Exhibit 12

Simon Property Group, L.P. and Subsidiaries        Computation of Ratio of Earnings to Fixed Charges        (in thousands)

|                                   |                                                                   | For the year ended December 31,                                           |          
|---------------------------------- | ----------------------------------------------------------------- | ------------------------------------------------------------------------- | ---------
|
|Earnings:                          |                                                                   |                                                                           |          
|                                   | Pre-tax income from continuing operations                         |                                                                           | $        
|                                   | Add:                                                              |                                                                           |          
|                                   |                                                                   | Pre-tax income from 50% or greater than 50% owned unconsolidated entities |          
|                                   |                                                                   | Minority interest in income of majority owned subsidiaries                |          
|                                   |                                                                   | Distributed income from less than 50% owned unconsolidated entities       |          
|                                   |                                                                   | Amortization of capitalized interest                                      |          
|                                   | Fixed Charges                                                     |                                                                           |          
|                                   | Less:                                                             |                                                                           |          
|                                   |                                                                   | Income from unconsolidated entities                                       |          
|                                   |                                                                   | Interest capitalization                                                   |          
|                                   |                                                                   |                                                                           |          
|Earnings                           |                                                                   | $                                                                         | 1,221,218
|                                   |                                                                   |                                                                           |          
|Fixed Charges:                     |                                                                   |                                                                           |          
|                                   | Portion of rents representative of the interest factor            |                                                                           |          
|                                   | Interest on indebtedness (including amortization of debt expense) |                                                                           |          
|                                   | Interest capitalized                                              |                                                                           |          
|                                   |                                                                   |                                                                           |          
|Fixed Charges                      |                                                                   | $                                                                         | 757,040  
|                                   |                                                                   |                                                                           |          
|Ratio of Earnings to Fixed Charges |                                                                   |                                                                           | 1.61     
|                                   |                                                                   |                                                                           |          

For purposes of calculating the ratio of earnings to fixed charges, "earnings" have been computed by adding fixed charges, excluding capitalized
interest, to income (loss) from continuing operations including income from minority interests and our share of income (loss) from 50%-owned affiliates which have fixed charges, and including
distributed operating income from unconsolidated joint ventures instead of income from unconsolidated joint ventures. There are generally no restrictions on our ability to receive distributions from
our joint ventures where no preference in favor of the other owners of the joint venture exists. "Fixed charges" consist of interest costs, whether expensed or capitalized, the interest component of
rental expenses and amortization of debt issue costs.

The
computation of ratio of earnings to fixed charges has been restated to comply with FASB Statement No. 144 which requires the operating results the operating results of the
properties sold in the current year to be
reclassified to discontinued operations and requires restatement of previous years' operating results of the properties sold to discontinued operations.

119

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