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Stock Participation Program

The BayShare 2009 share participation program for managers and non-managerial employees in Germany 

BayShare 2009 is an opportunity for employees in Germany to purchase Bayer shares at a discount. This year, for the first time, employees can choose a fixed amount in euros that they wish to invest in shares. A 20 percent discount will be granted based on this amount. Other features of the program are as follows:

Employees who purchase Bayer shares for €1,800 at a discount of 20 percent (= €360) will benefit from the full tax allowance applicable from 2009. Under German income tax law (§ 3 no. 39 of the Income Tax Act/EStG), discounts and similar benefits are tax-exempt up to a maximum of €360. Any benefit granted in excess of this amount will be taxed at each employee's personal tax rate.

The shares will be purchased at the closing price for Bayer shares in the Xetra trading system on the Frankfurt Stock Exchange on a specific date in November 2009. The amount payable by participants in this program is calculated after deduction of the 20 percent discount and is therefore 80 percent of the subscription amount. The shares purchased may not be sold before December 31, 2010.

Stock participation programs for employees are also offered in various other countries.

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