CBL & Associates Properties (CBL) 10-Q 2016 Q3 Quarterly report

Exhibit 12.2

CBL & Associates Limited Partnership

Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Dividends

(in thousands, except ratios)

	Nine Months Ended September 30,								Year Ended December 31,
	2016					2015			2015			2014			2013			2012			2011
Earnings:
Income before discontinued operations, equity       in earnings and noncontrolling interests	$	5,468				$	135,760		$	103,756		$	242,675		$	105,006		$	179,140		$	148,817
Fixed charges less capitalized interest        and preferred dividends	162,788					174,362			229,458			239,844			231,934			242,357			262,978
Distributed income of equity investees	12,366					15,697			21,092			21,866			15,995			17,074			9,586
Equity in losses of equity investees for which       charges arise from guarantees	—					—			(197		)	(63		)	(44		)	—			—
Noncontrolling interest in earnings of subsidiaries that       have not incurred fixed charges	(108		)			(196		)	(152		)	(273		)	(3,069		)	(3,729		)	(4,158		)
Total earnings	$	180,514				$	325,623		$	353,957		$	504,049		$	349,822		$	434,842		$	417,223
Combined fixed charges and preferred dividends (1):
Interest expense (2)	$	162,788				$	174,362		$	229,458		$	239,844		$	231,934		$	242,357		$	262,978
Capitalized interest	1,553					3,085			4,153			7,246			5,837			2,671			4,955
Preferred dividends (3)	33,669					33,669			44,892			44,892			59,529			68,197			63,020
Total combined fixed charges and preferred dividends	$	198,010				$	211,116		$	278,503		$	291,982		$	297,300		$	313,225		$	330,953
Ratio of earnings to combined fixed charges and preferred dividends	—			(4	)	1.54			1.27			1.73			1.18			1.39			1.26

(1) The interest portion of rental expense is not calculated because the rental expense of the Operating Partnership is not significant.

(2) Interest expense includes amortization of capitalized debt expenses and amortization of premiums and discounts.

(3) Includes preferred distributions to the Operating Partnership's partner in CW Joint Venture, LLC, through September 2013 when the outstanding perpetual preferred joint venture units were redeemed.

(4) Earnings were inadequate to cover combined fixed charges and preferred dividends for the nine months ended September 30, 2016 by $17,496.