Exhibit 23


                         CONSENT OF INDEPENDENT AUDITORS
                         -------------------------------

The Board of Directors
The Rouse Company:

     We consent to the incorporation by reference in the Registration Statements
of The Rouse Company on Form S-3 (File Nos. 2-78898, 2-95596, 33-52458, 33-57707
and 333-67137), Form S-8 (File Nos. 2-83612, 33-56231, 33-56233, 33-56235,
333-32277 and 333-72256) and Form S-4 (File No. 333-01693) of our report dated
February 22, 2002, relating to the consolidated balance sheets of The Rouse
Company and subsidiaries as of December 31, 2001 and 2000, and the related
consolidated statements of operations and comprehensive income, changes in
shareholders' equity and cash flows for each of the years in the three-year
period ended December 31, 2001, and related schedules, which report appears in
the December 31, 2001 Annual Report on Form 10-K of The Rouse Company.

                                                                       KPMG

Baltimore, Maryland
March 21, 2002