Stabilisation Notice

    RNS Number : 5437L
  BNP Paribas New Issues Primary
  13 January 2009
   
    Date: 13th January2009 
    Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be
unlawful.
    Issuer:  BMW US Capital LLC
    EUR 1.5BN 6.375 per cent Notes due 2012
    Stabilisation Notice
    BNP Paribas (co-ordinator)  Contact:: Rupert Lewis, Telephone number 00 44 207 595 8663 and                  Commerzbank,   Credit
Suisse, Morgan Stanley  hereby gives notice that the Stabilising Manager 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 securities:
 Issuer:                               BMW US Capital LLC
 Guarantor (if any):                   BMW AG
 Aggregate nominal amount:             EUR 1.5M
 Description:                          EUR 1.5BN 6.375 per cent Notes due 2012
 Offer price:                          99.796

 Stabilisation:
 Stabilising Manager(s):               BNP Paribas  (Co-Ordinator) 
                                       Commerzbank
                                       Credit Suisse
                                       Morgan Stanley
 Stabilisation period expected to      13 January 2009
 start on:
 Stabilisation period expected to end  20 February 2009
 no later than:
 Maximum size of over-allotment        N/A
 facility:

    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.
    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 and the offer of the securities to which it relates are only addressed to and directed at persons outside the United
Kingdom and persons in the United Kingdom who have professional experience in matters related to investments or who are high net worth
persons within article 12(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and must not be acted on or
relied on by other persons in the United Kingdom.
    In addition, if and to the extent that this announcement is communicated in, or the offer of the securities to which it relates is made
in, any EEA Member State that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any Member State,
the "Prospectus Directive") before the publication of a prospectus in relation to the securities which has been approved by the competent
authority in that Member State in accordance with the Prospectus Directive (or which has been approved by a competent authority in another
Member State and notified to the competent authority in that Member State in accordance with the Prospectus Directive), this announcement
and the offer are only addressed to and directed at persons in that Member State who are qualified investors within the meaning of the
Prospectus Directive (or who are other persons to whom the offer may lawfully be addressed) and must not be acted on or relied on by other
persons in that Member State.
    This announcement is not an offer of securities for sale into the United States. The securities have not been, and will not be,
registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an
exemption from registration. There will be no public offer of securities in the United States. END

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