Exhibit 12 Union Carbide Corporation and Subsidiaries Computation of Ratio of Earnings to Fixed Charges (Millions of dollars, except ratios) Year Ended 1998 1997 1996 1995 1994 Fixed Charges: Interest expensed 114 79 76 89 80 Interest capitalized 43 51 45 30 12 Amortized premiums/discounts related to indebtedness - - - - - Amortized capitalized expenses related to indebtedness - - - - - Estimate of the interest within rental expense 19 18 18 22 22 Preference security dividend requirements of consolidated subsidiaries - 35 - - - Charges arising from guarantees of equity investees 67 58 13 - - Total Fixed Charges 243 241 152 141 114 Earnings Pre-tax income from continuing operations 689 966 845 1,259 471 Less: Partnership income 33 133 144 152 98 Sub-total 656 833 701 1,107 373 Add: Fixed charges 243 241 152 141 114 Amortization of capitalized interest 17 14 12 11 10 Distributed income of equity investees 123 126 141 97 128 UCC's share of pre-tax losses of equity investees for which charges arising from guarantees are included in fixed charges (62) (43) (22) - - Less: Interest capitalized 43 51 45 30 12 Preference security dividend requirements of consolidated subsidiaries - 35 - - - Minority interest in pre-tax income of subsidiaries that have not incurred fixed charges - - - - - Total Earnings 934 1,085 939 1,326 613 Ratio of Earnings to Fixed Charges 3.8 4.5 6.2 9.4 5.4 <FN> For the purpose of calculating the ratio of earnings to fixed charges, earnings consist of pre-tax income of consolidated companies from continuing operations before adjustment for minority interests in consolidated subsidiaries or income or loss from equity investees plus (a) fixed charges, (b) amortization of capitalized interest, (c) distributed income of equity investees and (d) Union Carbide's share of pre-tax losses of equity investees for which charges arising from guarantees are included in fixed charges less (a) interest capitalized, (b) preference security dividend requirements of consolidated subsidiaries, and (c) the minority interest in pre-tax income of subsidiaries that have not incurred fixed charges. Fixed charges means the sum of (a) interest expensed and capitalized, (b) amortized premiums, discounts and capitalized expenses related to indebtedness, (c) an estimate of the interest within rental expense, and (d) preference security dividend requirements of consolidated subsidiaries. Union Carbide has a 45 percent equity investment in EQUATE Petrochemical Company ("EQUATE"). During 1998, 1997, and in the last quarter of 1996, Union Carbide severally guaranteed 45 percent of EQUATE's long-term debt and working capital financing needs. During the first three quarters of 1996, Union Carbide severally guaranteed up to $225 million of EQUATE's interim debt. Interest charges on outstanding borrowings guaranteed by Union Carbide totaled $67 million, $58 million and $13 million for the years ended December 31, 1998, 1997 and 1996, respectively, and have been included, along with Union Carbide's equity in EQUATE's pre-tax loss for the same periods, in the calculation of the ratio of earnings to fixed charges. </FN>