Exhibit 12.1



THE BURLINGTON NORTHERN AND SANTA FE RAILWAY COMPANY AND

SUBSIDIARIES

COMPUTATION of RATIO of EARNINGS to FIXED CHARGES

(in millions, except ratio amounts)

(Unaudited)



|                                                                                            |  |                         |       |      |   |       |  |   |      
|------------------------------------------------------------------------------------------- |  | ----------------------- | ----- | ---- | - | ----- |  | - | -----
|                                                                                            |  | Year Ended December 31,
|                                                                                            |  | 2003                    |       | 2002 |   | 2001 
|Earnings:                                                                                   |  |                         |       |      |   |       |  |   |      
|Income before income taxes and cumulative effect of accounting change                       |  | $                       | 1,558 |      | $ | 1,531 |  | $ | 1,550
|Add:                                                                                        |  |                         |       |      |   |       |  |   |      
|Interest and fixed charges, excluding capitalized interest                                  |  |                         | 144   |      |   | 153   |  |   | 170  
|Portion of rent under long-term operating leases representative of an interest factor       |  |                         | 182   |      |   | 178   |  |   | 173  
|Distributed income of investees accounted for under the equity method                       |  |                         | 3     |      |   | 3     |  |   | 5    
|Amortization of capitalized interest                                                        |  |                         | 8     |      |   | 8     |  |   | 7    
|Less: Undistributed equity in earnings of investments accounted for under the equity method |  |                         | 14    |      |   | 17    |  |   | 23   
|                                                                                            |  |                         |       |      |   |       |  |   |      
|Total earnings available for fixed charges                                                  |  | $                       | 1,881 |      | $ | 1,856 |  | $ | 1,882
|                                                                                            |  |                         |       |      |   |       |  |   |      
|Fixed charges:                                                                              |  |                         |       |      |   |       |  |   |      
|Interest and fixed charges                                                                  |  | $                       | 153   |      | $ | 166   |  | $ | 184  
|Portion of rent under long-term operating leases representative of an interest factor       |  |                         | 182   |      |   | 178   |  |   | 173  
|                                                                                            |  |                         |       |      |   |       |  |   |      
|Total fixed charges                                                                         |  | $                       | 335   |      | $ | 344   |  | $ | 357  
|                                                                                            |  |                         |       |      |   |       |  |   |      
|Ratio of earnings to fixed charges                                                          |  |                         | 5.61x |      |   | 5.40x |  |   | 5.27x
|                                                                                            |  |                         |       |      |   |       |  |   |      



E-2