Registration Statement
No. 33-73038
Rule 424(b)(3)
_______________________________________
This Prospectus Supplement relates to the potential offer and sale, from time to time, by the Selling Shareholders, of up to 9,932,000 shares of the Company’s common stock, if and to the extent that such Selling Shareholders redeem their units of partnership interest in The Taubman Realty Group Limited Partnership (“TRG”) for shares of the Company’s common stock. This Prospectus Supplement updates certain information included in our Prospectus dated November 29, 2001, and should be read together with the Prospectus, which is to be delivered with this Prospectus Supplement. The section entitled “Selling Shareholders” is hereby revised as follows:
The Company has made a continuing offer (the “Continuing Offer”) to certain partners in TRG to exchange their units of partnership interest in TRG (the “Units”) for shares of the Company’s common stock. All of the shares of common stock being offered under this prospectus are being sold by the Selling Shareholders named below. Although, as of this date, none of the Selling Shareholders has indicated a present intent to exchange their Units for shares of the Company’s common stock pursuant to the Continuing Offer, the Company is required to register the shares that would be received as a result of any exchange for resale under the Securities Act.
The registration of these shares does not necessarily mean that the Company will issue any shares of common stock or that the Selling Shareholders will exchange their Units for common stock or subsequently offer or sell any of their shares.
The following table sets forth, to our knowledge, certain information regarding the Selling Shareholders’ ownership of our common stock as of July 7, 2004. The table assumes that each Selling Shareholder is the beneficial owner of only those shares it has a right to acquire under the Company’s Continuing Offer, that each Selling Shareholder sells all shares it owns, and that each Selling Shareholder does not acquire any additional shares.
| Name of Selling Shareholder | Beneficial Ownership of Common Stock (1) |
Shares Being Sold (1) | |||
| Joe E. Burkhardt and Juanita J. Burkhardt, as Trustees of the | 28,550 | 28,550 | |||
| Burkhardt Family Trust | |||||
| Gloria Dobbs | 107,877 | 107,877 | |||
| Leonard Dobbs | 107,877 | 107,877 | |||
| Max M. Fisher, Trustee of The Max M. Fisher Revocable Trust | 393,337 | 393,337 | |||
| Craig Gordon | 18,448 | 18,448 | |||
| Scott Gordon | 18,448 | 18,448 | |||
| Sheldon M. Gordon | 132,826 | 132,826 | |||
| Gayle T. Kalisman | 5,925 | 5,925 | |||
| James R. Keegan | 3,690 | 3,690 | |||
| Richard P. Kughn | 772,399 | 772,399 | |||
| The Kughn Real Properties Company | 101,333 | 101,333 | |||
| Robert C. Larson, Trustee of The Robert C. Larson Revocable Trust | 1,161,841 | 1,161,841 | |||
| Marvin G. Leech | 139,648 | 139,648 | |||
| Jay E. Liebig | 3,690 | 3,690 | |||
| Courtney Lord | 367,153 | 367,153 | |||
| Roslyn R. Lyon, as Trustee of The R. R. Lyon Living Trust | 7,380 | 7,380 | |||
| Roslyn R. Lyon and Duffy Lyon Hurwin, as Trustees of the Residuary | 7,380 | 7,380 | |||
| Trust - Leonard Z. Lyon | |||||
| Edward F. Meltzer, Jr | 3,690 | 3,690 | |||
| Auri Neal Naggar | 29,985 | 29,985 | |||
| Avner Naggar and Gloria Frank Naggar, as Trustees of The Avner & | 9,875 | 9,875 | |||
| Gloria Frank Naggar Living Trust | |||||
| David Naggar | 29,985 | 29,985 | |||
| Ron Naggar | 29,985 | 29,985 | |||
| Tamara Naggar | 29,985 | 29,985 | |||
| Michaela Naggar Bourne | 29,985 | 29,985 | |||
| Marilyn L. Neustadt | 14,759 | 14,759 | |||
| Norfolk Place Limited Partnership | 190,909 | 190,909 | |||
| Margaret Putnam | 20,154 | 20,154 | |||
| R&W-TRG, LLC | 782,980 | 782,980 | |||
| Alan Simon, as Trustee of the Deborah Lyon Simon Revocable Trust | 66,413 | 66,413 | |||
| Robert S. Taubman, Chairman of the Board, President and Chief | 5,925 | 5,925 | |||
| Executive Officer (2) | |||||
| William S. Taubman, Executive Vice President and Director(2) | 5,925 | 5,925 | |||
| Sidney R. Unobskey, as Trustee of The Sidney and Nancy Unobskey | 304,538 | 304,538 | |||
| Family Trust | |||||
| Assignees of Partners Not Eligible to Accept the Continuing Offer(3) | 4,999,105 | 4,999,105 | |||
| Total | 9,932,000 | 9,932,000 | |||
| 1. | The number of shares is based on the exchange rates under the Company’s Continuing Offer of one share of the Company’s common stock for each tendered Unit. |
| 2. | Excludes shares of common stock that may be received in exchange for Units of Partnership Interest that are subject to vested incentive options granted under TRG’s 1992 Incentive Option Plan. |
| 3. | Certain partners in TRG who are affiliates of A. Alfred Taubman have been excluded from the Continuing Offer, however, their assignees may, subject to certain limitations, accept the Continuing Offer. The Company is not aware of any excluded partner’s present intent to dispose of any Units. |
Pursuant to the TRG partnership agreement, the partners may transfer their Units under certain circumstances or TRG may issue additional Units to new investors. The Company may amend the Continuing Offer to include those transferees and new investors with the result that such transferees and new investors would become Selling Shareholders. We may file one or more supplemental prospectuses pursuant to Rule 424 under the Securities Act to set forth the required information regarding any additional Selling Shareholders.
Of the 10,000,000 shares originally registered under the Prospectus, the Selling Shareholders have sold 68,000 shares of common stock.