UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-5546

         DIVISION OF
CORPORATION FINANCE


Mail Stop 5546
								December 29, 2005


Via Facsimile (011) 49 03 04681 5309 and US Mail

Dr. Hubertus Erlen
Chairman of the Executive Board
Schering AG
Muellerstrasse 178
13353 Berlin
Federal Republic of Germany

	Re:	Schering AG
		Form 20-F for the Fiscal Year Ended December 31, 2004
      Filed March 18, 2005
 		File No. 1-16143

Dear Dr. Erlen:

      We have limited our review of the above filing to
disclosures
relating to your contacts with countries that have been identified
as
state sponsors of terrorism, and we will make no further review of
the filing.  Our review with respect to this issue does not
preclude
further review by the Assistant Director group with respect to
other
issues.  At this juncture, unless otherwise directed, we are
asking
you to provide us with supplemental information so that we may
better
understand your disclosure.  Please be as detailed as necessary in
your response.  After reviewing this information, we may raise
additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your
filings.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

General

1. We note from public media sources and your website that you may
have existing or anticipated operations associated with Iran and
Sudan, which are identified as state sponsors of terrorism by the
U.S. State Department and subject to economic sanctions
administered
by the Treasury Department`s Office of Foreign Assets Control and
export controls administered by the Commerce Department`s Bureau
of
Industry and Security.  We note that the Form 20-F does not
contain
any information relating to operations in either of these
countries.
With a view to disclosure, please describe such operations and
discuss their materiality to you in light of each country`s status
as
a state sponsor of terrorism.  Please also discuss whether the
operations constitute a material investment risk to your security
holders.  Your response should describe your current, historical
and
anticipated operations in, and contacts with, Iran and Sudan,
including through subsidiaries, affiliates, joint ventures and
other
direct and indirect arrangements.

2. Your materiality analysis should address materiality in
quantitative terms, including the approximate dollar amount of
revenues, assets and liabilities associated with Iran and Sudan.
Please also address materiality in terms of qualitative factors
that
a reasonable investor would deem important in making an investment
decision, including the potential impact of corporate activities
upon
a company`s reputation and share value.  In this regard, we note
that
Arizona and Louisiana have adopted legislation requiring their
state
retirement systems to prepare reports regarding state pension fund
assets invested in, and/or permitting divestment of state pension
fund assets from, companies that do business with countries
identified as state sponsors of terrorism.  Illinois, New Jersey
and
Oregon have adopted, and other states are considering, legislation
prohibiting the investment of certain state assets in, and/or
requiring the divestment of certain state assets from, companies
that
do business with Sudan.  Harvard University, Stanford University
and
Dartmouth College have all adopted policies prohibiting investment
in, and/or requiring divestment from, companies that do business
with
Sudan.  We also note published reports that the New York City
comptroller has written you to request that you analyze any
potential
financial and reputational risks of conducting business in Sudan.
Your materiality analysis should address the potential impact of
the
investor sentiment evidenced by these actions directed toward
companies operating in Iran and Sudan.



      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please
understand
that we may have additional comments after reviewing your
amendment
and responses to our comments.  Please file your response letter
on
EDGAR.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filings include all information required under the Exchange Act of
1934 and that they have provided all information investors require
for an informed investment decision.  Since the company and its
management are in possession of all facts relating to the
company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

      In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

staff comments or changes to disclosure in response to staff
comments
do not foreclose the Commission from taking any action with
respect
to the filing; and

the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.


      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      Please contact James Lopez at (202) 551-3536 if you have any
questions about the comments or our review.  You may also contact
me
at (202) 551-3470.



								Sincerely,




								Cecilia D. Blye, Chief
								Office of Global Security
Risk




cc: 	Jeff Riedler
		Assistant Director
		Division of Corporation Finance
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Dr. Hubertus Erlen
Schering AG
December 29, 2005
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