Exhibit 12
THE ST. PAUL COMPANIES, INC. AND SUBSIDIARIES
Computation of Ratios

   
                                                  Three Months Ended
                                                       March 31
                                                --------------------
                                                     1999       1998
                                                   ------     ------
                                            (In millions, except ratios)

EARNINGS:                                                              
Income before income taxes and                                          
 cumulative effect of accounting change              $258       $250
Add: fixed charges                                     37         39        
                                                    -----      -----   
    Income, as adjusted                              $295       $289      
                                                    =====      =====      
                                                                       
FIXED CHARGES AND PREFERRED DIVIDENDS:                                 
Interest expense and amortization                     $22       $22       
Dividends on redeemable preferred securities            9         9
Rental expense (1)                                      6         8         
                                                    -----     -----   
    Total fixed charges                               $37       $39       
                                                                       
Preferred stock dividend requirements                   4         4         
                                                    -----     -----   
    Total fixed charges and preferred        
     stock dividend requirements                      $41       $43      
                                                    =====     =====      
                                                                       
                                                                       
Ratio of earnings to fixed charges                   7.90      7.47      
                                                    =====     =====      
Ratio of earnings to combined fixed                                    
 charges and preferred stock 
 dividend requirements                               7.11      6.72
                                                    =====     =====      


(1) Portion of rent deemed representative of interest.