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Stockholders and stockholders’ representatives,
ladies and gentlemen:

I would like to welcome you on behalf of the entire Board of Management. I’m pleased to present our results to you for the first time as Chairman of the Board of Management.

I worked closely with Werner Wenning on the Board of Management before he handed over the chairmanship on October 1, 2010. That gave me a good start. And the other new members of our management team have also embarked on their tasks with enthusiasm: Sandra Peterson at the helm of Bayer CropScience, Jörg Reinhardt at Bayer HealthCare, and of course Werner Baumann, the Chief Financial Officer of Bayer AG. We are confident that together with Wolfgang Plischke and Richard Pott – our established colleagues on the Board of Management – and Bayer MaterialScience Chairman Patrick Thomas, we have all the skills needed for a strong team.

Ladies and gentlemen, having now served on the Board of Management for nearly a year and a half, I can say from personal experience that Bayer is a great company. Our mission sums it up: “Bayer: “Science For A Better Life.”

In other words: we stand for innovation for the benefit of many people. That innovation is certainly needed, because the global population is forecast to grow to more than 9 billion by 2050 – and life expectancy is rising.

The demand for health care will therefore increase considerably. And our HealthCare business addresses this trend.

It is also essential to ensure the supply of healthy food for the growing world population – despite the limited amount of arable land. Our CropScience business offers ways to increase agricultural productivity.

And it is important to use energy and resources more efficiently, especially given the increase in living standards in the emerging countries. This is where our MaterialScience business, with its high-tech products, has many contributions to make.

And we as a company also need innovations that we can successfully commercialize. Innovation is our lifeblood and safeguards our long-term success. That’s why I see it as my fundamental duty as Chairman of the Board of Management to do everything I can to promote Bayer’s innovative potential.

We will therefore continue to expand our existing strengths:

- our successful products and our innovative product pipeline;

- our global alignment and the good position we hold in the emerging markets;

- the great dedication of our employees;

- and the world-class Bayer brand.

Over the past few months, however, we have also identified some things we can improve. And improve them we must, because our business environment is rapidly changing.

Specifically, I’m talking about

- making Bayer more international;

- streamlining and speeding up our administration processes – for example by making more decisions at the local level rather than centrally;

- and getting better at marketing our high-quality, innovative products.

Our basic goal is to make Bayer a world-class innovative company. My report today will focus on the strengths and improvement potentials I just mentioned.

But let me start by looking back on our performance in 2010. Please note that all the sales variations I mention today are adjusted for currency and portfolio effects. This gives us an objective picture and facilitates comparison.


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2010 was a good year for us overall.

First: as you can see on the left, we had sales of EUR 35.1 billion, the highest figure in Bayer’s history.

Second: EBITDA before special items rose by 10 percent to more than EUR 7 billion. However, the underlying EBITDA margin declined by half a percentage point. You can see that further to the right.

And third: core earnings per share rose by 15 percent to EUR 4.19.

What do these figures mean? Let’s get to the good news first: the crisis year 2009 was difficult for us, too, especially because of its negative impact on MaterialScience. Compared to that, Bayer’s operating performance in 2010 was back on track. We reached our targets for the Group.

For that I would like to expressly thank our employees throughout the world. And I trust I may do that on your behalf as well.

But what are the negative aspects? As we’ve seen, our margin declined and we did not operate as profitably as in 2009 – even though 2009 was a crisis year. Here we can see a negative trend. We have to improve in this area if we are to have sufficient funds for future investment.

The year 2010 was marked by factors we could not have predicted, which are shown on the right. A very positive development was that MaterialScience emerged from the crisis better and faster than expected. A negative factor, however, was that HealthCare and CropScience did not meet our expectations. A second positive factor was currency effects, which boosted EBITDA before special items by more than EUR 400 million.

Ladies and gentlemen, let’s take a look at some other key data for last year. Net income receded by 4.3 percent to EUR 1.3 billion. That was because earnings were diminished by high special charges of EUR 1.7 billion. These charges resulted mainly from asset impairments and from litigations.


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The write-down on the Schering name accounted for a major part of the asset impairments. We also adjusted the carrying amounts of various development projects and products in Pharmaceuticals.

The largest share of the expenses for litigations was due to lawsuits in the United States relating to genetically modified rice, known as LL Rice. Charges have already been incurred here on the basis of decisions issued and settlements reached.

As far as the cases still pending are concerned, provisions have been established for legal and defense costs and an intended settlement program. We will continue to defend ourselves vigorously in cases where a settlement involving reasonable compensation is not possible.

We also took charges relating to lawsuits in the United States alleging damage caused to users’ health by our products Yasmin™ and YAZ™ and certain generic versions of these products.

We believe we have meritorious defenses and intend to defend ourselves vigorously. Accounting measures have been taken for anticipated defense costs.

A very pleasing development, on the other hand, was the EUR 1.8 billion reduction in net financial debt to EUR 7.9 billion. In this connection, we are also pleased that the rating agency Standard & Poor´s last week confirmed our good credit standing. And Bayer’s outlook was raised from “negative” to “stable.”

This positive development was partly the result of our good working capital management in 2010. The funds that we freed up enabled us to reduce debt. This is very important as it provides the financial headroom for external growth in the form of acquisitions or partnerships.

Equally important, ladies and gentlemen, is our innovative capability, which I have already mentioned today as being Bayer’s great strength. We therefore increased our research and development spending by 11 percent in 2010 to a record EUR 3.1 billion.


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That concludes our look at the Group as a whole. The next three slides summarize developments in our subgroups. Here I will confine myself to a few core statements.

Let’s start with HealthCare. On the left you can see that sales rose slightly to EUR 16.9 billion in 2010. This was largely due to the positive trend in the Consumer Health segment. At Pharmaceuticals, on the other hand, business was up by only 0.9 percent. EBITDA before special items for HealthCare as a whole dropped to EUR 4.4 billion. And the underlying EBITDA margin – which you can see further to the right – fell considerably to 26 percent.

So what are the key factors for HealthCare? First of all, one of our strengths is a well-stocked pipeline. In other words, we have new products that are well along in their development and that we intend to bring to market within the next few years. There are a number of examples, and I will talk about a few of them in a moment. Another positive factor is our good position in the emerging markets, especially in Latin America and Asia. There our HealthCare business grew strongly once again.

A negative factor, however, is the intense generic competition for a number of our products. To give you an example, total sales of our YAZ™ family of contraceptives were down by around 18 percent in 2010 for this reason – that’s a decline in revenue of almost EUR 170 million. This is significant, because YAZ™ was the top-selling product of our Pharmaceuticals Division as recently as 2009.

The health system reforms are also holding us back. Many countries are introducing price reductions or mandatory rebates on medicines. These amount to 16 percent in Germany, for example. That means that every time we sell a product for EUR 10, we only actually receive 8 euros and 40 cents. Similar measures in many countries diminished our earnings by some EUR 160 million.


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That brings us to our CropScience subgroup, which had a disappointing year in 2010. Sales declined to EUR 6.8 billion. Although business in the Environmental Science, BioScience segment expanded by a gratifying 15.6 percent, sales in the larger Crop Protection segment were down, at EUR 5.5 billion. As a result, EBITDA before special items dropped by a substantial 14.3 percent overall. And the underlying EBITDA margin fell by more than 4 percentage points, as you can see to the right.

What are the paramount factors here? A positive aspect is the well-stocked development pipeline in the Crop Protection segment – our agrochemicals business. Also especially encouraging was the 27 percent growth in the BioScience unit, our seed and plant traits business. This is significant, because these technologies are becoming increasingly important in the market.

What were the negative factors? First, Crop Protection had a shrinking market to contend with in 2010. Heavy generic competition led to a significant drop in prices, especially for herbicides. On top of this came adverse weather conditions in nearly all regions. Our customers – the farmers – therefore earned less and had less money to spend on our products.


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Now let’s move on to a brighter aspect. This slide shows the tremendous comeback by MaterialScience. Sales advanced more strongly than expected compared to the crisis year 2009, reaching EUR 10.2 billion. EBITDA before special items tripled compared to the previous year. And the underlying EBITDA margin increased by a clear 7.5 percentage points.


So all in all, these were very good numbers. The main reasons were higher demand from the automotive and the electrical and electronics industries, as well as from the construction sector in Asia. Our volumes were back to the pre-crisis level of 2008. Hopefully our prices can soon follow suit.

The past three years have again made one thing very clear: our MaterialScience business is particularly dependent on the state of the economy. But because we continued to increase our capacities during the crisis, we are now able to benefit from the upswing faster than many other companies.

A major factor here are the constructive agreements reached with our partners on the employee side. Thanks to flexible solutions regarding working hours and salaries, we were able to retain employees and quickly emerge from the crisis.


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Now let’s move on to our stock. The slide shows how Bayer stock performed both in 2010 and in the period since 2006, including dividends. You can see on the left that the DAX gained 16 percent in 2010. Our share price unfortunately couldn’t keep up with the index and rose by only 2 percent.

From the table on the right, however, you can see the long-term strength of Bayer stock.
If we look at the five-year period since 2006, we were level with the EURO STOXX
Chemicals index and above the other indices. And including the dividend, we see there was a good annual return of 12.4 percent.


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Ladies and gentlemen, that concludes my review of Bayer’s performance in 2010. Now let me come to the dividend:

- We are proposing to the Annual Stockholders’ Meeting – in other words, to you, our stockholders – that the dividend be increased to EUR 1.50 per share.

- That’s a further increase of 10 cents compared with 2009.

This enables you, our stockholders, to appropriately benefit from the improvement in the Group’s operating performance in 2010. And it’s a sign of our optimism for the future.


So much for the past year. Now let’s take a look at the first quarter of 2011. We got off to a good start this year. Group sales amounted to EUR 9.4 billion. This represents a strong gain of 10 percent. EBIT – in other words the operating result – rose by only 4 percent to EUR 1.1 billion. By contrast, EBITDA before special items improved by 22 percent to EUR 2.2 billion.


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This was because we again had to take substantial special charges of EUR 442 million. These comprised provisions totaling EUR 248 million for the announced restructuring measures at CropScience and HealthCare, along with EUR 194 million for the ongoing litigation relating to LL Rice, which I already mentioned. We hope this subject is now dealt with to a large extent.

We raised net income by 8 percent to EUR 684 million, and core earnings per share by 28 percent to EUR 1.45.

These improvements were mainly attributable to the good start to the season at CropScience, where we are seeing significant volume growth. HealthCare performed solidly in the first quarter, with the Consumer Health business developing particularly well. Here we benefited from currency effects. And at MaterialScience, the positive trend continued in the first quarter in spite of higher raw material and energy prices.

That means we are seeing improvements in sales and earnings in all three subgroups. But we must also put this into perspective.We should not forget that the comparison is with the first quarter of 2010, which was relatively weak overall, with MaterialScience still hampered by the effects of the crisis.

What does this mean for our outlook? We are raising the Group sales and earnings forecast for 2011. The main reason for this is that we anticipate a better year for the CropScience business. We now expect Group sales to increase by between 5 and 7 percent in 2011, rather than between 4 and 6 percent as previously communicated. We aim to increase EBITDA before special items to more than EUR 7.5 billion, rather than just toward EUR 7.5 billion. And we now expect core earnings per share to improve by about 15 percent, rather than by about 10 percent as previously forecast.


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We can confirm our targets for 2012. If the economic environment remains positive, we expect sales to grow by approximately 5 percent on an adjusted basis. And in 2012 we plan to achieve EBITDA before special items of approximately EUR 8 billion and core earnings per share of around EUR 5.

We expect our research and development expenditures in 2011 to match the record EUR 3.1 billion spent in 2010. This is not a matter of course, especially as a number of cost-intensive clinical studies in our Pharmaceuticals Division are coming to an end. Through 2013 we aim to invest some EUR 15 billion in our future – a substantial amount. Research and development will account for about two thirds of this figure, and capital expenditures for one third.

The savings program we announced is also partly related to this. After all, of the approximately EUR 800 million per year to be saved starting in 2013, we will reinvest EUR 400 million. Some of this money will be spent to improve our innovative capability. This includes not just research and development, but also the commercialization of new products – especially at HealthCare and CropScience. That’s because although our products are good, they don’t sell themselves automatically as some people believe.

I mentioned at the beginning that we see room for improvement in this respect. We are also investing in growth areas, such as the emerging markets, because that’s where our current product portfolio has the greatest potential. I’ll address this in more detail in a minute.

The further savings are intended to improve our earning power. Because we need to reverse the negative trend in our margin, as I mentioned earlier. Unfortunately, this program also involves cutting jobs. However, our talks with the Works Council in Germany are proceeding constructively. We have already identified and discussed a number of measures. But the most important thing is that we have agreed on a reliable framework for making socially responsible adjustments. That means we are continuing the tradition of constructive cooperation between the company and its employees.


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This slide shows the partly adjusted outlook for the subgroups in detail. Today I would just like to briefly explain the key factors for our businesses, starting with HealthCare. Overall we are planning a small improvement in both sales and earnings of HealthCare in 2011.

- In the Pharmaceuticals segment we continue to face challenges, such as the pressure from generics. There we are likely to grow more slowly than our competitors this year. Hopefully this will change from 2012, when we start introducing new products to the market. For example, Xarelto in new, chronic indications such as stroke prophylaxis.

- In the Consumer Health segment, we expect to grow faster than the market –
especially in light of the increased demand in the United States.

As I just explained, 2010 was a very difficult year for CropScience. But we anticipate a more favorable environment in 2011. This means that

- we are aiming to halt the negative trend in the conventional crop protection business;

- and at BioScience – in other words the seed and plant traits business – we intend to expand our position.

We expect to grow sales by a high-single-digit percentage on an adjusted basis. And we plan to expand EBITDA before special items by about 20 percent.

At MaterialScience, too, we anticipate a further improvement in 2011. However, we will probably not be able to maintain the pace achieved in 2010 after the crisis. We expect to be able to pass on the entire raw material cost increases in higher prices, and plan to raise sales by a high-single-digit percentage. And we expect EBITDA before special items to increase at a higher rate than sales.

Ladies and gentlemen, our overall financial targets for 2011 and 2012 are ambitious, because we will continue to invest simultaneously in innovation and the expansion of our business in the emerging markets.

The next slide shows that these are precisely the areas we will concentrate on to exploit our growth opportunities.


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The first important point is that we must continue to strengthen our innovative capability and market the resulting products more effectively. Because it is vital for our business that we continuously introduce new products to the market that meet the needs of our customers.

The second key point is that we must exploit the growth opportunities in the emerging markets.

Now I'll talk about these two points in more detail – starting with our innovative potential. As I already said today, we have a very promising product pipeline in which we will continue to invest.


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Let me first pick on a few projects of our Pharmaceuticals Division. First and foremost,
we have high hopes for the innovative anticoagulant Xarelto™. Since the last Stockholders’ Meeting we have concluded further studies for Xarelto™ with positive results overall.

We have made good progress especially in chronic indications, which is where the market potential of Xarelto™ lies. On this basis, applications for marketing authorization for stroke prevention in non-valvular atrial fibrillation – that’s a type of irregular heart beat – were submitted in January 2011 in the European Union and the United States, and more recently in Japan. There is a great demand, because people with this condition are five times more likely to suffer a stroke.

We continue to believe that Xarelto™ has peak annual sales potential of more than EUR 2 billion.

However, Xarelto™ is also a good example of the high level of investment we have to make and risk we bear. Its development began more than 10 years ago. According to our current forecasts, we and our partner Johnson & Johnson will ultimately have spent more than EUR 2 billion on development for this project. So Xarelto™ – this one product – is a very important factor in our future success. We are therefore devoting our full attention to the launch and marketing of Xarelto™.

As you can see on the slide, however, we also have further promising candidates in our pharmaceutical pipeline. Let me talk for a moment about VEGF Trap-Eye. This product is being developed to treat conditions such as age-related wet macular degeneration, a disease of the blood vessels behind the retina. In Europe and the United States, this is one of the most common causes of vision loss in people over 65. Here we recently achieved positive results in two Phase III studies. On this basis, our partner Regeneron has already filed for registration in the United States, and we are planning to do the same in Europe within the first half of 2011.


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At CropScience, too, we are on track for innovation. In the conventional crop protection business, experts consider us to have one of the industry’s best pipelines. We believe the six new substances that we plan to launch by 2012 could together achieve peak annual sales of more than EUR 1 billion.

And we also plan to significantly expand our activities in the BioScience business unit. This involves the entire spectrum of modern methods, including green genetic engineering. BioScience showed good growth of 27 percent in 2010. This is important because we will see very rapid market development in the future from which we also aim to benefit considerably.

That means we have to think about intelligent opportunities for growth in this area. For example, we have entered into a collaboration agreement with the Israeli company Evogene for the development and introduction of improved wheat varieties. Another interesting example is our collaboration with BASF for hybrid rice seed.

We are generally aiming to more closely interlink the Crop Protection and BioScience units, particularly in research, development and marketing. Because it is precisely the combination of our expertise in Crop Protection and in BioScience that offers great potential for innovation. And farmers – our customers – are increasingly demanding a combination of the different technologies.

Our MaterialScience subgroup also excels at innovation. The focus at MaterialScience is on applications development – not on research into new molecules and their effects as it is at Healthcare or CropScience. We test existing plastics again and again to see what applications they are suited for and how they can be optimized.


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That’s why it’s particularly important for MaterialScience to plan development projects at the local level together with the customers. You can see a number of good projects on this slide. Let me briefly take one example.

Our product Bayseal™ enables seamless insulation – that’s like giving a building a protective suit. Bayseal™ makes buildings more resistant to damp and improves energy efficiency. This is just one example of products and solutions offered by MaterialScience that enhance resource efficiency.

Those were just a few highlights among our innovative products. At the same time, we particularly need to increase our expertise in the commercialization of new products in all the subgroups. For me, that’s all part of innovation. Specifically, we plan to increase our marketing expenditures in 2011 by EUR 130 million at Pharmaceuticals and EUR 50 million at CropScience.

As I already mentioned, the second key factor for growth is our business in the emerging markets. In Asia, for example, more and more people are moving from the country into the cities, and standards of living are rising. This translates into demand for better health care, better nutrition and greater resource efficiency.

Take China, for example: it is estimated that the total population of China’s cities will increase by a further 350 million by 2030. In relation to Germany, that would be as if 100 new cities, each the size of Berlin, were to be built within the next 20 years. In other words, many new, very large cities are steadily emerging in which we are not yet represented. That’s why we have to invest now at the local level – close to the customers – in employees, in development facilities and in production plants.

The figures on the slide clearly show once again that our business in the emerging markets expanded by 18 percent last year and now accounts for more than one third of Group sales. By contrast, our sales in the established regions grew by only 3 percent. Asia clearly stands out from the rest, as you can see on the right, with our sales in the emerging markets of this region advancing by 28 percent.


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The emerging markets are therefore an indispensable growth driver for Bayer. That’s why we intend to go on expanding our already strong positions in these markets. In 2011 we will invest some EUR 100 million to expand our pharmaceuticals business in China, including an increase of about 1,000 in the workforce. For the facilities of MaterialScience, we plan to invest some EUR 140 million in 2011 and about EUR 220 million in 2012 as part of the total EUR 1 billion investment in China over the next five years that we already announced.

And we aim to nearly double our sales in the BRIC countries – in other words Brazil, Russia, India and China – from currently EUR 5.5 billion to EUR 10 billion by 2015.

I mentioned at the beginning that our employees are one of Bayer’s major strengths. And it is therefore important that they benefit from our success. That’s why more than half a billion euros is earmarked for our Group-wide bonus program for 2010.

And the collective bargaining parties have reached a good compromise for the next 14 months:

- Employees in the German chemical industry will receive salary increases of 4.1 percent.

- We have decided to pay this increase to our employees ahead of schedule.

Also of special importance are the targets we have set for human resources development. This means strengthening the role of the performance management process as an open dialogue about performance and development opportunities. It will help to provide our employees – and therefore our company as well – with opportunities for improvement.

In addition, we want to define and implement a new strategy for talent development. That’s because I believe that talented people are a key factor for our future success as a company.

We also intend to promote diversity within the Group. For example, we aim to raise the proportion of female executives in the Bayer Group as a whole toward 30 percent by 2015. By executives, we mean the top five contract levels, where the proportion of women is currently just over 20 percent.

However, we don’t feel that the statutory quota under discussion would be appropriate. Skills, experience and talent should always be the deciding factors.

But diversity isn’t confined to gender balance. It also has an international aspect. I already mentioned at the start of my presentation that we want to make Bayer more international. That means we must give our local employees around the world more opportunities for development. After all, about two thirds of our people are based outside of Germany.

Also linked to this is the global introduction of the new values for the Group, which are summarized by the acronym “LIFE.” These values are based on our mission “Bayer: Science For A Better Life.” “Science” stands for our innovative expertise – and thus for Bayer as an inventor company. And “Life” stands for the way we want to interact with all stakeholder groups.


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We had good, proper values at Bayer in the past. But they were too complicated. The crucial factor is that as a global company, we need simple, global values. The new LIFE values are the cornerstones of a common understanding of what Bayer is about, how we work and how we relate to one another.

LIFE stands for Leadership, Integrity, Flexibility and Efficiency. Based on these keywords, we will take up further important issues for the Bayer Group.

A good example of leadership is our new brand strategy. I already mentioned that we have a world-class brand in the Bayer name and the Bayer Cross. We aim to better exploit this asset, and we will avoid anything that diverts attention from the strong umbrella brand and our good product brands.

Let me mention integrity as well, which for us also includes things like corporate compliance and sustainability. Bayer is already well positioned here, and we plan to make further advances.

Our products help to solve global challenges – partly with innovative materials and processes that increase resource efficiency. A good example of this is the new EUR 150 million TDI facility of MaterialScience to be built at Dormagen. The new process technology to be used there enables us to reduce energy consumption by up to 60 percent and the amount of solvents used by up to 80 percent. These are important contributions to environmental protection – and thus to social acceptance.

Bayer has placed great emphasis on the issue of sustainability for many years, and independent experts have confirmed this. We continue to be listed in the important sustainability indices “FTSE4Good” and “ASPI.” These indices provide guidance to people who base their investment decisions partly on social and ecological criteria.

Efficiency is also an important part of the LIFE values. We have therefore made complexity reduction a key initiative in the Bayer Group. This is because we need to concentrate on activities that create value for us.

To mention just two examples:

- We must simplify our administration.

- And we will speed up decision-making processes.

I believe these are important steps toward our goal of “more innovation and less administration.”

Ladies and gentlemen, the LIFE values express how we do business and how we aim to behave as a corporate citizen.

Let me also take a moment to say a few words about our industry as a whole. I am very pleased that the United Nations has declared 2011 to be the International Year of Chemistry. After all, there is one simple, factual truth: many global challenges facing humanity cannot be overcome without solutions provided by chemistry.

Take our company, Bayer. Whether for essential medicines to treat as yet incurable diseases, sufficient food for a growing world population, or materials that contribute to energy efficiency: today more than ever, we need the creative potential of chemistry.

German Chancellor Merkel said at the inaugural event for the International Year of Chemistry, and I quote: “Chemistry needs a future, and chemistry has a future.” And I would like to add: “Only with chemistry do we have a future!”

Yet as a company and as an industry, we urgently need the support of the politicians: in the form of a dependable regulatory framework for the substantial investment required in innovation and industrial facilities. And that, by the way, also includes a reliable supply of energy at competitive prices. We also need a broad social acceptance of new technologies.

But the politicians alone cannot ensure this acceptance. We as an industry must more closely address people’s concerns and better explain what we are doing. That is another aspect of our LIFE values.

I consider it a cause for concern that our society would prefer to completely eliminate risks – and, in doing so, forgo opportunities. We want more progress – and we need more progress. There is so much still to be done – particularly in the fields of medicine, nutrition and energy efficiency.

Ladies and gentlemen, allow me to summarize:

- First: our operating performance in 2010 was on track.

- Second: we have gotten off to a successful start to 2011 and anticipate a further improvement in our key data.

- Third: thanks to our strong product pipeline, we are also optimistic for the years to come.
This is also clear from our intention to invest some EUR 15 billion in the form of R&D and capital spending between 2011 and 2013.

As you can see, Bayer has good perspectives. Thank you for your attention.


Forward-Looking Statements
This release may contain forward-looking statements based on current assumptions and forecasts made by Bayer Group or subgroup management. Various known and unknown risks, uncertainties and other factors could lead to material differences between the actual future results, financial situation, development or performance of the company and the estimates given here. These factors include those discussed in Bayer’s public reports which are available on the Bayer website at www.bayer.com. The company assumes no liability whatsoever to update these forward-looking statements or to conform them to future events or developments.