in new markets - Fresenius Medical Care

for further growth - Fresenius Kabi

for better health - Fresenius Helios

for greater efficiency - Fresenius Vamed

Seizing opportunities > in new markets

Asia is an important growth market for Fresenius Medical Care. Approximately 620,000 patients with chronic kidney failure are currently being treated in this region, and every year this number increases by about 10 to 11%. We will continue to take advantage of this growth potential. The significant demand for dialysis services offers substantial opportunities to expand our network of clinics in the Asian countries.

In 2008, Fresenius Medical Care achieved sales of US$ 606 million in the Asia-Pacific region. Our goal is to continue our strong organic growth and to increase sales to more than US$ 800 million in constant currency by 2010.

FRESENIUS MEDICAL CARE IN ASIA
	2008	2007	Change
Sales (in million US$)	606	541	12%
Employees (December 31)	3,558	3,095	15%
Dialysis patients (December 31)	9,158	7,789	18%
Dialysis treatments (million)	1.34	1.21	11%
Dialysis clinics (December 31)	125	105	19%

in new markets - Fresenius Medical Care

Seizing opportunities > for further growth

With the acquisition of APP Pharmaceuticals, Fresenius Kabi has achieved a leading position in the global market for intravenously administered generic drugs. APP Pharmaceuticals has a strong drug registration portfolio pending and over 70 products under development, opening up new growth opportunities.

At the same time, we are seizing the opportunity of introducing selected Kabi products into the US, with initial focus on parenteral nutrition. We are also planning to launch selected APP IV drugs outside the US.

APP PHARMACEUTICALS IN FIGURES
	2008
Sales	US$ 777 million
EBITDA, adjusted*	US$ 317 million
EBITDA margin, adjusted*	40.8%
Employees (December 31, full-time equivalent)	1,487
Production facilities	3
Produkte	>100
Number of products	~17%

Seizing opportunities > for better health

At Fresenius Helios, our commitment is to provide the highest medical quality and care. We aim to offer advanced and proven best-in-class diagnosis and treatment methods for the benefit of our patients. We continuously invest in high-quality, state-of-the-art medicine, and aim to measure and improve the quality of medical care.

Our target ist that our quality indicators should be better than the German average. With a mortality rate of SMR < 1, this was accomplished, among others, for major illnesses shown below.

HELIOS QUALITY INDICATORS
Indications/ standardized mortality rate (SMR)*	2008 SMR	2007 SMR
Acute myocardial infarction	0.73	0.79
Heart failure	0.73	0.85
Stroke	0.83	1.01
Acute cerebral infarction	0.81	0.99
Pneumonia	0.71	0.85

Seizing opportunities > for greater efficiency

Fresenius Vamed is a leading international provider of services in the planning, construction, and management of health care facilities. Our complete value chain and our more than 25 years of international experience are key to providing effective support for hospitals at every stage of their life cycle, and thus contributing towards their successful operating performance. For us, each project is another opportunity to prove our competence.

Hospitals face the dual challenge of increasing efficiency and reducing expenditure. We support hospitals by offering comprehensive process know-how and by taking over medical-technical services and management functions.

VAMED SERVICES

Service contracts* for	140 clinics
	~ 50,000 beds
among others:
Vienna General Hospital and University Clinics (AKH)	~ 2,100 beds
Charité Hospital Berlin	~ 3,200 beds
University Clinic Hamburg-Eppendorf	~1,370 beds
Prince Court Medical Center, Kuala Lumpur	~ 330 beds
Al Ain Hospital, Abu Dhabi	~ 450 beds

Notes in accordance with the German Commercial Code (HGB)

37. COMPENSATION REPORT

The compensation report of Fresenius SE summarizes the principles applied for the determination of the compensation of the members of the Management Board of Fresenius SE and explains the amounts and structure of the Management Board compensation. The compensation report is based on the recommendations of the German Corporate Governance Code and also includes the disclosures in accordance with the German Commercial Code extended by the German Act on the Disclosure of Management Board Compensation.

COMPENSATION OF THE MANAGEMENT BOARD OF FRESENIUS SE

The personnel committee of the Supervisory Board determines the compensation of the Management Board. The personnel committee is composed of the Supervisory Board members Dr. Gerd Krick, Dr. Karl Schneider and Wilhelm Sachs.

The objective of the compensation system is to enable the members of the Management Board to participate in the development of the business relative to their duties and performance and the successes in managing the economic and the financial position of the Company taking into account its comparable environment.

The compensation of the Management Board is, as a whole, performance oriented and consisted of three elements in the fiscal year 2008:

non-performance-related compensation (basic salary)
performance-related compensation (variable bonus)
components with long-term incentive effects (stock options)

Furthermore, three members of the Management Board had pension commitments in the reporting period.

The design of the individual components is based on the following criteria:

The non-performance-related compensation was paid in twelve monthly installments as basic salary in the fiscal year 2008. In addition, the members of the Management Board received additional benefits consisting mainly of insurance premiums, the private use of company cars, special payments such as rent supplements and reimbursement of certain other charges as well as contributions to pension and health insurance.

The performance-related compensation will also be granted for the fiscal year 2008 as a variable bonus. The amount of the bonus in each case depends on the achievement of the individual targets relating to the net income of the Fresenius Group and its segments. For the total performance-related compensation, the maximum achievable bonus is fixed.

For the fiscal years 2008 and 2007, the amount of cash payment of the Management Board of Fresenius SE consisted of the following:

	Non-performance-related compensation				Performance-related compensation		Cash compensation (without long-term incentive components)
	Salary		Other¹⁾		Bonus
in thousand €	2008	2007	2008	2007	2008	2007	2008	2007
Dr. Ulf M. Schneider	800	800	39	41	1,165	952	2,004	1,793
Rainer Baule	425	425	40	38	900	801	1,365	1,264
Dr. Francesco De Meo (since January 1, 2008)	425		18		490		933
Andreas Gaddum (until December 31, 2007)		325		86		501		912
Dr. Jürgen Götz (since July 1, 2007)	325	162	29	10	360	157	714	329
Dr. Ben Lipps²⁾	816	766	202	230	963	1,647	1,981	2,643
Stephan Sturm	425	425	84	86	850	701	1,359	1,212
Dr. Ernst Wastler (since January 1, 2008)	375		17		390		782
Total	3,591	2,903	429	491	5,118	4,759	9,138	8,153

¹⁾

Includes insurance premiums, private use of company cars, contributions
to pension and health insurance as well as other benefits.

²⁾

Dr. Ben Lipps receives his compensation only from Fresenius Medical Care, of which Fresenius SE held 35.80% of the total subscribed capital. As Dr. Ben Lipps is a member of the Management Board of Fresenius SE, his compensation has to be included in the compensation report of the Fresenius Group.

In the fiscal year 2008, stock options based on the Fresenius SE Stock Option Plan 2008 and the Fresenius Medical Care AG & Co. KGaA Stock Option Plan 2006 were granted as components with long-term incentive effects. The principles of both plans are described in more detail in Note 34, Stock options.

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