SAP SE (SAP) 6-K SAP Announces Third Quarter and Nine Months 2009 Results

Exhibit 99.1

SAP Announces Third Quarter and Nine Months 2009 Results Page 1

For Immediate Release
October 28, 2009

SAP Announces Third Quarter and Nine Months 2009 Results

Company Reports Another Quarter of Strong Margin Growth
Despite a Decrease in Revenues
SAP Affirms 2009 Non-GAAP Operating Margin Outlook

          WALLDORF — October 28, 2009 —SAP AG (NYSE: SAP) today announced its preliminary financial results for the third quarter and nine months ended September 30, 2009.

FINANCIAL HIGHLIGHTS — Third Quarter 2009

	SAP - Third Quarter 20091)
	U.S. GAAP							Non-GAAP2)
€ million, unless stated otherwise	Q3/2009		Q3/2008		% change			Q3/2009		Q3/2008		% change			% change const. curr.3)
Software revenues		525		763		-31			525		763		-31			-30
Software and software-related service revenues		1,937		1,994		-3			1,937		2,035		-5			-5
Total revenues		2,508		2,761		-9			2,508		2,802		-10			-10
Operating expenses		1,902		2,147		-11			1,834		2,071		-11			-12
- Thereof restructuring charges		21		—		—			21		—		—			—
Operating income		606		614		-1			674		731		-8			-7
Operating margin (%)		24.2		22.2	2.0		pp		26.9		26.1	0.8		pp	1.1		pp
Income from continuing operations		436		410		6			488		497		-2
Net income		435		389		12			487		476		2
Basic EPS from cont. operations (€)		0.37		0.35		6			0.41		0.41		0

1)	All figures are preliminary and unaudited.
2)	Revenue line items are adjusted for the Business Objects support revenue that Business Objects would have recognized had it remained a standalone entity but that SAP is not permitted to recognize as revenue under U.S. GAAP as a result of business combination accounting rules. Adjustments in the operating expense line items are for acquisition-related charges. See Explanation of Non-GAAP Measures at the end of the financial section of the press release for explanations of the Non-GAAP measures used in this press release and for related reconciliations to U.S. GAAP.
3)	Constant currency Non-GAAP revenue and operating income figures are calculated by translating Non-GAAP revenue and Non-GAAP operating income of the current period using the average exchange rates from the previous year’s respective period instead of the current period. Constant currency period-over-period changes are calculated by comparing the current year’s Non-GAAP constant currency numbers with the Non-GAAP number of the previous year’s respective period. See Explanation of Non-GAAP Measures at the end of the financial section of the press release for details.

SAP Announces Third Quarter and Nine Months 2009 Results Page 2

Revenues — Third Quarter 2009

• U.S. GAAP software and software-related service revenues were€1.94 billion (2008:€1.99 billion), a decrease of 3%. Non-GAAP software and software-related service revenues were€1.94 billion (2008:€2.04 billion), a decrease of 5% (5% at constant currencies).

• U.S. GAAP total revenues were€2.51 billion (2008:€2.76 billion), a decrease of 9%. Non-GAAP total revenues were€2.51 billion (2008:€2.80 billion), a decrease of 10% (10% at constant currencies).

• U.S. GAAP software revenues were€525 million (2008:€763 million), a decrease of 31% (30% at constant currencies).

Income — Third Quarter 2009

• U.S. GAAP operating income was€606 million (2008:€614 million), a decrease of 1%. Non-GAAP operating income was€674 million (2008:€731 million), decrease of 8% (7% at constant currencies). U.S. GAAP and Non-GAAP operating income were negatively impacted by restructuring charges of€21 million resulting from the previously announced reduction of positions. The third quarter 2009 operating income was also affected by non-recurring items, particularly litigation expenses and profit resulting from reversals of provisions recorded in the accounting for the acquisition of Business Objects. The net effect of these non-recurring items was an increase of operating income by€2 million.

• U.S. GAAP operating margin was 24.2% (2008: 22.2%), an increase of 2.0 percentage points. Non-GAAP operating margin was 26.9% (2008: 26.1%), or 27.2% at constant currencies, an increase of 0.8 percentage points (1.1 percentage points at constant currencies). The€21 million in restructuring charges resulting from the previously announced reduction of positions negatively impacted the U.S. GAAP and Non-GAAP operating margin by 0.8 percentage points.

• U.S. GAAP income from continuing operations was€436 million (2008:€410 million), an increase of 6%. Non-GAAP income from continuing operations was€488 million (2008:€497 million), a decrease of 2%. U.S. GAAP and Non-GAAP income from continuing operations were negatively impacted by restructuring charges of€14 million, net of tax, resulting from the previously announced reduction of positions. The effective tax rate in the third quarter of 2009 was 21.0% (2008: 31.9%) and was affected by non-recurring

SAP Announces Third Quarter and Nine Months 2009 Results Page 3

acquisition-related items which positively impacted the third quarter 2009 tax rate by approximately 11.7 percentage points.

• U.S. GAAP basic earnings per share from continuing operations were€0.37 (2008:€0.35), an increase of 6%. Non-GAAP basic earnings per share from continuing operations were€0.41 (2008:€0.41), flat year-over-year. The restructuring charges, net of tax, resulting from the previously announced reduction of positions negatively impacted the U.S. GAAP and Non-GAAP basic earnings per share by 0.01€.

          Third quarter 2009 Non-GAAP operating income excludes acquisition-related charges totaling€67 million (2008:€76 million), and third quarter 2009 Non-GAAP income from continuing operations and Non-GAAP earnings per share from continuing operations exclude acquisition-related charges totaling€52 million (2008:€87 million, which included a deferred revenue write-down).

          “We are pleased to report another quarter of increasing margins despite a decline in revenues. This demonstrates our continued success in maintaining tight cost controls,” said Werner Brandt, CFO of SAP. “While we are seeing signs of stabilization in the general environment, the market remains difficult. Third quarter software and software-related service revenues came in lower than we expected mainly because of a particularly challenging environment in the emerging markets and Japan.”

          “Despite the continued tough spending environment, we are pleased to see further progress in the evolution of our volume business as a result of smaller deals,” said Léo Apotheker, CEO of SAP. “In addition, we are driving more multi-year agreements, where customers buy and consume software over many periods, which we believe is a positive transition for both SAP and our customers. We have the benefit of many years of experience in facilitating the purchase of our software in this manner, including the success we had in signing multi-year, Global Enterprise Agreements with our largest customers. We have now started to leverage this approach with a bigger group of customers. And, most importantly, our solutions are built on a highly flexible and modular architecture allowing us to easily adopt this model.”

SAP Announces Third Quarter and Nine Months 2009 Results Page 4

FINANCIAL HIGHLIGHTS — Nine Months 2009

	SAP - Nine Months 20091)
	U.S. GAAP						Non-GAAP2)
													% change
€ million, unless stated otherwise	9M/2009		9M/2008		% change		9M/2009		9M/2008		% change		const. curr.3)
Software revenues		1,487		2,283		-35		1,487		2,283		-35		-35
Software and software-related service revenues		5,632		5,791		-3		5,643		5,931		-5		-6
Total revenues		7,482		8,079		-7		7,493		8,219		-9		-10
Operating expenses		5,896		6,513		-9		5,695		6,288		-9		-11
- Thereof restructuring charges		-186		—		—		-186		—		—		—
Operating income		1,586		1,566		1		1,798		1,931		-7		-7
Operating margin (%)		21.2		19.4	1.8pp			24.0		23.5	0.5pp		0.7pp
Income from continuing operations		1,077		1,068		1		1,238		1,339		-8
Net income		1,062		1,039		2		1,223		1,310		-7
Basic EPS from cont. operations (€)		0.91		0.90		1		1.04		1.12		-7

1)	All figures are preliminary and unaudited.
2)	Revenue line items are adjusted for the Business Objects support revenue that Business Objects would have recognized had it remained a standalone entity but that SAP is not permitted to recognize as revenue under U.S. GAAP as a result of business combination accounting rules. Adjustments in the operating expense line items are for acquisition-related charges. See Explanation of Non-GAAP Measures at the end of the financial section of the press release for explanations of the Non-GAAP measures used in this press release and for related reconciliations to U.S. GAAP.
3)	Constant currency Non-GAAP revenue and operating income figures are calculated by translating Non-GAAP revenue and Non-GAAP operating income of the current period using the average exchange rates from the previous year’s respective period instead of the current period. Constant currency period-over-period changes are calculated by comparing the current year’s Non-GAAP constant currency numbers with the Non-GAAP number of the previous year’s respective period. See Explanation of Non-GAAP Measures at the end of the financial section of the press release for details.

Revenues — Nine Months 2009

• U.S. GAAP software and software-related service revenues were€5.63 billion (2008:€5.79 billion), a decrease of 3%. Non-GAAP software and software-related service revenues were€5.64 billion (2008:€5.93 billion), a decrease of 5% (6% at constant currencies).

• U.S. GAAP total revenues were€7.48 billion (2008:€8.08 billion), a decrease of 7%. Non-GAAP total revenues were€7.49 billion (2008:€8.22 billion), a decrease of 9% (10% at constant currencies).

• U.S. GAAP software revenues were€1.49 billion (2008:€2.28 billion), a decrease of 35% (35% at constant currencies).

SAP Announces Third Quarter and Nine Months 2009 Results Page 5

Nine Months 2009 Non-GAAP revenue figures exclude a non-recurring deferred support revenue write-down from the acquisition of Business Objects of€11 million (2008:€140 million).

Income — Nine Months 2009

• U.S. GAAP operating income was€1.59 billion (2008:€1.57 billion), an increase of 1%. Non-GAAP operating income was€1.80 billion (2008:€1.93 billion), a decrease of 7% (7% at constant currencies). U.S. GAAP and Non-GAAP operating income were negatively impacted by restructuring charges of€186 million resulting from the previously announced reduction of positions.

• U.S. GAAP operating margin was 21.2% (2008: 19.4%), an increase of 1.8 percentage points. Non-GAAP operating margin was 24.0% (2008: 23.5%), or 24.2% at constant currencies, an increase of 0.5 percentage points (0.7 percentage points at constant currencies). The€186 million in restructuring charges resulting from the previously announced reduction of positions negatively impacted the U.S. GAAP and Non-GAAP operating margin by 2.5 percentage points.

• U.S. GAAP income from continuing operations was€1.08 billion (2008:€1.07 billion), an increase of 1%. Non-GAAP income from continuing operations was€1.24 billion (2008:€1.34 billion), a decrease of 8%. U.S. GAAP and Non-GAAP income from continuing operations were negatively impacted by restructuring charges of€131 million, net of tax, resulting from the previously announced reduction of positions.

• U.S. GAAP basic earnings per share from continuing operations were€0.91 (2008:€0.90), an increase of 1%. Non-GAAP earnings per share from continuing operations were€1.04 (2008:€1.12), a decrease of 7%. The restructuring charges, net of tax, resulting from the previously announced reduction of positions negatively impacted the U.S. GAAP and Non-GAAP basic earnings per share by€0.11.

Nine Months 2009 Non-GAAP operating income excludes a non-recurring deferred support revenue write-down from the acquisition of Business Objects and acquisition-related charges totaling€211 million (2008:€365 million), and Nine Months 2009 Non-GAAP income from continuing operations and Non-GAAP earnings per share from continuing operations exclude a non-recurring deferred support revenue write-down from the acquisition of Business Objects and acquisition-related charges totaling€161 million (2008:€271 million).

Cash Flow — Nine Months 2009

Operating cash flow from continuing operations was€2.38 billion (2008:€1.97 billion), an increase of 21%. Free cash flow was€2.21 billion (2008:€1.73 billion), an increase of 28%. Free cash flow was 29% of total revenues (2008: 21%). At September 30, 2009, SAP had a

SAP Announces Third Quarter and Nine Months 2009 Results Page 6

total group liquidity of€3.04 billion (December 31, 2008:€1.66 billion), which includes cash and cash equivalents, restricted cash and short term investments. At September 30, 2009, net liquidity, defined as total group liquidity less bank liabilities, was€925 million.

Cost Containment Measures for 2009

Previously, SAP announced that in order to enable the Company to adapt its size to today’s market conditions and the broader impact of the global recession, it implemented a global reduction of positions to 48,500 by year-end 2009, taking full advantage of attrition in reaching this goal, and that it expected the reduction of positions to trigger one-time restructuring charges of approximately€200 million for 2009. For the first nine months of 2009, the Company recorded in operating income a restructuring charge of€186 million, and reduced approximately 2,900 positions.

Business Outlook

SAP is providing the following outlook for the full-year 2009:

The Company continues to expect its full-year 2009 Non-GAAP operating margin, which excludes a non-recurring deferred support revenue write-down from the acquisition of Business Objects and acquisition-related charges, to be in the range of 25.5% — 27.0% at constant currencies. This includes one-time restructuring charges of€200 million expected to result from the reduction of positions, which negatively impact the Non-GAAP operating margin outlook by approximately 2 percentage points. The 2009 Non-GAAP operating margin outlook is now based on the assumption that 2009 Non-GAAP software and software-related service revenues, which exclude a non-recurring deferred support revenue write-down from the acquisition of Business Objects, will decline in a range of 6% — 8% at constant currencies (2008:€8.623 billion).

SAP updated its outlook for the 2009 tax rate to 27.0% — 28.0% from the previously expected 2009 tax rate of 29.5% — 30.5% (based on U.S. GAAP income from continuing operations) for 2009 (2008: 30.0%).

KEY EVENTS — Third Quarter 2009

• In the third quarter of 2009, SAP closed major contracts in several key regions including Dagrofa/SuperGros, INDRA SISTEMAS, S.A., Prada S.p.A., SeverStal OAO, Surgutneftegaz OAO, Swiss Life AG, and Telefonica, S.A. in EMEA; Banco Industrial

SAP Announces Third Quarter and Nine Months 2009 Results Page 7

S.A., ConocoPhillips, Dolby Laboratories, Fairfax County, Research In Motion Limited, and Valero Services Inc. in Americas; and APL Co. Pte. Ltd, Department of Foreign Affairs and Trade, Australia, HDFC Standard Life Insurance Co Ltd, Philippine Long Distance Telephone, Samchully Co., Ltd., and Taiwan Power Company in the Asia Pacific Japan region.

• On September 24, SAP announced that it is working with Microsoft and Accenture to develop a global carbon reporting, benchmarking, and analytics system for the Carbon Disclosure Project (CDP), the world’s largest carbon reporting initiative.

• As announced on September 23, SAP’s ranking rose four places to number 27 in the 2009 BusinessWeek/Interbrand annual list of the 100 Best Global Brands, with SAP’s brand value holding strong at $12.106 billion. The Company’s ranking is now at an all-time high as the 27th most valuable brand in the world.

• On September 23, SAP announced that SAP India was honored with the prestigious Dataquest “Top Software Company” award for 2009. This is the first time Dataquest has selected an enterprise software company for the award. SAP was chosen on the basis of its outstanding performance in the past year.

• On September 16, SAP announced that it signed a€1.5 billion three-year Revolving Credit Facility to refinance SAP’s previous€1.0 billion revolving credit facility signed in November 2004. SAP intends to use this credit facility for general corporate purposes. Deutsche Bank AG, J.P. Morgan plc and The Royal Bank of Scotland plc acted as mandated lead arrangers and book runners of the Facility. The new Facility was launched on August 4 at€1.0 billion and was extremely well received. It was oversubscribed by more than 150 percent with a total of 28 banks committing to it. In light of this strong support, SAP elected to increase the amount of the Facility to€1.5 billion.

• On September 9, SAP announced that its SAP World Tour 2009, a series of regional customer events held in more than 70 cities across Asia, Europe, Latin America and North America, have attracted more than 31,000 attendees. The events will run through November 2009.

• On September 4, SAP announced it acquired the majority shareholding in SAF Simulation, Analysis and Forecasting AG (SAF), a global forecasting and replenishment software leader in the retail and wholesale industries. As of September 24, the aggregate number of SAF shares attributable to SAP amounted to 3,914,041 SAF shares in total; corresponding to approximately 70.67% of the share capital and the voting rights of SAF AG.

• On September 4, SAP announced that the Dow Jones Sustainability Indexes (DJSI) named SAP as the software sector leader for the DJSI for the third consecutive year. SAP had sector-leading scores in 12 of the 20 key dimensions, including operational eco-efficiency (where it scored 100 percent), brand management, human capital development, corporate citizenship and codes of conduct. SAP also received a 100 percent rating for its environmental reporting, driven by its innovative and interactive online sustainability report.

• On August 12, SAP announced that IT market research firm IDC reported SAP as the market leader in performance management and analytic applications for the second consecutive year, based on software license and maintenance revenue. SAP achieved the fastest market growth rate of the top five vendors in financial performance and strategy management, part of the overall business analytics market.

SAP Announces Third Quarter and Nine Months 2009 Results Page 8

• On August 5, SAP announced the continued success of hosted offerings from its channel partners for midsize companies, enabling customers to better respond to changing market conditions. SAP’s midsize customers worldwide have chosen hosting as an alternative to the traditional on-premise deployment option, allowing midsize companies to implement and run the SAP Business All-in-One solutions without the need to hire and train dedicated IT staff to implement and manage the software.

• On July 30, SAP announced the availability of feature pack 2.0 for SAP Business ByDesign, specifically designed for midsize companies. The new feature pack significantly expands functionality and provides more value to customers by offering business support for 35 end-to-end process scenarios through an on-demand solution.

• On July 20, SAP announced enhancements to SAP BusinessObjects Data Services and SAP BusinessObjects Data Federator software, part of SAP BusinessObjects information management (IM) solutions. These solutions support both SAP and non-SAP IT environments, and now have expanded support for SAP customers with integration with the SAP NetWeaver Business Warehouse.

IFRS Financial Data

SAP will discontinue its U.S. GAAP reporting and will only report financial data under IFRS from fiscal 2010 onwards. To prepare the capital markets for this change, IFRS financial data are provided in the financial section of this press release.

Use of Non-GAAP Financial Measures

This press release contains certain financial measures such as Non-GAAP revenues, Non-GAAP operating income, Non-GAAP operating margin, free cash flow, constant currency revenue and operating income measures, as well as U.S. Dollar based Non-GAAP revenue numbers. These measures are not prepared in accordance with U.S. GAAP and therefore are considered non-GAAP financial measures. SAP’s non-GAAP financial measures may not correspond to non-GAAP financial measures that other companies report. The non-GAAP financial measures that SAP reports should be considered in addition to, and not as a substitute for or superior to, revenue, operating margin or SAP’s other measures of financial performance prepared in accordance with U.S. GAAP. See the financial section of this press release for additional information regarding the Non-GAAP measures included in this press release and for the reconciliations to the corresponding U.S. GAAP measures.

Webcast / Supplementary Financial Information

SAP senior management will host a conference call today at 3:00 PM (CET) / 2:00 PM (UK) / 10:00 AM (Eastern). The conference call will be webcast live (and for replay purposes) on the Company’s website athttp://www.sap.com/investor along with supplementary financial information.

Note to editors (TV/ radio/ print/ online)

SAP will post two interviews with SAP CEO Léo Apotheker in both English and German, in which he will discuss the Company’s Q3 2009 financial results. You can find these interviews on the SAP stock footage platform www.sap.com/stockfootage at approximately 11:00 a.m. CET on Wednesday, October 28, 2009. The interview in English will be conducted by a reporter from Bloomberg TV, and the German language interview will be conducted by a

SAP Announces Third Quarter and Nine Months 2009 Results Page 9

reporter from “Deutsche Welle”. Both interviews will also be available at http://www.youtube.com/saptv.

These interviews will be published in their entirety and without any edits, as well as for your unrestricted use free of charge (also for parts of it). In addition, these clips are not branded, are clean feed, and will be available as high resolution video files, as well as mp3 files for radio journalists. SAP will also broadcast these clips via satellite at approximately 10:30 am CET. If you are interested in recording this feed, please contact us via broadcast@sap.com for the necessary satellite and technical information.

About SAP

SAP is the world’s leading provider of business software, offering applications and services that enable companies of all sizes and in all industries to become best-run businesses. With approximately 92,000 customers in over 120 countries, SAP is listed on several exchanges, including the Frankfurt stock exchange and NYSE, under the symbol “SAP.” (For more information, visit www.sap.com)

# # #

Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “outlook,” “intend,” “may,” “plan,” “project,” “predict,” “should” and “will” and similar expressions as they relate to SAP are intended to identify such forward-looking statements. SAP undertakes no obligation to publicly update or revise any forward-looking statements. All forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from expectations. The factors that could affect SAP’s future financial results are discussed more fully in SAP’s filings with the U.S. Securities and Exchange Commission (“SEC”), including SAP’s most recent Annual Report on Form 20-F filed with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates.

Copyright © 2009 SAP AG. All rights reserved.

SAP, R/3, SAP NetWeaver, Duet, PartnerEdge, ByDesign, SAP Business ByDesign, and other SAP products and services mentioned herein as well as their respective logos are trademarks or registered trademarks of SAP AG in Germany and other countries. Business Objects and the Business Objects logo, BusinessObjects, Crystal Reports, Crystal Decisions, Web Intelligence, Xcelsius, and other Business Objects products and services mentioned herein as well as their respective logos are trademarks or registered trademarks of Business Objects S.A. in the United States and in other countries. Business Objects is an SAP company. All other product and service names mentioned are the trademarks of their respective companies. Data contained in this document serves informational purposes only. National product specifications may vary.

For more information, press only:

Christoph Liedtke, +49 (6227) 7-50383,christoph.liedtke@sap.com, CET
Guenter Gaugler +49 (6227) 7-65416,guenter.gaugler@sap.com, CET
Jim Dever +1 (610) 661-2161,james.dever@sap.com, ET

For more information, financial community only:

Stefan Gruber, +49 (6227) 7-44872,investor@sap.com, CET
Martin Cohen, +1 (212) 653-9619,investor@sap.com, ET

Appendix — Financial Information to Follow

Financial Information
for the Third Quarter 2009
- - Condensed, Preliminary and Unaudited -

	Page
U.S. GAAP Financial Information
Financial Statements
Statements of Income	F1 and F2
Balance Sheets		F3
Statements of Cash Flows		F4
Supplementary Financial Information
Reconciliations from Non-GAAP Numbers to U.S. GAAP Numbers	F5 and F6
Reconciliations from Non-GAAP Revenue in U.S. Dollar to U.S. GAAP Revenue in Euro		F7
Revenue by Region	F8 and F9
Share-Based Compensation		F10
Free Cash Flow		F10
Days Sales Outstanding		F10
Headcount		F10
Multi-Quarter Summary		F11
Explanations of Non-GAAP Measures	F12 to F14
IFRS Financial Information
Financial Statements
Statements of Income		F15
Statements of Financial Position		F16
Supplementary Financial Information
Reconciliations from U.S. GAAP and Non-GAAP to IFRS and Non-IFRS Numbers		F17
U.S. GAAP — IFRS Significant Differences with Impact on Income		F18
Explanations of Non-IFRS Measures		F19

CONSOLIDATED STATEMENTS OF INCOME
(U.S. GAAP; Preliminary and unaudited)

	Three months ended September 30
€ millions, unless otherwise stated	2009		2008		Change in %
Software revenue		525		763		-31
Support revenue		1,333		1,167		14
Subscription and other software-related service revenue		79		64		23
Software and software-related service revenue		1,937		1,994		-3
Consulting revenue		484		617		-22
Training revenue		60		105		-43
Other service revenue		20		26		-23
Professional services and other service revenue		564		748		-25
Other revenue		7		19		-63
Total revenue		2,508		2,761		-9
Cost of software and software-related services		-412		-381		8
Cost of professional services and other services		-436		-583		-25
Research and development		-381		-398		-4
Sales and marketing		-515		-634		-19
General and administration		-136		-156		-13
Restructuring		-21		0		N/A
Other operating income/expense, net		-1		5		<-100
Total operating expenses		-1,902		-2,147		-11
Operating income		606		614		-1
Other non-operating income/expense, net		-41		7		<-100
Financial income/expense, net		-13		-19		-32
Income from continuing operations before income taxes		552		602		-8
Income taxes		-116		-192		-40
Income from continuing operations		436		410		6
Loss from discontinued operations, net of tax		-1		-21		-95
Net income		435		389		12
- Net income attributable to noncontrolling interests*		0		1		-100
- Net income attributable to shareholders of SAP AG		435		388		12
Earnings per share (EPS)
EPS from continuing operations — basic in€		0.37		0.35		6
EPS from continuing operations — diluted in€		0.37		0.34		9
EPS from net income attributable to shareholders of SAP AG — basic in€		0.37		0.33		12
EPS from net income attributable to shareholders of SAP AG — diluted in€		0.37		0.33		12
Weighted average number of shares in millions, treasury stock excluded		1,188		1,188
Key ratios
Operating margin in %		24.2		22.2	2.0pp
Effective tax rate from continuing operations in %		21.0		31.9

* Due to the first-time application of SFAS 160,Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No. 51the term minority interest has been replaced with noncontrolling interests and the categorization of noncontrolling interests is now shown below net income. The prior year figures have also been changed as a result of the adoption of this standard.

F1 

CONSOLIDATED STATEMENTS OF INCOME
(U.S. GAAP; Preliminary and unaudited)

	Nine months ended September 30
€ millions, unless otherwise stated	2009		2008		Change in %
Software revenue		1,487		2,283		-35
Support revenue		3,922		3,324		18
Subscription and other software-related service revenue		223		184		21
Software and software-related service revenue		5,632		5,791		-3
Consulting revenue		1,554		1,832		-15
Training revenue		202		323		-37
Other service revenue		67		77		-13
Professional services and other service revenue		1,823		2,232		-18
Other revenue		27		56		-52
Total revenue		7,482		8,079		-7
Cost of software and software-related services		-1,192		-1,166		2
Cost of professional services and other services		-1,423		-1,731		-18
Research and development		-1,118		-1,236		-10
Sales and marketing		-1,589		-1,912		-17
General and administration		-393		-477		-18
Restructuring		-186		0		N/A
Other operating income/expense, net		5		9		-44
Total operating expenses		-5,896		-6,513		-9
Operating income		1,586		1,566		1
Other non-operating income/expense, net		-63		25		<-100
Financial income/expense, net		-53		-34		56
Income from continuing operations before income taxes		1,470		1,557		-6
Income taxes		-393		-489		-20
Income from continuing operations		1,077		1,068		1
Loss from discontinued operations, net of tax		-15		-29		-48
Net income		1,062		1,039		2
- Net income attributable to noncontrolling interests*		1		1		0
- Net income attributable to shareholders of SAP AG		1,061		1,038		2
Earnings per share (EPS)
EPS from continuing operations — basic in€		0.91		0.90		1
EPS from continuing operations — diluted in€		0.91		0.89		2
EPS from net income attributable to shareholders of SAP AG — basic in€		0.89		0.87		2
EPS from net income attributable to shareholders of SAP AG — diluted in€		0.89		0.87		2
Weighted average number of shares in millions, treasury stock excluded		1,188		1,192
Key ratios
Operating margin in %		21.2		19.4	1.8pp
Effective tax rate from continuing operations in %		26.7		31.4

* Due to the first-time application of SFAS 160,Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No. 51the term minority interest has been replaced with noncontrolling interests and the categorization of noncontrolling interests is now shown below net income. The prior year figures have also been changed as a result of the adoption of this standard.

F2 

CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. GAAP; Preliminary and unaudited)

€ millions	September 30, 2009		December 31, 2008
Assets
Cash and cash equivalents		2,414		1,277
Restricted cash		1		3
Short-term investments		625		382
Accounts receivable, net		2,097		3,128
Other assets		568		705
Deferred income taxes		213		203
Prepaid expenses/deferred charges		115		84
Current assets		6,033		5,782
Goodwill		5,019		5,009
Intangible assets, net		944		1,127
Property, plant, and equipment, net		1,372		1,405
Investments		101		95
Accounts receivable, net		2		2
Other assets		668		566
Deferred income taxes		190		187
Prepaid expenses/deferred charges		45		24
Noncurrent assets		8,341		8,415
Total assets		14,374		14,197

€ millions	September 30, 2009		December 31, 2008
Liabilities and total equity
Accounts payable		521		538
Income tax obligations		264		363
Financial liabilities		1,506		2,574
Other liabilities		1,107		1,486
Provisions		323		214
Deferred income taxes		33		48
Deferred income		1,050		611
Current liabilities		4,804		5,834
Accounts payable		0		5
Income tax obligations		188		278
Financial liabilities		726		36
Other liabilities		99		94
Provisions		509		497
Deferred income taxes		151		157
Deferred income		65		61
Noncurrent liabilities		1,738		1,128
Total liabilities		6,542		6,962
Common stock, no par value		1,226		1,226
Treasury stock		-1,326		-1,362
Additional paid-in capital		316		320
Retained earnings		8,176		7,709
Accumulated other comprehensive loss		-580		-660
Total equity attributable to shareholders of SAP AG		7,812		7,233
Noncontrolling interests*		20		2
Total equity		7,832		7,235
Total liabilities and total equity		14,374		14,197

* Reclassification of noncontrolling interests (previously minority interests) is based on the first-time application of SFAS 160.

F3 

CONSOLIDATED STATEMENTS OF CASH FLOWS
(U.S. GAAP; preliminary and unaudited)

	Nine months ended September 30
€ millions	2009		2008
Net income		1,062		1,039
Net loss from discontinued operations		15		29
Income from continuing operations		1,077		1,068
Adjustments to reconcile income from continuing operations
Depreciation and amortization		373		412
Gains/losses from equity investees		-1		1
Losses on disposal of intangible assets and property, plant, and equipment		4		2
Gains on disposal of investments		0		-9
Writedowns of financial assets		9		4
Allowances for doubtful accounts		91		34
Impacts of hedging for cash-settled share-based payment plans		2		-10
Stock-based compensation including income tax benefits		7		22
Excess tax benefit from share-based compensation		-1		-14
Deferred income taxes		-64		-72
Change in accounts receivable		967		528
Change in other assets		-34		77
Change in accrued and other liabilities		-575		-558
Change in deferred income		521		485
Net cash provided by operating activities from continuing operations		2,376		1,970
Business combinations , net of cash and cash equivalents acquired		-65		-3,767
Repayment of acquirees’ debt in business combinations		0		-450
Purchase of intangible assets and property, plant, and equipment		-169		-244
Proceeds from disposal of intangible assets and property, plant, and equipment		19		27
Cash transferred to restricted cash		0		-451
Reduction of restricted cash		3		1,000
Purchase of investments		-566		-40
Sales of investments		312		521
Purchase of other financial assets		-10		-11
Sales of other financial assets		12		12
Net cash used in investing activities from continuing operations		-464		-3,403
Dividends paid		-594		-594
Purchase of treasury stock		0		-487
Proceeds from reissuance of treasury stock		20		79
Proceeds from issuance of common stock (share-based compensation)		4		13
Excess tax benefit from share-based compensation		0		14
Proceeds from private placement transaction		697		0
Proceeds from short-term and long-term debt		0		3,859
Repayments of short-term and long-term debt		-902		-1,521
Proceeds from the exercise of equity-based derivative instruments (STAR hedge)		4		33
Purchase of equity-based derivative instruments (hedge for cash-settled share-based payment plans)		0		-55
Net cash provided by/used in financing activities from continuing operations		-771		1,341
Effect of foreign exchange rates on cash and cash equivalents		10		-9
Net cash used in operating activities from discontinued operations		-14		-21
Net change in cash and cash equivalents		1,137		-122
Cash and cash equivalents at the beginning of the period		1,277		1,608
Cash and cash equivalents at the end of the period		2,414		1,486

F4 

Reconciliations from Non-GAAP Numbers to U.S. GAAP Numbers
Preliminary and unaudited

The following table presents a reconciliation from our non-GAAP numbers (including our non-GAAP at constant currency numbers) to the respective most comparable U.S. GAAP numbers. Note: Our non-GAAP numbers are not prepared under a comprehensive set of accounting rules or principles.

	Three months ended September 30
	2009										2008						Change in %
									Non-GAAP														Non-GAAP
							Currency		constant														constant
€ millions, unless otherwise stated	U.S. GAAP		Adj.*		Non-GAAP*		impact**		currency**		U.S. GAAP		Adj.*		Non-GAAP*		U.S. GAAP			Non-GAAP*			currency*
Non-GAAP Revenue Numbers
Software revenue		525		0		525		10		535		763		0		763		-31			-31			-30
Support revenue		1,333		0		1,333		-6		1,327		1,167		41		1,208		14			10			10
Subscription and other software-related service revenue		79		0		79		-1		78		64		0		64		23			23			22
Software and software-related service revenue		1,937		0		1,937		3		1,940		1,994		41		2,035		-3			-5			-5
Consulting revenue		484		0		484		-2		482		617		0		617		-22			-22			-22
Training revenue		60		0		60		0		60		105		0		105		-43			-43			-43
Other service revenue		20		0		20		0		20		26		0		26		-23			-23			-23
Professional services and other service revenue		564		0		564		-1		563		748		0		748		-25			-25			-25
Other revenue		7		0		7		0		7		19		0		19		-63			-63			-63
Total revenue		2,508		0		2,508		2		2,510		2,761		41		2,802		-9			-10			-10
Non-GAAP Operating Expense Numbers
Cost of software and software-related services		-412		46		-366						-381		49		-332		8			10
Cost of professional services and other services		-436		0		-436						-583		0		-583		-25			-25
Research and development		-381		1		-380						-398		3		-395		-4			-4
Sales and marketing		-515		18		-497						-634		23		-611		-19			-19
General and administration		-136		2		-134						-156		1		-155		-13			-14
Restructuring		-21		0		-21						0		0		0		N/A			N/A
Other operating income/expense, net		-1		0		-1						5		0		5		<-100			<-100
Total operating expenses		-1,902		67		-1,834		6		-1,828		-2,147		76		-2,071		-11			-11			-12
Non-GAAP Income Numbers
Operating income		606		67		674		8		682		614		117		731		-1			-8			-7
Other non-operating income/expense, net		-41		0		-41						7		0		7		<-100			<-100
Financial income/expense, net		-13		0		-13						-19		0		-19		-32			-32
Income from continuing operations before income taxes		552		67		619						602		117		719		-8			-14
Income taxes		-116		-15		-131						-192		-30		-222		-40			-41
Income from continuing operations		436		52		488						410		87		497		6			-2
Loss from discontinued operations, net of tax		-1		0		-1						-21		0		-21		-95			-95
Net income		435		52		487						389		87		476		12			2
- Net income attributable to noncontrolling interests		0		0		0						1		0		1		-100			-100
- Net income attributable to shareholders of SAP AG		435		52		487						388		87		475		12			3
Non-GAAP EPS
EPS from continuing operations — basic in€		0.37				0.41						0.35				0.41		6			0
EPS from continuing operations — diluted in€		0.37				0.41						0.34				0.41		9			0
EPS from net income attributable to shareholders of SAP AG — basic in€		0.37				0.41						0.33				0.40		12			2
EPS from net income attributable to shareholders of SAP AG — diluted in€		0.37				0.41						0.33				0.40		12			2
Weighted average number of shares in millions, treasury stock excluded		1,188				1,188						1,188				1,188
Non-GAAP Key Ratios
Operating margin in %		24.2				26.9				27.2		22.2				26.1	2.0		pp	0.8		pp	1.1		pp
Effective tax rate from continuing operations in %		21.0				21.2						31.9				30.9

*

Adjustments in the revenue line items are for the Business Objects support revenue that Business Objects would have recognized had it remained a stand-alone entity but that SAP is not permitted to recognize as revenue under U.S. GAAP as a result of business combination accounting rules. Adjustments in the operating expense line items are for acquisition-related charges. SeeExplanations of Non-GAAP Measuresfor details.

**

Constant currency revenue and operating income figures are calculated by translating revenue and operating income of the current period using the average exchange rates from the previous year’s respective period instead of the current period. Constant currency period-over-period changes are calculated by comparing the current year’s non-GAAP constant currency numbers with the non-GAAP number of the previous year’s respective period. SeeExplanations of Non-GAAP Measuresfor details.

Differences may exist due to rounding.

F5 

Reconciliations from Non-GAAP Numbers to U.S. GAAP Numbers
Preliminary and unaudited

The following table presents a reconciliation from our non-GAAP numbers (including our non- GAAP at constant currency numbers) to the respective most comparable U.S. GAAP numbers . Note: Our non-GAAP numbers are not prepared under a comprehensive set of accounting rules or principles.

	Nine months ended September 30
	2009										2008						Change in %
									Non-GAAP														Non-GAAP
							Currency		constant														constant
€ millions, unless otherwise stated	U.S. GAAP		Adj.*		Non-GAAP*		impact**		currency**		U.S. GAAP		Adj.*		Non-GAAP*		U.S. GAAP			Non-GAAP*			currency*
Non-GAAP Revenue Numbers
Software revenue		1,487		0		1,487		-6		1,481		2,283		0		2,283		-35			-35			-35
Support revenue		3,922		11		3,933		-68		3,865		3,324		140		3,464		18			14			12
Subscription and other software-related service revenue		223		0		223		-8		215		184		0		184		21			21			17
Software and software-related service revenue		5,632		11		5,643		-82		5,561		5,791		140		5,931		-3			-5			-6
Consulting revenue		1,554		0		1,554		-28		1,526		1,832		0		1,832		-15			-15			-17
Training revenue		202		0		202		-1		201		323		0		323		-37			-37			-38
Other service revenue		67		0		67		-1		66		77		0		77		-13			-13			-14
Professional services and other service revenue		1,823		0		1,823		-30		1,793		2,232		0		2,232		-18			-18			-20
Other revenue		27		0		27		-1		26		56		0		56		-52			-52			-54
Total revenue		7,482		11		7,493		-114		7,379		8,079		140		8,219		-7			-9			-10
Non-GAAP Operating Expense Numbers
Cost of software and software-related services		-1,192		139		-1,053						-1,166		142		-1,024		2			3
Cost of professional services and other services		-1,423		2		-1,421						-1,731		0		-1,731		-18			-18
Research and development		-1,118		2		-1,116						-1,236		18		-1,218		-10			-8
Sales and marketing		-1,589		55		-1,534						-1,912		64		-1,848		-17			-17
General and administration		-393		2		-391						-477		1		-476		-18			-18
Restructuring		-186		0		-186						0		0		0		N/A			N/A
Other operating income/expense, net		5		0		5						9		0		9		-44			-44
Total operating expenses		-5,896		200		-5,695		104		-5,591		-6,513		225		-6,288		-9			-9			-11
Non-GAAP Income Numbers
Operating income		1,586		211		1,798		-10		1,788		1,566		365		1,931		1			-7			-7
Other non-operating income/expense, net		-63		0		-63						25		0		25		<-100			<-100
Financial income/expense, net		-53		0		-53						-34		0		-34		56			56
Income from continuing operations before income taxes		1,470		211		1,681						1,557		365		1,922		-6			-13
Income taxes		-393		-50		-443						-489		-94		-583		-20			-24
Income from continuing operations		1,077		161		1,238						1,068		271		1,339		1			-8
Loss from discontinued operations, net of tax		-15		0		-15						-29		0		-29		-48			-48
Net income		1,062		161		1,223						1,039		271		1,310		2			-7
- Net income attributable to noncontrolling interests		1		0		1						1		0		1		0			0
- Net income attributable to shareholders of SAP AG		1,061		161		1,222						1,038		271		1,309		2			-7
Non-GAAP EPS
EPS from continuing operations — basic in€		0.91				1.04						0.90				1.12		1			-7
EPS from continuing operations — diluted in€		0.91				1.04						0.89				1.12		2			-7
EPS from net income attributable to shareholders of SAP AG — basic in€		0.89				1.03						0.87				1.10		2			-6
EPS from net income attributable to shareholders of SAP AG — diluted in€		0.89				1.03						0.87				1.10		2			-6
Weighted average number of shares in millions, treasury stock excluded		1,188				1,188						1,192				1,192
Non-GAAP Key Ratios
Operating margin in %		21.2				24.0				24.2		19.4				23.5	1.8		pp	0.5		pp	0.7		pp
Effective tax rate from continuing operations in %		26.7				26.4						31.4				30.3

*

Adjustments in the revenue line items are for the Business Objects support revenue that Business Objects would have recognized had it remained a stand-alone entity but that SAP is not permitted to recognize as revenue under U.S. GAAP as a result of business combination accounting rules. Adjustments in the operating expense line items are for acquisition-related charges. SeeExplanations of Non-GAAP Measuresfor details.

**

Constant currency revenue and operating income figures are calculated by translating revenue and operating income of the current period using the average exchange rates from the previous year’s respective period instead of the current period. Constant currency period-over-period changes are calculated by comparing the current year’s non-GAAP constant currency numbers with the non-GAAP number of the previous year’s respective period. SeeExplanations of Non-GAAP Measuresfor details.

Differences may exist due to rounding.

F6 

Reconciliations from Non-GAAP Revenue in U.S. Dollar to U.S. GAAP Revenue in Euro
Preliminary and unaudited

The following table presents a reconciliation from our non-GAAP revenue numbers in U.S. dollar to the respective most comparable U.S. GAAP revenue numbers in euro. Note: Our non-GAAP numbers in U.S. dollar are company-specific and not prepared under a comprehensive set of accounting rules or principles.

	Three months ended September 30
	Software Revenue						Software and Software-Related Service Revenue
	2009		2008		Change in %		2009		2008		Change in %
= U.S. GAAP revenue in€ millions		525		763		-31		1,937		1,994		-3
+/- Adjustment between U.S. GAAP revenue and non-GAAP revenue in€ millions*		0		0		0		0		41		-100
= Non-GAAP revenue in€ millions		525		763		-31		1,937		2,035		-5
+/- Adjustment in US$ millions		234		352		-34		843		985		-14
= Non-GAAP revenue in US$ millions		759		1,115		-32		2,780		3,020		-8

	Nine months ended September 30
	Software Revenue						Software and Software-Related Service Revenue
	2009		2008		Change in %		2009		2008		Change in %
= U.S. GAAP revenue in€ millions		1,487		2,283		-35		5,632		5,791		-3
+/- Adjustment between U.S. GAAP revenue and non-GAAP revenue in€ millions*		0		0		0		11		140		-92
= Non-GAAP revenue in€ millions		1,487		2,283		-35		5,643		5,931		-5
+/- Adjustment in US$ millions		573		1,187		-52		2,100		3,087		-32
= Non-GAAP revenue in US$ millions		2,060		3,470		-41		7,743		9,018		-14

* Adjustments in the revenue line items are for the Business Objects support revenue that Business Objects would have recognized had it remained a stand-alone entity but that SAP is not permitted to recognize as revenue under U.S. GAAP as a result of business combination rules. SeeExplanations of Non-GAAP Measuresfor details.

Differences may exist due to rounding.

F7 

REVENUE BY REGION
Preliminary and unaudited

The following table presents our U.S. GAAP and non-GAAP revenue by region. The table also presents a reconciliation from our non-GAAP revenue (including our non-GAAP revenue at constant currency) to the respective most com parable U.S. GAAP revenue. Note: Our non-GAAP revenues are not prepared under a comprehensive set of accounting rules or principles.

	Three months ended September 30
	2009										2008						Change in %
									Non-GAAP												Non-GAAP
							Currency		constant												constant
€ millions	U.S. GAAP		Adj.*		Non-GAAP*		impact**		currency**		U.S. GAAP		Adj.*		Non-GAAP*		U.S. GAAP		Non-GAAP*		currency**
Software revenue by region***
EMEA		254		0		254		6		260		344		0		344		-26		-26		-24
Americas		180		0		180		3		183		280		0		280		-36		-36		-35
Asia Pacific Japan		91		0		91		1		92		139		0		139		-35		-35		-34
Software revenue		525		0		525		10		535		763		0		763		-31		-31		-30
Software and software- related service revenue by region***
Germany		342		0		342		0		342		393		0		393		-13		-13		-13
Rest of EMEA		695		0		695		19		714		658		16		674		6		3		6
Total EMEA		1,037		0		1,037		19		1,056		1,051		16		1,067		-1		-3		-1
United States		476		0		476		-16		460		486		22		508		-2		-6		-9
Rest of Americas		167		0		167		11		178		178		1		179		-6		-7		-1
Total Americas		643		0		643		-5		638		664		23		687		-3		-6		-7
Japan		89		0		89		-15		74		98		1		99		-9		-10		-25
Rest of Asia Pacific Japan		168		0		168		3		171		181		1		182		-7		-8		-6
Total Asia Pacific Japan		257		0		257		-11		246		279		2		281		-8		-9		-12
Software and software - -related service revenue		1,937		0		1,937		3		1,940		1,994		41		2,035		-3		-5		-5
Total revenue by region***
Germany		481		0		481		0		481		569		0		569		-15		-15		-15
Rest of EMEA		858		0		858		25		883		875		16		891		-2		-4		-1
Total EMEA		1,339		0		1,339		24		1,363		1,444		16		1,460		-7		-8		-7
United States		628		0		628		-23		605		717		22		739		-12		-15		-18
Rest of Americas		222		0		222		14		236		237		1		238		-6		-7		-1
Total Americas		850		0		850		-9		841		954		23		977		-11		-13		-14
Japan		102		0		102		-17		85		120		1		121		-15		-16		-30
Rest of Asia Pacific Japan		216		0		216		4		220		243		1		244		-11		-11		-10
Total Asia Pacific Japan		319		0		319		-13		306		363		2		365		-12		-13		-16
Total revenue		2,508		0		2,508		2		2,510		2,761		41		2,802		-9		-10		-10

*	Adjustments in the revenue line items are for the Business Objects support revenue that Business Objects would have recognized had it remained a stand-alone entity but that SAP is not permitted to recognize as revenue under U.S. GAAP as a result of business combination accounting rules. Adjustments in the operating expense line items are for acquisition-related charges. SeeExplanations of Non-GAAP Measuresfor details.
**	Constant currency revenue figures are calculated by translating revenue of the current period using the average exchange rates from the previous year’s respective period instead of the current period. Constant currency period-over-period changes are calculated by comparing the current year’s non-GAAP constant currency numbers with the non-GAAP number of the previous year’s respective period.
***	based on customer location

Differences may exist due to rounding.

F8 

REVENUE BY REGION
Preliminary and unaudited

The following table presents our U.S. GAAP and non-GAAP revenue by region. The table also presents a reconciliation from our non-GAAP revenue (including our non-GAAP revenue at constant currency) to the res pective most comparable U.S. GAAP revenue. Note: Our non-GAAP revenues are not prepared under a com prehensive set of accounting rules or principles.

	Nine months ended September 30
	2009										2008						Change in %
									Non-GAAP												Non-GAAP
							Currency		constant												constant
€ millions	U.S. GAAP		Adj.*		Non-GAAP*		impact**		currency**		U.S. GAAP		Adj.*		Non-GAAP*		U.S. GAAP		Non-GAAP*		currency**
Software revenue by region***
EMEA		726		0		726		20		746		1,080		0		1,080		-33		-33		-31
Americas		496		0		496		-17		479		803		0		803		-38		-38		-40
Asia Pacific Japan		265		0		265		-9		256		400		0		400		-34		-34		-36
Software revenue		1,487		0		1,487		-6		1,481		2,283		0		2,283		-35		-35		-35
Software and software-related service revenue by region***
Germany		948		0		948		0		948		1,048		3		1,051		-10		-10		-10
Rest of EMEA		2,002		4		2,006		66		2,072		2,032		53		2,085		-1		-4		-1
Total EMEA		2,950		4		2,954		66		3,020		3,080		56		3,136		-4		-6		-4
United States		1,417		6		1,423		-133		1,290		1,371		70		1,441		3		-1		-10
Rest of Americas		479		0		479		30		509		518		5		523		-8		-8		-3
Total Americas		1,896		6		1,902		-103		1,799		1,889		75		1,964		0		-3		-8
Japan		292		0		292		-54		238		273		3		276		7		6		-14
Rest of Asia Pacific Japan		494		0		494		10		504		549		6		555		-10		-11		-9
Total Asia Pacific Japan		786		1		787		-45		742		822		9		831		-4		-5		-11
Software and software-related service revenue		5,632		11		5,643		-82		5,561		5,791		140		5,931		-3		-5		-6
Total revenue by region***
Germany		1,376		0		1,376		1		1,377		1,546		3		1,549		-11		-11		-11
Rest of EMEA		2,531		4		2,535		85		2,620		2,721		53		2,774		-7		-9		-6
Total EMEA		3,907		4		3,911		86		3,997		4,267		56		4,323		-8		-10		-8
United States		1,941		6		1,947		-189		1,758		2,055		70		2,125		-6		-8		-17
Rest of Americas		647		0		647		42		689		688		5		693		-6		-7		-1
Total Americas		2,588		6		2,594		-147		2,447		2,743		75		2,818		-6		-8		-13
Japan		348		0		348		-66		282		347		3		350		0		-1		-19
Rest of Asia Pacific Japan		639		0		639		14		653		722		6		728		-11		-12		-10
Total Asia Pacific Japan		987		1		988		-53		935		1,069		9		1,078		-8		-8		-13
Total revenue		7,482		11		7,493		-114		7,379		8,079		140		8,219		-7		-9		-10

*	Adjustments in the revenue line items are for the Business Objects support revenue that Business Objects would have recognized had it remained a stand-alone entity but that SAP is not permitted to recognize as revenue under U.S. GAAP as a result of business combination accounting rules. Adjustments in the operating expense line items are for acquisition-related charges. SeeExplanations of Non-GAAP Measuresfor details.
**	Constant currency revenue figures are calculated by translating revenue of the current period using the average exchange rates from the previous year’s respective period instead of the current period. Constant currency period-over-period changes are calculated by comparing the current year’s non-GAAP constant currency numbers with the non-GAAP number of the previous year’s respective period.
***	based on customer location

Differences may exist due to rounding.

F9 

SHARE-BASED COMPENSATION
(U.S. GAAP; preliminary and unaudited)

	Nine months ended September 30
€ millions	2009		2008		Change in %
Share-based compensation per expense line item
Cost of software and software-related services		5		7		-29
Cost of professional services and other services		10		23		-57
Research and development		20		20		0
Sales and marketing		15		31		-52
General and administration		10		19		-47
Total share-based compensation		60		100		-40

Note: The share-based compensation expenses do not differ between SAP’s U.S. GAAP and non-GAAP measures.

Differences may exist due to rounding.

FREE CASH FLOW
Preliminary and unaudited

	Nine months ended September 30
€ millions	2009		2008		Change in %
Net cash provided by operating activities from continuing operations		2,376		1,970		21
Purchase of long-lived assets excluding additions from business combinations		-169		-244		-31
Free cash flow		2,207		1,726		28

Differences may exist due to rounding.

DAYS SALES OUTSTANDING
Preliminary and unaudited

	September 30, 2009		December 31, 2008		Change in days
Days sales outstanding		78		71		7

HEADCOUNT
Preliminary and unaudited

in Full-Time Equivalents - from continuing operations	September 30, 2009		December 31, 2008		30. September 2008
Headcount by region
Germany		15,043		15,582		15,455
Rest of EMEA		10,484		11,243		11,309
Total EMEA		25,527		26,825		26,764
United States		8,154		9,214		9,424
Rest of Americas		3,819		4,243		4,369
Total Americas		11,973		13,457		13,793
Japan		1,189		1,413		1,446
Rest of Asia Pacific Japan		9,115		9,841		9,860
Total Asia Pacific Japan		10,304		11,254		11,306
Total		47,804		51,536		51,863
Headcount by functional area
Software and software-related services		6,319		6,458		6,457
Professional services and other services		12,490		14,051		14,193
Research and development		14,888		15,547		15,458
Sales and marketing		9,545		10,701		10,909
General and administration		3,116		3,244		3,303
Infrastructure		1,446		1,535		1,543
Total		47,804		51,536		51,863

F10 

MULTI-QUARTER SUMMARY
(U.S. GAAP and non-GAAP; preliminary and unaudited)

€ millions, unless otherwise stated	Q3/2009		Q2/2009		Q1/2009		Q4/2008		Q3/2008		Q2/2008		Q1/2008
Software revenue (U.S. GAAP)		525		543		418		1,323		763		898		622
Revenue adjustment*		0		0		0		0		0		0		0
Software revenue (non-GAAP)		525		543		418		1,323		763		898		622
Support revenue (U.S. GAAP)		1,333		1,337		1,252		1,269		1,167		1,099		1,058
Revenue adjustment*		0		0		11		26		41		52		47
Support revenue (non-GAAP)		1,333		1,337		1,263		1,295		1,208		1,151		1,105
Subscription and other software-related service revenue (U.S. GAAP)		79		73		71		74		64		64		56
Revenue adjustment*		0		0		0		0		0		0		0
Subscription and other software-related service revenue (non-GAAP)		79		73		71		74		64		64		56
Software and software-related service revenue (U.S. GAAP)		1,937		1,953		1,741		2,666		1,994		2,061		1,736
Revenue adjustment*		0		0		11		26		41		52		47
Software and software-related service revenue (non-GAAP)		1,937		1,953		1,752		2,692		2,035		2,113		1,783
Total revenue (U.S. GAAP)		2,508		2,576		2,397		3,488		2,761		2,858		2,460
Revenue adjustment*		0		0		11		26		41		52		47
Total revenue (non-GAAP)		2,508		2,576		2,408		3,514		2,802		2,910		2,507
Operating income (U.S. GAAP)		606		647		332		1,276		614		593		359
Revenue adjustment*		0		0		11		26		41		52		47
Expense adjustment*		67		67		66		72		76		66		83
Operating income (non-GAAP)		674		714		409		1,374		731		711		489
Operating margin (U.S. GAAP)		24.2		25.1		13.9		36.6		22.2		20.7		14.6
Operating margin (non-GAAP)		26.9		27.7		17.0		39.1		26.1		24.4		19.5
Effective tax rate from continuing operations (non-GAAP)		21.2		28.8		30.6		28.3		30.9		30.7		29.0
EPS from continuing operations — basic in€ (U.S. GAAP)		0.37		0.36		0.18		0.72		0.35		0.34		0.21
EPS from continuing operations — diluted in€ (U.S. GAAP)		0.37		0.36		0.18		0.73		0.34		0.34		0.21
EPS from continuing operations — basic in€ (non-GAAP)		0.41		0.41		0.22		0.78		0.41		0.42		0.29
EPS from continuing operations — diluted in€ (non-GAAP)		0.41		0.41		0.22		0.78		0.41		0.42		0.29
Headcount**		47,804		48,561		49,916		51,536		51,863		51,447		51,274

*

Adjustments in the revenue line items are for the Business Objects support revenue that Business Objects would have recognized had it remained a stand-alone entity but that SAP is not permitted to recognize as revenue under U.S. GAAP as a result of business combination accounting rules. Adjustments in the operating expense line items are for acquisition-related charges. SeeExplanations of Non-GAAP Measuresfor details.

**

in full-time equivalents — from continuing operations

Differences may exist due to rounding.

F11 

Explanations of Non-GAAP Measures

This document discloses certain financial measures, such as non-GAAP revenues, non-GAAP expenses, non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, non-GAAP earnings per share, free cash flow, constant currency revenue and operating income measures as well as U.S. dollar-based non-GAAP revenue numbers that are not prepared in accordance with U.S. GAAP and are therefore considered non-GAAP financial measures. Our non-GAAP financial measures may not correspond to non-GAAP financial measures that other companies report. The non-GAAP financial measures that we report should be considered as additional to, and not as substitutes for or superior to, revenue, operating income, cash flows, or other measures of financial performance prepared in accordance with U.S. GAAP. Our non-GAAP financial measures included in this document are reconciled to the nearest U.S. GAAP measure in the tables on the pages F5 to F11 above.

We believe that it is of interest to investors to receive certain supplemental historical and prospective non-GAAP financial information used by our management in running our business and making financial, strategic and operational decisions — in addition to financial data prepared in accordance with U.S. GAAP — to attain a more transparent understanding of our past performance and our future results. Beginning in 2008, we use these non-GAAP measures as defined below consistently in our planning, forecasting, reporting, compensation and external communication. Specifically,

• Our management uses these non-GAAP numbers rather than U.S. GAAP numbers as the basis for financial, strategic and operating decisions.

• The variable remuneration components of our board members and employees that are tied to our company’s growth and operating performance are based on SAP’s achievement of its targets for non-GAAP operating income, cash flow conversion ratio and non-GAAP operating margin at constant currencies. These targets are monitored on a yearly basis and changed if necessary.

• The annual budgeting process involving all management units is based on non-GAAP revenues and non-GAAP operating income numbers rather than U.S. GAAP numbers.

• All monthly forecast and performance reviews with all senior managers globally are based on these non-GAAP measures rather than U.S. GAAP numbers.

• Both, company-internal target setting and guidance provided to the capital markets are based on non-GAAP revenues and non-GAAP income measures rather than U.S. GAAP numbers.

We believe that our non-GAAP measures are useful to investors for the following reasons:

• The non-GAAP measures provide investors with insight into management’s decision-making since management uses these non-GAAP measures to run our business and make financial, strategic and operating decisions.

• The non-GAAP measures provide investors with additional information that enables a comparison of year-over-year operating performance by eliminating certain direct effects resulting from acquisitions.

Our non-GAAP financial measures reflect adjustments based on the following items, as well as the related income tax effects:

Non-GAAP revenue:

Revenues in this document identified as non-GAAP revenue have been adjusted from the respective U.S. GAAP numbers by including the full amount of Business Objects support revenues that would have been reflected by Business Objects had it remained a stand-alone entity but which are not permitted to be reflected as revenues under U.S. GAAP as a result of fair value accounting for Business Objects support contracts in effect at the time of the Business Objects acquisition.

Under U.S. GAAP we record at fair value the Business Objects support contracts in effect at the time of the acquisition of Business Objects. Consequently, our U.S. GAAP support revenues, our U.S. GAAP software and software-related service revenues and our U.S. GAAP total revenues for periods subsequent to the Business Objects acquisition do not reflect the full amount of support revenue that Business Objects would have recorded for these support contracts absent the acquisition by SAP. Adjusting revenue numbers for this one-time revenue impact provides additional insight into our ongoing performance. The support contracts are typically one-year contracts, and we expect customers will renew them, which would result in revenues from support fees. However, we cannot provide absolute assurance that these contracts will in fact be renewed.

Non-GAAP operating expense:

We exclude acquisition-related charges, which are defined as follows:

• Amortization expense/impairment charges of intangibles acquired in business combinations and certain standalone acquisitions of intellectual property;

• Expense from purchased in-process research and development;

• Restructuring expenses and settlements of preexisting relationships as far as incurred in connection with a business combinations; and

• Acquisition-related third-party costs (since the mandatory adoption of SFAS 141R and the revision of IFRS 3) as of January 1, 2009, which requires expensing these costs. The previous version of SFAS 141 and IFRS 3 required capitalization.

F12 

Non-GAAP operating income, non-GAAP operating margin, non-GAAP net income and non-GAAP earnings per share

Operating income, operating margin, net income and earnings per share in this document identified as non-GAAP operating income, non-GAAP operating margin, non-GAAP net income and non-GAAP earnings per share have been adjusted from the respective operating income, operating margin, net income and earnings per share numbers as recorded under U.S. GAAP by adjusting for the above mentioned non-GAAP revenues and non-GAAP expenses.

We include these non-GAAP revenues and exclude these non-GAAP expenses for the purpose of calculating non-GAAP operating income, non-GAAP operating margin, non-GAAP net income and non-GAAP earnings per share when evaluating the continuing operational performance of the Company because these expenses generally cannot be changed or influenced by management after the acquisition other than by disposing of the acquired assets. As management at levels below the Executive Board has no influence on these expenses we generally do not consider these expenses for purposes of evaluating the performance of management units. As we believe that our Company-wide performance measures need to be aligned with the measures generally applied by management at varying levels throughout the Company we exclude these expenses when making decisions to allocate resources, both, on a Company level and at lower levels of the organization. In addition, we use these non-GAAP measures to gain a better understanding of the Company’s comparative operating performance from period-to-period and as a basis for planning and forecasting future periods. Considering that management at all levels of the organization is heavily focused on our non-GAAP measures in our internal reporting and controlling, we believe that it is in the interest of our investors that they are provided with the same information.

We believe that our non-GAAP financial measures described above have limitations, which include but are not limited to the following:

• The eliminated amounts may be material to us.

• Without being analysed in conjunction with the corresponding U.S. GAAP measures the non-GAAP measures are not indicative of our present and future performance, foremost for the following reasons:

• The additional insight into our potential future financial performance that our non-GAAP revenue numbers are intended to provide assumes that Business Objects customers renew their maintenance contracts. Projections of our future revenues made based on these numbers would be overstated if such maintenance renewals do not occur.

• While our non-GAAP income numbers reflect the elimination of certain acquisition-related expenses, no eliminations are made for the additional revenues that result from the acquisitions.

• The acquisition-related one-time charges that we eliminate in deriving our non-GAAP income numbers are likely to recur should SAP enter into material business combinations in the future.

• The acquisition-related amortization expense that we eliminate in deriving our non-GAAP income numbers are recurring expenses that will impact our financial performance in future years.

• While our non-GAAP revenue numbers are adjusted for a one-time impact only, our non-GAAP expenses are adjusted for both one-time and recurring items. Additionally, the revenue adjustment for the fair value accounting for Business Objects support contracts and the expense adjustment for one-time and recurring acquisition-related charges do not arise from a common conceptual basis as the revenue adjustment aims at improving the comparability of the initial post-acquisition period with future post-acquisition periods while the expense adjustment aims at improving the comparability between post-acquisition periods and pre-acquisition periods. This should particularly be considered when evaluating our non-GAAP operating income and non-GAAP operating margin numbers as these combine our non-GAAP revenues and non-GAAP expenses despite the absence of a common conceptual basis.

We believe, however, that the presentation of the non-GAAP measures in conjunction with the corresponding U.S. GAAP measures provide useful information to management and investors regarding present and future business trends relating to our financial condition and results of operations. We therefore do not evaluate our growth and performance without considering both non-GAAP measures and U.S. GAAP measures. We caution the readers of this document to follow a similar approach by considering our non-GAAP measures only in addition to, and not as a substitute for or superior to, revenues or other measures of our financial performance prepared in accordance with U.S. GAAP.

Free Cash Flow

We believe that free cash flow is a widely accepted supplemental measure of liquidity. Free cash flow measures a company’s cash flow remaining after all expenditures required to maintain or expand the business have been paid off. We calculate free cash flow as operating cash flow from continuing operations minus additions to long-lived assets and to intangibles, excluding additions from acquisitions. Free cash flow should be considered in addition to, and not as a substitute for or superior to, cash flow or other measures of liquidity and financial performance prepared in accordance with U.S. GAAP.

F13 

Constant Currency Period-Over-Period Changes

We believe it is important for investors to have information that provides insight into our sales. Revenue measures determined under U.S. GAAP provide information that is useful in this regard. However, both sales volume and currency effects impact period-over-period changes in sales revenue. We do not sell standardized units of products and services, so we cannot provide relevant information on sales volume by providing data on the changes in product and service units sold. To provide additional information that may be useful to investors in breaking down and evaluating changes in sales volume, we present information about our revenue and various values and components relating to operating income that are adjusted for foreign currency effects. We calculate constant currency year-over-year changes in revenue and operating income by translating foreign currencies using the average exchange rates from the previous (comparator) year instead of the report year.

We believe that data on constant currency period-over-period changes have limitations, particularly as the currency effects that are eliminated constitute a significant element of our revenues and expenses and may severely impact our performance. We therefore limit our use of constant currency period-over-period changes to the analysis of changes in volume as one element of the full change in a financial measure. We do not evaluate our results and performance without considering both constant currency period-over-period changes on the one hand and changes in revenues, expenses, income, or other measures of financial performance prepared in accordance with U.S. GAAP on the other. We caution the readers of this document to follow a similar approach by considering data on constant currency period-over-period changes only in addition to, and not as a substitute for or superior to, changes in revenues, expenses, income, or other measures of financial performance prepared in accordance with U.S. GAAP.

U.S. Dollar-Based Non-GAAP Revenue Measures

Substantially all of our major competitors report their financial performance in U.S. dollars. Thus changes in exchange rates, particularly in the U.S. dollar to euro rates, affect the financial statements of our competitors differently than our euro-based financial statements. We therefore believe that U.S. dollar-based revenues for SAP provide investors with useful additional information that enables them to better compare SAP’s revenue growth with SAP’s competitors’ revenue growth irrespective of movements in exchange rates.

Our U.S. dollar non-GAAP revenues are determined as if SAP’s reporting currency was the U.S. dollar. In fact, the reporting currency of our U.S. GAAP and IFRS consolidated financial statements as filed in Germany and in the U.S. with the U.S. Securities and Exchange Commission is the euro. Additionally, our U.S. dollar non-GAAP revenue numbers have been adjusted from the respective U.S. GAAP revenues by the same support revenue fair value adjustment than our non GAAP revenues explained above.

SAP’s management uses our U.S. dollar non-GAAP revenues to gain a better understanding of SAP’s operating results compared to SAP’s major competitors.

We believe that our U.S. dollar non-GAAP revenues have limitations, particularly because the impact of currency exchange rate fluctuations and the eliminated amounts may be material to us. We therefore do not evaluate our growth and performance without considering both non-GAAP revenues and euro-based U.S. GAAP revenues. We caution the readers of this document to follow a similar approach by considering our U.S. dollar non-GAAP revenues only in addition to, and not as a substitute for or superior to, revenues or other measures of our financial performance prepared in accordance with U.S. GAAP and reported in euros.

F14 

CONSOLIDATED STATEMENTS OF INCOME
(IFRS; preliminary and unaudited)

	Nine months ended September 30
€ millions, unless otherwise stated	2009		2008		Change in %
Software revenue		1,487		2,284		-35
Support revenue		3,922		3,332		18
Subscription and other software-related service revenue		223		184		21
Software and software-related service revenue		5,632		5,800		-3
Consulting revenue		1,554		1,833		-15
Training revenue		202		322		-37
Other service revenue		67		77		-13
Professional services and other service revenue		1,823		2,232		-18
Other revenue		27		55		-51
Total revenue		7,482		8,087		-7
Cost of software and software-related services		-1,200		-1,223		-2
Cost of professional services and other services		-1,423		-1,730		-18
Research and development		-1,120		-1,221		-8
Sales and marketing		-1,590		-1,914		-17
General and administration		-395		-478		-17
Restructuring		-193		-27		>100
Other operating income/expense, net		6		4		50
Total operating expenses		-5,915		-6,589		-10
Operating profit		1,567		1,498		5
Other non-operating income/expense, net		-62		19		<-100
Interest income		27		54		-50
Interest expense		-79		-91		-13
Other financial income		-9		3		<-100
Share of gain/loss of associates accounted for using the equity method		1		0		N/A
Financial income/expense, net		-60		-34		76
Profit before income taxes		1,445		1,483		-3
Income taxes		-376		-468		-20
Profit after taxes		1,069		1,015		5
-Profit attributable to noncontrolling interests		1		1		0
-Profit attributable to shareholders of SAP AG		1,068		1,014		5
Earnings per share
Earnings per share attributable to shareholders of SAP AG — basic in€		0.90		0.85		6
Earnings per share attributable to shareholders of SAP AG — diluted in€		0.90		0.85		6
Weighted average number of shares in millions, treasury stock excluded		1,188		1,192
Key ratios
Operating margin in %		20.9		18.5	2.4pp
Effective tax rate in %		26.0		31.6

F15 

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(IFRS; preliminary and unaudited)

€ millions	September 30, 2009		December 31, 2008
Assets
Cash and cash equivalents		2,414		1,277
Restricted cash		1		3
Short-term investments		625		382
Other financial assets		132		206
Financial assets		757		588
Accounts receivable, net		2,097		3,128
Other assets		93		92
Income tax receivables		338		399
Prepaid expenses/deferred charges		116		84
Current assets		5,816		5,571
Goodwill		4,977		4,975
Intangible assets, net		954		1,140
Property, plant, and equipment, net		1,372		1,405
At-Equity investments		26		21
Other investments		75		74
Other financial assets		176		167
Financial assets		277		262
Accounts receivable, net		2		2
Other assets		50		39
Income tax receivables		67		33
Deferred income taxes		465		441
Prepaid expenses/deferred charges		35		32
Noncurrent assets		8,199		8,329
Total assets		14,015		13,900

€ millions	September 30, 2009		December 31, 2008
Liabilities and total equity
Accounts payable		522		539
Income tax payable		264		363
Financial liabilities		1,498		2,563
Other liabilities		1,111		1,488
Financial and other liabilities		2,609		4,051
Provisions		350		248
Deferred income*		1,061		623
Current liabilities		4,806		5,824
Accounts payable		1		5
Income tax obligations		188		278
Financial liabilities		726		40
Other liabilities		47		50
Financial and other liabilities		773		90
Provisions		207		232
Deferred tax liabilities		205		239
Deferred income*		65		61
Noncurrent liabilities		1,439		905
Total liabilities		6,245		6,729
Common stock, no par value		1,226		1,226
Treasury stock		-1,326		-1,362
Additional paid-in capital		316		320
Retained earnings*		7,917		7,442
Accumulated other comprehensive loss		-376		-457
Total equity attributable to shareholders of SAP AG		7,757		7,169
Noncontrolling interests		13		2
Total equity		7,770		7,171
Total liabilities and total equity		14,015		13,900

* Adjustments to prior year reported numbers are based on the application of IFRIC 13,Customer Loyalty Programmes.

F16 

Reconciliations from U.S. GAAP and Non-GAAP to IFRS and Non-IFRS Numbers
Preliminary and unaudited

The following table provides a reconciliation from our U.S. GAAP and non-GAAP numbers to the respective most comparable IFRS and non-IFRS numbers. Note: Our non-GAAP and non-IFRS numbers are not prepared under a comprehensive set of accounting rules or principles.

	Nine months ended September 30
	2009						2008						Change in %
			IFRS vs.						IFRS vs.
			U.S. GAAP						U.S. GAAP
€ millions, unless otherwise stated	U.S. GAAP		Diff.		IFRS		U.S. GAAP		Diff.		IFRS		U.S. GAAP		IFRS
Non-GAAP / Non-IFRS Revenue
U.S. GAAP / IFRS software and software-related service revenue		5,632		0		5,632		5,791		9		5,800		-3		-3
Discontinued operations*		0		0		0		0		-9		-9		0		-100
Deferred revenue write-down**		11		0		11		140		0		140		-92		-92
Non-GAAP / Non-IFRS software and software-related service revenue		5,643		0		5,643		5,931		0		5,931		-5		-5
U.S. GAAP / IFRS total revenue		7,482		0		7,482		8,079		9		8,087		-7		-7
Discontinued operations*		0		0		0		0		-9		-9		0		-100
Deferred revenue write-down**		11		0		11		140		0		140		-92		-92
Non-GAAP / Non-IFRS total revenue		7,493		0		7,493		8,219		0		8,219		-9		-9
Non-GAAP / Non-IFRS Operating Income
U.S. GAAP / IFRS operating income		1,586		-20		1,567		1,566		-68		1,498		1		5
Discontinued operations*		0		8		8		0		53		53		0		-85
Deferred revenue write-down**		11		0		11		140		0		140		-92		-92
Acquisition related charges***		200		7		207		225		16		241		-11		-14
Non-GAAP / Non-IFRS operating income		1,798		-6		1,792		1,931		1		1,932		-7		-7
Non-GAAP / Non-IFRS Operating Margin
U.S. GAAP / IFRS operating margin in %		21.2				20.9		19.4				18.5	1.8pp		2.4pp
Non-GAAP / Non-IFRS operating margin in %		24.0				23.9		23.5				23.5	0.5pp		0.4pp

*	Adjustments are for the discontinued operations of the TomorrowNow entities which do not qualify for separate presentation under IFRS. The adjustment differs from the result from discontinued operations under U.S. GAAP due to differences in the valuation of accrued liabilities.
**	Adjustments are for the Business Objects support revenue that Business Objects would have recognized had it remained a stand-alone entity but that SAP is not permitted to recognize as revenue under both U.S. GAAP and IFRS as a result of business combination accounting rules.See Explanations of Non-IFRS Measuresfor details.
***	Adjustments are for the effects of restructuring accruals (non-IFRS), in-process R&D (non-GAAP), amortization of intangibles identified as part of a purchase price allocation (non-GAAP and non-IFRS). See sectionExplanations of Non-IFRS Measuresfor details.

Differences may exist due to rounding.

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U.S. GAAP — IFRS Significant Differences with Impact on Income

Acquisition-related restructuring expense

In certain circumstances, U.S. GAAP requires that restructuring expense incurred in connection with a business combination be shown as an assumed liability, and therefore it does not normally affect income. However, this restructuring expense must be shown as a current expense under IFRS. After the application of SFAS 141R and the revision to IFRS 3, the accounting has been aligned under both U.S. GAAP and IFRS. Therefore, we do not expect material differences going forward.

Acquired in-process research and development

Under U.S. GAAP, all in-process research and development acquired in connection with a business combination must be amortized immediately. Under IFRS, if certain criteria are met, it must be shown as an asset and, once completed and ready for market, amortized over its normal useful life. After the application of SFAS 141R and the revision to IFRS 3, the accounting has been aligned under both U.S. GAAP and IFRS. Therefore, we do not expect material differences going forward.

Discontinued operations

SAP’s U.S. GAAP income statement shows the revenue and income of our TomorrowNow subsidiary’s activities separately because we discontinued its operation. IFRS does not allow us to show them separately because TomorrowNow is not a material operation. This leads to the only difference between our presentation of revenue under U.S. GAAP and IFRS.

Provisions for litigation costs

The accounting requirements regarding provisions are different under IFRS compared to U.S. GAAP. Particularly, the probability threshold for recording provisions is lower under IFRS than under U.S. GAAP and the measurement differs in certain scenarios. Consequently, provisions (e.g. for litigations) may be recorded earlier or at a higher amount under IFRS compared to U.S. GAAP. In addition, under IFRS litigation provisions include attorney’s fees and other legal costs whereas under U.S. GAAP we record these expenses when incurred.

Deferred taxes

Where differences between our IFRS financial statements and our U.S. GAAP financial statements arise out of tax-relevant transactions that result in temporary differences between the financial statements and our tax accounts, they also result in differences in the deferred tax in our IFRS financial statements and our U.S. GAAP financial statements.

F18 

Explanations of Non-IFRS Measures

Since 2007, we have been required by German and European law to prepare consolidated financial statements in accordance with IFRS. We have not, however, discontinued preparing financial statements under U.S. GAAP but have prepared consolidated financial statements under both U.S. GAAP and IFRS.

We plan to fully migrate to IFRS and discontinue the preparation of U.S. GAAP financial information with effect from the end of 2009. During 2009, we plan to continue to report our financial information according to both IFRS and U.S. GAAP. Our press release for Q4/2009 will be the last document in which we will provide U.S. GAAP financial information. In our annual report as well as our annual report on Form 20-F for fiscal year 2009 and all quarterly and annual reports thereafter, we plan to include only IFRS financial statements, and we plan to base our business outlook for 2010 and years thereafter on non-IFRS numbers derived from IFRS numbers. Concurrently with this change in our external financial communication, we will modify our internal management reporting, planning and forecasting, and variable compensation plans to align to the non-IFRS numbers we provide in our external communication.

To give our investors an insight into what our migration from U.S. GAAP/non-GAAP to IFRS/non-IFRS will mean for SAP’s key performance measures, the section titledReconciliations: U.S. GAAP / IFRS / Non-GAAP / Non-IFRSshows a reconciliation from our U.S. GAAP and non-GAAP numbers to their most comparable IFRS and non-IFRS numbers. Note: Our non-GAAP and non-IFRS numbers are not prepared under a comprehensive set of accounting rules or principles. For more information on our non-GAAP measures, which also applies to our non-IFRS numbers subject to the additional explanations below, see the section titledExplanations of Non-GAAP Measures.

Our non-GAAP measures and our non-IFRS measures have been adjusted from the respective U.S. GAAP and IFRS numbers by:

• Including the full amount of Business Objects support revenue that Business Objects would have recognized had it remained a stand-alone entity but which we are not permitted to recognize as revenue under U.S. GAAP and IFRS as a result of fair value accounting for Business Objects support contracts in effect at the time of the Business Objects acquisition, and

• Excluding acquisition-related charges.

However, the adjustment amounts for acquisition-related charges differ between our non-GAAP measures and our non-IFRS measures, due to differences between U.S. GAAP and IFRS. Specifically:

• For acquisitions taking place until the end of 2008, U.S. GAAP required that certain acquisition-related restructuring costs were accounted for as liabilities assumed in a business combination under U.S. GAAP while being charged to expense under IFRS. Consequently, these costs are eliminated only in our non-IFRS numbers.

• For acquisitions taking place until the end of 2008, purchased in-process research and development was charged to expense immediately under U.S. GAAP while being capitalized and amortized over the expected life under IFRS. Consequently, the immediate charge to expense is only eliminated in our non-GAAP measures while the amortization is only eliminated in our non-IFRS measures.

After the application of SFAS 141R and the revision to IFRS 3, the accounting has been aligned under both U.S. GAAP and IFRS. Therefore, we do not expect material differences in acquisition-related restructuring costs and purchased in-process research and development going forward.

Additionally, our non-IFRS measures have been adjusted from the respective IFRS numbers for the results from our discontinued TomorrowNow operations. Under U.S. GAAP, we present the results of operations of the TomorrowNow entities as discontinued operations. Under IFRS, results of discontinued operations may only be presented as discontinued operations if a separate major line of business or geographical area of operations is discontinued. Our TomorrowNow operations were not a separate major line of business and thus did not qualify for separate presentation under IFRS. We believe that this additional adjustment is useful to investors for the following reasons:

• Despite the migration from U.S. GAAP to IFRS, SAP will continue to view the TomorrowNow operations as discontinued operations and thus will continue to exclude potential future TomorrowNow results from its internal management reporting, planning, forecasting, and compensation plans. Therefore, adjusting our non-IFRS measures for the results of the discontinued TomorrowNow operations provides insight into the financial measures that SAP will use internally once SAP has fully migrated to IFRS.

• By adjusting the non-IFRS numbers for the results form our discontinued TomorrowNow operations, the non-IFRS number is more comparable to the non-GAAP measures that SAP uses currently, which makes SAP’s performance measures before and after the full IFRS migration easier to compare.

F19