Exhibit 12.1

CBL & Associates Properties, Inc.

Computation of Ratio of Earnings to Combined Fixed Charges

(in thousands, except ratios)

	Nine Months Ended September 30,						Year Ended December 31,
	2010			2009			2009			2008			2007			2006			2005
Earnings:
Income (loss) before discontinued operations, equity        in earnings and noncontrolling interests	$	54,772		$	65,387		$	(13,881	)	$	68,098		$	144,819		$	179,637		$	267,160
Fixed charges less capitalized interest        and preferred dividends		219,408			215,847			294,051			313,209			287,884			257,067			210,914
Distributed income of equity investees		3,554			8,175			12,665			15,661			9,450			12,285			7,492
Equity in losses of equity investees for which        charges arise from guarantees		(1,130	)		-			-			-			-			-			(1,020	)
Noncontrolling interest in earnings of subsidiaries that        have not incurred fixed charges		(2,971	)		(3,570	)		(4,901	)		(3,886	)		(5,278	)		(4,205	)		(3,700	)
Total earnings	$	273,633		$	285,839		$	287,934		$	393,082		$	436,875		$	444,784		$	480,846
Combined fixed charges (1):
Interest expense (2)	$	219,408		$	215,847		$	294,051		$	313,209		$	287,884		$	257,067		$	210,914
Capitalized interest		2,304			7,037			7,327			19,555			19,410			15,992			10,184
Preferred dividends (3)		38,199			31,877			42,555			42,082			34,038			30,568			30,568
Total combined fixed charges	$	259,911		$	254,761		$	343,933		$	374,846		$	341,332		$	303,627		$	251,666
Ratio of earnings to combined fixed charges(4)		1.05			1.12			-			1.05			1.28			1.46			1.91

(1)	The interest portion of rental expense is not calculated because the rental expense of the company is not significant.
(2)	Interest expense includes amortization of capitalized debt expenses and amortization of premiums and discounts.
(3)	Includes preferred distributions to the Company's partner in CW Joint Venture, LLC.
(4)	Total earnings for the year ended December 31, 2009 were inadequate to cover combined fixed charges by $55,999.