Form: 10-Q

Quarterly report pursuant to Section 13 or 15(d)

August 14, 1997

Documents

EARNINGS PER COMMON SHARE

Published on August 14, 1997


Exhibit 11

Fully Diluted Earnings Per Common Share and Fully Diluted Average Common Shares
Outstanding

For fully diluted earnings per common share, net income available to common
shareholders can be affected by the conversion of the registrant's convertible
preferred stock. Where the effect of this conversion would have been dilutive,
net income available to common shareholders is adjusted by the associated
preferred dividends. This adjusted net income is divided by the weighted average
number of common shares outstanding for each period plus amounts representing
the dilutive effect of stock options outstanding and the dilution resulting from
the conversion of the registrant's convertible preferred stock, if applicable.
The effect of convertible preferred stock is excluded from the computation of
fully diluted earnings per share in periods in which the effect would be
antidilutive.

Fully diluted earnings per common share was determined as follows (shares
in thousands, dollars in millions except per-share information):



Three Months Ended Six Months Ended
June 30 June 30
------------------- -------------------
1997 1996 1997 1996
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Average common shares outstanding ................ 720,020 600,924 725,188 600,741


Dilutive effect of
Convertible preferred stock ........... 3,896 4,108 3,896 4,108
Stock options ......................... 19,713 5,710 21,110 5,953
-------- -------- -------- --------

Total fully dilutive shares ...................... 743,629 610,742 750,194 610,802
======== ======== ======== ========


Income available to common shareholders .......... $ 759 $ 601 $ 1,464 $ 1,110
Preferred dividends paid on dilutive convertible
preferred stock ...................... 1 2 3 4
-------- -------- -------- --------
Total net income available for common shareholders
adjusted for full dilution ........... $ 760 $ 603 $ 1,467 $ 1,114
======== ======== ======== ========

Fully diluted earnings per share ................. $ 1.02 $ .99 $ 1.96 $ 1.82
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