Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SPRUCE HOUSE PARTNERSHIP LP
 2. Date of Event Requiring Statement (Month/Day/Year)
12/19/2018		 3. Issuer Name and Ticker or Trading Symbol
XPO Logistics, Inc. [XPO]
(Last)
(First)
(Middle)
C/O SPRUCE HOUSE CAPITAL LLC, 435 HUDSON STREET, 8TH FLOOR		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10014		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common stock, par value $0.01 per share 12,750,000
D (1)
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SPRUCE HOUSE PARTNERSHIP LP
C/O SPRUCE HOUSE CAPITAL LLC
435 HUDSON STREET, 8TH FLOOR
NEW YORK, NY 10014		     X    
Spruce House Capital LLC
435 HUDSON STREET
8TH FLOOR
NEW YORK, NY 10014		     X    
Sternberg Zachary
SPRUCE HOUSE INVESTMENT MANAGEMENT LLC
435 HUDSON STREET, 8TH FLOOR
NEW YORK, NY 10014		     X    
Stein Benjamin Forester
SPRUCE HOUSE INVESTMENT MANAGEMENT LLC
435 HUDSON STREET, 8TH FLOOR
NEW YORK, NY 10014		     X    
SPRUCE HOUSE INVESTMENT MANAGEMENT LLC
435 HUDSON STREET
8TH FLOOR
NEW YORK, NY 10014		     X    

Signatures

The Spruce House Partnership LP By: /s/ Thomas Walker, Authorized Person 12/19/2018
**Signature of Reporting Person Date
Spruce House Capital LLC By: /s/ Thomas Walker, Authorized Person 12/19/2018
**Signature of Reporting Person Date
Zachary Sternberg By: /s/ Thomas Walker, Authorized Person 12/19/2018
**Signature of Reporting Person Date
Benjamin Stein By: /s/ Thomas Walker, Authorized Person 12/19/2018
**Signature of Reporting Person Date
Spruce House Investment Management LLC By: /s/ Thomas Walker, Authorized Person 12/19/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The reported securities are held in the account of The Spruce House Partnership LP (the "Fund"), a private investment fund managed by Spruce House Investment Management LLC (the "Investment Manager"), and may be deemed to be beneficially owned by the Investment Manager, the general partner of the Fund, Spruce House Capital LLC (the "General Partner"), and by Zachary Sternberg and Benjamin Stein, managing members of the Investment Manager and the General Partner (the "Managing Members"). Each of the Investment Manager, the General Partner and the Managing Members disclaim beneficial ownership of the reported securities held by the Fund, except to the extent of his or its pecuniary interest therein. The Fund, Investment Manager, the General Partner and the Managing Members (collectively, the "Reporting Persons") affirmatively disclaim being a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.

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