EXHIBIT 11 CHEMICAL BANKING CORPORATION and Subsidiaries Computation of net income per share In the 1995 second quarter, the Corporation changed its reporting of earnings per share ("EPS") from reporting simple EPS, (which is based solely on the average number of common shares outstanding), to reporting primary and fully diluted EPS (which are based on the average number of common and common equivalent shares outstanding). Previously, the Corporation reported simple EPS, since the differences between simple EPS and primary EPS or simple EPS and fully diluted EPS were not material (less than 3%). Primary and fully diluted EPS are now being reported for all periods presented. Net income for primary and fully diluted earnings per share are computed by subtracting from the applicable earnings the dividend requirements on preferred stock to arrive at earnings applicable to common stock and dividing this amount by the weighted average number of common and common equivalent shares outstanding during the period. (in millions, except per share amounts): Three Months Ended Six Months Ended June 30, June 30, -------- -------- 1995 1994 1995 1994 ---- ---- ---- ---- EARNINGS PER SHARE Primary Earnings: Income Before Effect of Accounting Change $ 453 $ 357 $ 849 $ 676 Effect of Change in Accounting Principle --- --- (11)(a) --- -------- ------- --------- -------- Net Income $ 453 $ 357 $ 838 $ 676 Less: Preferred Stock Dividend Requirements 26 33 56 65 -------- ------- --------- -------- Net Income Applicable to Common Stock $ 427 $ 324 $ 782 $ 611 ======== ======= ========= ======== Shares: Average Common and Common Equivalent Shares Outstanding 248.3 255.1 246.8 255.2 ======== ======= ======== ======== Primary Earnings Per Share: Income Before Effect of Accounting Change $ 1.72 $ 1.27 $ 3.21 $ 2.39 Effect of Change in Accounting Principle --- --- (0.04)(a) --- -------- ------- --------- -------- Net Income $ 1.72 $ 1.27 $ 3.17 $ 2.39 ======== ======= ========= ======== Assuming Full Dilution Earnings: Net Income Applicable to Common Stock $ 427 $ 324 $ 782 $ 611 Add: Applicable Dividend on Convertible Preferred Stock 2 5 7 10 -------- ------- --------- -------- Adjusted Net Income $ 429 $ 329 $ 789 $ 621 ======== ======= ========= ======== Shares: Average Common and Common Equivalent Shares Outstanding 248.3 255.1 246.8 255.2 Additional Shares Issuable Upon Exercise of Stock Options for maximum dilutive effect and Conversion of Preferred Stock (b) 6.5 7.9 9.0 7.8 -------- ------- --------- -------- Adjusted Shares of Common and Equivalent Shares Outstanding 254.8 263.0 255.8 263.0 ======== ======= ========= ======== Earnings Per Share Assuming Full Dilution: Income Before Effect of Accounting Change $ 1.68 $ 1.25 $ 3.12 $ 2.36 Effect of Change in Accounting Principle --- --- (0.04)(a) --- -------- ------- --------- -------- Net Income $ 1.68 $ 1.25 $ 3.08 $ 2.36 ======== ======= ========= ======== <FN> (a) On January 1, 1995, the Corporation adopted SFAS 106 for accounting for other postretirement benefits relating to the Corporation's foreign plans. (b) During the second quarter of 1995, the Corporation called all of the outstanding shares of its 10% convertible preferred stock for redemption. Substantially all of the 10% convertible preferred stock was converted, at the option of the holders thereof, to common stock. The common stock was issued from treasury. </FN> -58-