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 AND EXCHANGE ACT OF 1934

Date of report (earliest event reported):	February 3, 2004	
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)

Item 12. Results of Operations and Financial Condition
        The information under this caption is furnished by Taubman Centers, Inc. (the "Company") in accordance with Securities 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 February 3, 2004, the Company issued a press release announcing its results of operations for the year ended December 31, 2004. A copy of the press release is attached as Exhibit 99 to this report. In the earnings release, the Company used certain non-GAAP financial measures. Reconciliations of these measures to the comparable GAAP financial measures are contained in the attached earnings release. Disclosure regarding definitions of these measures used by the Company and why the Company's management believes the measures provide useful information to investors is also included in this press release.

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: February 3, 2004	TAUBMAN CENTERS, INC.	
 	 	
 	By: /s/ Lisa A. Payne	
 		
 	Lisa A. Payne	
 	Executive Vice President and	
 	Chief Financial and	
 	Administrative Officer	

EXHIBIT INDEX
Exhibit Number

99		Press Release of Taubman Centers, Inc. dated February 3, 2004	

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

		
CONTACT: Barbara K. Baker	 	
(248) 258-7367		
www.taubman.com		
 		
FOR IMMEDIATE RELEASE		

TAUBMAN CENTERS ANNOUNCES FOURTH QUARTER EARNINGS

o
o
o
o	Sales Reach Industry-leading $468 per Square Foot
Results Exceed Consensus
Fourth Quarter EPS: $1.02
Fourth Quarter FFO per Share Up 25.6 Percent	
        BLOOMFIELD HILLS, Mich, February 3, 2004 — Taubman Centers, Inc. (NYSE:TCO) today issued its financial results for the quarter and year ended December 31, 2003.
        Net Income (loss) allocable to common shareholders per diluted common share (EPS) for the quarter ended December 31, 2003 was $1.02 versus $(0.03) during the fourth quarter of 2002. The increase is due principally to an approximately $48 million gain on the sale of Biltmore Fashion Park (Phoenix, Ariz.) . EPS for the year ended December 31, 2003 was $0.41 versus $(0.05) for the year ended December 31, 2002. Costs related to the unsolicited tender offer, now ended, impacted the annual results.
        For the quarter ended December 31, 2003, Funds from Operations (FFO) per share was $0.54, up 25.6 percent from $0.43 for the quarter ended December 31, 2002. Excluding costs related to the unsolicited tender offer incurred during the fourth quarter of 2002, FFO per share for the fourth quarter was up 10.2 percent. Costs incurred during the fourth quarter of 2003 relating to the unsolicited tender offer were offset by insurance recoveries.
        For the year ended December 31, 2003, FFO per share was $1.56, comparable to FFO per share for the year ended December 31, 2002. Excluding the costs related to the unsolicited tender offer, FFO per share for the year was $1.85, up 14.2 percent from $1.62 for the year ended December 31, 2002.
(more)

Taubman Centers/2
        “Our 2003 results benefited from increases in our core rents and recoveries, the successful opening of Stony Point Fashion Park (Richmond, Va.), the first full year for The Mall at Millenia (Orlando, Fla. ), and acquisitions of interests in Great Lakes Crossing (Auburn Hills, Mich.) and MacArthur Center (Norfolk, Va.) during 2003, and Sunvalley (Concord, Calif.) and Arizona Mills (Tempe, Ariz.) in 2002,” said Robert S. Taubman, Taubman Centers chairman, president and chief executive officer.
Operating Statistics
        Sales per square foot increased 3.0 percent during the fourth quarter and 2.4 percent for the full year, reaching a record level of $468 per square foot. “We are pleased with the continued strong sales performance in our centers,” said Mr. Taubman. “The 2003 holiday season was the best in years with excellent performance among apparel, food and lifestyle groups. Luxury tenants across all categories led our productivity growth.”
        Average rents for the quarter were $43.44, a 3.3 percent increase from the fourth quarter of 2002. For the year, rents averaged $42.97, up 1.9 percent. Opening rents for the year averaged $47.10 and closing rents averaged $42.02 for a rental spread of $5.08 or 12.1 percent. Occupancy for all centers was 86.1 percent on December 31, 2003 versus 87.0 percent on December 31, 2002. Including temporary in-line stores, occupancy on December 31, 2003 was nearly 90 percent.
        “Our core Net Operating Income (NOI) growth rate for both the quarter and the year was 2 percent,” said Mr. Taubman. “This was the result of solid increases in average rents, positive net recoveries and strong specialty leasing. Our occupancy was impacted by unscheduled terminations throughout 2003, many of which were accompanied by lease termination payments. Given our leasing progress to date we are confident we will regain this occupancy during 2004.”
Acquisitions and Divestitures
        During the quarter, Taubman Centers acquired an interest in Waterside Shops at Pelican Bay in Naples, Florida and completed the sale of Biltmore Fashion Park (Phoenix, Ariz.). “We continue to seek opportunities to recycle our capital,” said Mr. Taubman. “This quarter we disposed of a non-strategic asset at an attractive price and invested in a property with a strong redevelopment opportunity in a growing market.”
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Taubman Centers/3
Achieved Fixed Rate Debt Target
        In January 2004, the company completed a $347.5 million CMBS (commercial mortgage-backed securities) financing on Beverly Center (Los Angeles, Calif.) , refinancing a $146 million 8.36 percent mortgage on the property. The 10-year loan carries an interest rate of 5.5 percent. “This financing provides us with ample liquidity to execute our long range plan for the next several years and brings us to our target of over 75 percent fixed rate debt,” said Lisa A. Payne, executive vice president, chief administrative and financial officer. “It also demonstrates how dominant assets that prosper over time can provide significant capital for reinvestment in our business.”
Financial Outlook
        The company continues to expect 2004 FFO per share in the range of $1.88 to $1.92. The company expects EPS for 2004 to be in the range of $(0.08) to $0.11.
Supplemental Investor Information Available
        The company provides supplemental investor information coincident with its earnings announcements. It is available online at www.taubman.com under “Investor Relations.” This packet includes the following information:

o	 	Income Statements	 	
o	 	Reconciliations of Earnings Measures to Net Income	 	
o	 	Changes in Funds from Operations and Earnings Per Share	 	
o	 	Components of Other Income	 	
o	 	Balance Sheets	 	
o	 	Debt Summary	 	
o	 	Other Debt Information	 	
o	 	Construction and Recent Center Openings	 	
o	 	Capital Spending	 	
o	 	Acquisitions and Divestitures	 	
o	 	Operational Statistics	 	
o	 	Owned Centers	 	
o	 	Major Tenants in Owned Portfolio	 	
o	 	Anchors in Owned Portfolio	 	
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Taubman Centers/4
Investor Conference Call
        The company will provide an online Web simulcast and rebroadcast of its 2003 fourth quarter earnings release conference call in which the company will review the results for the quarter and year, progress on its development and financing plans. The live broadcast of the conference call will be available online at www.taubman.com under “Investor Relations,” www.companyboardroom.com and www.streetevents.com on February 4 beginning at 11:00 a.m. EST. The online replay will follow shortly after the call and continue for 90 days.
        Taubman Centers, Inc., a real estate investment trust, owns, develops, acquires and operates regional shopping centers nationally. Taubman Centers currently owns and/or manages 31 urban and suburban regional and super regional shopping centers in 13 states. In addition, Northlake Mall (Charlotte, N.C.) is under construction and will open September 15, 2005. 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.
For the Three Months and Year Ended December 31, 2003 and 2002

(in thousands of dollars, except as indicated)

	Three Months Ended December 31
	Year Ended December 31
		
	2003
	2002
	2003
	2002
		
Income before discontinued operations and minority and preferred interests	 	16,505	 	14,298	 	31,292	 	42,015	 		
Discontinued operations - gains on dispositions of interests in centers (1)	 	49,578	 	325	 	49,578	 	12,349	 		
Discontinued operations - income from operations (1)	 	1,130	 	(1,035	)	1,303	 	1,467	 		
Minority interest in consolidated joint ventures	 	21	 	(191	)	164	 	421	 		
Minority share of income of TRG (2)	 	(27,660	)	(3,356	)	(28,189	)	(17,397	)		
Distributions less than (in excess of) earnings allocable to minority partners (2)	 	18,515	 	(4,984	)	(7,312	)	(15,429	)		
TRG preferred distributions	 	(2,250	)	(2,250	)	(9,000	)	(9,000	)		
Net income	 	55,839	 	2,807	 	37,836	 	14,426	 		
Preferred dividends	 	(4,150	)	(4,150	)	(16,600	)	(16,600	)		
Net income (loss) allocable to common shareowners	 	51,689	 	(1,343	)	21,236	 	(2,174	)		
Income (loss) from continuing operations per common share - diluted	 	0.48		(0.02	)	(0.13	)	(0.16	)		
Net income (loss) per common share - basic	 	1.04		(0.03	)	0.42		(0.04	)		
Net income (loss) per common share - diluted	 	1.02		(0.03	)	0.41		(0.05	)		
Beneficial interest in EBITDA (3)	 	86,886	 	74,497	 	291,264	 	278,263	 		
Funds from Operations - Operating Partnership (3)	 	45,756	 	36,623	 	132,471	 	131,840	 		
Funds from Operations allocable to TCO (3)	 	27,454	 	22,748	 	80,049	 	81,569	 		
Funds from Operations per common share - basic (3)	 	0.55		0.44		1.59		1.59			
Funds from Operations per common share - diluted (3)	 	0.54		0.43		1.56		1.56			
Weighted average number of common shares outstanding	 	49,867,294	 	51,793,276	 	50,387,616	 	51,239,237	 		
Common shares outstanding at end of period	 	49,936,786	 	52,207,756	 	49,936,786	 	52,207,756	 		
Weighted average units - Operating Partnership - basic	 	83,111,912	 	83,386,284	 	83,383,334	 	82,832,245	 		
Weighted average units - Operating Partnership - diluted	 	84,654,036	 	84,773,778	 	84,821,247	 	84,315,525	 		
Units outstanding at end of period - Operating Partnership	 	81,839,857	 	83,974,822	 	81,839,857	 	83,974,822	 		
Ownership percentage of the Operating Partnership at end of period	 	61.1	%	62.3	%	61.1	%	62.3	%		
Number of owned shopping centers at end of period	 	21	 	20	 	21	 	20	 		
Operating Statistics:	 		
Mall tenant sales	 	1,171,787	 	1,107,650	 	3,417,572	 	3,113,620	 		
Mall tenant sales - comparable centers (4)	 	807,785	 	796,998	 	2,371,138	 	2,325,880	 		
Ending occupancy - comparable centers (4)	 	88.1	%	90.3	%	88.1	%	90.3	%		
Ending occupancy	 	86.1	%	87.0	%	86.1	%	87.0	%		
Average occupancy - comparable centers (4)	 	88.0	%	90.0	%	87.8	%	88.2	%		
Average occupancy	 	85.9	%	86.5	%	85.6	%	84.8	%		
Leased space at end of period - comparable centers (4)(5)	 	90.0	%	93.3	%	90.0	%	93.3	%		
Leased space at end of period (5)	 	88.4	%	90.3	%	88.4	%	90.3	%		
Mall tenant occupancy costs as a percentage of tenant sales (6)	 	12.1	%	12.3	%	15.7	%	15.8	%		
Rent per square foot - mall tenants (4)	 	$43.44		$42.04	 	$42.97	 	$42.18	 		

Taubman Centers/6

(1)	In December 2003, the Company sold its interest in Biltmore Fashion Park to The Macerich Company. The sales price consisted of $51 million cash, 705,636 Macerich partnership units and the assumption of $77.4 million of center rate debt. During 2002, the Company sold its interests in La Cumbre Plaza and Paseo Nuevo. Gains on dispositions as well as the results of operations of these centers through their sale dates have been reported as discontinued operations. In 2003, an approximately $2 million additional gain on prior years’ transactions was also recognized.	

(2)	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 months and year ended December 31, 2003 and 2002 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. In the fourth quarter of 2003, the Operating Partnership’s net income was greater than distributions due to the gain of the disposition of Biltmore. In this case, the excess of the minority interest’s percentage ownership share of net income over distributions is allocated to the Company.	

(3)	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 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 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.	

 	Supplementally, the Company also disclosed FFO per diluted share for all periods presented excluding costs related to the unsolicited tender offer because of the significance and singular nature of these costs. This was the only hostile takeover attempt against the Company in its history and the costs to resist this attempt were clearly not a part of the Company’s normal operating results. The Company believes that given the significance of the costs (the charge reduced FFO per diluted share for the year by 16%) it is essential to a reader’s understanding of the Company’s results of operations to emphasize the impact on the Company’s earnings measures.	

 	TRG’s Beneficial Interest in EBITDA and FFO for the three months ended December 31, 2003 include costs related to the unsolicited tender offer of $4.9 million, offset by $5.1 million of insurance recoveries. For the year ended December 31, 2003, costs related to the unsolicited tender offer of $30.4 million were offset by $5.6 million of insurance recoveries. TRG’s Beneficial Interest in EBITDA and FFO for the three months and year ended December 31, 2002 were restated from previously reported amounts to include costs related to the unsolicited tender offer of $5.1 million, previously excluded from EBITDA and FFO. Additionally, Beneficial Interest in EBITDA and FFO for the year ended December 31, 2002 have been restated to include charges related to technology investments of $8.1 million, recognized during 2002 and previously excluded from EBITDA and FFO.	

(4)	Excludes centers opened in 2001, Biltmore Fashion Park, La Cumbre Plaza, The Mall at Millenia, Paseo Nuevo, Stony Point Fashion Park, Sunvalley, and Waterside Shops at Pelican Bay. Waterside Shops at Pelican Bay is managed by the Forbes Company, the Company’s joint venture partner in the project.	

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

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

Taubman Centers/7

TAUBMAN CENTERS, INC.
Income Statement
For the Quarters Ended December 31, 2003 and 2002

(in thousands of dollars)

	2003
		2002
		
	CONSOLIDATED
BUSINESSES	UNCONSOLIDATED
JOINT
VENTURES (1)	TOTAL	 	CONSOLIDATED
BUSINESSES	UNCONSOLIDATED
JOINT
VENTURES (1)	TOTAL	 	
					
REVENUES:	 		 		 		 		 		 		 	
    Minimum rents	 	56,775	 	53,584	 	110,359	 	51,657	 	51,474	 	103,131	 	
    Percentage rents	 	2,381	 	1,868	 	4,249	 	2,624	 	2,032	 	4,656	 	
    Expense recoveries	 	32,187	 	27,618	 	59,805	 	29,129	 	26,780	 	55,909	 	
    Management, leasing and development	 	6,638	 	 	 	6,638	 	6,215	 	 	 	6,215	 	
    Other	 	6,616	 	1,983	 	8,599	 	6,386	 	3,784	 	10,170	 	
													
       Total revenues	 	104,597	 	85,053	 	189,650	 	96,011	 	84,070	 	180,081	 	
 		
OPERATING COSTS:	 		
    Recoverable expenses	 	27,408	 	23,339	 	50,747	 	27,037	 	22,730	 	49,767	 	
    Other operating	 	10,473	 	7,268	 	17,741	 	8,046	 	6,273	 	14,319	 	
    Costs related to unsolicited tender offer, net of recoveries	 	(226	)	 	 	(226	)	5,106	 	 	 	5,106	 	
    Management, leasing and development	 	4,972	 	 	 	4,972	 	5,387	 	 	 	5,387	 	
    General and administrative	 	6,517	 	 	 	6,517	 	5,785	 	 	 	5,785	 	
    Interest expense	 	22,111	 	21,011	 	43,122	 	20,683	 	18,594	 	39,277	 	
    Depreciation and amortization	 	26,748	 	14,503	 	41,251	 	20,943	 	15,152	 	36,095	 	
													
       Total operating costs	 	98,003	 	66,121	 	164,124	 	92,987	 	62,749	 	155,736	 	
													
 	 	6,594	 	18,932	 	25,526	 	3,024	 	21,321	 	24,345	 	

Equity in income of Unconsolidated Joint Ventures	 	9,911	 	 	 	 	 	11,274	 		

Income before discontinued operations	 		
  and minority and preferred interests	 	16,505	 	 	 	 	 	14,298	 		
Discontinued operations (2) :	 		
    Gains on dispositions of interests in centers	 	49,578	 	 	 	 	 	325	 		
    EBITDA	 	2,420	 	 	 	 	 	1,638	 		
    Interest	 	(1,290	)	 	 	 	 	(1,560	)		
    Depreciation	 	 	 	 	 	 	 	(1,113	)		
Minority and preferred interests:	 		
    TRG preferred distributions	 	(2,250	)	 	 	 	 	(2,250	)		
    Minority interest in consolidated joint ventures	 	21	 	 	 	 	 	(191	)		
    Minority share of income of TRG	 	(27,660	)	 	 	 	 	(3,356	)		
    Distributions less than (in excess of) minority share of income	 	18,515	 	 	 	 	 	(4,984	)		
									
Net income	 	55,839	 	 	 	 	 	2,807	 		
Series A preferred dividends	 	(4,150	)	 	 	 	 	(4,150	)		
									
Net income (loss) allocable to common shareowners	 	51,689	 	 	 	 	 	(1,343	)		

SUPPLEMENTAL INFORMATION:	 		
    EBITDA - 100% (3)	 	57,873	 	54,446	 	112,319	 	46,288	 	55,067	 	101,355	 	
    EBITDA - outside partners' share	 	(341	)	(25,092	)	(25,433	)	(2,310	)	(24,548	)	(26,858	)	
													
    Beneficial interest in EBITDA	 	57,532	 	29,354	 	86,886	 	43,978	 	30,519	 	74,497	 	
    Beneficial interest expense	 	(23,138	)	(10,995	)	(34,133	)	(21,022	)	(9,837	)	(30,859	)	
    Non-real estate depreciation	 	(597	)	 	 	(597	)	(615	)	 	 	(615	)	
    Preferred dividends and distributions	 	(6,400	)	 	 	(6,400	)	(6,400	)	 	 	(6,400	)	
													
    Funds from Operations contribution (3)	 	27,397	 	18,359	 	45,756	 	15,941	 	20,682	 	36,623	 	

    Net straightline adjustments to rental revenue and	 		
      ground rent expense at TRG %	 	 	 	 	 	901	 	 	 	 	 	257	 	

(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.	

(2)	Discontinued operations for the three months ended December 31, 2003 and 2002 include the results of Biltmore Fashion Park.	

(3)	For the three months ended December 31, 2002, EBITDA and FFO were restated from amounts previously reported to include costs related to the unsolicited tender offer of $5.1 million and previously excluded from EBITDA and FFO.	

Taubman Centers/8

TAUBMAN CENTERS, INC.
Income Statement
For the Years Ended December 31, 2003 and 2002

(in thousands of dollars)

	2003
		2002
		
	CONSOLIDATED
BUSINESSES	UNCONSOLIDATED
JOINT
VENTURES (1)	TOTAL	 	CONSOLIDATED
BUSINESSES	UNCONSOLIDATED
JOINT
VENTURES (1)	TOTAL	 	
					
REVENUES:	 		 		 		 		 		 		 	
     Minimum rents	 	207,539	 	199,965	 	407,504	 	185,395	 	185,189	 	370,584	 	
     Percentage rents	 	4,821	 	3,743	 	8,564	 	4,403	 	3,463	 	7,866	 	
     Expense recoveries	 	125,627	 	103,866	 	229,493	 	114,619	 	94,247	 	208,866	 	
     Management, leasing and development	 	22,088	 	 	 	22,088	 	22,654	 	 	 	22,654	 	
     Other	 	28,408	 	12,414	 	40,822	 	29,111	 	9,221	 	38,332	 	
													
       Total revenues	 	388,483	 	319,988	 	708,471	 	356,182	 	292,120	 	648,302	 	
 		
OPERATING COSTS:	 		
     Recoverable expenses	 	111,522	 	87,816	 	199,338	 	100,758	 	81,598	 	182,356	 	
     Other operating	 	37,089	 	22,599	 	59,688	 	31,600	 	23,121	 	54,721	 	
     Charge related to technology investments	 	 	 	 	 	 	 	8,125	 	 	 	8,125	 	
     Costs related to unsolicited tender offer, net of recoveries	 	24,832	 	 	 	24,832	 	5,106	 	 	 	5,106	 	
     Management, leasing and development	 	19,359	 	 	 	19,359	 	20,025	 	 	 	20,025	 	
     General and administrative	 	24,591	 	 	 	24,591	 	20,584	 	 	 	20,584	 	
     Interest expense	 	84,194	 	82,744	 	166,938	 	77,479	 	77,044	 	154,523	 	
     Depreciation and amortization	 	92,344	 	55,769	 	148,113	 	78,402	 	56,979	 	135,381	 	
													
       Total operating costs	 	393,931	 	248,928	 	642,859	 	342,079	 	238,742	 	580,821	 	
													
 	 	(5,448	)	71,060	 	65,612	 	14,103	 	53,378	 	67,481	 	

Equity in income of Unconsolidated Joint Ventures	 	36,740	 	 	 	 	 	27,912	 		

Income before discontinued operations	 		
  and minority and preferred interests	 	31,292	 	 	 	 	 	42,015	 		
Discontinued operations: (2)	 		
     Gains on dispositions of interests in centers	 	49,578	 	 	 	 	 	12,349	 		
     EBITDA	 	10,418	 	 	 	 	 	12,851	 		
     Interest	 	(5,888	)	 	 	 	 	(6,188	)		
     Depreciation	 	(3,227	)	 	 	 	 	(5,196	)		
Minority and preferred interests:	 		
     TRG preferred distributions	 	(9,000	)	 	 	 	 	(9,000	)		
     Minority interest in consolidated joint ventures	 	164	 	 	 	 	 	421	 		
     Minority share of income of TRG	 	(28,189	)	 	 	 	 	(17,397	)		
     Distributions in excess of minority share of income	 	(7,312	)	 	 	 	 	(15,429	)		
									
Net income	 	37,836	 	 	 	 	 	14,426	 		
Series A preferred dividends	 	(16,600	)	 	 	 	 	(16,600	)		
									
Net income (loss) allocable to common shareowners	 	21,236	 	 	 	 	 	(2,174	)		

SUPPLEMENTAL INFORMATION:	 		
     EBITDA - 100% (3)	 	181,508	 	209,573	 	391,081	 	182,835	 	187,401	 	370,236	 	
     EBITDA - outside partners' share	 	(3,950	)	(95,867	)	(99,817	)	(8,561	)	(83,412	)	(91,973	)	
													
     Beneficial interest in EBITDA	 	177,558	 	113,706	 	291,264	 	174,274	 	103,989	 	278,263	 	
     Beneficial interest expense	 	(87,399	)	(43,320	)	(130,719	)	(78,713	)	(39,411	)	(118,124	)	
     Non-real estate depreciation	 	(2,474	)	 	 	(2,474	)	(2,699	)	 	 	(2,699	)	
     Preferred dividends and distributions	 	(25,600	)	 	 	(25,600	)	(25,600	)	 	 	(25,600	)	
													
     Funds from Operations contribution (3)	 	62,085	 	70,386	 	132,471	 	67,262	 	64,578	 	131,840	 	

     Net straightline adjustments to rental revenue and	 		
       ground rent expense at TRG %	 	 	 	 	 	2,248	 	 	 	 	 	1,842	 	

(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.	

(2)	Discontinued operations for the year ended December 31,2003 include the results of Biltmore Fashion Park. Discontinued operations for the year ended December 31, 2002 include the results of Biltmore Fashion Park, and La Cumbre Plaza and Paseo Nuevo through the dates of their disposition.	

(3)	For the year ended December 31, 2002, EBITDA and FFO were restated from amounts previously reported to include costs related to the unsolicited tender offer of $5.1 million and charges related to technology investments of $8.1 million recognized during 2002 and previously excluded from EBITDA and FFO.	

Taubman Centers/9

TAUBMAN CENTERS, INC.
Reconciliation of Net Income (Loss) to Funds from Operations
For the Periods Ended December 31, 2003 and 2002

(in thousands of dollars)

	Three Months Ended
	Year Ended
	
	2003
	2002
	2003
	2002
	
Net income (loss) allocable to common shareowners	 	51,689	 	(1,343	)	21,236	 	(2,174	)	
	 		
Add (less) depreciation and gains on dispositions of properties:	 		
     Gains on disposition of interests in centers	 	(49,578	)	(325	)	(49,578	)	(12,349	)	
     Depreciation and amortization:	 		
          Consolidated businesses at 100%	 	26,748	 	20,943	 	92,344	 	78,402	 	
          Minority partners in consolidated joint ventures	 	(99	)	(898	)	(1,431	)	(4,028	)	
          Discontinued operations	 	 	 	1,113	 	3,227	 	5,196	 	
          Share of unconsolidated joint ventures	 	8,448	 	9,408	 	33,646	 	36,666	 	
          Non-real estate depreciation	 	(597	)	(615	)	(2,474	)	(2,699	)	
	 		
Add minority interests in TRG:	 		
     Minority share of income of TRG	 	27,660	 	3,356	 	28,189	 	17,397	 	
     Distributions (less than) in excess of minority share of income of TRG	 	(18,515	)	4,984	 	7,312	 	15,429	 	

Funds from Operations - TRG (1)	 	45,756	 	36,623	 	132,471	 	131,840	 	
									
Funds from Operations - TCO (1)	 	27,454	 	22,748	 	80,049	 	81,569	 	

(1)	TRG’s FFO for the three months and year ended December 31, 2003 includes costs, net of recoveries, of $(0.2) million and $24.8 million, incurred in connection with the unsolicited tender offer. TRG’s FFO for the three months and year ended December 31, 2002 includes costs of $5.1 million incurred in connection with the unsolicited tender offer. TRG’s FFO for the three months and year ended December 31, 2002 was restated from previously reported amounts to include these costs related to the unsolicited tender offer, previously excluded from FFO. FFO for the year ended December 31, 2002 was also restated to include charges related to technology investments of $8.1 million recognized during 2002 previously excluded from FFO. TCO’s share of TRG’s FFO is based on an average ownership of 60% and 62% during the three months and year ended December 31, 2003 and 2002, respectively.	

Taubman Centers/10

TAUBMAN CENTERS, INC.
Reconciliation of Net Income (Loss) to Beneficial Interest in EBITDA
For the Periods Ended December 31, 2003 and 2002

(in thousands of dollars)

	Three Months Ended
	Year Ended
	
	2003
	2002
	2003
	2002
	
Net income (loss) allocable to common shareowners	 	51,689	 	(1,343	)	21,236	 	(2,174	)	
	 		
Add (less) depreciation and gains on dispositions of properties:	 		
     Gains on dispositions of interests in centers	 	(49,578	)	(325	)	(49,578	)	(12,349	)	
     Depreciation and amortization:	 		
          Consolidated businesses at 100%	 	26,748	 	20,943	 	92,344	 	78,402	 	
          Minority partners in consolidated joint ventures	 	(99	)	(898	)	(1,431	)	(4,028	)	
          Discontinued operations	 	0	 	1,113	 	3,227	 	5,196	 	
          Share of unconsolidated joint ventures	 	8,448	 	9,408	 	33,646	 	36,666	 	
	 		
Add minority interests in TRG:	 		
     Minority share of income of TRG	 	27,660	 	3,356	 	28,189	 	17,397	 	
     Distributions (less than) in excess of minority share of income of TRG	 	(18,515	)	4,984	 	7,312	 	15,429	 	
	 		
Add (less) preferred interests and interest expense:	 		
     Preferred dividends and distributions	 	6,400	 	6,400	 	25,600	 	25,600	 	
     Interest expense for all businesses in continuing operations	 	43,122	 	39,277	 	166,938	 	154,523	 	
     Interest expense allocable to minority partners in consolidated joint ventures	 	(263	)	(1,221	)	(2,683	)	(4,954	)	
     Interest expense of discontinued operations	 	1,290	 	1,560	 	5,888	 	6,188	 	
     Interest expense allocable to outside partners in unconsolidated joint ventures	 	(10,016	)	(8,757	)	(39,424	)	(37,633	)	

Beneficial interest in EBITDA - TRG (1)	 	86,886	 	74,497	 	291,264	 	278,263	 	

(1)	TRG’s Beneficial Interest in EBITDA for the three months and year ended December 31, 2003 includes costs, net of insurance recoveries, of $(0.2) million and $24.8 million, respectively, incurred in connection with the unsolicited tender offer. TRG’s Beneficial Interest in EBITDA for the three months and year ended December 31, 2002 includes costs of $5.1 million incurred in connection with the unsolicited tender offer. TRG’s Beneficial Interest in EBITDA for the three months and year ended December 31, 2002 was restated from previously reported amounts to include these costs related to the unsolicited tender offer, previously excluded from Beneficial Interest in EBITDA. Beneficial Interest in EBITDA for the year ended December 31, 2002 was also restated to include charges related to technology investments of $8.1 million recognized during 2002 previously excluded from Beneficial Interest in EBITDA.	

Taubman Centers/11

TAUBMAN CENTERS, INC.
Reconciliation of Net Income (Loss) to Comparable Center Net Operating Income
For the Periods Ended December 31, 2003 and 2002

(in thousands of dollars)

	Three Months Ended
	Year Ended
	
	2003
	2002
	2003
	2002
	
Net income (loss) allocable to common shareowners	 	51,689	 	(1,343	)	21,236	 	(2,174	)	
	 		
Add (less) depreciation and gains on dispositions of properties:	 		
     Gains on dispositions of interests in centers	 	(49,578	)	(325	)	(49,578	)	(12,349	)	
     Depreciation and amortization:	 		
         Consolidated businesses at 100%	 	26,748	 	20,943	 	92,344	 	78,402	 	
         Minority partners in consolidated joint ventures	 	(99	)	(898	)	(1,431	)	(4,028	)	
         Discontinued operations	 	 	 	1,113	 	3,227	 	5,196	 	
         Share of unconsolidated joint ventures	 	8,448	 	9,408	 	33,646	 	36,666	 	
	 		
Add minority interests in TRG:	 		
     Minority share of income of TRG	 	27,660	 	3,356	 	28,189	 	17,397	 	
     Distributions (less than) in excess of minority share of income of TRG	 	(18,515	)	4,984	 	7,312	 	15,429	 	
	 		
Add (less) preferred interests and interest expense:	 		
     Preferred dividends and distributions	 	6,400	 	6,400	 	25,600	 	25,600	 	
     Interest expense for all businesses in continuing operations	 	43,122	 	39,277	 	166,938	 	154,523	 	
     Interest expense allocable to minority partners in consolidated joint ventures	 	(263	)	(1,221	)	(2,683	)	(4,954	)	
     Interest expense of discontinued operations	 	1,290	 	1,560	 	5,888	 	6,188	 	
     Interest expense allocable to outside partners in unconsolidated joint ventures	 	(10,016	)	(8,757	)	(39,424	)	(37,633	)	
	 		
Add EBITDA allocations to outside partners:	 		
     EBITDA allocable to minority partners in consolidated joint ventures	 	341	 	2,310	 	3,950	 	8,561	 	
     EBITDA allocable to outside partners in unconsolidated joint ventures	 	25,092	 	24,548	 	95,867	 	83,412	 	

EBITDA at 100% - TRG (1)	 	112,319	 	101,355	 	391,081	 	370,236	 	
	 		
Add (less) items excluded from shopping center Net Operating Income:	 		
     General and administrative expenses	 	6,517	 	5,785	 	24,591	 	20,584	 	
     Management, leasing and development services, net	 	(1,666	)	(828	)	(2,729	)	(2,629	)	
     Costs related to unsolicited tender offer, net of recoveries	 	(226	)	5,106	 	24,832	 	5,106	 	
     Charge related to technology investments	 	 	 	 	 	 	 	8,125	 	
     Gains on peripheral land sales	 	(545	)	(898	)	(1,906	)	(8,360	)	
     Individually significant lease cancellation fees (2)	 	 	 	(1,394	)	(7,116	)	(3,701	)	
     Dolphin CDD reversal in 2002	 	 	 	 	 	 	 	(2,867	)	
     Straight-line of minimum rent	 	(1,486	)	(779	)	(4,613	)	(4,061	)	
     Non-center specific operating expenses and other	 	3,195	 	3,806	 	9,172	 	14,222	 	

Net Operating Income - all centers at 100%	 	118,108	 	112,153	 	433,312	 	396,655	 	
	 		
Less - Net Operating Income of non-comparable centers (3)	 	(33,639	)	(29,226	)	(124,181	)	(94,373	)	

Net Operating Income - comparable centers at 100%	 	84,469	 	82,927	 	309,131	 	302,282	 	

Net Operating Income - growth %	 	2	%	 	 	2	%		

(1)	TRG’s EBITDA for the three months and year ended December 31, 2003 includes costs, net of insurance recoveries, of $(0.2) million and $24.8 million, respectively, incurred in connection with the unsolicited tender offer. TRG’s EBITDA for the three months and year ended December 31, 2002 includes costs of $5.1 million incurred in connection with the unsolicited tender offer. TRG’s EBITDA for the three months and year ended December 31, 2002 was restated from previously reported amounts to include these costs related to the unsolicited tender offer, previously excluded from EBITDA. EBITDA for the year ended December 31, 2002 was also restated to include charges related to technology investments of $8.1 million recognized during 2002 previously excluded from FFO.	

(2)	The Company excludes individual lease cancellation fees in excess of $0.5 million from its computation of comparable center net operating income.	

(3)	Includes centers opened in 2001, Biltmore Fashion Park, La Cumbre Plaza, The Mall at Millenia, Paseo Nuevo, Stony Point Fashion Park, Sunvalley, and Waterside Shops at Pelican Bay.	

Taubman Centers/12

TAUBMAN CENTERS, INC.
Balance Sheets
As of December 31, 2003 and December 31, 2002

(in thousands of dollars)

	As of
	
	December 31, 2003	December 31, 2002	
 		
Consolidated Balance Sheet of Taubman Centers, Inc.:	 		 		 	
	 		
Assets:	 		
  Properties	 	2,519,602	 	2,393,428	 	
  Accumulated depreciation and amortization	 	(450,515	)	(375,738	)	
					
 	 	2,069,087	 	2,017,690	 	
  Investment in Unconsolidated Joint Ventures	 	6,093	 	31,402	 	
  Cash and cash equivalents	 	30,403	 	32,470	 	
  Accounts and notes receivable	 	32,592	 	30,904	 	
  Accounts and notes receivable from related parties	 	1,679	 	3,887	 	
  Deferred charges and other assets	 	46,796	 	38,148	 	
  Assets of discontinued operations	 	 	 	115,206	 	
					
 	 	2,186,650	 	2,269,707	 	

Liabilities:	 		
  Notes payable	 	1,495,777	 	1,463,725	 	
  Accounts payable and accrued liabilities	 	258,618	 	234,882	 	
  Dividends and distributions payable	 	13,481	 	13,746	 	
  Liabilities of discontinued operations	 	 	 	85,897	 	
					
 	 	1,767,876	 	1,798,250	 	
	 		
Preferred Equity of TRG	 	97,275	 	97,275	 	
	 		
Shareowners' Equity:	 		
  Series A Cumulative Redeemable Preferred Stock	 	80	 	80	 	
  Series B Non-Participating Convertible Preferred Stock	 	30	 	32	 	
  Common Stock	 	499	 	522	 	
  Additional paid-in capital	 	664,362	 	690,387	 	
  Accumulated other comprehensive income	 	(12,593	)	(17,485	)	
  Dividends in excess of net income	 	(330,879	)	(299,354	)	
					
 	 	321,499	 	374,182	 	
					
 	 	2,186,650	 	2,269,707	 	

Combined Balance Sheet of Unconsolidated Joint Ventures (1) :	 		
	 		
Assets:	 		
  Properties	 	1,250,964	 	1,248,335	 	
  Accumulated depreciation and amortization	 	(331,321	)	(287,670	)	
					
 	 	919,643	 	960,665	 	
  Cash and cash equivalents	 	28,448	 	37,576	 	
  Accounts and notes receivable	 	16,504	 	16,487	 	
  Deferred charges and other assets	 	29,526	 	31,668	 	
					
 	 	994,121	 	1,046,396	 	

Liabilities:	 		
  Notes payable	 	1,345,824	 	1,289,739	 	
  Accounts payable and other liabilities	 	61,614	 	91,596	 	
					
 	 	1,407,438	 	1,381,335	 	
	 		
Accumulated Deficiency in Assets:	 		
  Accumulated deficiency in assets - TRG	 	(228,264	)	(187,584	)	
  Accumulated deficiency in assets - Joint Venture Partners	 	(181,009	)	(142,835	)	
  Accumulated other comprehensive income - TRG	 	(3,192	)	(3,568	)	
  Accumulated other comprehensive income - Joint Venture Partners	 	(852	)	(952	)	
					
 	 	(413,317	)	(334,939	)	
					
 	 	994,121	 	1,046,396	 	

(1)	Amounts in this table exclude Waterside Shops at Pelican Bay, in which TRG acquired a 25% interest in December 2003.	

Taubman Centers/13

TAUBMAN CENTERS, INC.
2004 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, 2004

Guidance for Funds from Operations per share	 	$      1.88		$      1.92		
	 		
Real estate depreciation - TRG	 	(1.40	)	(1.33	)	
	 		
Depreciation of TCO's additional basis in TRG	 	(0.15	)	(0.15	)	
	 		
Distributions in excess of earnings allocable to minority interest	 	(0.41	)	(0.33	)	

Guidance for net income (loss) allocable to common shareholders	 	$      (0.08	)	$      0.11