6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 November 11, 2004 BASF AKTIENGESELLSCHAFT (Exact name of Registrant as Specified in its Charter) BASF CORPORATION (Translation of Registrant's name into English) Carl Bosch Strasse 38, LUDWIGSHAFEN, GERMANY 67056 (Address of Principal Executive Offices) Indicate by check mark whether the Registrant files or will file annual reports under cover Form 20-F or Form 40-F Form 20-F X Form 40-F Indicate by check mark whether the Registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No X If "Yes" is marked, indicate below the file number assigned to the Registrant in connection with Rule 12g3-2(b): 82- . Third-Quarter Results 2004; BASF Grows Faster Than the Market LUDWIGSHAFEN, Germany--(BUSINESS WIRE)--Nov. 11, 2004--BASF (NYSE:BF) (FWB:BAS) (LSE:BFA): -- Further strong increase in sales and EBIT before special items -- Sales prices increased to reflect higher raw materials costs -- Risks due to high raw materials prices -- Outlook for full year 2004: - Significant increase in sales and EBIT before special items - Premium will be earned on cost of capital BASF continued on its successful course in the third quarter of 2004 and again posted excellent interim results. The successful first half of 2004 ran seamlessly into the third quarter. There were no signs of the usual summer lull in business. Capacity utilization of BASF's plants improved due to strong demand. The high oil price, which has increased even further, allowed the company to pass on some necessary price increases to the market. Compared with the third quarter of 2003, sales increased 20 percent to EUR 9.3 billion, and income from operations (EBIT) before special items rose 160 percent to more than EUR 1 billion. Cumulative sales in the first nine months of 2004 amounted to EUR 27.7 billion. This was an increase of more than 11 percent compared with the same period of 2003. EBIT before special items in the first nine months climbed 55 percent to EUR 3.4 billion. Outlook for full year 2004: significant increase in EBIT before special items Dr. Juergen Hambrecht, Chairman of the Board of Executive Directors of BASF Aktiengesellschaft, announced that ongoing initiatives and programs to increase efficiency and reduce costs would be continued. "We cannot afford to take a break from our restructuring efforts. Tough global competition means that we have to constantly improve our productivity, especially in those areas with low growth rates," he said. Hambrecht summarized his outlook as follows: "For the full year 2004, we confidently expect a significant increase in sales and EBIT before special items. We therefore anticipate that we will earn a premium on our cost of capital." Sales and earnings growth BASF's Chief Financial Officer, Dr. Kurt Bock, pointed out that the third quarter of 2004 was the thirteenth quarter in succession in which sales volumes had increased compared with the previous year. For Bock, this shows that BASF is growing faster than the market. The increase in third-quarter sales by about EUR 1.6 billion to a record high of EUR 9.3 billion was due to higher volumes, and for the first time in a while, to price increases for many products in the portfolio. Negative currency effects were primarily due to the depreciation of the dollar against the euro. Adjusted for the exchange rate effect, sales increased by 25 percent. The increase in EBIT before special items by EUR 651 million to more than EUR 1 billion was due to higher volumes as well as a reduction in fixed costs. Special charges of EUR 96 million were primarily due to structural measures to increase productivity and were incurred in particular in the Chemicals and Agricultural Products & Nutrition segments. EBIT after special items increased by 156 percent to EUR 958 million. The tax rate was approximately 56 percent and was thus slightly higher compared with the previous year. The tax rate was significantly higher than in the second quarter. This was primarily due to noncompensable oil production taxes, which increased to EUR 197 million in the third quarter as a result of the high oil price. Compared with the same period in 2003, net income climbed EUR 217 million to EUR 337 million. BASF has reduced the number of outstanding shares through its share buyback program. As a result, earnings per share almost tripled. Chemical activities successful in all regions In the third quarter of 2004, BASF again increased its sales and earnings in all regions and gained market share worldwide. "I am particularly pleased by the good performance of our entire chemical activities in all regions. This was primarily due to strong volumes, higher sales prices and our global restructuring and cost reduction measures," said Hambrecht. BASF is the world's leading chemical company. Our goal is to grow profitably and further increase the value of our company. We help our customers to be more successful through intelligent system solutions and high-quality products. BASF's portfolio ranges from chemicals, plastics, performance products, agricultural products and fine chemicals to crude oil and natural gas. Through new technologies we can tap into additional market opportunities. We conduct our business in accordance with the principles of sustainable development. In 2003, BASF had sales of more than EUR 33 billion (circa $42 billion). BASF shares are traded on the stock exchanges in Frankfurt (BAS), London (BFA), New York (BF), Paris (BA) and Zurich (AN). Further information on BASF is available on the Internet at www.basf.com. The following information is also available on the Internet: Interim report (from 7:30 a.m. CET) www.basf.de/interimreport (English) www.basf.de/zwischenbericht (German) News release (from 7:30 a.m. CET) www.basf.de/pressrelease (English) www.basf.de/pressemitteilungen (German) Live transmission (from 10:30 a.m. CET) www.basf.de/pcon (English) www.basf.de/pk (German) Speech by Dr. Juergen Hambrecht/Dr. Kurt Bock - printed form (from 10:30 a.m. CET) www.basf.de/pressconference (English) www.basf.de/pressekonferenz (German) Photos (from 7:30 a.m. CET) www.basf.de/photos (English) www.basf.de/fotos (German) Information about BASF shares www.basf.de/share (English) www.basf.de/aktie (German) Live transmission of the analysts' conference (from 3:30 p.m. CET) www.basf.de/share (English) www.basf.de/aktie (German) Forward-looking statements This release contains forward-looking statements under the U.S. Private Securities Litigation Reform Act of 1995. These statements are based on current expectations, estimates and projections of BASF management and currently available information. They are not guarantees of future performance, involve certain risks and uncertainties that are difficult to predict and are based upon assumptions as to future events that may not prove to be accurate. Many factors could cause the actual results, performance or achievements of BASF to be materially different from those that may be expressed or implied by such statements. Such factors include those discussed in BASF's Form 20-F filed with the Securities and Exchange Commission. We do not assume any obligation to update the forward-looking statements contained in this release. Third-Quarter Results 2004 July - September 2004, published on November 11, 2004 BASF grows faster than the market Overview BASF Group 3rd Quarter January - September Change Change Million EUR 2004 2003 in % 2004 2003 in % Sales 9,314 7,740 20.3 27,679 24,821 11.5 Income from operations before interest, taxes, depreciation and amortization (EBITDA) 1,560 957 63.0 4,884 3,801 28.5 Income from operations before special items 1,054 403 161.5 3,389 2,179 55.5 Income from operations (EBIT) 958 374 156.1 3,177 2,090 52.0 Financial result (93) (108) 13.9 (176) (299) 41.1 Income before taxes and minority interests 865 266 225.2 3,001 1,791 67.6 Net income 337 120 180.8 1,486 757 96.3 Earnings per share (EUR ) 0.62 0.21 195.2 2.70 1.34 101.5 EBIT before special items in percent of sales 11.3 5.2 - 12.2 8.8 - Cash provided by operating activities 1,559 1,677 (7.0) 3,718 3,555 4.6 Additions to fixed assets(a) 460 523 (12.0) 1,399 2,731 (48.8) Amortization and depreciation (a) 602 583 3.3 1,707 1,711 (0.2) Segment assets (end of period)(b) 26,336 26,483 (0.6) - - - Personnel costs 1,439 1,388 3.7 4,184 4,192 (0.2) Number of employees (end of period) 84,784 88,045 (3.7) - - - (a) Tangible and intangible fixed assets (including acquisitions) (b) Tangible and intangible fixed assets, inventories and business-related receivables Income from Income from operations before operations Segments Sales special items (EBIT) Change Change Change Million EUR 2004 2003 in % 2004 2003 in % 2004 2003 in % 3rd Quarter Chemicals 1,811 1,367 32.5 331 101 227.7 302 99 205.1 Plastics 2,827 2,135 32.4 158 67 135.8 147 64 129.7 Performance Products 2,068 1,930 7.2 192 144 33.3 190 135 40.7 Agricultural Products & Nutrition 1,035 1,054 (1.8) (36) (97) 62.9 (66) (114) 42.1 Oil & Gas 1,163 927 25.5 458 271 69.0 458 271 69.0 Other(a) 410 327 25.4 (49) (83) 41.0 (73) (81) 9.9 Thereof costs of exploratory and biotechno- logical research - - - 37 44 (15.9) 37 44 (15.9) 9,314 7,740 20.3 1,054 403 161.5 958 374 156.1 January - September Chemicals 5,141 4,319 19.0 909 380 139.2 858 370 131.9 Plastics 7,656 6,595 16.1 480 253 89.7 459 240 91.3 Performance Products 6,026 5,748 4.8 605 431 40.4 593 414 43.2 Agricultural Products & Nutrition 4,003 3,855 3.8 474 349 35.8 419 303 38.3 Oil & Gas 3,647 3,338 9.3 1,140 953 19.6 1,147 953 20.4 Other(a) 1,206 966 24.8 (219) (187)(17.1) (299) (190)(57.4) Thereof costs of exploratory and biotechno- logical research - - - 110 129 (14.7) 110 129 (14.7) 27,679 24,821 11.5 3,389 2,179 55.5 3,177 2,090 52.0 (a) "Other" includes the fertilizers business and other businesses as well as expenses, income and assets not allocated to the segments. This item also includes foreign currency results from financial indebtedness that are not allocated to the segments as well as from currency positions that are macro-hedged. BASF Group Business Review and Analysis -- Sales and earnings significantly higher compared with weak third quarter of 2003 -- High volume growth in excess of market -- Sales prices increased to reflect higher raw materials costs -- Strongest growth in Chemicals and Plastics segments -- Outlook for full year 2004: - Significant increase in sales and EBIT before special items - Premium will be earned on cost of capital Sales: At EUR 9.3 billion, third-quarter sales increased 20% compared with the weak third quarter of the previous year. Sales volumes were increased significantly and sales prices were raised for many of our products. Factors influencing sales in comparison with previous year % 3rd Quarter Jan.-Sept. Volumes 14 12 Price 10 3 Currencies (5) (4) Acquisitions/divestitures 1 1 Total 20 12 Earnings: At EUR 1,054 million, income from operations (EBIT) before special items climbed 162% compared with the same period of the previous year. In the Chemicals, Plastics and Performance Products segments, earnings increased significantly due to higher sales volumes, higher capacity utilization, as well as due to continued successful cost management. In addition, it was possible to pass on the higher cost of raw materials in the form of higher sales prices for many products in our portfolio in this quarter. In the agricultural products business, the further optimized product portfolio and lower costs led to a significant improvement in earnings, which were negative in this quarter due to the seasonal nature of the business. In the Oil & Gas segment, higher crude oil prices and higher volumes in natural gas trading resulted in higher earnings. Special items for restructuring measures were primarily incurred in the Chemicals and Agricultural Products & Nutrition segments. EBIT after special items increased by 156% to EUR 958 million in the third quarter. The financial result rose 14% to EUR (93) million. Income before taxes and minority interests increased more than threefold to EUR 865 million. The tax rate was 56% compared with 54% in the same period of 2003. Income taxes contain taxes for oil production that are noncompensable with German corporate income tax. These oil production taxes amounted to EUR 197 million compared with EUR 116 million in the third quarter of 2003. Net income climbed 181% to EUR 337 million compared with the third quarter of 2003. At EUR 0.62, third-quarter earnings per share almost tripled. 1st 2nd 3rd 4th Special items Quarter Quarter Quarter Quarter Million EUR 2004 2003 2004 2003 2004 2003 2004 2003 Special items - in income from operations (100) (2) (16) (58) (96) (29) (246) - in financial result (21) - (1) (3) (16) (27) (133) Total (121) (2) (17) (61) (112) (56) (379) Outlook: For the full year, we confidently expect a significant increase in sales and EBIT before special items. We therefore anticipate that we will earn a premium on our cost of capital. We are continuing with our efforts to improve our productivity so that we can meet the challenges of increasingly difficult international competition and uncertain economic conditions. Key BASF share data 3rd Quarter Jan. - Sept. 2004 2004 Share price (end of period)(a) EUR 47.45 EUR 47.45 High(a) EUR 47.65 EUR 47.65 Low(a) EUR 42.54 EUR 40.49 Average daily trade (number of shares)(a) 2.36m 2.74m BASF share performance(b) +7.9% +9.9% DAX 30 performance(b) -3.9% -1.8% EURO STOXX 50 performance(b) -2.7% +0.9% (a) XETRA trading (b) with dividends reinvested Significant Events: On September 30, 2004 we signed a sales agreement with CVC Capital Partners for the printing inks and printing plates business, which is part of the Performance Chemicals division. The completion of the transaction is scheduled for the fourth quarter of 2004. On October 4, 2004, we announced that we would increase our current share buyback program by EUR 500 million to EUR 1 billion. Chemicals -- High capacity utilization due to continuing increase in volumes -- Higher raw materials costs partially passed on to the market -- Highest increase in earnings of all segments Overview 3rd Quarter January - September Change Change Million EUR 2004 2003 in % 2004 2003 in % Sales 1,811 1,367 32 5,141 4,319 19 Thereof Inorganics 214 181 18 626 548 14 Petrochemicals 1,097 764 44 3,063 2,444 25 Intermediates 500 422 18 1,452 1,327 9 EBITDA 419 215 95 1,195 718 66 EBIT before special items 331 101 228 909 380 139 EBIT 302 99 205 858 370 132 Additions to fixed assets 107 142 (25) 414 396 5 Assets (end of period) 5,105 4,913 4 - - - In the third quarter, sales rose significantly. Volumes and prices were increased (volumes 18%, portfolio 5%, prices 14%, currencies -5%). This led to higher earnings in all operating divisions. Inorganics: Higher volumes in all business units led to an increase in sales. Earnings also improved. Business benefited from a noticeable upturn in important customer industries such as the electronics and wood products industries. Petrochemicals: Significantly higher volumes and the simultaneous increase in prices resulted in higher sales in all product lines. Sales growth was particularly high for cracker products, also as a result of the weak third quarter in 2003. The cracker margin improved despite a further increase in raw materials costs. High capacity utilization of our plants contributed to earnings. Overall, the Petrochemicals division made the greatest contribution to sales and earnings growth. Intermediates: Sales increased in all regions, with Asia showing the strongest growth. Demand for amines increased in Europe. In North America, growth within our polyalcohols business was particularly strong. Earnings improved due to price increases and the rigorous implementation of fixed-cost reduction measures. Plastics -- Significantly higher volumes and prices in all operating divisions -- Margins remain impacted by high raw materials prices -- Business models and production further optimized Overview 3rd Quarter January - September Change Change Million EUR 2004 2003 in % 2004 2003 in % Sales 2,827 2,135 32 7,656 6,595 16 Thereof Styrenics 1,276 850 50 3,213 2,738 17 Performance Polymers 644 547 18 1,906 1,667 14 Polyurethanes 907 738 23 2,537 2,190 16 EBITDA 268 185 45 813 602 35 EBIT before special items 158 67 136 480 253 90 EBIT 147 64 130 459 240 91 Additions to fixed assets 100 85 18 303 427 (29) Assets (end of period) 6,231 5,964 4 - - - Sales rose significantly as a result of higher volumes and prices (volumes 15%, portfolio 1%, prices 22%, currencies -6%). Nevertheless, the significantly higher sales prices compared with the same period of 2003 were unable to offset the massive increase in raw materials prices since the beginning of the year. The increase in earnings was due primarily to higher sales volumes, the continuing optimization of our portfolio and the significant improvement in earnings in the Performance Polymers division. Styrenics: Prices for our products increased significantly against a background of strong demand. Earnings improved significantly. Even so, the extremely high price of benzene continued to have a negative impact on margins. The startup of the new, highly efficient ABS plant in Antwerp, Belgium, and the streamlining of the standard products range are contributing toward reducing long-term costs. Performance Polymers: Sales volumes of engineering plastics increased. Sales prices for fiber intermediates and extrusion grades were largely adjusted to reflect higher raw materials costs, but pressure on margins for engineering plastics increased. Earnings rose due to higher capacity utilization combined with lower fixed costs. In order to meet rapidly growing demand in the automotive and electronic industries for our high-performance plastic Ultrason(R), production capacity at the site in Ludwigshafen, Germany, has been expanded by 20% to 6,000 metric tons per year. Polyurethanes: Sales increased in all regions, mainly due to higher volumes. Global demand for isocyanates in particular remains strong. Significantly higher raw materials costs - in particular for benzene, toluene and propylene - could only be partially offset in the form of higher sales prices. Nevertheless, earnings improved due to volume growth and cost reduction measures. In Korea, the production capacity expansion at our MDI plant came on stream: Plant capacity has been increased from 100,000 to 160,000 metric tons per year to meet rising demand from our customers in Asia. Performance Products -- Higher sales volumes in all operating divisions -- Earnings improve thanks to higher capacity utilization and a reduction in fixed costs -- Printing systems business sold Overview 3rd Quarter January - September Change Change Million EUR 2004 2003 in % 2004 2003 in % Sales 2,068 1,930 7 6,026 5,748 5 Thereof Performance Chemicals 830 788 5 2,451 2,386 3 Coatings 516 500 3 1,541 1,509 2 Functional Polymers 722 642 12 2,034 1,853 10 EBITDA 283 247 15 867 726 19 EBIT before special items 192 144 33 605 431 40 EBIT 190 135 41 593 414 43 Additions to fixed assets 58 59 (2) 187 157 19 Assets (end of period) 4,919 4,909 0 - - - The sales growth in all operating divisions was primarily due to higher sales volumes (volumes 9%, prices 1%, currencies -3%). Earnings increased in all divisions as a result of higher capa-city utilization and a reduction in fixed costs. Performance Chemicals: Sales in all regions increased compared with the third quarter of 2003. Sales growth was particularly strong for performance chemicals for detergents and formulators as well as for performance chemicals for coatings, plastics and specialties. Earnings improved significantly compared with the previous year as a result of lower fixed costs. With the announced sale of our printing systems business we have further sharpened the strategic focus of our portfolio. Coatings: Higher sales volumes of automotive refinish coatings and decorative paints led to a slight increase in sales. A significant reduction in fixed costs had a particularly positive effect on earnings in North America. At our site in Muenster, Germany, we have opened a new distribution center that helps us supply our customers even more efficiently. Functional Polymers: Monomers and dispersions for decorative paints recorded the strongest sales growth in years. Third-quarter sales also increased significantly in the paper chemicals and superabsorbents product groups, which grew only moderately in the first half of the year. Earnings improved due to good capacity utilization and higher prices that offset the rise in raw materials prices to some extent. We have successfully launched our new latent heat accumulator products Micronal(R) PCM in the European construction materials market. As innovative additives to interior plaster and wallboard these products improve the room climate and reduce energy costs. Agricultural Products & Nutrition -- Earnings improve significantly in Agricultural Products -- Fine Chemicals hit by lower sales prices Overview 3rd Quarter January - September Change Change Million EUR 2004 2003 in % 2004 2003 in % Sales 1,035 1,054 (2) 4,003 3,855 4 Thereof Agricultural Products 591 585 1 2,645 2,469 7 Fine Chemicals 444 469 (5) 1,358 1,386 (2) EBITDA 65 17 282 797 685 16 EBIT before special items (36) (97) 63 474 349 36 Thereof Agricultural Products (44) (120) 63 395 247 60 Fine Chemicals 8 23 (65) 79 102 (23) EBIT (66) (114) 42 419 303 38 Thereof Agricultural Products (62) (138) 55 353 198 78 Fine Chemicals (4) 24 . 66 105 (37) Additions to fixed assets 54 51 6 156 1,237 (87) Assets (end of period) 6,338 7,226 (12) - - - Agricultural Products: Sales were at the previous year's level. The positive effects of higher sales volumes were offset by currency fluctuations and product divestitures (volumes 11%, portfolio -2%, prices -1%, currencies -7%). Demand for our innovative fungicides developed very positively in all important markets, in particular in South America. Earnings improved significantly compared with the same period of 2003, but were negative due to the seasonal nature of the business. This improvement was primarily due to our successful measures to optimize our portfolio and reduce costs. Fine Chemicals: Lower sales prices, for example for lysine and vitamin C, led to a decline in sales in a challenging competitive environment (volumes 3%, prices -5%, currencies -3%). Business with pharmaceutical active ingredients, cosmetics ingredients and aroma chemicals developed positively. EBIT before special items was lower than in the previous year, partly due to higher research and development expenses. Earnings were negatively impacted by site restructuring measures. We are proceeding with our program of capital expenditures and restructuring measures to improve efficiency. Oil & Gas -- Earnings boosted by significant increase in crude oil prices -- Natural gas trading successfully expanded Overview 3rd Quarter January - September Change Change Million EUR 2004 2003 in % 2004 2003 in % Sales 1,163 927 25 3,647 3,338 9 Thereof natural gas trading 520 422 23 1,893 1,756 8 EBITDA 578 342 69 1,444 1,178 23 EBIT before special items 458 271 69 1,140 953 20 Thereof natural gas trading 89 36 147 245 192 28 EBIT 458 271 69 1,147 953 20 Thereof natural gas trading 89 36 147 245 192 28 Additions to fixed assets 109 73 49 244 170 44 Assets (end of period) 3,743 3,471 8 - - - Sales and earnings were positively affected by higher oil prices and higher volumes in gas production and gas trading (volumes 18%, prices/currencies 7%). In exploration and production, gas production was considerably increased. This was primarily due to a significant increase in production in the Dutch North Sea and in Argentina. Production of oil and condensate was at approximately the same level as in the previous year. Overall, earnings again increased significantly as a result of high oil prices. In natural gas trading, sales volumes rose significantly. We gained further customers in Germany. Supplies to customers in Austria started for the first time. In addition, agreements were signed with customers in the United Kingdom for supplies starting in October. Earnings doubled, as a result of the business expansion, and due to a one-time payment from an arbitration settlement. An innovative conditioning plant for natural gas was put into operation together with the municipal utility company of Bielefeld, Germany. This plant will mix gas of various qualities and make it possible to supply the local pipeline network. This model will allow access to additional regional markets in Germany. Regions -- Sales and earnings increase in all regions -- Europe improves significantly due to an upturn in business and successful restructuring EBIT before special Sales Sales items (location of (location of (location of Overview customer) company) company) Change Change Change Million EUR 2004 2003 in % 2004 2003 in % 2004 2003 in % 3rd Quarter Europe 4,962 4,225 17 5,357 4,522 18 776 288 169 Thereof Germany 1,728 1,513 14 3,610 3,145 15 526 210 150 North America (NAFTA) 2,058 1,637 26 2,042 1,656 23 78 (22) . South America 613 537 14 528 461 15 86 77 12 Asia, Pacific Area, Africa 1,681 1,341 25 1,387 1,101 26 114 60 90 9,314 7,740 20 9,314 7,740 20 1,054 403 162 January - September Europe 15,348 14,104 9 16,523 15,027 10 2,545 1,812 40 Thereof Germany 5,515 5,161 7 11,141 10,413 7 1,784 1,352 32 North America (NAFTA) 6,207 5,573 11 6,164 5,595 10 362 59 . South America 1,471 1,227 20 1,220 1,021 19 204 160 28 Asia, Pacific Area, Africa 4,653 3,917 19 3,772 3,178 19 278 148 88 27,679 24,821 12 27,679 24,821 12 3,389 2,179 56 Sales by location of company increased by 18% in the third quarter in Europe and by 15% in Germany. EBIT before special items climbed EUR 488 million to EUR 776 million. This was due in particular to the upturn in business and successful restructuring in the Chemicals and Plastics segments, as well as the contribution of the Oil & Gas segment. In North America, sales by location of company increased by 34% in dollar terms. All segments improved sales and EBIT, and growth was strongest in the Petrochemicals division due to the high steam cracker capacity utilization and the acquisition of the plasticizers business. EBIT before special items increased by EUR 100 million to EUR 78 million as a result of higher sales volumes and lower costs. In South America, sales by location of company rose 26% in local currency terms. In particular, business with agricultural products contributed to this growth. EBIT before special items increased by 12% to EUR 86 million. Companies in the Asia, Pacific Area, Africa region increased sales in local currency terms by 35%. The Plastics segment in particular benefited from strong demand. EBIT before special items almost doubled to EUR 114 million. Finance -- High cash flow from operating activities -- Almost EUR 500 million spent on share buybacks Consolidated Statements of Cash Flows January - September Million EUR 2004 2003 Net income 1,486 757 Depreciation and amortization of fixed assets 1,738 1,769 Changes in net working capital 437 798 Miscellaneous items 57 231 Cash provided by operating activities 3,718 3,555 Payments related to tangible and intangible fixed assets (1,358) (1,452) Acquisitions/divestitures 5 (1,456) Financial investments and other items (298) (229) Cash used in investing activities (1,651) (3,137) Proceeds from capital increases/(decreases) (548) (400) Changes in financial indebtedness (220) 1,442 Dividends (825) (831) Cash provided by (used in) financing activities (1,593) 211 Net changes in cash and cash equivalents 474 629 Cash and cash equivalents as of beginning of year and other changes 539 229 Cash and cash equivalents 1,013 858 Marketable securities 518 396 Liquid funds 1,531 1,254 Cash provided by operating activities rose 5% to EUR 3,718 million in the first three quarters. This was primarily due to the higher level of net income. Net working capital was reduced despite the expansion of our business. Cash used in investing activities led to a cash outflow of EUR 1,651 million compared with EUR 3,137 million in 2003. In the previous year, more than EUR 1.4 billion was spent on acquisitions. At EUR 1,358 million, payments related to tangible and intangible fixed assets were significantly lower than the level of amortization and depreciation on fixed assets of EUR 1,738 million. In cash used for financing activities, dividend payments and share buybacks led to a cash outflow of EUR 1,593 million. In the first three quarters of 2004, 11.5 million shares were bought back for EUR 492 million or an average of EUR 42.85 per share. Liquid funds increased to EUR 1,531 million, and at EUR 3,427 million financial indebtedness declined compared with the figure at the end of 2003. Net debt therefore declined by 34% to EUR 1,896 million. Interim Financial Statements of BASF Group (abridged version) The interim financial statements have not been audited. The valuation methods as used in the Consolidated Financial Statements for 2003 remain unchanged. Effective January 1, 2004, the U.S. dollar was defined as the functional currency for companies in Malaysia and Singapore as a result of the increased volume of business from local production. There were only minor changes in the scope of consolidation in the first nine months of 2004. Consolidated Statements of Income 3rd Quarter January - September Change Change Million EUR 2004 2003 in % 2004 2003 in % Sales, net of natural gas taxes 9,314 7,740 20.3 27,679 24,821 11.5 Cost of sales 6,505 5,502 18.2 18,914 17,255 9.6 Gross profit on sales 2,809 2,238 25.5 8,765 7,566 15.8 Selling expenses 1,133 1,122 1.0 3,402 3,366 1.1 General and administrative expenses 182 173 5.2 535 509 5.1 Research and development expenses 308 304 1.3 843 842 0.1 Other operating income 61 64 (4.7) 264 256 3.1 Other operating expenses 289 329 (12.2) 1,072 1,015 5.6 Income from operations 958 374 156.1 3,177 2,090 52.0 (Expenses)/income from financial assets (25) (40) 37.5 (7) (93) 92.5 Interest result (68) (68) 0.0 (169) (206) 18.0 Financial result (93) (108) 13.9 (176) (299) 41.1 Income before taxes and minority interests 865 266 225.2 3,001 1,791 67.6 Income taxes 482 143 237.1 1,403 995 41.0 Minority interests 46 3 . 112 39 187.2 Net income 337 120 180.8 1,486 757 96.3 Earnings per share (EUR ) 0.62 0.21 195.2 2.70 1.34 101.5 Number of shares in millions, weighted 546 561 (2.7) 551 563 (2.1) Consolidated Balance Sheets Sept. 30,Sept. 30,Change Dec. 31, Change Million EUR 2004 2003 in % 2003 in % Assets Intangible assets 3,572 4,027 (11.3) 3,793 (5.8) Property, plant and equipment 12,995 13,503 (3.8) 13,070 (0.6) Financial assets 2,464 3,048 (19.2) 2,600 (5.2) Fixed assets 19,031 20,578 (7.5) 19,463 (2.2) Inventories 4,501 4,630 (2.8) 4,151 8.4 Accounts receivable, trade 5,792 5,123 13.1 4,954 16.9 Miscellaneous receivables 3,062 3,021 1.4 3,159 (3.1) Deferred taxes 1,311 1,151 13.9 1,247 5.1 Liquid funds 1,531 1,254 22.1 628 143.8 Current assets 16,197 15,179 6.7 14,139 14.6 Total assets 35,228 35,757 (1.5) 33,602 4.8 Stockholders' equity and liabilities Subscribed capital and capital surplus 4,412 4,408 0.1 4,408 0.1 Retained earnings and other equity 11,330 11,350 (0.2) 11,083 2.2 Minority interests 355 389 (8.7) 388 (8.5) Stockholders' equity 16,097 16,147 (0.3) 15,879 1.4 Provisions for pensions and similar obligations 3,890 3,894 (0.1) 3,862 0.7 Provisions for taxes and other provisions 5,965 5,319 12.1 5,325 12.0 Provisions 9,855 9,213 7.0 9,187 7.3 Financial indebtedness 3,427 5,097 (32.8) 3,507 (2.3) Accounts payable, trade 2,599 2,081 24.9 2,056 26.4 Other liabilities 3,250 3,219 1.0 2,973 9.3 Liabilities 9,276 10,397 (10.8) 8,536 8.7 Total liabilities 19,131 19,610 (2.4) 17,723 7.9 Total stockholders' equity and liabilities 35,228 35,757 (1.5) 33,602 4.8 Consolidated Statements of Stockholders' Equity January-September 2004 Currency trans- Minor- Sub- Re- lation ity Stock- Million Number of scribed Capital tained adjust- inter- holders' EUR shares capital surplus earnings ment ests equity As of January 1, 2004 556,643,410 1,425 2,983 12,055 (972) 388 15,879 Net income - - - 1,486 - 112 1,598 Share buyback and cancell- ation of shares including own shares intended to be cancelled(11,493,000) (29) 29 (492) - - (492) Dividends paid - - - (774) - (51) (825) (Decrease) /increase of foreign currency trans- lation adjust- ments - - - - 11 (65) (54) Capital injection by minority interests - - - - - (60) (60) Changes in scope of consolid- ation and other changes - - 4 16 - 31 51 As of September 30, 2004 545,150,410 1,396 3,016 12,291 (961) 355 16,097 Consolidated Statements of Stockholders' Equity January - September 2003 Currency trans- Minor- Sub- Re- lation ity Stock- Million Number of scribed Capital tained adjust- inter- holders' EUR shares capital surplus earnings ment ests equity As of January 1, 2003 570,316,410 1,460 2,948 12,468 (330) 396 16,942 Net income - - - 757 - 39 796 Share buyback and cancell- ation of shares including own shares intended to be cancelled(11,255,000) (28) 28 (400) - - (400) Dividends paid - - - (789) - (42) (831) (Decrease) /increase of foreign currency trans- lation adjust- ments - - - - (345) (6) (351) Changes in scope of consolid- ation and other changes - - - (11) - 2 (9) As of September 30, 2003 559,061,410 1,432 2,976 12,025 (675) 389 16,147 Forward-looking statements This report contains forward-looking statements under the U.S. Private Securities Litigation Reform Act of 1995. These statements are based on current expectations, estimates and projections of BASF management and currently available information. They are not guarantees of future performance, involve certain risks and uncertainties that are difficult to predict and are based upon assumptions as to future events that may not prove to be accurate. Many factors could cause the actual results, performance or achievements of BASF to be materially different from those that may be expressed or implied by such statements. Such factors include those discussed in BASF's Form 20-F filed with the Securities and Exchange Commission. (The Annual Report on Form 20-F is available on the Internet at www.basf.com.) We do not assume any obligation to update the forward-looking statements contained in this report. Publisher: BASF Aktiengesellschaft Corporate Department Communications BASF Group 67056 Ludwigshafen Germany You can find HTML versions of this and other publications from BASF on our homepage at www.basf.com. You can also order reports: -- by telephone: +49 621 60-0 -- by e-mail: medien-service@basf-ag.de -- on the Internet: www.basf.de/mediaorders Important dates -- March 9, 2005 Financial Results 2004 -- April 28, 2005 Annual Meeting, Mannheim Interim Report First Quarter 2005 -- August 3, 2005 Interim Report Second Quarter 2005 -- November 10, 2005 Interim Report Third Quarter 2005 CONTACT: BASF Aktiengesellschaft Corporate Media Relations Michael Grabicki Phone: +49 621 60-99938 Fax: +49 621 60-92693 michael.grabicki@basf-ag.de or Investor Relations Magdalena Moll Phone: +49 621 60-48230 Fax: +49 621 60-22500 E-mail: investorrelations@basf-ag.de or General inquiries Phone: +49 621 60-0 Fax: +49 621 60-42525 E-mail: info.service@basf-ag.de SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned, thereunto duly authorized. BASF Aktiengesellschaft Date: November 11, 2004 By: /s/ Elisabeth Schick ------------------------ Name: Elisabeth Schick Title: Director Site Communications Ludwigshafen and Europe By: /s/ Christian Schubert -------------------------- Name: Christian Schubert Title: Director Corporate Communications BASF Group