EXHIBIT 12

                      W. R. GRACE & CO. AND SUBSIDIARIES
             COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND
             COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS
                          (in millions except ratios)
                                  (Unaudited)



                                                                                                            Nine Months Ended
                                                                 Years Ended December 31,                      September 30,
                                                     --------------------------------------------------   --------------------
                                                      1995 (b)   1994 (c)   1993 (d)   1992 (e)   1991     1996 (f)   1995 (g)
                                                     ---------  ---------  ---------  ---------  ------   ---------  ---------
                                                                                                
Net (loss)/income from continuing operations         $ (196.6)  $  (41.4)  $   19.1   $    1.4   $157.4   $  330.2   $   87.7
   Add/(deduct):
   (Benefit from)/provision for income taxes           (115.8)     (46.6)      10.1       79.9     99.1      190.4       33.6

   Income taxes of 50%-owned companies....                  -          -         .1        2.1      1.5          -          -

   Equity in unremitted losses/(earnings)
     of less than 50%-owned companies.....                 .8        (.6)       (.5)      (2.0)     (.9)        .1        (.7)

   Interest expense and related financing costs,
     including amortization of capitalized interest     179.8      138.5      122.7      162.7    209.6      139.1      127.8

   Estimated amount of rental expense
     deemed to represent the interest factor              8.5       10.1       11.3       14.0     12.7        8.5        7.7
                                                     ---------  ---------  ---------  ---------  ------   ---------  ---------
(Loss)/Income as adjusted.................           $ (123.3)  $   60.0   $  162.8   $  258.1   $479.4   $  668.3   $  256.1
                                                     =========  =========  =========  =========  ======   =========  =========

Combined fixed charges and preferred stock dividends:
   Interest expense and related financing costs,
     including capitalized interest.......           $  195.5   $  143.2   $  122.8   $  176.3   $224.5   $  154.2   $  138.9

   Estimated amount of rental expense
     deemed to represent the interest factor              8.5       10.1       11.3       14.0     12.7        8.5        7.7
                                                     ---------  ---------  ---------  ---------  ------   ---------  ---------

Fixed charges.............................              204.0      153.3      134.1      190.3    237.2      162.7      146.6

Preferred stock dividend requirements (a).                 .5         .5         .8         .8       .9         .6         .6
                                                     ---------  ---------  ---------  ---------  ------   ---------  ---------

Combined fixed charges and preferred
   stock dividends........................           $  204.5   $  153.8   $  134.9   $  191.1   $238.1   $  163.3   $  147.2
                                                     =========  =========  =========  =========  ======   =========  =========

Ratio of earnings to fixed charges...                    (h)        (h)        1.21       1.36     2.02       4.11       1.75
                                                     =========  =========  =========  =========  ======   =========  =========

Ratio of earnings to combined fixed charges
   and preferred stock dividends..........               (h)        (h)        1.21       1.35     2.01       4.09       1.74
                                                     =========  =========  =========  =========  ======   =========  =========


    (a) For each period with an income tax provision, the preferred stock
        dividend requirements are increased to include the pretax earnings
        required to cover such requirements based on Grace's effective tax
        rate for that period.
    (b) Includes pretax provisions of $275.0 for asbestos-related liabilities
        and insurance coverage; $220.0 relating to restructuring costs, asset
        impairments and other activities; $77.0 for environmental liabilities
        at former manufacturing sites; and $30.0 for corporate governance
        activities.
    (c) Includes a pretax provision of $316.0 relating to asbestos-related
        liabilities and insurance coverage.
    (d) Includes a pretax provision of $159.0 relating to asbestos-related
        liabilities and insurance coverage.
    (e) Includes a pretax provision of $140.0 relating to a fumed silica plant
        in Belgium.
    (f) Includes a pretax gain of $326.4 on the sales of businesses,
        principally the water treatment and process chemicals business, offset
        by a pretax provision of $53.7 relating to restructuring costs.
    (g) Includes pretax provisions of $44.3 relating to restructuring costs
        and $30.0 for corporate governance activities.
    (h) As a result of the losses incurred for the years ended December 31,
        1995 and 1994, Grace was unable to fully cover the indicated fixed
        charges.