EXHIBIT 12


                     CONAGRA, INC. AND SUBSIDIARIES
              COMPUTATIONS OF RATIOS OF EARNINGS TO FIXED
               CHARGES AND OF EARNINGS TO COMBINED FIXED
                  CHARGES & PREFERRED STOCK DIVIDENDS
                            ($ IN MILLIONS)




                                                            Six
                                                        Months Ended
                                                        November 27,
                                                            1994
                                                        ____________
Fixed charges:
 Interest expense                                      $      158.7
 Capitalized interest                                           1.7
 Interest in cost of goods sold                                 6.9
 One third of non-cancellable lease rent                       21.1
                                                        ------------
 Total fixed charges (A)                                      188.4

 Add preferred stock dividends of the company                  19.7
                                                        ------------
 Total fixed charges and preferred stock
  dividends (B)                                        $      208.1
                                                        ============

Earnings:
 Pretax income                                         $      377.8
  Adjustment for unconsolidated subidiaries                     2.3
                                                        ------------
 Pretax income of the Company as a whole                      380.1

 Add fixed charges                                            188.4
 Less capitalized interest                                     (1.7)
                                                        ------------
 Earnings and fixed charges (C)                        $      566.8
                                                        ============

 Ratio of earnings to fixed charges (C/A)                       3.0

 Ratio of earnings to combined fixed charges
  and preferred stock dividends (C/B)                           2.7


                                            EXHIBIT 12 (Continued)


For the purpose of computing the above ratio of earnings to fixed
charges, earnings consist of income before taxes and fixed charges.
Fixed charges, for the purpose of computing earnings are adjusted
to exclude interest capitalized. Fixed charges include interest on
both long and short-term debt (whether said interest is expensed or
capitalized and including interest charged to cost of goods sold),
and a portion of noncancellable rental expense representative of the
interest factor.  The ratio is computed using the amounts for ConAgr
as a whole, including its majority-owned subsidiaries, whether or
not consolidated, and its proportionate share of any 50% owned
subsidiaries, whether or not ConAgra guarantees obligations of
these subsidiaries.

For purposes of calculating the above ratio of earnings to
combined fixed charges and preferred dividends, preferred stock
dividend requirements (computed by increasing preferred stock
dividends to an amount representing the pre-tax earnings which
would be required to cover such dividend requirements) are
combined with fixed charges as described above, and the total is
divided into earnings as described above.