Exhibit 11 HILB, ROGAL AND HAMILTON COMPANY AND SUBSIDIARIES STATEMENT RE: COMPUTATION OF PER SHARE EARNINGS Year Ended December 31 __________________________________ 1996 1995 1994 PRIMARY: Average shares outstanding 13,493,255 14,470,407 14,778,304 Net effect of dilutive stock options-- based on the treasury stock method using average fair value 25,451 9,989 7,082 Net effect of guaranteed future shares to be issued in connection with an agency acquisition 7,076 Net effect of future shares to be issued in connection with an agency acquisition contingent upon performance 28,301 _________ __________ __________ Average number of shares as adjusted 13,554,083 14,480,396 14,785,386 ========== ========== ========== Net income $11,406,391 $11,828,910 $11,392,283 =========== =========== =========== Per share amount $.84 $.82 $.77 ==== ==== ==== FULLY DILUTED: Average shares outstanding 13,493,255 14,470,407 14,778,304 Net effect of dilutive stock options-- based on the treasury stock method using average fair value 25,451 27,458 7,344 Net effect of guaranteed future shares to be issued in connection with an agency acquisition 7,076 Net effect of future shares to be issued in connection with an agency acquisition contingent upon performance 56,603 ---------- ---------- ---------- Average number of shares as adjusted 13,582,385 14,497,865 14,785,648 ========== ========== ========== Net income $11,406,391 $11,828,910 $11,392,283 =========== =========== =========== Per share amount $.84 $.82 $.77 ==== ==== ==== Note: The per share amounts for each period presented above do not necessarily support amounts in the statement of consolidated income because common stock equivalents are less than 3% dilutive.