COMMERZBANK AG: Pre Stabilisation Bayer AG € Multi Tranche

Pre-Stabilisation notice 
21st January, 2014 
Not for distribution, directly or indirectly, in or into the United States or
any jurisdiction in which such distribution would be unlawful. 

                           Bayer Aktiengesellschaft                            
                    € Benchmark 2-year Floating Rate Notes                    
                         €Benchmark 4-year Fixed Rate Notes                      
                         €Benchmark 7-year Fixed Rate Notes                      

Under the Issuer's Debt Issuance Programme, as supplemented by the supplement  
no. 1 dated 29 April 2013, the supplement no. 2 dated 2 August 2013, the     
supplement no. 3 dated 4 November 2013, and the supplement no. 4 dated 20    
                             January 2014                                   
                         Stabilisation Notice                               
Commerzbank AG (contact: Ian Turner; telephone: 44-207-475-1817) hereby
announces that the Stabilising Manager(s) named below may stabilise the offer
of the following securities in accordance with Commission Regulation (EC) No.
2273/2003 implementing the Market Abuse Directive (2003/6/EC). 
The security to be stabilised:                                                  
Issuer:                             Bayer Aktiengesellschaft                    
Guarantor (if any):                 n/a                                         
ISIN                                Tba                                         
Aggregate nominal amount:           € Benchmark 2yr Frn                        

                                    € Benchmark 4yr Fixed                     
                                    € Benchmark 7yr Fixed                     

Description:                        € Benchmark Floating Rate Eurobond 2014/   

                                    € Benchmark Fixed Rate Eurobond 2014/2018 
                                    € Benchmark Fixed Rate Eurobond 2014/2021 

Offer price:                        n/a                                         
Other offer terms:                  Payment 24 January, Listing Luxembourg.     
                                Denoms: 1k+1k. Expected Rating: A3/A-       
Stabilising Manager(s):             Coordinating Stabilsation Manager:          

                                    Commerzbank Aktiengesellschaft             
                                    Stabilisation Managers                     
                                    Bank of America Merrill Lych               
                                    Barclays Bank plc                          
                                    Credit Suisse                              
                                    Morgan Stanley & Co. International         
                                    Societe Generale Corporate & Investment    
                                    UBS Investment Bank                        

Stabilisation period commences      21st January, 2014                          
Stabilisation period expected to    No later than 30 days                      
end on:                                                                         
Existence, maximum size and         The Stabilising Manager(s) may over-allot  
conditions of use of over-allotment the securities to the extent permitted in  
facility.                           accordance with applicable law.             
In connection with the offer of the above securities, the Stabilising Manager
(s) may over-allot the securities or effect transactions with a view to
supporting the market price of the securities at a level higher than that which
might otherwise prevail. However, there is no assurance that the Stabilising
Manager(s) will take any stabilisation action and any stabilisation action, if
begun, may be ended at any time Any stabilisation action or over-allotment
shall be conducted in accordance with all 
applicable laws and rules. 
This announcement is for information purposes only and does not constitute an
invitation or offer to underwrite, subscribe for or otherwise acquire or
dispose of any securities of the Issuer in any jurisdiction. 
This announcement is not for distribution, directly or indirectly, in or into
the United States or any other jurisdiction in which such distribution would be
-0- Jan/21/2014 07:59 GMT
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