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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-A
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or 12(g) of the
Securities Exchange Act of 1934
TAUBMAN CENTERS, INC.
(Exact Name of Registrant as Specified in its Charter)
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<S> <C>
Michigan 38-2033632
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
200 East Long Lake Rd., Bloomfield Hills, Michigan 48304
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration If this form relates to the registration
of a class of securities pursuant to of a class of securities pursuant to
Section 12(b) of the Exchange Act and is Section 12(g) of the Exchange Act and is
effective pursuant to General Instruction effective pursuant to General Instruction
A.(c), please check the following box /X/ A.(d), please check the following box / /
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Securities to be registered pursuant to section 12(b) of the Act:
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Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
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8.30% Series A Cumulative Redeemable The New York Stock Exchange, Inc.
Preferred Stock, par value $0.01 per share
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Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The required description of the Registrant's 8.30% Series A Cumulative
Redeemable Preferred Stock, par value $0.01 per share (the "Preferred Stock"),
is contained (i) in the Prospectus dated September 19, 1997, included in the
Registrant's Registration Statement on Form S- 3 (Registration No. 333-35433),
as amended, under the caption "Restrictions on Transfer," and (ii) in the
related Prospectus Supplement dated September 30, 1997 (and filed with the
Securites and Exchange Commission pursuant to Rule 424(b)(5) under the
Securities Act of 1933) under the caption "Description of the Series A
Preferred Stock," which description is hereby incorporated by reference.
ITEM 2. EXHIBITS.
The Preferred Stock is to be registered on the New York Stock
Exchange. The Registrant's Common Stock, par value $0.01 per share, is also
registered on the New York Stock Exchange. The following exhibits have been
filed with the New York Stock Exchange:
(1) Form of Amended and Restated Articles of Incorporation of
Taubman Centers, Inc. (incorporated by reference to Exhibit
4(a) to Post-Effective Amendment No. 1 to Registration
Statement on Form S-3 (File No. 333-35433) (the "Amendment");
(2) Bylaws, as amended (incorporated by reference to Exhibit 3
to the Registrant's Quarterly Report on Form 10-Q for the
Quarter ended September 30, 1996);
(3) Form of Amended and Restated Agreement of Limited Partnership
of The Taubman Realty Group Limited Partnership, as amended
through September 30, 1997 (incorporated by reference to
Exhibit 4(c) to the Amendment); and
(4) Form of Contribution and Acceptance of Preferred Equity,
Designation of Series A Preferred Equity, and Establishment of
Preferred Rate (incorporated by Reference to Exhibit 4(d) to
the Amendment).
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
TAUBMAN CENTERS, INC.
Date: October 3, 1997 By: /s/ Richard B. McGlinn
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Richard B. McGlinn
Its: Senior Vice President and
Chief Accounting Officer