Commerzbank completes adopted share count consolidation in the ratio 10:1

THIS PRESS RELEASE AND THE INFORMATION CONTAINED HEREIN ARE NOT BEING ISSUED AND MAY NOT BE DISTRIBUTED IN THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA.

- Measure increases transaction certainty for forthcoming capital increase

- Number of outstanding shares decreases from 5.83 billion to 583 million

- Shares to be traded as of April 24, 2013 under the new securities identification number
WKN CBK100

- Commerzbank assumes custodian bank commission for settlement of fractional shares

Commerzbank has completed as planned the share count consolidation adopted last week by the annual general meeting in the ratio 10:1, in addition to the cancellation of 7 shares, ensuring a round number of existing capital stock of the company, the share count consolidation in the ratio 10:1 has been entered on the Commercial Register. The number of outstanding shares has thereby declined from approximately 5.83 billion to approximately 583 million. The converted share certificates will be traded on the stock exchange from April 24, 2013 onwards under the new securities identification number WKN CBK100 (ISIN DE000CBK1001). This replaces the present securities identification number WKN 803200 (ISIN DE0008032004). The conversion of the securities portfolios in the custody accounts of the Commerzbank shareholders is executed automatically by the custodian bank.

The capital reduction has no impact on the assets of the shareholders or their individual stakes in the capital stock of Commerzbank Aktiengesellschaft. It merely represents a simple balance sheet measure. The equity capital structure and the value of Commerzbank as a whole will not change as a consequence. The objective of the measure is to enhance the transaction certainty for the forthcoming capital increase.

For shareholders whose current number of shares is not divisible by 10, a so-called 'settlement of fractional shares' is planned. Prior to the capital reduction the shareholders can, in the event they hold fractional amounts, decide individually whether they wish to buy or sell Commerzbank shares. To this end shareholders will receive a corresponding pre-prepared letter of instruction from their custodian banks in the coming days. To the extent that a shareholder does not place a corresponding order with his custodian bank for the rounding up or down of his number of shares by May 6, 2013, the respective fractional shares will automatically be sold and the proceeds credited to the shareholder. The consolidation of the old shares, the conversion of the portfolios, and the regulation of the fractional amounts are to be free of charges and fees for the shareholders. In this respect Commerzbank is paying the custodian bank commission to the custodian banks.

Moreover, on April 19, 2013 the shareholders of Commerzbank Aktiengesellschaft adopted a resolution by a large majority to redeem in full the remaining silent participations of the Financial Market Stabilisation Fund (SoFFin) and Allianz through a capital increase. To this end Commerzbank plans, as already announced, a mixed cash capital increase/capital increase through contributions in kind with subscription rights for the existing shareholders with a volume of EUR 2.5 billion. The transaction, including the trading of subscription rights, is intended to take place during the period from mid-May through to the beginning of June 2013. In the course of the capital increase, the shareholding of the federal government in Commerzbank is expected to decrease from about 25 per cent at present to less than 20 per cent.

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Press contact:
Simon Steiner            +49 69 136 46646
Nils Happich              +49 69 136 44986
Karsten Swoboda     +49 69 136 22339

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About Commerzbank
Commerzbank is a leading bank in Germany and Poland. It is also present worldwide in all markets for its customers as a partner to the business world. With the business areas Private Customers, Mittelstandsbank, Corporates & Markets and Central & Eastern Europe, it offers its private and corporate clients as well as institutional investors the banking and capital market services they need. With some 1,200 branches Commerzbank has one of the densest branch networks among German private banks. In total, Commerzbank boasts nearly 15 million private customers, as well as 1 million business and corporate clients. In 2012, it generated revenues of just under EUR 10 billion with approximately 56,000 employees on average.

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Disclaimer
The information contained herein serves information purposes and does not constitute a prospectus or any offer for sale or subscription of or solicitation or invitation of any offer to buy or subscribe for any securities for the purposes of EU Directive 2003/71/EC. Securities will solely be offered on the basis of a prospectus or other offering circular to be issued by the company in connection with such offering. Subject to approval by the German Federal Financial Services Supervisory Authority, a prospectus will be available free of charge from COMMERZBANK Aktiengesellschaft (Kaiserstraße 16 (Kaiserplatz), 60311 Frankfurt am Main) and on the website of COMMERZBANK Aktiengesellschaft under www.commerzbank.com. The securities will be offered exclusively on the basis of the prospectus required to be approved by the Federal Financial Services Supervisory Authority.

This press release does not constitute an offer to sell securities, or a solicitation of an offer to buy securities, in the United States of America. Securities may not be offered or sold in the United States of America absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the 'Securities Act'). The securities of COMMERZBANK Aktiengesellschaft described herein have not been and will not be registered under the Securities Act, or the laws of any State, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable State laws. COMMERZBANK Aktiengesellschaft does not intend to register any portion of the offering in the United States or conduct a public offering of securities in the United States.

This press release is for information purposes only and does not constitute an offer document or an offer of transferable securities to the public in the U.K. to which section 85 of the Financial Services and Markets Act 2000 of the U.K. ('FSMA') applies and should not be considered as a recommendation that any person should subscribe for or purchase any of the Securities. The Securities will not be offered or sold to any person in the U.K. except in circumstances which have not resulted and will not result in an offer to the public in the U.K. in contravention of section 85(1) of FSMA.

The communication of this document is restricted by law; it is not intended for distribution to, or use by any person in, any jurisdiction where such distribution or use would be contrary to local law or regulation.

This press release is not being distributed by, nor has it been approved for the purposes of section 21 of FSMA by, a person authorised under FSMA. This document is being communicated only at (I) persons who are outside the United Kingdom (II) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the 'Order') or (III) high net worth companies and other persons within the categories described in Article 49(2)(a) to (d) of the Order (all such persons together being referred to as 'Relevant Persons').

Any person who is not a Relevant Person should not act or rely on this document or any of its contents. The Securities are available only to, and any invitation, offer or agreement to purchase will be engaged in only with Relevant Persons. Persons in possession of this document are required to inform themselves of any relevant restrictions. No part of this document should be published, reproduced, distributed or otherwise made available in whole or in part to any other person without the prior written consent of COMMERZBANK Aktiengesellschaft.

This release contains forward-looking statements. Forward-looking statements are statements that are not historical facts. In this release, these statements concern the expected future business of Commerzbank, efficiency gains and expected synergies, expected growth prospects and other opportunities for an increase in value of Commerzbank as well as expected future financial results, restructuring costs and other financial developments and information. These forward-looking statements are based on the management's current expectations, estimates and projections. They are subject to a number of assumptions and involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from any future results and developments expressed or implied by such forward-looking statements. Such factors include the conditions in the financial markets in Germany, in Poland, elsewhere in Europe and other regions from which Commerzbank derives a substantial portion of its revenues and in which Commerzbank holds a substantial portion of its assets, the development of asset prices and market volatility, potential defaults of borrowers or trading counterparties, the implementation of Commerzbank's strategic initiatives, the reliability of Commerzbank's risk management policies, procedures and methods, and other risks. Forward-looking statements therefore speak only as of the date they are made. Commerzbank has no obligation to periodically update or release any revisions to the forward-looking statements contained in this release to reflect events or circumstances after the date of this release.