SPEECH BY TOM BALOGA, VICE PRESIDENT ENGINEERING, BMW OF NORTH AMERICA, WASHINGTON AUTO SHOW 2009, FEBRUARY 3, 2009

Ladies and Gentlemen,

Today, I'd like to provide a bit of information about BMW, our footprint here
in the U.S., why as a premium automaker we make an essential contribution to
mobility and influence the development of the greater auto market and how we
are going into the future.

I'm going to do this in the short time allotted so I know there's much we can
discuss further in the coming day and weeks. We'd look forward to it.

BMW's Commitment to the U.S.

It is important to know that we're more than an importer and seller of premium
European automobiles. In fact, the U.S. is our second home with a growing
footprint that contributes to the American economy.

8,000 people work directly for us in our offices, research facilities and
manufacturing plant.

We also have three facilities in California that are involved in the important
areas of design and technology.

- Our "BMW Designworks" not only does work for BMW Group but also provides
outstanding design service to the technology, aircraft and agricultural
industries as well as a number of consumer goods companies.

- In Palo Alto, our technology office is an aggregator of advanced technology
from areas such as aerospace, and helps assimilate the most promising ideas
into automotive use.

- And in our state-of-the-art emissions lab for engines in Oxnard, we are
engineering and testing future engines and propulsion systems.

We have also been a manufacturer in the U.S. since 1992. In 2008, we produced
more than 170,000 BMW Z4s, X5s and X6s vehicles at our plant in Spartanburg,
South Carolina.

- This is the only place these vehicles are built and we ship 70% of
Spartanburg's total production to world markets. This makes BMW the largest
vehicle exporter in the U.S.

- Plant Spartanburg was named EPA's "Energy Partner of the Year" for its clever
use of energy. In fact, more than 60 percent of the energy we need to
manufacture our vehicles comes from recycled methane gas from a local landfill.

We have been collaborating with major academic institutions on the East and
West Coast to help further the state of technology contributions to improved
vehicle efficiency, sustainability and safety.

Currently, we are investing $1 billion on furthering our commitment to the U.S.
We've doubled the size of our New Jersey headquarters by adding a
state-of-the-art engineering center, a technical training facility, and a new
home for our Eastern Sales Region.

We are expanding the capacity at our Spartanburg facility by 50 percent to
240,000 units. The construction of a new assembly hall is well underway.

An independent study cites our facility has already provided an additional
23,000 jobs in South Carolina. Combine this with our distribution and dealer
network and we directly or indirectly are responsible for 50,000 jobs in the
U.S.

BMW's Relevancy

This leads me to the next element: Why a premium company like BMW is, and
continues to be, an essential, relevant contributor to the U.S. - even in these
times of restraint.

Simply put, ours is a company that can independently innovate and first bring
technologies into production that quickly migrate to the entire mass market.

Premium buyers of BMW, MINI and Rolls Royce vehicles embrace the early use of
new technology, pay for it, and put it into real world use rapidly proving its
benefits, driving demand in the mass market, reducing costs, and getting them
integrated more quickly into every segment of vehicle.

Just one example for the future: We're developing advanced intelligent
transportation collision communication that involves car to car communications
- not pie in the sky but real-world.

From Here to the Future

Now, I'll finish with an update of our plan for vehicles in the U.S.

Everything we do has two single objectives: Maintain the passion for an
emotional, involving driving experience, and make it as efficient and
sustainable as we can.

You might be surprised to know we've got a pretty good track record.

In an Environmental Defense Study of all manufacturers in the U.S. from
1990-2005, the BMW Group reduced its carbon footprint and increased its fuel
efficiency more than any other automaker, while growing four fold.

In Europe today, we are clearly the most efficient premium manufacturer. Across
our entire range - up to large luxury vehicles such as the BMW 7 Series - our
average CO2 output is 158 grams/km. This is comparable to efficiency levels of
some high-volume manufacturers with much smaller cars than us.

We have defined three phases to further extend our leading position in the
future:

First: near term actions. We believe there are still high single-digit
percentage improvements to come from current internal combustion engines, power
trains and vehicle architectures, and we will mine this with a range of new
vehicles we're already introducing.

We have a system of integrated technologies called EfficientDynamics and these
have enabled us to make the vast majority of our new vehicles more efficient
and cleaner than the last generation, while simultaneously improving
performance.

These technologies have also helped us to exceed the CAFE fuel economy
standards for both cars and light trucks in 2007 (2008 not available yet) for
the first time.

We are investigating bringing a new generation of four cylinder engines to the
U.S., each with an impressive mix of efficiency, cleanliness and performance.

Second: medium term future. Hybrids are a part of our future, though we do not
yet see them as optimum for the way Americans drive and our transportation and
living culture - we'll have two systems - one in our 7 Series and another is
the X6.

We also believe in electric vehicles as a real potential solution to the urban
driving environment in the medium term. However, our company development is
based on the realistic assumption that our own knowledge base with this
technology is not yet as deep as we'd like, the supplier base of experience is
quite young, and there is a long road to go on the infrastructure for use.

A project that will greatly improve our knowledge base is "MINI E".

MINI E is a solely electrically powered car and 450 vehicles will be leased to
customers in the greater areas of Los Angeles and New York City as early as
this spring. It's a learning program in which we look for real world experience
in everyday use.

MINI E is part of our "Project i" ("i" stands for: international, innovation,
intelligent) that is intended to introduce a new form of urban transportation.
Based on the experience, we intend to bring to market an entirely newly
designed vehicle featuring an electric drive system in the first half of the
next decade. The U.S. experience with MINI E is on the leading edge of this
plan.

Third: Further in the future, we see hydrogen and our hydrogen combustion
engines still as a potential solution, but recognize we need absolute
compatibility with the way we live and drive or it won't develop the
infrastructure needed.

I hope this short overview has been useful as an update to our commitment to
the U.S. and its economic and mobility development, and the valuable and
relevant role BMW plays in our auto business.

We look forward to staying in the conversation with all of you.

Thank you.

BMW Group In America

BMW of North America, LLC has been present in the United States since 1975.
Rolls-Royce Motor Cars NA, LLC began distributing vehicles in 2003. The BMW
Group in the United States has grown to include marketing, sales, and financial
service organizations for the BMW brand of motor vehicles, including
motorcycles, the MINI brand, and the Rolls-Royce brand of Motor Cars;
DesignworksUSA, an industrial design firm in California; a technology office in
Silicon Valley and various other operations throughout the country. BMW
Manufacturing Co., LLC in South Carolina is part of BMW Group's global
manufacturing network and is the exclusive manufacturing plant for all X5
Sports Activity Vehicles and the X6 Sports Activity Coupes. The BMW Group sales
organization is represented in the U.S. through networks of 338 BMW passenger
car centers, 335 BMW Sports Activity Vehicle centers, 142 BMW motorcycle
retailers, 82 MINI passenger car dealers, and 30 Rolls-Royce Motor Car dealers.
BMW (US) Holding Corp., the BMW Group's sales headquarters for North, Central
and South America, is located in Woodcliff Lake, New Jersey.

Information about BMW Group in the U.S. is available at:
www.press.bmwgroup.com (media site)
www.bmwgroupna.com
www.bmwusa.com
www.bmwmotorcycles.com
www.miniusa.com
www.rolls-roycemotorcars.com

Contacts Corporate Communications:
Thomas.Salkowsky@bmwna.com
BMW Brand Communications
Tel. 201-307-4114

Jan.Ehlen@bmwna.com
Business Communications
Tel. 201-307-3789