XPO Logistics (XPO) S-3ASR Automatic shelf registration

Exhibit 12.1

RATIO OF EARNINGS TO FIXED CHARGES AND COMBINED FIXED CHARGES AND PREFERENCE DIVIDENDS

The following table sets forth, for the periods indicated, our ratio of earnings to fixed charges and our ratio of combined fixed charges and preference dividends to earnings.

	September 30,						December 31,
	2013			2012			2012			2011		2010		2009		2008
							(in thousands)
EARNINGS
Earnings before minority interests and income taxes		(44,095	)		(17,191	)		(28,327	)		1,668		8,306		3,120		5,065
Fixed charges		13,365			281			3,705			382		335		247		535
Adjusted earnings		(30,730	)		(16,910	)		(24,622	)		2,050		8,641		3,367		5,600
FIXED CHARGES
Interest Expense		12,585			30			3,207			191		205		105		354
Portion of rental payments deemed to be interest		780			251			498			191		130		142		181
Fixed charges		13,365			281			3,705			382		335		247		535
Preference dividends, net of tax		1,491			1,440			1,975			743
	September 30,						December 31,
	2013			2012			2012			2011		2010		2009		2008
Ratio of Earnings to Fixed Charges(1)		—			—			—			5.4		25.8		13.6		10.5
Ratio of Earnings to Fixed Charges and Preference Dividends(2)		—			—			—			1.8		25.8		13.6		10.5

(1) Due to the losses in the periods ended September 30, 2012 and 2013, and December 31, 2012, the ratio coverage is less than 1:1 and defaults to 0. The amount (in thousands) of the deficiency in the period ended September 30, 2012 is $16,629, the period ended September 30, 2013 is $17,365 and the period ended December 31, 2012 is $20,917.

(2) Due to the losses in the periods ended September 30, 2012 and 2013, and December 31, 2012, the ratio coverage is less than 1:1 and defaults to 0. The amount (in thousands) of the deficiency in the period ended September 30, 2012 is $15,189, the period ended September 30, 2013 is $15,874 and the period ended December 31, 2012 is $18,942.