A1548

                                                              EXHIBIT (a)(5)(Z)

                          UNITED STATES DISTRICT COURT
                          EASTERN DISTRICT OF MICHIGAN

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SIMON PROPERTY GROUP, INC.,                     :
SIMON PROPERTY ACQUISITIONS, INC.,
AND RANDALL J. SMITH,                           :

                       Plaintiffs,              :

                 - against -                    :
                                                       CIVIL ACTION NO. 02-74799
TAUBMAN CENTERS, INC., A. ALFRED                :
TAUBMAN, ROBERT S. TAUBMAN, LISA                       JUDGE VICTORIA A. ROBERTS
A. PAYNE, GRAHAM T. ALLISON, PETER              :
KARMANOS, JR., WILLIAM S. TAUBMAN,
ALLAN J. BLOOSTEIN, JEROME A.                   :
CHAZEN, AND S. PARKER GILBERT,
                                                :
                       Defendants.
                                                :

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                          AFFIDAVIT OF ROBERT H. STEERS

COUNTY OF NEW YORK )
                   ) ss.:
STATE OF NEW YORK  )

         Robert H. Steers, being duly sworn, deposes and says as follows:

     1. I am Chairman of Cohen & Steers Capital Management, Inc ("Cohen &
Steers"). I make this affidavit based upon personal knowledge. This affidavit is
submitted solely for the purpose of explaining why Cohen & Steers tendered its
shares of common stock of Taubman Centers, Inc. ("TCI") into the all cash offer
made by Simon Property Group, Inc. ("SPG") and Westfield America, Inc. to
purchase all outstanding shares of TCI common stock for $20 per share (the
"Tender Offer") prior to the then-expiration date of February 14, 2003.



                                      A1549

     2. Cohen & Steers was founded in 1986 as the first U.S. investment advisor
focused exclusively on real estate securities. The firm is a leading U.S.
manager of portfolios dedicated to investing primarily in Real Estate Investment
Trusts ("REITs"). Cohen & Steers currently has approximately $7 billion in
assets under management. Its current clients include pension plans, endowment
funds and registered investment companies, including the eight funds that
currently make up the Cohen & Steers family of funds.

     3. Cohen & Steers, on behalf of its client accounts, held 3,216,375 shares
of common stock of TCI as of February 3, 2003 (approximately 6% of TCI's
outstanding common stock) and continues to hold shares of TCI common stock.
Cohen & Steers first invested in shares of TCI common stock in 1995.

     4. Cohen & Steers was under no obligation to tender its shares of TCI
common stock into the Tender Offer. Rather, our goal is and always will be to
maximize our clients' interests consistent with our fiduciary duty.

     5. Cohen & Steers' decision to tender into the Tender Offer was neither
automatic, nor dictated by pre-existing policies of the firm. To the contrary,
Cohen & Steers has actively analyzed a potential transaction between SPG and TCI
since SPG first made public its desire to pursue a business combination. We have
met with management of SPG to ensure ourselves that SPG could adequately finance
a business combination with TCI and also to gather as much information as we
could regarding the longer-term plans of SPG should a transaction with TCI be
successfully completed.

     6. At the same time, we met on a number of occasions with the management of
TCI and provided a letter to each of the TCI directors seeking to substantiate
the decision of management and the board not to pursue a transaction with SPG.
Because TCI's



                                      A1550

management and board did not present us with sufficient information, we made the
decision prior to February 14, 2003 that it would be in the best interests of
our clients if we tendered all of the shares of TCI common stock into the Tender
Offer.

     7. Of course, if the management of TCI had provided its common stockholders
with what we would view as a credible plan to take the stock price to at least
the $20 per share level, or if another party had emerged with a greater than $20
per share offer prior to February 14, 2003, our decision to tender into the
Tender Offer might have been different.

     8. Because we owe a fiduciary duty to our clients and our goal is to
maximize their interests, we must continually review this situation. We have no
pre-ordained bias toward TCI, SPG, or Westfield or any interest in controlling
any of these entities. We view the decision to have tendered as no different
than any sound portfolio management decision in which a third party offers to
purchase shares of stock at what we view to be an attractive price relative to
the prospect of choosing to pass on that trade and hold onto those shares.


                                                 /s/ Robert H. Steers
                                                 ------------------------
                                                     Robert H. Steers


/s/ Jay J. Chen
--------------------
     Notary public

Sworn to me this 27 day of
February, 2003

[SEAL]