EXHIBIT 12.1

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

AND PREFERRED OP UNIT DISTRIBUTIONS

(in millions, except ratio amounts)



|                                                                            |  |                |      |   |                |   |     |  
|--------------------------------------------------------------------------- |  | -------------- | ---- | - | -------------- | - | --- | -
|                                                                            |  | Quarter ended  |     
|                                                                            |  | March 24, 2006 |      |   | March 25, 2005 |  
|Income (loss) from continuing operations before income taxes                |  | $              | 28   |   |                | $ | (10 | )
|Add (deduct):                                                               |  |                |      |   |                |   |     |  
|Fixed charges                                                               |  |                | 109  |   |                |   | 130 |  
|Capitalized interest                                                        |  |                | (1   | ) |                |   | (1  | )
|Amortization of capitalized interest                                        |  |                | 1    |   |                |   | 1   |  
|Minority interest in consolidated affiliates                                |  |                | 4    |   |                |   | 4   |  
|Equity in (earnings) losses related to certain 50% or less owned affiliates |  |                | (1   | ) |                |   | 4   |  
|Distributions from equity investments                                       |  |                | 1    |   |                |   | 1   |  
|Distributions on preferred OP units                                         |  |                | (6   | ) |                |   | (8  | )
|                                                                            |  |                |      |   |                |   |     |  
|Adjusted earnings                                                           |  | $              | 135  |   |                | $ | 121 |  
|                                                                            |  |                |      |   |                |   |     |  
|Fixed charges:                                                              |  |                |      |   |                |   |     |  
|Interest on indebtedness and amortization of deferred financing costs       |  | $              | 91   |   |                | $ | 109 |  
|Capitalized interest                                                        |  |                | 1    |   |                |   | 1   |  
|Distributions on preferred OP units                                         |  |                | 6    |   |                |   | 8   |  
|Portion of rents representative of the interest factor                      |  |                | 11   |   |                |   | 12  |  
|                                                                            |  |                |      |   |                |   |     |  
|Total fixed charges and preferred OP unit distributions                     |  | $              | 109  |   |                | $ | 130 |  
|                                                                            |  |                |      |   |                |   |     |  
|Ratio of earning to fixed charges and preferred OP unit distributions       |  |                | 1.24 |   |                |   |    |  
|Deficiency of earnings to fixed charges and preferred OP unit distributions |  | $              |     |   |                | $ | (9  | )