THE UPJOHN COMPANY AND SUBSIDIARIES EXHIBIT 11 COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE - PRIMARY (In millions, except per-share data) Three Months Nine Months Ended Sept. 30, Ended Sept. 30, 1994 1993 1994 1993 ------ ------ ------ ------ Earnings (loss) from continuing operations $134.2 $(30.9) $389.1 $245.6 Discontinued operation .8 2.0 Cumulative effect of accounting changes (18.9) ------ ------ ------ ------ Net earnings (loss) 134.2 (30.1) 389.1 228.7 Dividends on preferred stock, net of tax 3.0 2.9 9.1 9.1 ------ ------ ------ ------ Net earnings on common shares-primary $131.2 $(33.0) $380.0 $219.6 ====== ====== ====== ====== Average number of common shares outstanding 173.1 173.9 173.1 174.1 Number of common shares issuable assuming exercise of stock options .3 .2 .1 Contingently issuable incentive common shares .3 .3 .3 ------ ------ ------ ------ Total shares-primary 173.7 173.9 173.6 174.5 ====== ====== ====== ====== Primary earnings (loss) per common share: Earnings (loss) from continuing operations $ .76 $ (.19) $ 2.19 $ 1.36 Discontinued operation .01 Cumulative effect of accounting changes (.11) ------ ------ ------ ------ Net earnings (loss) $ .76 $ (.19) $ 2.19 $ 1.26 ====== ====== ====== ====== COMPUTATION OF EARNINGS (LOSS) PER COMMON SHARE - FULLY DILUTED Earnings (loss) from continuing operations $134.2 $(33.8)* $389.1 $245.6 Discontinued operation .8 2.0 Cumulative effect of accounting changes (18.9) ------ ------ ------ ------ Net earnings (loss) 134.2 (33.0) 389.1 228.7 Less ESOP contribution assumed to be required if preferred shares are converted into common shares 1.2 * 3.8 3.7 ------ ------ ------ ------ Net earnings (loss) on common shares-fully diluted $133.0 $(33.0) $385.3 $225.0 ====== ====== ====== ====== Average number of common shares outstanding 173.1 173.9 173.1 174.1 Number of common shares issuable assuming exercise of stock options .7 * .7 .1 Contingently issuable incentive common shares .3 * .3 .3 Number of common shares issuable assuming conversion of preferred shares 7.3 * 7.4 7.4 ------ ------ ------ ------ Total shares-fully diluted 181.4 173.9 181.5 181.9 ====== ====== ====== ====== Fully diluted earnings (loss) per common share: Earnings (loss) from continuing operations $ .73 $ (.19) $ 2.12 $ 1.33 Discontinued operation .01 Cumulative effect of accounting changes (.10) ------ ------ ------ ------ Net earnings (loss) $ .73 $ (.19) $ 2.12 $ 1.24 ====== ====== ====== ====== *Antidilution rules require inclusion of preferred stock dividend in numerator of the fully diluted loss per share computation and exclusion of common stock equivalents and other dilutive shares from the denominator.