Statement re Computation of Per Share Earnings UNITED ROAD SERVICES, INC. Weighted Average Shares Period ended June 30,1998 Three Months Six Months - ----------------------------------------------------------------------- (91 days) (181 days) Shares outstanding at beginning of period 2,822,736 2,604,000 January 1, 1998- Subscription agreement shares issued - 188,976 January 1, 1998- Sale of shares to Board member - 29,760 May 1, 1998- Public offering of 6,600,000 common shares (61 days) 4,424,176 2,224,309 May 6, 1998- Issuance of 990,000 common shares as offering overallotment shares (56 days) 609,231 306,298 May 6, 1998- Issuance of 2,375,741 common shares for acquisition of founding companies (56 days) 1,461,994 735,036 June 12, 1998- Issuance of 212,023 common shares for acquisition of 5L Corporation (19 days) 44,269 22,257 June 22, 1998- Issuance of 93,902 common shares for acquisition of D&M Auto Towing, Inc. (9 days) 9,287 4,669 June 29, 1998- Issuance of 35,956 common shares for acquisition of Rouse's Body Shop, Inc. (2 days) 790 397 June 30, 1998- Issuance of 22,023 common shares for acquisition of Northshore Towing, Inc. (1 day) 242 122 ------- ------ Weighted average shares outstanding for basic earnings per share 9,372,725 6,115,824 --------- --------- Weighted average shares outstanding for basic earnings per share 9,372,725 6,115,824 Options outstanding at June 30, 1998:550,000 shares Total exercise proceeds:$6,859,625 Average market value of Company stock $17.22 Shares deemed issued 132,515 105,181 Warrants outstanding at June 30, 1998 : 117,789 shares Exercise price : $13.00 per share Average market value of Company stock $17.22 Shares deemed issued 19,350 9,728 -------- ------ Total shares outstanding for fully diluted earnings per share 9,524,590 6,230,733 ---------- ---------