Exhibit 12.1

Forest City Enterprises, Inc.
Computation of Ratio of Earnings to Fixed Charges
(dollars in thousands)

	Fiscal Year Ended January 31,
	2009			2008		2007		2006		2005
Earnings:
Earnings (loss) from continuing operations before income taxes (excluding equity in earnings of unconsolidated entities and minority interest)	$	(101,764	)	$	140	$	35,519	$	78,525	$	60,627
Adjustments to earnings:
Interest incurred, net of capitalized interest		367,882			325,505		280,830		250,671		220,845
Amortization of loan procurement costs		12,145			11,296		10,684		9,813		9,753
Previously capitalized interest amortized into earnings		12,535			10,747		9,320		8,477		7,254
Cash distributions from unconsolidated entities		116,801			97,685		161,498		68,696		86,338
Portion of rents representative of interest factor		12,892			11,698		9,337		7,869		9,659
Earnings, as adjusted	$	420,491		$	457,071	$	507,188	$	424,051	$	394,476
Fixed charges:
Interest expensed	$	367,882		$	325,505	$	280,830	$	250,671	$	220,845
Interest capitalized		99,582			89,372		86,775		66,172		42,143
Amortization of loan procurement costs		12,145			11,296		10,684		9,813		9,753
Portion of rents representative of interest factor		12,892			11,698		9,337		7,869		9,659
Total fixed charges	$	492,501		$	437,871	$	387,626	$	334,525	$	282,400
Ratio of earnings to fixed charges (a)		*	(b)		1.04		1.31		1.27		1.40

(a)

Included in earnings from continuing operations are non-cash charges related to depreciation and amortization of $269.6 million, $230.6 million, $174.7 million, $156.2 million and $139.2 million for the fiscal years ending January 31, 2009, 2008, 2007, 2006 and 2005, respectively. Depreciation and amortization reduce earnings from continuing operations, but do not impact our ability to cover our fixed charges.

(b)

For the year ended January 31, 2009, the ratio of earnings to fixed charges was deficient of achieving a 1:1 ratio by $72.0 million