##### 



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|EXHIBIT 12:
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|                                                                                                                                          |  |                                         |           |      |  |      |           |      |  |      |           |   |  |   |           |   |  |   |           |   |  |  |  | 
|----------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------------------- | --------- | ---- |  | ---- | --------- | ---- |  | ---- | --------- | - |  | - | --------- | - |  | - | --------- | - |  |  |  | 
|                                                                                                                                          |  | For the Year Ended
        December 31,
|                                                                                                                                          |  |                                        
|                                                                                                                                          |  | 2002                                    |           | 2001 |  | 2000 |           | 1999 |  | 1998 |           |  
|                                                                                                                                          |  |                                         |           |      |  |      |           |      |  |      |           |  
|INCLUDING
          INTEREST ON DEPOSITS                                                                                                  |  |                                         |           |      |  |      |           |      |  |      |           |   |  |   |           |   |  |   |           |   |  |  |  | 
|Earnings:                                                                                                                                 |  |                                         |           |      |  |      |           |      |  |      |           |   |  |   |           |   |  |   |           |   |  |  |  | 
|Income
          before income taxes                                                                                                      |  | $                                       | 2,785,416 |      |  | $    | 2,715,210 |      |  | $    | 2,120,407 |   |  | $ | 1,654,964 |   |  | $ | 1,254,065 |   |  |  |  | 
|Fixed
          charges                                                                                                                   |  |                                         | 1,616,123 |      |  |      | 1,826,355 |      |  |      | 1,702,953 |   |  |   | 1,341,993 |   |  |   | 1,238,596 |   |  |  |  | 
|Interest
          capitalized during period, net of amortization of previously capitalized
          interest                            |  |                                         | (8,642    | )    |  |      | (6,334    | )    |  |      | (3,490    | ) |  |   | (2,949    | ) |  |   | (5,400    | ) |  |  |  | 
|                                                                                                                                          |  |                                        
|Earnings,
          for computation purposes                                                                                              |  | $                                       | 4,392,897 |      |  | $    | 4,535,231 |      |  | $    | 3,819,870 |   |  | $ | 2,994,008 |   |  | $ | 2,487,261 |   |  |  |  | 
|                                                                                                                                          |  |                                        
|Fixed
          Charges and Preferred Stock Dividend Requirements:                                                                        |  |                                         |           |      |  |      |           |      |  |      |           |   |  |   |           |   |  |   |           |   |  |  |  | 
|Interest
          on deposits, short-term borrowings, and long-term debt and bank notes,
          expensed or capitalized               |  | $                                       | 1,612,883 |      |  | $    | 1,820,967 |      |  | $    | 1,695,735 |   |  | $ | 1,331,860 |   |  | $ | 1,229,503 |   |  |  |  | 
|Portion
          of rents representative of the interest factor                                                                          |  |                                         | 3,240     |      |  |      | 5,388     |      |  |      | 7,218     |   |  |   | 10,133    |   |  |   | 9,093     |   |  |  |  | 
|                                                                                                                                          |  |                                        
|Fixed
          charges                                                                                                                   |  |                                         | 1,616,123 |      |  |      | 1,826,355 |      |  |      | 1,702,953 |   |  |   | 1,341,993 |   |  |   | 1,238,596 |   |  |  |  | 
|Preferred
          stock dividend requirements                                                                                           |  |                                         | 22,363    |      |  |      | 22,663    |      |  |      | 23,706    |   |  |   | 23,123    |   |  |   | 23,089    |   |  |  |  | 
|                                                                                                                                          |  |                                        
|Fixed
          charges and preferred stock dividend requirements, including interest
          on deposits, for computation purposes     |  | $                                       | 1,638,486 |      |  | $    | 1,849,018 |      |  | $    | 1,726,659 |   |  | $ | 1,365,116 |   |  | $ | 1,261,685 |   |  |  |  | 
|                                                                                                                                          |  |                                        
|Ratio
          of earnings to combined fixed charges and preferred stock dividend requirements,
          including interest on deposits |  |                                         | 2.68      |      |  |      | 2.45      |      |  |      | 2.21      |   |  |   | 2.19      |   |  |   | 1.97      |   |  |  |  | 
|EXCLUDING
          INTEREST ON DEPOSITS                                                                                                  |  |                                         |           |      |  |      |           |      |  |      |           |   |  |   |           |   |  |   |           |   |  |  |  | 
|Earnings:                                                                                                                                 |  |                                         |           |      |  |      |           |      |  |      |           |   |  |   |           |   |  |   |           |   |  |  |  | 
|Income
          before income taxes                                                                                                      |  | $                                       | 2,785,416 |      |  | $    | 2,715,210 |      |  | $    | 2,120,407 |   |  | $ | 1,654,964 |   |  | $ | 1,254,065 |   |  |  |  | 
|Fixed
          charges                                                                                                                   |  |                                         | 360,596   |      |  |      | 381,649   |      |  |      | 442,378   |   |  |   | 422,567   |   |  |   | 422,492   |   |  |  |  | 
|Interest
          capitalized during period, net of amortization of previously capitalized
          interest                            |  |                                         | (8,663    | )    |  |      | (6,355    | )    |  |      | (3,511    | ) |  |   | (2,970    | ) |  |   | (5,421    | ) |  |  |  | 
|                                                                                                                                          |  |                                        
|Earnings,
          for computation purposes                                                                                              |  | $                                       | 3,137,349 |      |  | $    | 3,090,504 |      |  | $    | 2,559,274 |   |  | $ | 2,074,561 |   |  | $ | 1,671,136 |   |  |  |  | 
|                                                                                                                                          |  |                                        
|Fixed
          Charges and Preferred Stock Dividend Requirements:                                                                        |  |                                         |           |      |  |      |           |      |  |      |           |   |  |   |           |   |  |   |           |   |  |  |  | 
|Interest
          on short-term borrowings and long-term debt and bank notes, expensed
          or capitalized                          |  | $                                       | 357,356   |      |  | $    | 376,261   |      |  | $    | 435,160   |   |  | $ | 412,434   |   |  | $ | 413,399   |   |  |  |  | 
|Portion
          of rents representative of the interest factor                                                                          |  |                                         | 3,240     |      |  |      | 5,388     |      |  |      | 7,218     |   |  |   | 10,133    |   |  |   | 9,093     |   |  |  |  | 
|                                                                                                                                          |  |                                        
|Fixed
          charges                                                                                                                   |  |                                         | 360,596   |      |  |      | 381,649   |      |  |      | 442,378   |   |  |   | 422,567   |   |  |   | 422,492   |   |  |  |  | 
|Preferred
          stock dividend requirements                                                                                           |  |                                         | 22,363    |      |  |      | 22,663    |      |  |      | 23,706    |   |  |   | 23,123    |   |  |   | 23,089    |   |  |  |  | 
|                                                                                                                                          |  |                                        
|Fixed
          charges and preferred stock dividend requirements, excluding interest
          on deposits, for computation purposes     |  | $                                       | 382,959   |      |  | $    | 404,312   |      |  | $    | 466,084   |   |  | $ | 445,690   |   |  | $ | 445,581   |   |  |  |  | 
|                                                                                                                                          |  |                                        
|Ratio
          of earnings to combined fixed charges and preferred stock dividend requirements,
          excluding interest on deposits |  |                                         | 8.19      |      |  |      | 7.64      |      |  |      | 5.49      |   |  |   | 4.65      |   |  |   | 3.75      |   |  |  |  | 

The ratio of earnings to combined fixed charges and preferred stock dividend requirements is computed by dividing (i) income before income taxes
and fixed charges less interest capitalized during such period, net of amortization of previously capitalized interest, by (ii) fixed charges and preferred
stock dividend requirements. Fixed charges consist of interest, expensed or capitalized, on borrowings (including or excluding deposits, as
applicable), and the portion of rental expense which is deemed representative of interest. The preferred stock dividend requirements represent the
pretax earnings which would have been required to cover such dividend requirements on the Corporations preferred stock outstanding.