Exhibit 12(b)

Ratio of Earnings to Fixed Charges

Union Pacific Corporation and Subsidiary Companies

(Unaudited)

	Six Months Ended June 30,
Millions of Dollars, Except for Ratios	2006		2005
Earnings:
Net income	$    701		$ 361
Equity earnings net of distributions	(29	)	(17	)
Total earnings	672		344
Income taxes	420		209
Fixed charges:
Interest expense including amortization of debt discount	240		260
Portion of rentals representing an interest factor	118		101
Total fixed charges	358		361
Earnings available for fixed charges	$ 1,450		$ 914
Ratio of earnings to fixed charges	4.1		2.5