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                                   EXHIBIT 12

                  POLAROID CORPORATION AND SUBSIDIARY COMPANIES
                COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
                           (In Millions Except Ratios)

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<CAPTION>

                                                                                                                       Three Months
                                                                            Year Ended December                            Ended
                                                           ---------------------------------------------------------      March 28
                                                             1994        1995        1996        1997         1998         1999
                                                           ---------  --------     --------    --------     --------     --------
-<S>                                                       <C>         <C>         <C>         <C>          <C>          <C> 
Earnings/(loss):

Earnings/(loss)before income
  tax expense/benefit per
  consolidated statement of earnings                       $160.7     $(201.4)      $ 31.2      $(191.9)     $(38.9)       $ (47.4)

Add:
Interest expense                                             46.6        52.1         47.4         47.8        57.6           17.9
Portion of rent expense
 representative of an interest factor                        10.3        11.7          9.3         10.7        10.5            2.6
                                                           ------     -------       ------      -------      ------         ------

Adjusted earnings/(loss) before
 income tax expense/benefit                                $217.6     $(137.6)      $ 87.9      $(133.4)     $ 29.2        $ (26.9)
                                                           ------     -------       ------      -------      --------      -------
                                                           ------     -------       ------      -------      --------      -------
Fixed charges:

Interest expense                                           $ 46.6     $  52.1       $ 47.4      $  47.8      $   57.6      $  17.9
Portion of rent expense
 representative of an interest factor                        10.3        11.7          9.3         10.7          10.5          2.6
Capitalized interest                                          9.7         4.8          5.1          2.6           2.2          0.6
                                                           ------     -------       ------      -------      --------      -------

Total fixed charges                                        $ 66.6      $ 68.6       $ 61.8      $  61.1      $   70.3      $  21.1
                                                           ------     -------       ------      -------      --------      -------
                                                           ------     -------       ------      -------      --------      -------
Ratio of earnings to fixed charges                           3.3        N/A(a)       1.4(b)       N/A(c)         .4(d)       N/A(e)
                                                           ------     -------       ------      -------      --------      -------
                                                           ------     -------       ------      -------      --------      -------
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(a)      Earnings were insufficient to cover fixed charges by $206.2 million
         after giving effect to the pre-tax expense for restructuring and other
         charges of $247.0 million. Excluding the pre-tax restructuring and
         other charges, the ratio of earnings to fixed charges was 1.6.

(b)      In 1996, the Company recorded a pre-tax expense for restructuring and
         other special charges of $150.0 million ($7.0 million of which was
         recorded in cost of goods sold). Excluding the pre-tax restructuring
         and other special charges, the ratio of earnings to fixed charges was
         3.8.

(c)      Earnings were insufficient to cover fixed charges by $194.5 million
         after giving effect to the pre-tax expense for restructuring and other
         charges of $340.0 million ($16.5 million of which was recorded in cost
         of goods sold). Excluding the pre-tax restructuring and other charges,
         the ratio of earnings to fixed charges was 3.4.

(d)      Earnings were insufficient to cover fixed charges by $41.1 million
         after giving effect to the pre-tax expense for restructuring of $50.0
         million. Excluding the pre-tax restructuring, the ratio of earnings to
         fixed charges was 1.1.

(e)      Earnings were insufficient to cover fixed charges by $48.0 million.