Headwaters 10-Q 2014 Q2 Quarterly report

Exhibit 12

Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends

															Six
															Months Ended
	Year Ended September 30,														March 31,
(dollars in thousands)	2009			2010			2011			2012			2013		2014
Fixed Charges Computation
Interest expensed and capitalized (1)	$	33,961		$	55,908		$	106,557		$	38,809		$	37,100	$	21,398
Amortized premiums, discounts, and capitalized expenses related to indebtedness	13,459			16,027			20,069			14,184			5,841		1,152
Reasonable approximation of interest within rental expense	3,377			3,670			3,323			3,106			3,454		1,678
Total Fixed Charges and Preferred Equity Dividends	$	50,797		$	75,605		$	129,949		$	56,099		$	46,395	$	24,228
Earnings Computation
Pre-tax income from continuing operations before adjustment for minority interests in consolidated subsidiaries or income or loss from equity investees	$	(491,730	)	$	(46,390	)	$	(138,093	)	$	(16,454	)	$	12,209	$	(14,068	)
Plus
Fixed charges	50,797			75,605			129,949			56,099			46,395		24,228
Minus
Interest capitalized	1,396			441			91			137			192		167
Total Earnings	$	(442,329	)	$	28,774		$	(8,235	)	$	39,508		$	58,412	$	9,993
Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends	N/A		*	0.38			N/A		*	0.70			1.26		0.41

*Total earnings for these periods were less than zero dollars.  The deficiency of earnings to fixed charges for the years ended September 30, 2009 and 2011 were $493.1 million and $138.2 million, respectively.

(1)Interest expense associated with unrecognized tax benefits is included in income tax expense, not with interest expense.