSES	UNCONSOLIDATED
JOINT
VENTURES (1)	CONSOLIDATED
BUSINESSES	UNCONSOLIDATED
JOINT
VENTURES (1)	
			
REVENUES:	 		 	 	 		 		 	
     Minimum rents	 	126,378	 	91,265	 	107,646	 	100,766	 	
     Percentage rents	 	2,417	 	1,662	 	1,103	 	2,284	 	
     Expense recoveries	 	73,295	 	43,585	 	63,990	 	52,386	 	
     Management, leasing and development services	 	5,534	 	 	 	10,229	 		
     Other	 	21,804	 	5,099	 	17,301	 	4,219	 	
									
        Total revenues	 	229,428	 	141,611	 	200,269	 	159,655	 	
	 		
OPERATING EXPENSES:	 		
     Recoverable expenses (2)	 	67,188	 	36,754	 	58,459	 	44,102	 	
     Other operating	 	24,102	 	11,340	 	16,835	 	10,421	 	
     Costs related to unsolicited tender offer, net of recoveries	 	 	 	 	 	(1,044	)		
     Management, leasing and development services	 	3,320	 	 	 	9,781	 		
     General and administrative	 	13,745	 	 	 	11,780	 		
     Interest expense	 	52,032	 	33,517	 	45,725	 	39,586	 	
     Depreciation and amortization	 	58,040	 	22,875	 	46,471	 	28,518	 	
									
        Total operating expenses	 	218,427	 	104,486	 	188,007	 	122,627	 	
									
 	 	11,001	 	37,125	 	12,262	 	37,028	 	

Equity in income of Unconsolidated Joint Ventures	 	18,442	 	 	 	18,372	 		
							
Income before discontinued operations and minority	 		
  and preferred interests	 	29,443	 	 	 	30,634	 		
Discontinued operations (3) -	 		
     Net gain on disposition of interest in center	 					153	 		
Minority and preferred interests:	 		
     TRG preferred distributions	 	(1,230	)	 	 	(4,739	)		
     Minority share of consolidated joint ventures	 	(16	)	 	 	(185	)		
     Minority share of income of TRG	 	(7,529	)	 	 	(8,283	)		
     Distributions in excess of minority share of income	 	(10,612	)	 	 	(9,416	)		
							
Net income	 	10,056	 	 	 	8,164	 		
Preferred dividends	 	(12,300	)	 	 	(8,300	)		
							
Net income (loss) allocable to common shareowners	 	(2,244	)	 	 	(136	)		

	 		
SUPPLEMENTAL INFORMATION (4) :	 				
     EBITDA - 100%	 	124,027	 	95,330	 	106,523	 	108,052	 	
     EBITDA - outside partners' share	 	(7,211	)	(43,006	)	(624	)	(51,411	)	
									
     Beneficial interest in EBITDA	 	116,816	 	52,324	 	105,899	 	56,641	 	
     Beneficial interest expense	 	(49,382	)	(18,647	)	(45,212	)	(20,761	)	
     Non-real estate depreciation	 	(1,091	)	 	 	(1,229	)		
     Preferred dividends and distributions	 	(13,530	)	 	 	(13,039	)		
									
     Funds from Operations contribution	 	52,813	 	33,677	 	46,419	 	35,880	 	

     Net straightline adjustments to rental revenue and	 		
       ground rent expense at TRG %	 	796	 	124	 	596	 	188	 	

(1)	With the exception of the Supplemental Information, amounts include 100% of the Unconsolidated Joint Ventures. Amounts are net of intercompany transactions. The Unconsolidated Joint Ventures are presented at 100% in order to allow for measurement of their performance as a whole, without regard to the Company’s ownership interest. In its consolidated financial statements, the Company accounts for its investments in the Unconsolidated Joint Ventures under the equity method. The results of International Plaza are presented within the Consolidated Businesses for periods beginning July 1, 2004, as a result of the Company’s acquisition of a controlling interest in the center. Results of International Plaza prior to the acquisition date are included within the Unconsolidated Joint Ventures.	

(2)	Included in recoverable expenses of the Consolidated Businesses and Unconsolidated Joint Ventures (both at 100%) are $3.0 million and $1.8 million, respectively, of depreciation of center replacement assets for the six months ended June 30, 2005, and $2.1 million and $2.9 million, respectively, for the six months ended June 30, 2004.	

(3)	During the six months ended June 30, 2004, a $0.2 million adjustment to the gain on disposition of Biltmore Fashion Park was recognized.	

(4)	EBITDA and FFO for the six months ended June 30, 2004 have been restated from amounts previously reported to include an add-back of depreciation of center replacement assets recoverable from tenants.	

Taubman Centers/9
TAUBMAN CENTERS, INC.
Table 4 — Reconciliation of Net Income (Loss) to Funds from Operations
For the Periods Ended June 30, 2005 and 2004

(in thousands of dollars)

	Three Months Ended	Year to Date	
			
	2005	2004	2005	2004	
					
Net income (loss) allocable to common shareowners	 	(4,514	)	(3,917	)	(2,244	)	(136	)	
	 		
Add (less) depreciation and gain on disposition of property:	 		
      Gain on disposition of interest in center	 		 	(153	)		 	(153	)	
      Depreciation and amortization (1) :	 		
         Consolidated businesses at 100%	 	31,723	 	24,551	 	60,994	 	48,536	 	
         Minority partners in consolidated joint ventures	 	(2,506	)	(46	)	(4,545	)	74	 	
         Share of unconsolidated joint ventures	 	7,299	 	8,950	 	15,235	 	17,508	 	
         Non-real estate depreciation	 	(495	)	(607	)	(1,091	)	(1,229	)	
	 		
Add minority interests in TRG:	 		
      Minority share of income of TRG	 	2,364	 	2,664	 	7,529	 	8,283	 	
      Distributions in excess of minority share of income of TRG	 	6,602	 	6,192	 	10,612	 	9,416	 	

Funds from Operations - TRG	 	40,473	 	37,634	 	86,490	 	82,299	 	
									
Funds from Operations - TCO (2)	 	25,220	 	22,803	 	53,411	 	50,093	 	

(1)	Depreciation and amortization includes depreciation of center replacement assets recoverable from tenants, classified as recoverable expenses in the Company’s financial statements. TRG’s beneficial interest in these amounts are $1.9 million and $1.7 million for the three months ended June 30, 2005 and 2004, respectively, and $3.7 million and $3.6 million for the six months ended June 30, 2005 and 2004, respectively. 2004 amounts have been restated to include such depreciation.	

(2)	TCO ’s share of TRG’s FFO is based on an average ownership of 62% and 61% during the three months ended June 30, 2005 and 2004, respectively, and 62% and 61% during the six months ended June 30, 2005 and 2004, respectively.	

Taubman Centers/10
TAUBMAN CENTERS, INC.
Table 5 — Reconciliation of Net Income (Loss) to Beneficial Interest in EBITDA
For the Periods Ended June 30, 2005 and 2004

(in thousands of dollars)

	Three Months Ended	Year to Date	
			
	2005	2004	2005	2004	

Net income (loss) allocable to common shareowners	 	(4,514	)	(3,917	)	(2,244	)	(136	)	
	 		
Add (less) depreciation and gain on disposition of property:	 		
     Gain on disposition of interest in center	 	 	 	(153	)	 	 	(153	)	
     Depreciation and amortization (1) :	 		
        Consolidated businesses at 100%	 	31,723	 	24,551	 	60,994	 	48,536	 	
        Minority partners in consolidated joint ventures	 	(2,506	)	(46	)	(4,545	)	74	 	
        Share of unconsolidated joint ventures	 	7,299	 	8,950	 	15,235	 	17,508	 	
	 		
Add minority interests in TRG:	 		
     Minority share of income of TRG	 	2,364	 	2,664	 	7,529	 	8,283	 	
     Distributions in excess of minority share of income of TRG	 	6,602	 	6,192	 	10,612	 	9,416	 	
	 		
Add (less) preferred interests and interest expense:	 		
     Preferred dividends and distributions	 	6,765	 	6,639	 	13,530	 	13,039	 	
     Interest expense for all businesses in continuing operations	 	43,234	 	42,558	 	85,549	 	85,311	 	
     Interest expense allocable to minority partners in consolidated joint ventures	 	(1,384	)	(249	)	(2,650	)	(513	)	
     Interest expense allocable to outside partners in unconsolidated joint ventures	 	(7,424	)	(9,218	)	(14,870	)	(18,825	)	

Beneficial Interest in EBITDA - TRG	 	82,159	 	77,971	 	169,140	 	162,540	 	
									
(1)	Depreciation and amortization includes depreciation of center replacement assets recoverable from tenants, classified as recoverable expenses in the Company’s financial statements. 2004 amounts have been restated to include such depreciation.	

Taubman Centers/11
TAUBMAN CENTERS, INC.
Table 6 — Balance Sheets
As of June 30, 2005 and December 31, 2004

(in thousands of dollars)

	As of	
		
	June 30, 2005	December 31, 2004	
			
Consolidated Balance Sheet of Taubman Centers, Inc. (1) :	 		 		 	
	 		
Assets:	 		
  Properties	 	2,980,583	 	2,936,964	 	
  Accumulated depreciation and amortization	 	(603,932	)	(558,891	)	
					
 	 	2,376,651	 	2,378,073	 	
  Investment in Unconsolidated Joint Ventures	 	134,878	 	129,934	 	
  Cash and cash equivalents	 	37,045	 	29,081	 	
  Accounts and notes receivable, net	 	32,307	 	32,124	 	
  Accounts and notes receivable from related parties	 	1,858	 	1,636	 	
  Deferred charges and other assets	 	60,222	 	61,586	 	
					
 	 	2,642,961	 	2,632,434	 	

Liabilities:	 		
  Notes payable	 	1,979,072	 	1,930,439	 	
  Accounts payable and accrued liabilities	 	212,079	 	223,331	 	
  Dividends and distributions payable	 	14,487	 	13,892	 	
  Distributions in excess of investments in and net income of	 		
     Unconsolidated Joint Ventures	 	99,879	 	106,367	 	
					
 	 	2,305,517	 	2,274,029	 	
	 		
Preferred Equity of TRG	 	29,217	 	29,217	 	
	 		
Shareowners' Equity:	 		
  Series A Cumulative Redeemable Preferred Stock	 	80	 	80	 	
  Series B Non-Participating Convertible Preferred Stock	 	30	 	30	 	
  Series G Cumulative Redeemable Preferred Stock	 		
  Common Stock	 	507	 	487	 	
  Additional paid-in capital	 	737,826	 	729,481	 	
  Accumulated other comprehensive income (loss)	 	(9,893	)	(11,387	)	
  Dividends in excess of net income	 	(420,323	)	(389,503	)	
					
 	 	308,227	 	329,188	 	
					
 	 	2,642,961	 	2,632,434	 	

Combined Balance Sheet of Unconsolidated Joint Ventures (2) :	 		
	 		
Assets:	 		
  Properties	 	1,109,625	 	1,080,482	 	
  Accumulated depreciation and amortization	 	(376,232	)	(360,830	)	
					
 	 	733,393	 	719,652	 	
  Cash and cash equivalents	 	24,252	 	25,173	 	
  Accounts and notes receivable	 	15,942	 	22,866	 	
  Deferred charges and other assets	 	26,453	 	26,213	 	
					
 	 	800,040	 	793,904	 	

Liabilities:	 		
  Notes payable	 	1,003,509	 	1,008,604	 	
  Accounts payable and other liabilities	 	54,765	 	53,706	 	
					
 	 	1,058,274	 	1,062,310	 	
	 		
Accumulated Deficiency in Assets:	 		
  Accumulated deficiency in assets - TRG	 	(163,033	)	(173,579	)	
  Accumulated deficiency in assets - Joint Venture Partners	 	(91,871	)	(91,259	)	
  Accumulated other comprehensive income (loss) - TRG	 	(2,629	)	(2,817	)	
  Accumulated other comprehensive income (loss) - Joint Venture Partners	 	(701	)	(751	)	
					
 	 	(258,234	)	(268,406	)	
					
 	 	800,040	 	793,904	 	

(1)	Certain reclassifications have been made to prior year information to conform to current year classifications.	

(2)	Amounts exclude The Pier at Caesars, a center under construction, which TRG made a $4 million contribution to in January 2005.	

Taubman Centers/12
TAUBMAN CENTERS, INC.
Table 7 — 2005 Annual Outlook

(all dollar amounts per common share on a diluted basis; amounts may not add due to rounding)

	Range for Year Ended
December 31, 2005
Before Redemption
Charge	Redemption
Charge (1)	Range for Year Ended
December 31, 2005	
				
Funds from Operations	 		 		 		 		 		 	
  per common share	 	2.10		2.15		(0.04	)	2.06		2.11		
	 		
Real estate depreciation - TRG	 	(1.62	)	(1.54	) 	 		(1.62	)	(1.54	)	
	 		
Depreciation of TCO's additional basis	 		
  in TRG	 	(0.15	)	(0.15	) 		 	(0.15	)	(0.15	)	
	 		
Distributions in excess of earnings allocable	 		
  to minority interest	 	(0.43	)	(0.35	)	(0.02	)	(0.45	)	(0.37	)	

Net income (loss) allocable	 		
  to common shareholders, per common share	 	(0.09	)	0.11		(0.06	)	(0.15	)	0.05		

(1)	During July 2005, the Company redeemed 3.48 million shares of Series A preferred stock with the proceeds of the issuance of Series H preferred stock. Emerging Issues Task Force Topic D-42, "The Effect on the Calculation of Earnings Per Share for the Redemption or Induced Conversion of Preferred Stock," provides that any excess of the fair value of the consideration transferred to the holders of preferred stock redeemed over the carrying amount of the preferred stock should be subtracted from net earnings to determine net earnings available to common stockholders. As a result of application of Topic D-42, estimated 2005 Funds from Operations and net income (loss) allocable to common shareholders will be reduced by $3.1 million, representing the difference between the carrying value and the redemption price of the shares of Series A preferred stock redeemed.