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                                                                      Exhibit 12

                       ROCKWELL INTERNATIONAL CORPORATION

                COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

                      THREE MONTHS ENDED DECEMBER 31, 1996

                          (In millions, except ratio)


                                                             
EARNINGS AVAILABLE FOR FIXED CHARGES:

   Income from continuing operations before income taxes....... $  290
   Adjustments:
      Undistributed income of affiliates.......................     (3)
      Minority interest in loss of subsidiaries................      3
                                                                ------
                                                                   290
                                                                ------

   Add fixed charges included in earnings:

      Interest expense.........................................      5
      Interest element of rentals..............................     15
                                                                ------
                                                                    20
                                                                ------

   Total earnings available for fixed charges.................. $  310
                                                                ======

FIXED CHARGES:

   Fixed charges included in earnings.......................... $   20
   Capitalized interest........................................      3
                                                                ------
      Total fixed charges...................................... $   23
                                                                ======

RATIO OF EARNINGS TO FIXED CHARGES (1).........................     13
                                                                ======



(1) In computing the ratio of earnings to fixed charges, earnings are defined
    as income from continuing operations before income taxes adjusted for
    minority interest in income or loss of subsidiaries, undistributed earnings
    of affiliates, and fixed charges exclusive of capitalized interest. Fixed
    charges consist of interest on borrowings and that portion of rentals
    deemed representative of the interest factor.