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 March 31
                                                                  ---------------------------
                                                                     1994              1993
                                                                  ---------------------------
                                                                              
Average common shares outstanding..............................    271,947           253,341

Dilutive effect of
 Convertible preferred stock...................................      2,488             2,410
 Stock options.................................................      1,290             2,143
                                                                  --------------------------
Total fully dilutive shares....................................    275,725           257,894
                                                                  ==========================
Income available to common shareholders before effect
 of change in method of accounting for income taxes............   $    414          $    279
Preferred dividends paid on dilutive convertible
 preferred stock...............................................          3                 2
                                                                  --------------------------
Income available to common shareholders adjusted for
 full dilution and before effect of change in method
 of accounting for income taxes................................        417               281
Effect of change in method of accounting for income taxes......          -               200
                                                                  --------------------------
Total net income available for common shareholders
 adjusted for full dilution....................................   $    417          $    481
                                                                  ==========================
Fully diluted earnings per common share before effect
 of change in method of accounting for income taxes............   $   1.51          $   1.09
                                                                  ==========================
Fully diluted earnings per common share........................   $   1.51          $   1.87
                                                                  ==========================

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