November 19, 2004
Decision by EU Commission:

Bayer’s acquisition of Roche’s consumer health business approved

Closing expected by turn of the year 2004/2005

- The European Commission has approved, subject to minor conditions, Bayer AG's plans to acquire the Consumer Health activities of the Roche group, Switzerland. Bayer plans to take over Roche's global business in prescription-free medicines - with the exception of Japan - and to integrate it into the Consumer Care Division of its subgroup Bayer HealthCare AG. The acquisition comprises Roche's OTC (over the counter) business in consumer brands such as "Rennie" and "Bepanthen", vitamins and nutritional supplements. The transaction represents a volume of EUR 2.38 billion, and closing is expected by the turn of the year 2004/2005.

As a condition of its approval, the European Commission requires Bayer to divest the regional rights to three Roche products which together represent sales of EUR 2.25 million annually, or 0.23 percent of the sales volume being transferred under the acquisition. The products affected are the analgesics Aspro and Aspro C in Austria and the antifungals Desenex and Caldesene in Ireland.

Forward-looking statements<br/>
This news release contains forward-looking statements based on current assumptions and forecasts made by Bayer Group 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 our public reports filed with the Frankfurt Stock Exchange and with the U.S. Securities and Exchange Commission (including our Form 20-F). The company assumes no liability whatsoever to update these forward-looking statements or to conform them to future events or developments.