TAUBMAN CENTERS INC - FORM 8-K - EX-99 - EXHIBIT

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8-K - 8-K - TAUBMAN CENTERS INC	a2013q28k.htm



Taubman Centers, Inc.	T 248.258.6800
200 East Long Lake Road	www.taubman.com
Suite 300
Bloomfield Hills, Michigan
48304-2324

CONTACT:

Barbara Baker

Taubman, Vice President,

Corporate Affairs & Investor Relations

248-258-7367

bbaker@taubman.com

FOR IMMEDIATE RELEASE

TAUBMAN CENTERS ISSUES SECOND QUARTER RESULTS


•	Net Operating Income (NOI) Excluding Lease Cancellation Income Up 3.9%


•	Funds From Operations, Net Income, Average Rent Per Square Foot, Occupancy, and Leased Space Up


•	City Creek Financing Complete


•	Saks Announced as International Market Place Anchor, Hawaii

BLOOMFIELD HILLS, Mich., July 25, 2013 - - Taubman Centers, Inc. (NYSE: TCO) today reported financial results for the second quarter of 2013.



	June 30, 2013 Three Months Ended	June 30, 2012 Three Months Ended	June 30, 2013 Six Months Ended	June 30, 2012 Six Months Ended
Net income allocable to common shareholders per diluted share (EPS)	$0.28	$0.27	$0.71	$0.57
Funds from Operations (FFO) per diluted share Growth rate	$0.75 2.7%	$0.73	$1.65 12.2%	$1.47

“Our results this quarter are in line with our expectations,” said Robert S. Taubman, chairman, president and chief executive officer of Taubman Centers. “They were positively impacted by increased rents, a result of higher occupancy and rent per square foot. We also saw contributions from two centers where we recently acquired additional interests: International Plaza (Tampa, Fla.) and Waterside Shops (Naples, Fla.).”

Rents, Occupancy, and Leased Space Up

Average rent per square foot for the second quarter of 2013 was $48.98, up 4.8 percent from $46.73 in the comparable period last year.

Ending occupancy in all centers was 90.7 percent on June 30, 2013, up 0.6 percent from 90.1 percent on June 30, 2012. Leased space in all centers was 92.6 percent on June 30, 2013, up 0.3 percent from 92.3 percent on June 30, 2012.

-more-

Taubman Centers /2

Sales Per Square Foot and NOI

Mall tenant sales per square foot were flat for the quarter. The company's 12-month trailing mall tenant sales per square foot remains at $698, an increase of 3.9 percent from the 12-months ended June 30, 2012. “Shoes and women's specialty, which includes many of the luxury concepts, were among the strongest categories,” said Mr. Taubman. “However, electronics was very weak.”

For the quarter, NOI excluding lease cancellation income was up 3.9 percent.

Taubman Prestige Outlets Chesterfield to Open August 2, 2013

The grand opening of Taubman Prestige Outlets Chesterfield (Chesterfield, Mo.) is scheduled for 10:00 a.m. on Friday, August 2, the start of Missouri's tax-free weekend. The center will feature numerous outlet stores new to the St. Louis market including Polo Ralph Lauren Factory Store, Restoration Hardware, Abercrombie & Fitch, abercrombie kids, 2b bebe Outlet, Lucky Brand Outlet, Brooks Brothers Factory Store and Steve Madden.

Saks Announced as International Market Place Anchor

In June, the company announced that Saks Fifth Avenue will anchor the International Market Place (Waikiki, Honolulu, Hawaii) as part of the planned revitalization of the iconic shopping center. The company anticipates completing due diligence and being in a position to move forward with the project in the near future.

City Creek Financing Completed

In July, the company completed an $85 million, 10-year, non-recourse, secured financing on City Creek Center (Salt Lake City, Utah). The loan bears interest at an all-in fixed rate of 4.43%. Proceeds, which exceeded the company's $76 million investment, were used to reduce borrowings under the company's revolving lines of credit.

2013 Guidance

The company is maintaining its 2013 FFO guidance range of $3.57 to $3.67 per diluted share. 2013 EPS is expected to be in the range of $1.66 to $1.79. This guidance includes the negative 6.5 cent impact of the company's March 2013 Series K Preferred Stock offering.

-more-

Taubman Centers /3

Supplemental Investor Information Available

The company provides supplemental investor information along with its earnings announcements, available online at www.taubman.com under “Investing.” This includes the following:


•	Income Statements


•	Earnings Reconciliations


•	Changes in Funds from Operations and Earnings Per Share


•	Components of Other Income, Other Operating Expense, and Nonoperating Income


•	Recoveries Ratio Analysis


•	Balance Sheets


•	Debt Summary


•	Other Debt, Equity and Certain Balance Sheet Information


•	Construction


•	Acquisitions


•	Capital Spending


•	Operational Statistics


•	Owned Centers


•	Major Tenants in Owned Portfolio


•	Anchors in Owned Portfolio


•	Operating Statistics Glossary

Investor Conference Call

The company will host a conference call at 11:00 AM Eastern Daylight Time on Friday, July 26 to discuss these results, business conditions and the company's outlook for the remainder of 2013. The conference call will be simulcast at www.taubman.com under “Investing” as well as www.earnings.com and www.streetevents.com. An online replay will follow shortly after the call and continue for approximately 90 days.

Taubman Centers is an S&P MidCap 400 Real Estate Investment Trust engaged in the ownership, management and/or leasing of 27 regional, super-regional and outlet shopping centers in the U.S. and Asia. Taubman's U.S.-owned properties are the most productive in the publicly held U.S. regional mall industry. Taubman is currently developing Taubman Prestige Outlets Chesterfield in Chesterfield, Mo.; The Mall at University Town Center in Sarasota, Fla.; The Mall of San Juan in San Juan, Puerto Rico; and shopping malls in Xi'an and Zhengzhou, China and Hanam, South Korea. Taubman Centers is headquartered in Bloomfield Hills, Mich. and Taubman Asia, the platform for Taubman Centers' expansion into China and South Korea, is headquartered in Hong Kong. Founded in 1950, Taubman has more than 60 years of experience in the shopping center industry. For more information about Taubman, visit www.taubman.com.

For ease of use, references in this press release to “Taubman Centers,” “company,” “Taubman” or an operating platform mean Taubman Centers, Inc. and/or one or more of a number of separate, affiliated entities. Business is actually conducted by an affiliated entity rather than Taubman Centers, Inc. itself or the named operating platform.

Taubman Centers /4

This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements reflect management's current views with respect to future events and financial performance. The forward-looking statements included in this release are made as of the date hereof. Except as required by law, we assume no obligation to update these forward-looking statements, even if new information becomes available in the future. Actual results may differ materially from those expected because of various risks and uncertainties. You should review the company's filings with the Securities and Exchange Commission, including “Risk Factors” in its most recent Annual Report on Form 10-K and subsequent quarterly reports, for a discussion of such risks and uncertainties.

# # #

Taubman Centers/5



TAUBMAN CENTERS, INC.
Table 1 - Summary of Results
For the Periods Ended June 30, 2013 and 2012
(in thousands of dollars, except as indicated)

	Three Months Ended				Year to Date
	2013		2012		2013		2012

Net income	33,603		31,448		79,959		63,625
Noncontrolling share of income of consolidated joint ventures	(1,773)		(2,875)		(4,554)		(4,709)
Noncontrolling share of income of TRG	(7,788)		(8,138)		(19,577)		(16,889)
Preferred stock dividends	(5,764)		(3,659)		(9,364)		(7,317)
Distributions to participating securities of TRG	(436)		(403)		(878)		(806)
Net income attributable to Taubman Centers, Inc. common shareowners	17,842		16,373		45,586		33,904
Net income per common share - basic	0.28		0.28		0.72		0.58
Net income per common share - diluted	0.28		0.27		0.71		0.57
Beneficial interest in EBITDA - Combined (1)	114,627		109,047		243,110		220,137
Funds from Operations (1)	68,209		63,520		149,722		128,672
Funds from Operations attributable to TCO (1)	48,750		43,815		106,954		88,605
Funds from Operations per common share - basic (1)	0.76		0.75		1.68		1.51
Funds from Operations per common share - diluted (1)	0.75		0.73		1.65		1.47
Weighted average number of common shares outstanding - basic	63,786,083		58,789,737		63,602,025		58,518,442
Weighted average number of common shares outstanding - diluted	64,842,511		60,201,385		64,707,684		60,054,622
Common shares outstanding at end of period	63,816,192		58,812,588
Weighted average units - Operating Partnership - basic	89,013,712		85,229,124		88,887,990		84,978,006
Weighted average units - Operating Partnership - diluted	90,941,402		87,512,034		90,864,911		87,385,448
Units outstanding at end of period - Operating Partnership	89,013,714		85,244,196
Ownership percentage of the Operating Partnership at end of period	71.7	%	69.0	%
Number of owned shopping centers at end of period	24		24		24		24

Operating Statistics:
Net Operating Income excluding lease cancellation income - growth % (2)	3.9	%			4.5	%
Mall tenant sales - all centers (3)	1,406,196		1,396,440		2,860,984		2,750,258
Mall tenant sales - comparable (2)(3)	1,371,556		1,366,654		2,792,601		2,714,285
Ending occupancy - all centers	90.7	%	90.1	%	90.7	%	90.1	%
Ending occupancy - comparable (2)	90.6	%	90.3	%	90.6	%	90.3	%
Average occupancy - all centers	90.7	%	89.9	%	90.6	%	89.8	%
Average occupancy - comparable (2)	90.6	%	90.1	%	90.5	%	90.0	%
Leased space - all centers	92.6	%	92.3	%	92.6	%	92.3	%
Leased space - comparable (2)	92.5	%	92.3	%	92.5	%	92.3	%
All centers:
Mall tenant occupancy costs as a percentage of tenant sales - Consolidated Businesses (3)	13.7	%	13.1	%	13.7	%	13.2	%
Mall tenant occupancy costs as a percentage of tenant sales - Unconsolidated Joint Ventures (3)	13.6	%	12.8	%	12.7	%	12.4	%
Mall tenant occupancy costs as a percentage of tenant sales - Combined (3)	13.6	%	13.0	%	13.4	%	12.9	%
Comparable centers:
Mall tenant occupancy costs as a percentage of tenant sales - Consolidated Businesses (2)(3)	13.6	%	13.1	%	13.7	%	13.0	%
Mall tenant occupancy costs as a percentage of tenant sales - Unconsolidated Joint Ventures (3)	13.6	%	12.6	%	12.7	%	12.4	%
Mall tenant occupancy costs as a percentage of tenant sales - Combined (2)(3)	13.6	%	13.0	%	13.4	%	12.9	%
Average rent per square foot - Consolidated Businesses (2)	48.89		47.07		48.49		46.71
Average rent per square foot - Unconsolidated Joint Ventures	49.20		45.94		48.08		45.13
Average rent per square foot - Combined (2)	48.98		46.73		48.37		46.23

Taubman Centers/6



(1)	Beneficial Interest in EBITDA represents the Operating Partnership’s share of the earnings before interest, income taxes, and depreciation and amortization 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.
	The Company uses Net Operating Income (NOI) as an alternative measure to evaluate the operating performance of centers, both on individual and stabilized portfolio bases. The Company defines NOI as property-level operating revenues (includes rental income excluding straight-line adjustments of minimum rent) less maintenance, taxes, utilities, promotion, ground rent (including straight-line adjustments), and other property operating expenses. Since NOI excludes general and administrative expenses, pre-development charges, interest income and expense, depreciation and amortization, impairment charges, restructuring charges, and gains from peripheral land and property dispositions, it provides a performance measure that, when compared period over period, reflects the revenues and expenses most directly associated with owning and operating rental properties, as well as the impact on their operations from trends in tenant sales, occupancy and rental rates, and operating costs. The Company also uses NOI excluding lease cancellation income as an alternative measure because this income may vary significantly from period to period, which can affect comparability and trend analysis. The Company generally provides separate projections for expected comparable center NOI growth and lease cancellation income. Comparable centers are generally defined as centers that were owned and open for the entire current and preceding period presented.
	The National Association of Real Estate Investment Trusts (NAREIT) defines Funds from Operations (FFO) as net income (computed in accordance with Generally Accepted Accounting Principles (GAAP)), excluding gains (or losses) from extraordinary items and sales of properties and impairment write-downs of depreciable real estate, 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. The Company primarily uses FFO in measuring performance and in formulating corporate goals and compensation.
	The Company may also present adjusted versions of NOI, Beneficial Interest in EBITDA, and FFO when used by management to evaluate operating performance when certain significant items have impacted results that affect comparability with prior or future periods due to the nature or amounts of these items. The Company believes the disclosure of the adjusted items is similarly useful to investors and others to understand management's view on comparability of such measures between periods.
	These non-GAAP measures as presented by the Company are not necessarily comparable to similarly titled measures used by other REITs due to the fact that not all REITs use the same definitions. These measures should not be considered alternatives to net income or as an indicator of the Company's operating performance. Additionally, these measures do not represent cash flows from operating, investing or financing activities as defined by GAAP.
(2)	Statistics exclude non-comparable centers. The 2012 statistics, other than sales per square foot growth, have been restated to include comparable centers to 2013.
(3)	Based on reports of sales furnished by mall tenants.

Taubman Centers/7



TAUBMAN CENTERS, INC.
Table 2 - Income Statement
For the Three Months Ended June 30, 2013 and 2012
(in thousands of dollars)
				2013				2012
				CONSOLIDATED BUSINESSES		UNCONSOLIDATED JOINT VENTURES (1)		CONSOLIDATED BUSINESSES		UNCONSOLIDATED JOINT VENTURES (1)
REVENUES:
		Minimum rents		103,233		42,076		98,940		40,570
		Percentage rents		1,083		1,429		2,049		1,228
		Expense recoveries		65,569		24,600		62,215		23,573
		Management, leasing, and development services		1,819				8,559
		Other		6,483		1,669		7,702		1,400
			Total revenues	178,187		69,774		179,465		66,771

EXPENSES:
		Maintenance, taxes, utilities, and promotion		52,762		17,975		48,903		17,505
		Other operating		18,492		4,168		19,922		4,258
		Management, leasing, and development services		1,119				6,987
		General and administrative		12,628				10,043
		Interest expense		32,622		16,994		36,676		15,823
		Depreciation and amortization		38,258		9,187		36,235		9,019
			Total expenses	155,881		48,324		158,766		46,605

Nonoperating income				50		(8	)	71		(7	)
				22,356		21,442		20,770		20,159
Income tax expense				(234	)			(492	)
Equity in income of Unconsolidated Joint Ventures				11,481				11,170

Net income				33,603				31,448
Net income attributable to noncontrolling interests:
		Noncontrolling share of income of consolidated joint ventures		(1,773	)			(2,875	)
		Noncontrolling share of income of TRG		(7,788	)			(8,138	)
Distributions to participating securities of TRG				(436	)			(403	)
Preferred stock dividends				(5,764	)			(3,659	)
Net income attributable to Taubman Centers, Inc. common shareowners				17,842				16,373

SUPPLEMENTAL INFORMATION:
		EBITDA - 100%		93,236		47,623		93,681		45,001
		EBITDA - outside partners' share		(5,355	)	(20,877	)	(9,393	)	(20,242	)
		Beneficial interest in EBITDA		87,881		26,746		84,288		24,759
		Beneficial interest expense		(30,408	)	(9,401	)	(32,473	)	(8,225	)
		Beneficial income tax expense - TRG and TCO		(234	)			(515	)
		Beneficial income tax expense - TCO		128
		Non-real estate depreciation		(739	)			(655	)
		Preferred dividends and distributions		(5,764	)			(3,659	)
		Funds from Operations contribution		50,864		17,345		46,986		16,534

		Net straight-line adjustments to rental revenue, recoveries,
			and ground rent expense at TRG %	777		122		1,014		115
		Green Hills purchase accounting adjustments - minimum rents increase		200				186
		Green Hills, El Paseo Village, and Gardens on El Paseo purchase accounting
			adjustments - interest expense reduction	858				858
		Waterside Shops purchase accounting adjustments - interest expense reduction				263

(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.

Taubman Centers/8



TAUBMAN CENTERS, INC.
Table 3 - Income Statement
For the Six Months Ended June 30, 2013 and 2012
(in thousands of dollars)
				2013				2012
				CONSOLIDATED BUSINESSES		UNCONSOLIDATED JOINT VENTURES (1)		CONSOLIDATED BUSINESSES		UNCONSOLIDATED JOINT VENTURES (1)
REVENUES:
		Minimum rents		205,542		82,147		192,684		79,197
		Percentage rents		6,711		3,626		6,452		3,431
		Expense recoveries		129,606		48,184		118,692		46,337
		Management, leasing, and development services		5,201				17,207
		Other		14,384		3,368		13,694		3,116
			Total revenues	361,444		137,325		348,729		132,081

EXPENSES:
		Maintenance, taxes, utilities, and promotion		99,319		35,186		90,601		33,614
		Other operating		34,655		8,271		36,232		7,880
		Management, leasing, and development services		3,145				15,509
		General and administrative		24,864				18,450
		Interest expense		67,074		33,928		74,203		31,490
		Depreciation and amortization		75,280		19,258		72,669		17,595
			Total expenses	304,337		96,643		307,664		90,579

Nonoperating income				2,287				195		1
				59,394		40,682		41,260		41,503
Income tax expense				(1,262	)			(706	)
Equity in income of Unconsolidated Joint Ventures				21,827				23,071

Net income				79,959				63,625
Net income attributable to noncontrolling interests:
		Noncontrolling share of income of consolidated joint ventures		(4,554	)			(4,709	)
		Noncontrolling share of income of TRG		(19,577	)			(16,889	)
Distributions to participating securities of TRG				(878	)			(806	)
Preferred stock dividends				(9,364	)			(7,317	)
Net income attributable to Taubman Centers, Inc. common shareowners				45,586				33,904

SUPPLEMENTAL INFORMATION:
		EBITDA - 100%		201,748		93,868		188,132		90,588
		EBITDA - outside partners' share		(11,415	)	(41,091	)	(17,860	)	(40,723	)
		Beneficial interest in EBITDA		190,333		52,777		170,272		49,865
		Beneficial interest expense		(62,697	)	(18,777	)	(65,794	)	(16,319	)
		Beneficial income tax expense - TRG and TCO		(1,262	)			(726	)
		Beneficial income tax expense - TCO		161
		Non-real estate depreciation		(1,449	)			(1,309	)
		Preferred dividends and distributions		(9,364	)			(7,317	)
		Funds from Operations contribution		115,722		34,000		95,126		33,546

		Net straight-line adjustments to rental revenue, recoveries,
			and ground rent expense at TRG %	1,800		225		1,266		173
		Green Hills purchase accounting adjustments - minimum rents increase		404				399
		Green Hills, El Paseo Village, and Gardens on El Paseo purchase accounting
			adjustments - interest expense reduction	1,715				1,715
		Waterside Shops purchase accounting adjustments - interest expense reduction				525

(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.

Taubman Centers/9



TAUBMAN CENTERS, INC.
Table 4 - Reconciliation of Net Income Attributable to Taubman Centers, Inc. Common Shareowners to Funds from Operations
For the Three Months Ended June 30, 2013 and 2012
(in thousands of dollars except as noted; may not add or recalculate due to rounding)


		2013					2012
				Shares	Per Share				Shares	Per Share
		Dollars		/Units	/Unit		Dollars		/Units	/Unit

Net income attributable to TCO common shareowners - Basic		17,842		63,786,083	0.28		16,373		58,789,737	0.28

Add impact of share-based compensation		92		1,056,428			134		1,411,648

Net income attributable to TCO common shareowners - Diluted		17,934		64,842,511	0.28		16,507		60,201,385	0.27

Add depreciation of TCO's additional basis		1,720			0.03		1,721			0.03
Add TCO's additional income tax expense		128			(0.00)

Net income attributable to TCO common shareowners,
	excluding step-up depreciation and additional income tax expense	19,782		64,842,511	0.31		18,228		60,201,385	0.30

Add:
	Noncontrolling share of income of TRG	7,788		25,227,629			8,138		26,439,387
	Distributions to participating securities of TRG	436		871,262			403		871,262

Net income attributable to partnership unitholders
	and participating securities	28,006		90,941,402	0.31		26,769		87,512,034	0.31

Add (less) depreciation and amortization:
	Consolidated businesses at 100%	38,258			0.42		36,235			0.41
	Depreciation of TCO's additional basis	(1,720	)		(0.02	)	(1,721	)		(0.02	)
	Noncontrolling partners in consolidated joint ventures	(1,368	)		(0.02	)	(2,338	)		(0.03	)
	Share of Unconsolidated Joint Ventures	5,864			0.06		5,364			0.06
	Non-real estate depreciation	(739	)		(0.01	)	(655	)		(0.01	)

Less impact of share-based compensation		(92	)		(0.00)		(134	)		(0.00)

Funds from Operations		68,209		90,941,402	0.75		63,520		87,512,034	0.73

TCO's average ownership percentage of TRG		71.7	%				69.0	%

Funds from Operations attributable to TCO
	excluding additional income tax expense	48,878			0.75		43,815			0.73

Less TCO's additional income tax expense		(128	)		(0.00)

Funds from Operations attributable to TCO		48,750			0.75		43,815			0.73

Taubman Centers/10



TAUBMAN CENTERS, INC.
Table 5 - Reconciliation of Net Income Attributable to Taubman Centers, Inc. Common Shareowners to Funds from Operations
For the Six Months Ended June 30, 2013 and 2012
(in thousands of dollars except as noted; may not add or recalculate due to rounding)


		2013					2012
				Shares	Per Share				Shares	Per Share
		Dollars		/Units	/Unit		Dollars		/Units	/Unit

Net income attributable to TCO common shareowners - Basic		45,586		63,602,025	0.72		33,904		58,518,442	0.58

Add impact of share-based compensation		245		1,105,659			302		1,536,180

Net income attributable to TCO common shareowners - Diluted		45,831		64,707,684	0.71		34,206		60,054,622	0.57

Add depreciation of TCO's additional basis		3,440			0.05		3,440			0.06
Add TCO's additional income tax expense		161			(0.00)

Net income attributable to TCO common shareowners,
	excluding step-up depreciation and additional income tax expense	49,432		64,707,684	0.76		37,646		60,054,622	0.63

Add:
	Noncontrolling share of income of TRG	19,577		25,285,965			16,889		26,459,564
	Distributions to participating securities of TRG	878		871,262			806		871,262

Net income attributable to partnership unitholders
	and participating securities	69,887		90,864,911	0.77		55,341		87,385,448	0.63

Add (less) depreciation and amortization:
	Consolidated businesses at 100%	75,280			0.83		72,669			0.83
	Depreciation of TCO's additional basis	(3,440	)		(0.04	)	(3,440	)		(0.04	)
	Noncontrolling partners in consolidated joint ventures	(2,484	)		(0.03	)	(4,762	)		(0.05	)
	Share of Unconsolidated Joint Ventures	12,173			0.13		10,475			0.12
	Non-real estate depreciation	(1,449	)		(0.02	)	(1,309	)		(0.01	)

Less impact of share-based compensation		(245	)		(0.00)		(302	)		(0.00)

Funds from Operations		149,722		90,864,911	1.65		128,672		87,385,448	1.47

TCO's average ownership percentage of TRG		71.6	%				68.9	%

Funds from Operations attributable to TCO
	excluding additional income tax expense	107,115			1.65		88,605			1.47

Less TCO's additional income tax expense		(161	)		(0.00)

Funds from Operations attributable to TCO		106,954			1.65		88,605			1.47

Taubman Centers/11



TAUBMAN CENTERS, INC.
Table 6 - Reconciliation of Net Income to Beneficial Interest in EBITDA
For the Periods Ended June 30, 2013 and 2012
(in thousands of dollars; amounts attributable to TCO may not recalculate due to rounding)

			Three Months Ended				Year to Date
			2013		2012		2013		2012

Net income			33,603		31,448		79,959		63,625

Add (less) depreciation and amortization:
	Consolidated businesses at 100%		38,258		36,235		75,280		72,669
	Noncontrolling partners in consolidated joint ventures		(1,368	)	(2,338	)	(2,484	)	(4,762	)
	Share of Unconsolidated Joint Ventures		5,864		5,364		12,173		10,475

Add (less) interest expense and income tax expense:
	Interest expense:
		Consolidated businesses at 100%	32,622		36,676		67,074		74,203
		Noncontrolling partners in consolidated joint ventures	(2,214	)	(4,203	)	(4,377	)	(8,409	)
		Share of Unconsolidated Joint Ventures	9,401		8,225		18,777		16,319
	Share of income tax expense		234		515		1,262		726

Less noncontrolling share of income of consolidated joint ventures			(1,773	)	(2,875	)	(4,554	)	(4,709	)

Beneficial Interest in EBITDA			114,627		109,047		243,110		220,137

TCO's average ownership percentage of TRG			71.7	%	69.0	%	71.6	%	68.9	%

Beneficial Interest in EBITDA attributable to TCO			82,140		75,219		173,936		151,593

Taubman Centers/12



TAUBMAN CENTERS, INC.
Table 7 - Reconciliation of Net Income to Net Operating Income (NOI)
For the Periods Ended June 30, 2013 and 2012
(in thousands of dollars)

		Three Months Ended						Three Months Ended						Year to Date						Year to Date
		2013			2012			2012			2011			2013			2012			2012			2011

Net income		33,603			31,448			31,448			20,290			79,959			63,625			63,625			44,734

Add (less) depreciation and amortization:
	Consolidated businesses at 100%	38,258			36,235			36,235			34,424			75,280			72,669			72,669			66,449
	Consolidated businesses at 100% - discontinued operations										1,905												3,669
	Noncontrolling partners in consolidated joint ventures	(1,368	)		(2,338	)		(2,338	)		(3,142	)		(2,484	)		(4,762	)		(4,762	)		(5,707	)
	Share of Unconsolidated Joint Ventures	5,864			5,364			5,364			5,378			12,173			10,475			10,475			10,864

Add (less) interest expense and income tax expense:
	Interest expense:
	Consolidated businesses at 100%	32,622			36,676			36,676			29,691			67,074			74,203			74,203			59,465
	Consolidated businesses at 100% - discontinued operations										5,779												11,020
	Noncontrolling partners in consolidated joint ventures	(2,214	)		(4,203	)		(4,203	)		(2,743	)		(4,377	)		(8,409	)		(8,409	)		(5,642	)
	Share of Unconsolidated Joint Ventures	9,401			8,225			8,225			7,247			18,777			16,319			16,319			15,324
	Share of income tax expense (benefit)	234			515			515			(5	)		1,262			726			726			205

Less noncontrolling share of income of consolidated joint ventures		(1,773	)		(2,875	)		(2,875	)		(2,785	)		(4,554	)		(4,709	)		(4,709	)		(6,170	)

Add EBITDA attributable to outside partners:
	EBITDA attributable to noncontrolling partners in consolidated joint ventures	5,355			9,393			9,393			8,670			11,415			17,860			17,860			17,519
	EBITDA attributable to outside partners in Unconsolidated Joint Ventures	20,877			20,242			20,242			19,487			41,091			40,723			40,723			39,198

EBITDA at 100%		140,859			138,682			138,682			124,196			295,616			278,720			278,720			250,928

Add (less) items excluded from shopping center NOI:
	General and administrative expenses	12,628			10,043			10,043			8,005			24,864			18,450			18,450			15,289
	Management, leasing, and development services, net	(700	)		(1,572	)		(1,572	)		(2,157	)		(2,056	)		(1,698	)		(1,698	)		(5,737	)
	Gain on sale of peripheral land										(519	)		(863	)								(519	)
	Interest income	(42	)		(64	)		(64	)		(170	)		(101	)		(196	)		(196	)		(303	)
	Gain on sale of marketable securities													(1,323	)
	Straight-line of rents	(1,158	)		(1,831	)		(1,831	)		(334	)		(2,614	)		(2,480	)		(2,480	)		(543	)
	Non-center specific operating expenses and other	6,935			8,520			8,520			7,547			10,786			15,416			15,416			14,812

NOI - all centers at 100%		158,522			153,778			153,778			136,568			324,309			308,212			308,212			273,927

Less - NOI of non-comparable center		(2,399	)	(1)	(3,006	)	(1)	(7,032	)	(2)	(1,057	)	(3)	(5,525	)	(1)	(3,355	)	(1)	(12,771	)	(2)	(1,876	)	(3)

NOI at 100% - comparable centers		156,123			150,772			146,746			135,511			318,784			304,857			295,441			272,051

NOI - growth %		3.5	%					8.3	%					4.6	%					8.6	%

NOI at 100% - comparable centers		156,123			150,772			146,746			135,511			318,784			304,857			295,441			272,051

Lease cancellation income		(430	)		(950	)		(950	)		(816	)		(2,266	)		(1,939	)		(1,939	)		(2,199	)

NOI at 100% - comparable centers excluding lease cancellation income		155,693			149,822			145,796			134,695			316,518			302,918			293,502			269,852

NOI excluding lease cancellation income - growth %		3.9	%					8.2	%					4.5	%					8.8	%

(1)	Includes City Creek Center.
(2)	Includes City Creek Center, The Mall at Green Hills, The Gardens on El Paseo and El Paseo Village.
(3)	Includes The Pier Shops and Regency Square.

Taubman Centers/13



TAUBMAN CENTERS, INC.
Table 8 - Balance Sheets
As of June 30, 2013 and December 31, 2012
(in thousands of dollars)
			As of
			June 30, 2013		December 31, 2012
Consolidated Balance Sheet of Taubman Centers, Inc. :

Assets:
	Properties		4,331,214		4,246,000
	Accumulated depreciation and amortization		(1,452,935	)	(1,395,876	)
			2,878,279		2,850,124
	Investment in Unconsolidated Joint Ventures		274,308		214,152
	Cash and cash equivalents		63,487		32,057
	Restricted cash		6,346		6,138
	Accounts and notes receivable, net		56,852		69,033
	Accounts receivable from related parties		2,960		2,009
	Deferred charges and other assets		87,571		94,982
			3,369,803		3,268,495

Liabilities:
	Notes payable		2,910,585		2,952,030
	Accounts payable and accrued liabilities		271,995		278,098
	Distributions in excess of investments in and net income of
		Unconsolidated Joint Ventures	378,641		383,293
			3,561,221		3,613,421

Equity:
	Taubman Centers, Inc. Shareowners' Equity:
		Series B Non-Participating Convertible Preferred Stock	25		25
		Series J Cumulative Redeemable Preferred Stock
		Series K Cumulative Redeemable Preferred Stock
		Common stock	638		633
		Additional paid-in capital	824,779		657,071
		Accumulated other comprehensive income (loss)	(17,732	)	(22,064	)
		Dividends in excess of net income	(909,503	)	(891,283	)
			(101,793	)	(255,618	)
	Noncontrolling interests:
		Noncontrolling interests in consolidated joint ventures	(41,630	)	(45,066	)
		Noncontrolling interests in partnership equity of TRG	(47,995	)	(44,242	)
			(89,625	)	(89,308	)
			(191,418	)	(344,926	)
			3,369,803		3,268,495

Combined Balance Sheet of Unconsolidated Joint Ventures (1) :

Assets:
	Properties		1,133,342		1,129,647
	Accumulated depreciation and amortization		(483,534	)	(473,101	)
			649,808		656,546
	Cash and cash equivalents		25,163		30,070
	Accounts and notes receivable, net		22,683		26,032
	Deferred charges and other assets		28,647		31,282
			726,301		743,930

Liabilities:
	Mortgage notes payable		1,485,340		1,490,857
	Accounts payable and other liabilities, net		51,050		68,282
			1,536,390		1,559,139

Accumulated Deficiency in Assets:
	Accumulated deficiency in assets - TRG		(460,234	)	(459,390	)
	Accumulated deficiency in assets - Joint Venture Partners		(336,547	)	(333,752	)
	Accumulated other comprehensive income (loss) - TRG		(6,654	)	(11,021	)
	Accumulated other comprehensive income (loss) - Joint Venture Partners		(6,654	)	(11,046	)
			(810,089	)	(815,209	)
			726,301		743,930

(1)	Unconsolidated Joint Venture amounts exclude the balances of entities that own interests in projects that are currently under development.

Taubman Centers/14



TAUBMAN CENTERS, INC.
Table 9 - Annual Guidance
(all dollar amounts per common share on a diluted basis; amounts may not add due to rounding)


	Range for Year Ended
	December 31, 2013

Funds from Operations per common share	3.57		3.67

Real estate depreciation - TRG	(1.79	)	(1.76	)

Distributions on participating securities of TRG	(0.02	)	(0.02	)

Depreciation of TCO's additional basis in TRG	(0.11	)	(0.11	)

Net income attributable to common shareowners, per common share (EPS)	1.66		1.79

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