<PAGE>
EXHIBIT 12
CONAGRA, INC. AND SUBSIDIARIES
Computation of Ratios of Earnings to Fixed Charges and of
Earnings to Combined Fixed Charges and Preferred Stock Dividends
(Dollars in millions)
<TABLE>
<CAPTION>
Fiscal Year Ended
------------------------------------------------------------------------
1996 1997 1998 1999 2000
---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Fixed Charges As Defined:
Interest expense $ 365.5 $ 353.1 $ 368.9 $ 368.3 $ 351.3
Capitalized interest 5.8 11.2 11.4 6.9 5.5
Interest in cost of goods sold 27.5 21.8 19.1 20.0 31.4
Preferred distributions of subsidiary 43.5 44.2 44.3 41.4 43.0
One third of non-cancelable lease rent 40.6 37.7 38.8 39.8 33.5
---------- ---------- ---------- ---------- ----------
Total fixed charges (A) 482.9 468.0 482.5 476.4 464.7
Add preferred stock dividends of the Company 14.6 - - - -
---------- ---------- ---------- ---------- ----------
Total fixed charges and preferred stock
dividends (B) $ 497.5 $ 468.0 $ 482.5 $ 476.4 $ 464.7
========== ========== ========== ========== ==========
Earnings as Defined:
Pretax income after elimination of
undistributed earnings of equity method
investees $ 437.8 $ 1,043.6 $ 1,020.8 $ 668.9 $ 654.1
Add fixed charges 497.5 468.0 482.5 476.4 464.7
Less capitalized interest (5.8) (11.2) (11.4) (6.9) (5.5)
---------- ---------- ---------- ---------- ----------
Earnings and fixed charges (C) $ 929.5 $ 1,500.4 $ 1,491.9 $ 1,138.4 $ 1,113.3
========== ========== ========= ========== ==========
Ratio of earnings to fixed charges (C/A) 1.9* 3.2 3.1 2.4** 2.4***
Ratio of earnings to combined fixed charges and
preferred stock dividends (C/B) 1.9* 3.2 3.1 2.4** 2.4***
</TABLE>
* In 1996, pretax income includes restructuring charges of $507.8 million.
Excluding the charges, the "ratio of earnings to fixed charges" and the
"ratio of earnings to combined fixed charges and preferred stock dividends"
were 3.0 and 2.9, respectively. See Note 2 on page 41 of the Company's 1996
Annual Report to Stockholders.
** In 1999, pretax income includes restructuring charges of $440.8 million.
Excluding the charges, the "ratio of earnings to fixed charges" and the
"ratio of earnings to combined fixed charges and preferred stock dividends"
were 3.3. See Note 3 on pages 45 and 46 of the Company's 2000 Annual Report
to Stockholders.
*** In 2000, pretax income includes restructuring and restructuring-related
charges of $621.4 million. Excluding the charges, the "ratio of earnings to
fixed charges" and the "ratio of earnings to combined fixed charges and
preferred stock dividends" were 3.7. See Note 3 on pages 45 and 46 of the
Company's 2000 Annual Report to Stockholders.
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