UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13G/A
(Amendment No. 1)
Under the Securities Exchange Act of 1934
BASF AG
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(Name of issuer)
Common Stock
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(Title of class of securities)
055262505
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(CUSIP number)
December 31, 2001
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(Date of Event which requires filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
schedule is filed:
|_| Rule 13d-1 (b)
|X| Rule 13d-1 (c)
|_| Rule 13d-1 (d)
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CUSIP No. 055262505 13G/A Page 2 of 6 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Deutsche Bank AG
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Federal Republic of Germany
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NUMBER OF SHARES 5 SOLE VOTING POWER
BENEFICIALLY OWNED BY 2,954,636
EACH REPORTING ------ --------------------------------------------
PERSON WITH SHARED VOTING POWER
6 21,077,915
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SOLE DISPOSITIVE POWER
7 2,954,636
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SHARED DISPOSITIVE POWER
8 24,155,218
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27,109,854
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES |_|
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.5%
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12 TYPE OF REPORTING PERSON
HC, BK, CO
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Item 1(a). Name of Issuer:
BASF AG (the "Issuer")
Item 1(b). Address of Issuer's Principal Executive Offices:
The address of the Issuer's principal executive offices is BASF
AG, Carl-Bosch-Strasse 38 Ludwigshafen, 67056, Federal Republic of Germany.
Item 2(a). Name of Person Filing:
This statement is filed on behalf of Deutsche Bank AG ( the
"Reporting Person"). This Schedule 13G/A is being filed pursuant to Rule
13d-2(b).
Item 2(b). Address of Principal Business Office or, if none, Residence:
The principal place of business of the Reporting Person is
Taunusanlage 12, D-60325, Frankfurt am Main, Federal Republic of Germany.
Item 2(c). Citizenship:
The citizenship of the Reporting Person is set forth on the cover
page.
Item 2(d). Title of Class of Securities:
The title of the securities is Common Stock, which also may
include securities held in the form of American Depository Receipts (the "Common
Stock").
Item 2(e). CUSIP Number:
The CUSIP number of the Common Stock is set forth on the cover
page.
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
(a) |_| Broker or dealer registered under section 15 of the Act;
(b) |_| Bank as defined in section 3(a)(6) of the Act;
(c) |_| Insurance Company as defined in section 3(a)(19) of the Act;
(d) |_| Investment Company registered under section 8 of the
Investment Company Act of 1940;
(e) |_| An investment adviser in accordance with Rule 13d-1
(b)(1)(ii)(E);
(f) |_| An employee benefit plan, or endowment fund in accordance
with Rule 13d-1 (b)(1)(ii)(F);
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(g) |_| A parent holding company or control person in accordance with
Rule 13d-1 (b)(1)(ii)(G);
(h) |_| A savings association as defined in section 3(b) of the
Federal Deposit Insurance Act;
(i) |_| A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of
the Investment Company Act of 1940;
(j) |_| Group, in accordance with Rule 13d-1 (b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1 (c), check this
box. |X|
Item 4. Ownership.
(a) Amount beneficially owned:
The Reporting Person owns the amount of the Common Stock as set
forth on the cover page.
(b) Percent of class:
The Reporting Person owns the percentage of the Common Stock as
set forth on the cover page.
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
The Reporting Person has the sole power to vote or direct
the vote of the Common Stock as set forth on the cover page.
(ii) shared power to vote or to direct the vote:
The Reporting Person has the shared power to vote or direct
the vote of the Common Stock as set forth on the cover page.
(iii) sole power to dispose or to direct the disposition of:
The Reporting Person has the sole power to dispose or direct
the disposition of the Common Stock as set forth on the cover
page.
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(iv) shared power to dispose or to direct the disposition of:
The Reporting Person has the shared power to dispose or
direct the disposition of the Common Stock as set forth on the
cover page.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof the reporting persons have ceased to be the beneficial owners of
more than five percent of the class of securities check the following [x].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Investment management clients of the Reporting Person's subsidiaries
have the ultimate right to dividends from Common Stock held on their behalf and
the proceeds from the sale of Common Stock held on their behalf.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company.
The following are subsidiaries of the Reporting Person which acquired
Common Stock included in the figures on the cover pages: Deutsche Bank Lubeck AG
vormals Handelsbank, Deutsche Bank Saar AG, Deutsche Bank Trust AG, Deutscher
Herold Lebensversicherungs-AG der Deutschen Bank, Deutscher Herold Allgemeine
Versicherungs-AG der Deutschen Bank, Deutsche Asset Management Limited, Deutsche
Asset Management (International) Limited, Deutsche Asset Management Investment
Services Limited, Deutsche Asset Management Life & Pensions Limited, Deutsche
Investment Trust Managers Limited, Nissay Deutsche Asset Management Europe
Limited, Tokai Deutsche Asset Management Limited, Deutsche Asset Management
Schweiz, Deutsche Vermogensbildungsgesellschaft mbH, Deutsche Asset Management
Italy S.p.A., DWS Investment GmbH, DWS (Austria) Investmentgesellschaft mbH,
Deutsche Asset Management Investment GmbH, Deutsche Asset Management (Japan)
Limited, Deutsche Bank (Suisse) S.A. and Deutsche Trust Bank Ltd.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 14, 2002
DEUTSCHE BANK AG
By: /s/ Jeffrey A. Ruiz
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Name: Jeffrey A. Ruiz
Title: Vice President
By: /s/ Margaret M. Adams
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Name: Margaret M. Adams
Title: Director
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