UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934


Rockwell International Corp.
(Name of Issuer)

Common Stock
(Title of Class of Securities)

773903109
(CUSIP Number)



Check the appropriate box to designate the rule pursuant to which this 
Schedule is filed:

     [X] Rule 13d-1(b)
     [ ] Rule 13d-1(c)
     [ ] Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting 
person's initial filing on this form with respect to the subject class 
of securities, and for any subsequent amendment containing information 
which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not 
be deemed to be "filed" for the purpose of Section 18 of the Securities 
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of 
that section of the Act but shall be subject to all other provisions of 
the Act (however, see the Notes).


                                   13G

CUSIP NO.  773903109


1)        NAME OF REPORTING PERSON
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            Wells Fargo & Company (formerly known as Norwest 
            Corporation)*
 
2)        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a)  [ ]
                                                               (b)  [ ]
3)        SEC USE ONLY

4)        CITIZENSHIP OR PLACE OF ORGANIZATION

            Delaware

NUMBER OF          (5)  SOLE VOTING POWER
SHARES                    235,088      
BENEFICIALLY       (6)  SHARED VOTING POWER
OWNED BY                  17,507
EACH               (7)  SOLE DISPOSITIVE POWER
REPORTING                 51,892
PERSON             (8)  SHARED DISPOSITIVE POWER
WITH                       204,391

9)         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
             267,128

10)        CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN 
           SHARES

11)        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
             Less than 5%

12)        TYPE OF REPORTING PERSON

             HC
_____________
* On November 2, 1998, Wells Fargo & Company merged into WFC Holdings 
Corporation, a wholly-owned subsidiary of Norwest Corporation.  WFC 
Holdings Corporation was the surviving company in the merger.  Immediately 
after the merger, Norwest Corporation changed its name to Wells Fargo & 
Company (Wells Fargo-post-merger).

Wells Fargo-post merger is filing this report on behalf of certain 
of its subsidiaries, including Wells Fargo Bank, N.A..  This report 
amends any previous reports filed by or on behalf of Wells Fargo 
Bank, N.A..

                                   13G

CUSIP NO. 773903109


1)        NAME OF REPORTING PERSON
          S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            Wells Fargo Bank, N.A.*
 
2)        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a)  [ ]
                                                               (b)  [ ]
3)        SEC USE ONLY

4)        CITIZENSHIP OR PLACE OF ORGANIZATION

            United States of America

NUMBER OF          (5)  SOLE VOTING POWER
SHARES                    164,958      
BENEFICIALLY       (6)  SHARED VOTING POWER
OWNED BY                  17,507
EACH               (7)  SOLE DISPOSITIVE POWER
REPORTING                 0
PERSON             (8)  SHARED DISPOSITIVE POWER
WITH                      197,025

9)         AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
             197,025

10)        CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN 
           SHARES

11)        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
             Less than 5%

12)        TYPE OF REPORTING PERSON

             BK
_____________
* On November 2, 1998, Wells Fargo & Company merged into WFC Holdings 
Corporation, a wholly-owned subsidiary of Norwest Corporation.  WFC 
Holdings Corporation was the surviving company in the merger.  Immediately 
after the merger, Norwest Corporation changed its name to Wells Fargo & 
Company (Wells Fargo-post-merger).

Wells Fargo-post merger is filing this report on behalf of certain 
of its subsidiaries, including Wells Fargo Bank, N.A..  This report 
amends any previous reports filed by or on behalf of Wells Fargo 
Bank, N.A..

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

SCHEDULE 13G
Under the Securities Exchange Act of 1934


DISCLAIMER:  Information in this Schedule 13G is provided solely for 
the purpose of complying with Sections 13(d) and 13(g) of the Act and 
regulations promulgated thereunder, and is not to be construed as an 
admission that Wells Fargo & Company or any of its subsidiaries is the 
beneficial owner of the securities covered by this Schedule 13G for any 
purpose whatsoever.

Item 1(a)  Name of Issuer:

           Rockwell International Corp.

Item 1(b)  Address of Issuer's Principal Executive Offices:

           600 Anton Boulevard, Suite 700
           Costa Mesa, CA 92626-7147
 
Item 2(a)  Name of Person Filing:

           1.  Wells Fargo & Company
           2.  Wells Fargo Bank, N.A. 

Item 2(b)  Address of Principal Business Office:

           1.  Wells Fargo & Company
               420 Montgomery Street
               San Francisco, CA  94104

           2.  Wells Fargo Bank, N.A.
               343 Sansome Street, 3rd Floor
               San Francisco, California 94163
               
Item 2(c)  Citizenship:

           1.  Wells Fargo & Company:  Delaware
           2.  Wells Fargo Bank, N.A.:  United States

Item 2(d)  Title of Class of Securities:

           Common Stock

Item 2(e)  CUSIP Number:

           773903109


Item 3     The person filing is a:

           1.  Wells Fargo & Company:  Parent Holding Company in
               accordance with 240.13d-1(b)(1)(ii)(G)
           2.  Wells Fargo Bank, N.A.:  Bank as defined in Section 
               3(a)(6) of the Act

Item 4     Ownership:

           See Items 5-11 of each cover page

Item 5     Ownership of Five Percent or Less of a Class:

           If this statement is being filed to report the fact that as
           of the date hereof the reporting persons have ceased to be
           beneficial owners of more than five percent of the class of
           securities, check the following [x].

Item 6     Ownership of More than Five Percent on Behalf of Another 
           Person:

           Not applicable. 

Item 7     Identification and Classification of the Subsidiary Which 
           Acquired the Security Being Reported on by the Parent
           Holding Company:

           See Attachment A

Item 8     Identification and Classification of Members of the Group:

           Not Applicable

Item 9     Notice of Dissolution of Group:

           Not Applicable


Item 10    Certification:

           By signing below, I certify that, to the best of my
           knowledge and belief, the securities referred to above were
           acquired in the ordinary course of business and were not
           acquired for the purpose of and do not have the effect of
           changing or influencing the control of the issuer of such
           securities and were not acquired in connection with or as a
           participant in any transaction having such purposes or
           effect.

Signature.

After reasonable inquiry and to the best of my knowledge and belief, I 
certify that the information set forth in this statement is true, 
complete, and correct.

Date:  February 12, 1999

WELLS FARGO & COMPANY



By:  /s/ Laurel A. Holschuh
         Laurel A. Holschuh, Senior Vice President
          and Secretary


AGREEMENT


The undersigned hereby agree that the statement on Schedule 13G to 
which this Agreement is attached shall be filed by Wells Fargo & 
Company on its own behalf and on behalf of Wells Fargo Bank, N.A.

Dated:  February 12, 1999 

WELLS FARGO & COMPANY



By:  /s/ Laurel A. Holschuh
         Laurel A. Holschuh, Senior Vice President
          and Secretary

WELLS FARGO BANK, N.A.



By:  /s/ Theodore N. Monohon
         Theodore N. Monohon
          Vice President





ATTACHMENT A

The Schedule 13G to which this attachment is appended is filed by Wells 
Fargo & Company on behalf of the following subsidiaries:

     Wells Fargo Bank, N.A.(1)
     Norwest Bank Arizona, N.A(1)
     Norwest Bank Colorado, N.A.(1)
     Norwest Bank Illinois, N.A.(1)
     Norwest Bank Indiana, N.A.(1)
     Norwest Bank Iowa, N.A.(1)
     Norwest Bank Minnesota, N.A.(1)
     Norwest Bank Minnesota North, N.A.(1)
     Norwest Bank Montana, N.A.(1)
     Norwest Bank Nebraska, N.A.(1)
     Norwest Bank South Dakota, N.A.(1)
     Norwest Bank Wisconsin, N.A.(1)


__________________

(1)  Classified as a bank in accordance with Regulation 13d-
1(b)(1)(ii)(B).