Exhibit 12

CON-WAY INC.

COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES

Year Ended December 31,

(Dollars in thousands)

	2007			2006			2005			2004			2003
Earnings:
Income from continuing operations before income tax provision		242,646			392,309			352,356			248,775			205,982
Add (deduct):
Loss (Income) from equity investment (1)		2,699			(52,599	)		(16,061	)		(18,253	)		(20,718	)
Interest expense, net of capitalized interest (2)		42,805			34,791			38,465			43,647			30,715
Interest component of rental expense (3)		8,711			7,384			7,733			6,590			8,976
Earnings as adjusted		296,861			381,885			382,493			280,759			224,955
Fixed Charges:
Interest expense, net of capitalized interest (2)	$	42,805		$	34,791		$	38,465		$	43,647		$	30,715
Capitalized interest		514			917			136			173			241
Dividend requirement on Series B Preferred Stock (4)		7,651			8,173			9,114			9,797			10,072
Interest component of rental expense (3)		8,711			7,384			7,733			6,590			8,976
Fixed Charges	$	59,681		$	51,265		$	55,448		$	60,207		$	50,004
Ratio of Earnings to Fixed Charges		5.0	x		7.4	x		6.9	x		4.7	x		4.5	x

(1) The year ended December 31, 2006, includes a gain of $41.0 million for the sale of Menlo Worldwide’s

membership interest in its equity investment. In 2007, operating income included a $2.7 million

first-quarter loss for the write-off of a receivable related to such sale.

(2) Includes amortization of debt issuance cots classified in miscellaneous, net for periods prior to 2007.

(3) Estimate of the interest portion of lease payments.

(4) Dividends on shares of the Series B cumulative convertible preferred stock are used to pay debt service on notes issued by Con-way’s Retirement Savings Plan.