Bayer AG shareholders voted at their annual meeting to adopt a new organizational structure proposed by the Bayer AG Board of Management. The proposal represents for Bayer far-reaching changes that are expected to provide maximum operational and strategic flexibility and meet new challenges in the marketplace where the company competes. The company's Supervisory Board has approved the new global structure and executive appointments.

Consistent with the global reorganization, Bayer's U.S. subsidiary, Bayer Corporation, announced its new organizational structure and leadership team for North America. The new organization includes five operating companies and a service company within a management holding structure.

In 2002, Bayer had global sales of Euros 29.6 billion, of which approximately Euros 9 billion were from North American operations.

Bayer's new organization in the United States comprises five operating companies: Bayer CropScience LP, Bayer Chemicals Corporation, Bayer HealthCare LLC, Bayer Polymers LLC and Bayer Pharmaceuticals Corporation. Separately, it has also created a service company, Bayer Corporate and Business Services LLC. These six businesses are under the umbrella of the holding company, Bayer Corporation.

As previously announced, Dr. Attila Molnar, the Senior Representative of Bayer in North America, is President and CEO of Bayer Corporation. Bayer Polymers, Bayer Chemicals, Bayer Corporate and Business Services and the Bayer Corporation holding company are based in Pittsburgh. The following executives have assumed new leadership responsibilities within the new Bayer organization:

Rolf Classon, former President of Bayer's Diagnostics Business Group, was appointed President and CEO of Bayer HealthCare LLC, headquartered in Tarrytown, N.Y., and Chairman of the global Bayer HealthCare Executive Committee.

Randall Dearth was appointed President and CEO of Bayer Chemicals Corporation with responsibility for the United States and Canada. Dearth formerly was head of Bayer's global Powder Coatings business.

Colin Foster, former Executive Vice President of Bayer Corporation and President of Bayer Pharmaceuticals North America, was appointed President and CEO of Bayer Pharmaceuticals Corporation USA and Region Head, North America, for the Pharmaceutical business, headquartered in West Haven, Conn.

Emil Lansu is Head of the NAFTA region for Bayer CropScience and President and CEO of its U.S. organization, Bayer CropScience LP, with headquarters in Research Triangle Park, N.C. Bayer CropScience is the combination of the crop science businesses of Bayer and Aventis, following Bayer's successful acquisition of the global crop science business of Aventis.

Ian Paterson was appointed President and CEO for Bayer Polymers LLC and Head, Bayer Polymers Americas Region. The Americas Region includes Bayer's polymers business in South, Central and North America. Paterson was previously head of the Bayer organization in Brazil and has had experience in all of Bayer's polymers businesses.

Joseph Akers was appointed President and CEO of Bayer Corporate and Business Services LLC. Akers will also retain his responsibilities as chief financial and administrative officer for Bayer Corporation. Services offered by the new service company include information systems, procurement and technology, as well as financial and administrative services.

Bayer's five operating companies -- CropScience, Chemicals, HealthCare, Polymers and Pharmaceuticals -- produce a broad range of products found in nearly every house, hospital, farm and factory across America. Its products help diagnose and treat diseases, purify water, preserve local landmarks, protect crops, advance automobile safety and durability and improve people's lives.

One of Fortune magazine's Most Admired Companies, Bayer promotes science literacy and hands-on education through its Making Science Make Sense educational initiative. Approximately 5 percent of Bayer's 21,600 employees volunteer in local schools, and more than 500 charitable organizations receive funding from the Bayer Foundation. In 2002, Bayer's diversity efforts were honored with the Catalyst Award for its Women: Leaders for the Global Marketplace program.