Fca Us S-4 2011 Q3 Registration of securities issued in business combination transactions

Exhibit 12.1

CHRYSLER GROUP LLC AND CONSOLIDATED SUBSIDIARIES

RATIO OF EARNINGS TO FIXED CHARGES

	Successor (a)									Predecessor A (b)									Predecessor B (c)
	Nine Months Ended September 30, 2011			Year Ended December 31, 2010			Period from June 10, 2009 to December 31, 2009			Period from January 1, 2009 to June 9, 2009			Year Ended December 31, 2008			Period from August 4, 2007 to December 31, 2007			Period from January 1, 2007 to August 3, 2007			Year Ended December 31, 2006
										(in millions of dollars)
Earnings:
Income (loss) before income taxes (g)	$	106		$	(513	)	$	(3,756	)	$	(4,742	)	$	(16,054	)	$	(374	)	$	(4,164	)	$	(3,151	)
Equity (income) loss		(4	)		5			2			—			29			5			6			1
Fixed charges		1,088			1,588			692			752			1,667			896			759			1,060
Amortization of capitalized interest, net of amount capitalized		(60	)		(169	)		(91	)		(27	)		(81	)		(25	)		25			31
Earnings available for fixed charges		1,130			911			(3,153	)		(4,017	)		(14,439	)		502			(3,374	)		(2,059	)
Fixed Charges:
Interest expense	$	958		$	1,276		$	470		$	615		$	1,080		$	640		$	515		$	705
Gold Key Lease interest expense (d)		20			90			68			62			380			175			121			127
Capitalized interest		79			175			91			32			85			25			42			92
Estimated interest on operating leases (e)		31			47			63			43			122			56			81			136
Total fixed charges		1,088			1,588			692			752			1,667			896			759			1,060
Ratio of earnings to fixed charges		1.04x			N/A			N/A			N/A			N/A			N/A			N/A			N/A
Deficiency of earnings to cover fixed charges (f)		N/A			677			3,845			4,769			16,106			394			4,133			3,119

(a) Successor refers to Chrysler Group LLC and the period on and after June 10, 2009.

(b) Predecessor A refers to Old Carco LLC (“Old Carco”) (f/k/a Chrysler LLC) and the period from August 4, 2007 through June 9, 2009.

(c) Predecessor B refers to Chrysler Automotive and the period before August 4, 2007. Chrysler Automotive was not separately organized under an existing legal structure. The financial results for Chrysler Automotive were derived from the audited consolidated financial statements and accounting records of Daimler AG (f/k/a DaimlerChrysler AG) (“Daimler”) and include expense allocations applicable to the business. The financial results of Chrysler Automotive are not necessarily indicative of those for a stand-alone company.

(d) Represents financial interest expense and net interest accretion related to Gold Key Lease financing activities which are included in Cost of Sales.

(e) Amount is calculated as one-third of net operating lease expense.

(f) Earnings for the year ended December 31, 2010, period from June 10, 2009 to December 31, 2009, period from January 1, 2009 to June 9, 2009, year ended December 31, 2008, period from August 4, 2007 to December 31, 2007, period from January 1, 2007 to August 3, 2007 and year ended December 31, 2006 were inadequate to cover fixed charges.

(g) Income (loss) before income taxes includes the following:

	Successor (a)						Predecessor A (b)							Predecessor B (c)
	Nine Months Ended September  30, 2011		Year Ended December  31, 2010		Period from June 10, 2009 to December 31, 2009		Period from January 1,  2009 to June 9, 2009			Year Ended December  31, 2008		Period from August 4,  2007 to December 31, 2007		Period from January 1,  2007 to August 3, 2007		Year Ended December  31, 2006
							(in millions of dollars)
Loss on extinguishment of debt (1)		551		—		—		—			—		—		677		—
Restructuring expenses (income), net (2)		13		48		34		(230	)		1,306		21		1,200		—
Remeasurement loss on VEBA Trust Note and Membership Interests (3)		—		—		2,051		—			—		—		—		—
Loss on Canadian Health Care Trust Settlement (4)		—		46		—		—			—		—		—		—
Impairment of brand name intangible assets (5)		—		—		—		844			2,857		—		—		—
Impairment of goodwill (6)		—		—		—		—			7,507		—		—		—
Impairment of property, plant and equipment (7)		—		—		—		391			—		—		—		—
Gain on NSC settlement (8)		—		—		—		(684	)		—		—		—		—
Gain on Daimler pension contribution (9)		—		—		—		(600	)		—		—		—		—
Reorganization expense, net (10)		—		—		—		843			—		—		—		—

(1) In connection with the repayment of our outstanding obligations under the U.S. Treasury and the Economic Development Corporation (“EDC”) credit facilities in May 2011, we recognized a $551 million loss on extinguishment of debt during the nine months ended September 30, 2011, which consisted of the write off of $136 million of unamortized discounts and $34 million of unamortized debt issuance costs associated with the U.S. Treasury first lien credit facilities and $367 million of unamortized discounts and $14 million of unamortized debt issuance costs associated with the EDC credit facilities. During the period from January 1, 2007 to August 3, 2007, a $677 million loss on early extinguishment of debt was recognized in conjunction with the Cerberus transaction.

(2) During 2008, Old Carco developed a multi-year plan, RTP III Plan, to further restructure its business in order to reduce its cost structure in response to continued deterioration of its business. Charges recorded for the RTP III Plan included costs related to workforce reductions, including a curtailment loss as a result of the salaried and hourly workforce reductions, as well as supplier contract cancellation costs and other costs. Restructuring income, net for the period from January 1, 2009 to June 9, 2009 was primarily due to refinements to existing supplier contract cancellation costs and workforce reduction reserves recorded in connection with Old Carco’s RTP I, II and III Plans.

(3) As a result of the December 31, 2009 remeasurement, the OPEB obligation increased primarily due to a change in discount rate, resulting in a loss. Our policy is to immediately recognize actuarial gains or losses for OPEB plans that are short-term in nature and under which our obligation is capped. Therefore, we immediately recognized a loss of $2,051 million in OPEB net periodic benefit costs due to increases in the fair values of the VEBA Trust Note and Membership Interests issued to the VEBA Trust of $1,540 million and $511 million, respectively, from June 10, 2009 to December 31, 2009.

(4) In August 2010, Chrysler Canada Inc. entered into a settlement agreement with the National Automobile, Aerospace, Transportation and General Workers Union of Canada, (“CAW”), to permanently transfer the responsibility for providing postretirement health care benefits to the Covered Group to a new retiree plan. The new retiree plan will be funded by the Canadian Health Care Trust (“HCT”). During the year ended December 31, 2010, we recognized a $46 million loss as a result of the Canadian HCT Settlement Agreement.

(5) Old Carco recorded indefinite-lived intangible asset impairment charges of $844 million and $2,857 million during the period from January 1, 2009 to June 9, 2009 and the year ended December 31, 2008, respectively, related to its brand names. The impairments were primarily a result of the significant deterioration in Old Carco’s revenues, the ongoing volatility in the U.S. economy, in general, and in the automotive industry in particular, and a significant decline in its projected production volumes and revenues considering the market conditions at that time.

(6) In 2008, Old Carco recorded a goodwill impairment charge of $7,507 million, primarily as a result of significant declines in its projected financial results considering the deteriorating economic conditions and the weakening U.S. automotive market at that time.

(7) During the period from January 1, 2009 to June 9, 2009, Old Carco recorded a property, plant and equipment impairment charge of $391 million on the long-lived assets which were not acquired by us. The impairment was primarily the result of the Old Carco bankruptcy cases, continued deterioration of Old Carco’s revenues, ongoing volatility in the U.S. economy, in general, and in the automotive industry in particular, as well as taking into consideration the expected proceeds to be received upon liquidation of the assets.

(8) On March 31, 2009, Daimler transferred its ownership of 23 national sales companies (“NSCs”) to Chrysler Holding LLC (“Chrysler Holding”), which simultaneously transferred the NSCs to Old Carco. Old Carco paid Daimler $99 million in exchange for the settlement of obligations related to the NSCs and other international obligations, resulting in a net gain of $684 million.

(9) On June 5, 2009, Old Carco, Chrysler Holding, Cerberus Capital Management L.P. (“Cerberus”), Daimler and the Pension Benefit Guaranty Corporation entered into a binding agreement settling various matters. Under the agreement, Daimler agreed to make three equal annual cash payments to Old Carco totaling $600 million, which were to be used to fund contributions into Old Carco’s U.S. pension plans in 2009, 2010 and 2011. This receivable and certain pension plans were subsequently transferred to us as a result of the 363 Transaction.

(10) In connection with Old Carco’s bankruptcy filings, Old Carco recognized $843 million of net losses from the settlement of pre-petition liabilities, provisions for losses resulting from the reorganization and restructuring of the business, as well as professional fees directly related to the process of reorganizing Old Carco and its principal domestic subsidiaries under Chapter 11 of the U.S. Bankruptcy Code. These losses were partially off-set by a gain on extinguishment of certain financial liabilities and accrued interest. On April 30, 2010, Old Carco transferred its remaining assets and liabilities to a liquidating trust and was dissolved in accordance with a plan of liquidation approved by the bankruptcy court.