EXHIBIT 11 AMBAC INC. AND SUBSIDIARIES STATEMENT RE COMPUTATION OF PER SHARE EARNINGS FOR THE YEARS ENDED DECEMBER 31, 1996, 1995 AND 1994 (DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS) 1996 1995 1994 ---------- --------- ---------- Net income.............................. $276,317 $167,595 $141,105 -------- -------- -------- Fully diluted shares: Average number of common shares outstanding.......................... 34,965 35,101 35,207 Assumed exercise of dilutive stock options (1).......................... 935 540 416 -------- -------- -------- 35,900 35,641 35,623 -------- -------- -------- Earnings per share assuming full dilution (2)........................... $ 7.70 $ 4.70 $ 3.96 ======== ======== ======== (1) As of December 31, 1996, approximately 2,175,000 stock options and restricted stock units had been granted and were outstanding. Based upon various exercise prices, the total consideration for the options and restricted stock units will be approximately $82.3 million. The dilution would be the equivalent of approximately 935,000 shares, using the Treasury Stock Method, based upon a market value of $66.38 per share. (2) In accordance with Accounting Principles Board Opinion No. 15, any reduction of less than 3% need not be considered as dilution. Accordingly, the Consolidated Statements of Operations on page 31 of the 1996 Annual Report to Stockholders reflect net income per common share of $7.90 for the year ended December 31, 1996. E-1