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                                                                      EXHIBIT 11



NOISE CANCELLATION TECHNOLOGIES, INC. AND SUBSIDIARIES
Computation of Net (Loss) Per Share


                                                                            (In thousands, except per share amounts)
                                                                           
                                                                                 Nine months ended September 30,
                                                                               ----------------------------------
PRIMARY                                                                            1994                 1995
                                                                                                       
Net (loss)                                                                       ($14,468)            ($4,802)   
   Less: reduction of interest expense or interest                                                              
   earned attributable  to utilization of assumed                                                               
   proceeds from exercise of options and warrants                                                               
   in excess of amounts required to repurchase                                                                  
   20% of the outstanding common stock at average                                                               
   market price                                                                                                 
                                                                                ----------          ----------
   ADJUSTED NET (LOSS)                                                           ($14,468)            ($4,802)  
                                                                                ==========          ===========
Weighted average number of shares outstanding.                                     81,970              86,804  
   Add: common equivalent shares (determined using                                                              
   the Treasury Stock method) representing shares                                                               
   issuable  upon assumed exercise of options and                                                               
   warrants in excess of average market price                                       5,457               5,624  
                                                                                                                
Shares issuable upon conversion of Series B                                                                     
   preferred shares                                                                     -                   -  
                                                                                ----------          ----------- 
   SHARES USED FOR COMPUTATION                                                     87,427              92,428  
                                                                                ==========          ===========
                                                                                                                
   PRIMARY NET (LOSS) PER SHARE                                                    ($0.17)             ($0.05)  
                                                                                ==========          ===========
                                                                                                                
              FULLY DILUTED                                                                                     
Net (loss)                                                                       ($14,468)            ($4,802)  
   Less: reduction of interest expense or interest                                                               
   earned attributable  to utilization of assumed                                                               
   proceeds from exercise of options and warrants                                                               
   in excess of amounts required to repurchase                                                                  
   20% of the outstanding common stock at quarter-end                                                           
   market price if greater than average market price                            ----------          -----------  
   ADJUSTED NET (LOSS)                                                           ($14,468)            ($4,802)   
                                                                                ==========          ===========  
                                                                                                                
Weighted average number of shares outstanding.                                     81,970              86,804  
   Add: common equivalent shares (determined using                                                              
   the Treasury Stock method) representing shares                                                               
   issuable  upon assumed exercise of options and                                                               
   warrants in excess of year-end market price                                                                  
   if greater than average market price                                             5,457               4,218  
                                                                                                                
Shares issuable upon conversion of Series B                                                                     
   preferred shares                                                                     -                   -  
                                                                                ----------          ----------- 
   SHARES USED FOR COMPUTATION                                                     87,427              91,022  
                                                                                ==========          ===========
                                                                                                    
FULLY DILUTED NET (LOSS) PER SHARE                                                 ($0.17)             ($0.05)  
                                                                                ==========          ===========