EXHIBIT 12


COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES 





                                                                                                    Nine Months     Three Months 
                                                                                                          Ended            Ended 
                                                                                                   September 30     September 30 
(Dollars in Thousands)                                                                                     1994             1994 
                                                                                                                  
EARNINGS 
 1.    Net income                                                                                      $309,300         $108,100 
 2.    Applicable income taxes                                                                          187,000           67,600 
 3.    Net income before taxes (1 + 2)                                                                 $496,300         $175,700 
 4.    Fixed charges: 
       a.     Interest expense excluding interest on deposits                                          $118,200         $ 51,800 
              Portion of rents representative of interest and amortization of debt 
       b.     expense                                                                                    19,003            5,585 
       c.     Fixed charges excluding interest on deposits (4a + 4b)                                    137,203           57,385 
       d.     Interest on deposits                                                                      268,300           93,900 
       e.     Fixed charges including interest on deposits (4c + 4d)                                   $405,503         $151,285 
 5.    Amortization of interest capitalized                                                            $  3,551         $  1,168 
 6.    Earnings excluding interest on deposits (3 + 4c + 5)                                             637,054          234,253 
 7.    Earnings including interest on deposits (3 + 4e + 5)                                             905,354          328,153 
 8.    Fixed charges excluding interest on deposits (4c)                                                137,203           57,385 
 9.    Fixed charges including interest on deposits (4e)                                                405,503          151,285 
RATIO OF EARNINGS TO FIXED CHARGES 
10.    Excluding interest on deposits (line 6/line 8)                                                      4.64             4.08 
11.    Including interest on deposits (line 7/line 9)                                                      2.23             2.17 


First Bank System 
P.O. Box 522 
Minneapolis, Minnesota 
55480 

First Class 
U.S. Postage 
PAID 
Permit No. 2440 
Minneapolis, MN 

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