Heidelberg Materials AG

Quarterly Report • May 19, 2008

Interim Report January to March 2008

• Turnover in the first quarter exceeds EUR 3 billion
• Significant double-digit growth in operating income, even on a like-for-like basis
• Decline in North America more than compensated for by Europe and Asia
• Noticeable increases in turnover and results confidently expected for 2008

Overview January - March 2008	January - March
EURm	2007 *	2008
Turnover	1,783	3,062
Operating income before depreciation (OIBD)	253	385
Operating income	142	190
Additional ordinary result	37	19
Results from participations	17	6
Earnings before interest and income taxes (EBIT)	196	214
Profit before tax	144	15
Net income from continuing operations	104	11
Net income from discontinued operations	15	1,276
Profit for the financial year	119	1,287
Group share of profit	109	1,264
Investments	230	252

* Figures have been adjusted following the presentation of maxit Group as discontinued operation (IFRS 5 ) and are therefore not comparable with those presented in 2007

Change in consolidation scope

In order to ensure the comparability of operational development, the following consolidation-related changes should be taken into account:

Besides the companies included in the consolidation scope for the first time, the inclusion of Hanson had a particularly significant impact in the first quarter of 2008. Net income from discontinued operations includes the profit from the sale of maxit Group.

Letter to the shareholders

Ladies and Gentlemen,

Global economic development is slowing noticeably under the influence of the crisis on the financial markets. The weakening is most severe in the US, while the effects remain limited in Europe and particularly in the emerging countries. Even in the US, however, the development in the individual market regions is varied.

Good start in the year 2008

Despite the effects of the crisis on the property and financial markets in the US, HeidelbergCement has had a good start in the first quarter. Cement and clinker sales volumes of the Group rose by 9.9% to 19.6 million tonnes (previous year: 17.9). Excluding consolidation effects, the increase amounted to 4.1%. The growth was strongest in the Europe Group area, followed by Asia-Australia-Africa. Deliveries of aggregates almost quadrupled, reaching 61.0 million tonnes (previous year: 16.4) and ready-mixed concrete sales volumes increased by 89.6% to 10.0 million m3 (previous year: 5.3). Even excluding the Hanson activities, the sales volumes noticeably improved in both operating lines.

Group turnover rose by 71.8% in the first quarter to EUR 3,062 million (previous year: 1,783). This was due to the inclusion of Hanson in particular, but the countries of Eastern Europe and Central Asia as well as Germany, the Benelux countries, Sweden, Asia, Ghana and Turkey also contributed to this growth. Excluding exchange rate and consolidation effects, turnover increased by 10.6%. Operating income before depreciation (OIBD) rose by 52.3% to EUR 385 million (previous year: 253). Operating income rose by 33.1% to EUR 190 million (previous year: 142).

The decline of EUR 10.9 million in results from participations to EUR 5.7 million (previous year: 16.6) results essentially from the sale of the French participation Vicat S.A. in June 2007. The decrease of EUR 146.6 million in financial results to EUR -199.1 million (previous year: -52.5) is mainly due to the financing of the Hanson acquisition in August 2007.

The increase in financing costs and the decline in results from participations were not completely compensated for by the improvement in operating income, which resulted in a reduction of EUR 128.8 million in profit before tax from continuing operations, bringing the total to EUR 14.9 million (previous year: 143.7). Taxes on income fell accordingly by EUR 35.3 million to EUR 4.1 million (previous year: 39.4). Net income from continuing operations amounted to EUR 10.7 million (previous year: 104.3).

In August 2007, HeidelbergCement signed and agreement for the sale of maxit Group with the French building materials manufacturer Saint Gobain. The transaction with a value of EUR 2,125 million was completed on 13 March 2008 with the approval of the cartel authorities. The resulting book profit of EUR 1,279.3 million is included in the net income from discontinued operations.

Overall, the profit for the financial year increased to EUR 1,287.1 million (previous year: 119.1). Consequently, the Group share of profit rose to EUR 1,264.4 million (previous year: 108.9).

Changes in the Supervisory Board

On 25 April 2008, Helmut S. Erhard, who had been appointed successor to Rolf Hülstrunk on the Supervisory Board, passed away. He had belonged to the Group since 1971 and, from 1999 to the end of 2007, was responsible for our North American activities as a member of the Managing Board. Helmut S. Erhard gave very valuable service to HeidelbergCement.

On 2 January 2008, Robert Feiger, member of the Managing Board of the Trade Union IG Bauen-Agrar-Umwelt, was appointed a member of the Supervisory Board by the Local Court (Amtsgericht) of Mannheim at the recommendation of this trade union. He follows Heinz-Josef Eichhorn, who gave up his Supervisory Board mandate on 29 September 2007. As of 31 December 2007, Rolf Hülstrunk gave up his Supervisory Board mandate, which he accepted in

2001 following his spell as Chairman of the Managing Board. Heinz Kimmel's post as the member of the Supervisory Board elected by the employees was discontinued when Südharzer Gipswerk GmbH, a subsidiary of maxit Group, left the Group on 13 March 2008. In his place, Veronika Füss was appointed a member of the Supervisory Board by the Local Court on 20 March 2008.

Refinancing successfully continued

In January, we issued a four-year Eurobond with a volume of EUR 1 billion via our EUR 10 billion European Medium Term Note (EMTN) programme. In addition, HeidelbergCement received EUR 512.5 million in February from a cash capital increase; VEM Vermögensverwaltung GmbH, Dresden, which belongs to members of the Merckle family, subscribed for 5 million new shares at the near-market subscription price of EUR 102.50 per share. The proceeds from these measures and from the sale of maxit Group of EUR 2,125 million were used to repay the syndicated loan taken out in connection with the Hanson acquisition.

Employees

At the end of the first quarter of 2008, the number of employees in HeidelbergCement's continuing operations was 65,700 (previous year: 41,167). The increase of 24,533 employees results essentially from the acquisition of Hanson in August 2007.

Investments

In the first quarter, cash flow investments in continuing operations amounted to EUR 252 million (previous year: 230). Investments in tangible fixed assets, which primarily relate to maintenance and optimisation measures in our cement plants, but also expansion projects in Russia, Kazakhstan, China, Tanzania and Turkey, accounted for EUR 198 million (previous year: 127) of this total. Investments in financial fixed assets reached EUR 54 million (previous year: 103). This figure primarily includes the acquisition of further shares in the Indian company Indorama Cement Limited.

Turnover by business lines January to March 2008

Europe
EURm	2007	2008
Cement	603	707
Aggregates and concrete	320	789
Building products	39	172
Intra Group eliminations	-58	-92
Total	903	1,576

Letter to the shareholders

Growth in Europe continued

Economic growth stays on a high level in Europe, although the Eastern European countries are continuing to develop far more dynamically than the average.

Overall, the upward trend in the cement business line continued in the first quarter of 2008. Our cement deliveries increased in almost all countries, by a significant percentage in most cases. Once again, the highest growth rates were recorded by the Eastern European countries, with the exception of Poland and Hungary. Our plants in Scandinavia and the Benelux countries also benefited from the continued strong domestic demand. Thanks to increased exports, the sales volumes of the German plants were slightly higher than in the same period last year. In the United Kingdom, cement demand has weakened as a result of the decline in residential construction. Overall, our cement and clinker sales volumes in Europe improved by 12.2% to 8.9 million tonnes (previous year: 8.0).

In the first quarter, deliveries of aggregates rose by 152% to 27.6 million tonnes (previous year: 11.0); excluding the Hanson activities, the increase amounted to 33%. Our plants in Eastern Europe, Germany and the Benelux countries recorded particularly high double-digit growth rates. In the first quarter, the sales volumes of the asphalt operating line remained at the previous year's level. There was also pleasing development in ready-mixed concrete sales volumes, which more than doubled to reach 5.5 million m3 (previous year: 2.7); excluding Hanson, the sales volumes rose by 19.5%.

The weakening of the residential construction market in the United Kingdom is reflected in the building products business line, which has a turnover of EUR 172 million as a result of the Hanson integration.

The turnover of the Europe Group area grew by 74.6% to EUR 1,576 million (previous year: 903); in operational terms, it rose by 12.3%.

North America adversely affected by economic factors and weather conditions

In North America, HeidelbergCement is present in the US and Canada.

In the US, the economic cooldown is continuing as a result of the financial market crisis and the ongoing weakening of the housing market. While the decline in residential construction investments is continuing, positive contributions are expected from the multi-year infrastructure/road construction programme. The slowdown in construction affects particularly Florida and southern California.

North America
EURm	2007	2008
Cement	275	253
Aggregates and concrete	260	392
Building products		207
Intra Group eliminations	-42	-39
Total	493	813

Asia-Australia-Africa

EURm	2007	2008
Cement	341	405
Aggregates and concrete	20	236
Building products		18
Intra Group eliminations	-8	-10
Total	354	650

In Canada, where HeidelbergCement is active in the western provinces in particular, the continuing high oil demand results in strong construction activities and an intense demand for building materials.

The cement sales volumes of our North American plants rose by 1.7% overall to 3.0 million tonnes (previous year: 3.0) in the first quarter. Excluding the cement activities of Hanson in California, the deliveries remained 9.6% below the previous year's level as a result of the declining demand and adverse weather conditions. In order to ensure that our plants continue to be fully utilised, we have cut back the low-margin imports significantly.

The impact of the weakening construction activity and unfavourable weather conditions was also felt in the aggregates and concrete business line. Deliveries of aggregates, including the quantities delivered by Hanson, rose to 24.7 million tonnes (previous year: 5.5). A double-digit increase in asphalt sales volumes was also achieved in the first quarter. Ready-mixed concrete sales volumes grew by 4.3% to 2.1 million m3 (previous year: 2.1).

Due to the decline in residential construction in the US, the building products business line achieved lower turnover and sales volume figures. The bricks and roof tiles operating lines were particularly heavily affected.

The total turnover in North America rose by 64.8% to EUR 813 million (previous year: 493) as a result of consolidation. In the national currency, the increase amounted to 88.5%. Excluding Hanson and exchange rate effects, turnover fell by 5.8%.

Solid impetus for growth in Asia-Australia-Africa

In the emerging countries of the Asia-Australia-Africa Group area, the economy is continuing to develop dynamically; the strongest impetus for growth is still coming from China. Australia is also achieving stable economic growth. In Turkey, demand is still strong, but the economy is expected to slow down.

In the first quarter, cement and clinker sales volumes improved by 10.7% overall to 7.7 million tonnes (previous year: 6.9). In Indonesia, our subsidiary Indocement benefited from the marked increase in construction activity, which is being driven by governmental infrastructural projects in particular. In connection with the strong domestic demand, Indocement has reduced its export deliveries considerably; the cement and clinker sales volumes increased by 13.1% overall. We also achieved a pleasing increase of 18.9% in our sales volumes in China; the commissioning of the new Jingyang plant in the central Chinese province of Shaanxi in summer 2007 made a contribution to this growth. Our plants in India also recorded positive development, with a 15.6% rise in sales volumes. Our joint venture Akçansa in Turkey has cut back its cement exports considerably in order to meet domestic demand. In Africa, we achieved an increase of 6.6% in sales volumes, with varied development in the individual countries.

Aggregates sales volumes rose to 8.7 million tonnes (previous year: 0) as a result of the inclusion of the Hanson activities in Australia and Malaysia. The asphalt activities improved particularly in Malaysia. Deliveries of ready-mixed concrete more than quadrupled to 2.4 million m3 (previous year: 0.5); excluding Hanson, they rose by 16.5%.

The turnover of the Asia-Australia-Africa Group area was 83.5% above the previous year at EUR 650 million (previous year: 354); the operational growth in turnover amounted to 23.8%.

Letter to the shareholders

Group Services

The trade volume of our subsidiary HC Trading decreased by 20.3% to 2.4 million tonnes (previous year: 3.0) in the first quarter. It was mainly hurt by the development of the freight rates, which rose to historic highs. Increases in clinker and dry mortar were not able to offset the decline in the cement trade volume.

Despite the strong growth in turnover achieved by our subsidiary HC Fuels, which is responsible for purchasing fossil fuels, the total turnover of the Group Services business unit fell by 3.2 % to EUR 166 million (previous year: 171).

Prospects

Throughout 2008, the global economy will be affected by the turbulence on the financial markets. The effects on production and consumption are being assessed in a differentiated manner. While expansion in the emerging countries should continue at a high level, the euro zone is adversely affected by the increase in the value of the common currency. Growth in most Eastern European countries, particularly in Russia, remains sound. The inflation risks have increased worldwide as a result of the sustained rise in energy prices.

HeidelbergCement is confident of being able to achieve noticeable increases in turnover and results also in this year. The broadened geographical diversification improves the Group's fundamental strengths. Growth is expected as a result of the full-year inclusion of Hanson and solid operational development. The integration of Hanson and the associated organisational changes are proceeding as planned. The completion of the integration process by mid-2008 and the first effects of converting potential synergies will contribute to the positive development of results.

Heidelberg, 8 May 2008

Yours sincerely,

Dr. Bernd Scheifele Chairman of the Managing Board

Group profit and loss accounts

Group profit and loss accounts	January - March
EUR '000s	2007 *	2008
Turnover	1,782,728	3,062,354
Change in stock and work in progress	607	15,508
Own work capitalised	328	512
Operating revenue	1,783,663	3,078,374
Other operating income	44,502	50,660
Material costs	-754,223	-1,261,168
Employee and personnel costs	-310,534	-583,857
Other operating expenses	-510,546	-898,774
Operating income before depreciation (OIBD)	252,862	385,235
Depreciation of tangible fixed assets	-107,968	-190,076
Amortisation of intangible assets	-2,424	-5,562
Operating income	142,470	189,597
Additional ordinary income	44,118	43,128
Additional ordinary expense	-7,024	-24,536
Additional ordinary result	37,094	18,592
Result from associated companies 1)	15,734	4,153
Results from other participations	889	1,586
Earnings before interest and taxes (EBIT)	196,187	213,928
Interest and similar income	20,793	17,116
Interest and similar expenses	-67,774	-215,406
Foreign exchange gains and losses	-5,065	-496
Financial result of puttable minorities	-398	-266
Profit before tax	143,743	14,876
Taxes on income	-39,406	-4,146
Net income from continuing operations	104,337	10,730
Net income from discontinued operations	14,797	1,276,361
Profit for the financial year	119,134	1,287,091
Thereof minority interests	-10,191	-22,656
Thereof Group share of profit	108,943	1,264,435
Earnings per share in EUR (IAS 33)
Earnings per share attributable to the parent entity	0.94	10.50
Earnings per share - continuing operations	0.81	-0.10
Earnings per share - discontinued operations	0.13	10.60

1) Net result from associated companies 10,841 3,320

* Figures have been adjusted following the presentation of maxit Group as discontinued operation (IFRS 5) and are therefore not comparable with those presented in prior year.

Group cash flow statement

Group cash flow statement EUR '000s	January - March 2007 *	2008
Net income from continuing operations	104,337	10,730
Taxes on income	39,406	4,146
Interest income/expense	46,981	198,290
Dividends received	481	9,052
Interest paid	-89,906	-203,982
Taxes paid	-48,768	-113,460
Elimination of non-cash items	90,344	222,319
Cash flow	142,875	127,095
Changes in operating assets	-77,025	-219,826
Changes in operating liabilities	-86,602	-63,169
Cash flow from operating activities - continuing operations	-20,752	-155,900
Cash flow from operating activities - discontinued operations	-1,019	-30,434
Cash flow from operating activities	-21,771	-186,334
Intangible fixed assets	-2,874	-1,771
Tangible fixed assets	-123,695	-196,487
Financial fixed assets	-102,941	-53,729
Investments (cash outflow)	-229,510	-251,987
Proceeds from fixed asset disposals	16,984	2,137,367
Cash from changes in consolidation scope	873	27,404
Cash flow from investing activities - continuing operations	-211,653	1,912,784
Cash flow from investing activities - discountinued operations	-9,015	-24,519
Cash flow from investing activities	-220,668	1,888,265
Capital increase		512,500
Dividend payments - minority shareholders	-2,091	-2,741
Proceeds from bond issuance and loans	277,283	1,484,517
Repayment of bonds and loans	-37,776	-4,039,987
Cash flow from financing activities - continuing operations	237,416	-2,045,711
Cash flow from financing activities - discountinued operations	6,488	40,802
Cash flow from financing activities	243,904	-2,004,909
Net change in cash and cash equivalents - continuing operations	5,011	-288,827
Net change in cash and cash equivalents - discontinued operations	-3,546	-14,151
Net change in cash and cash equivalents	1,465	-302,978
Effect of exchange rate changes	-589	-38,430
Cash and cash equivalents at 1 January	218,839	831,585
Cash and cash equivalents at 31 March	219,715	490,177

* Figures have been adjusted following the presentation of maxit Group as discontinued operation (IFRS 5) and are therefore not comparable with those presented in 2007

Group balance sheet

31Dec.2007 Long-term assets Intangible assets 10,943,310 Tangible fixed assets Land and buildings 4,962,660 Plant and machinery 4,481,000 243,012 Fixtures, fittings, tools and equipment 219,237 Payment on account and assets under construction 771,804 819,778 10,434,701 9,926,627 Financial fixed assets 719,887 Investments in associates 761,864 Financial investments 152,609 102,121 Loans to participations 79,770 53,432 26,454 Other loans and derivative financial instruments 25,993 1,020,236 901,894 Fixed assets 22,398,247 21,212,476 Deferred taxes 157,408 Other long-term receivables 327,316 353,991 Long-term tax assets 19,781 20,556 22,929,427 21,715,076 Short-term assets Stock Raw materials and consumables 663,131 Work in progress 145,247 Finished goods and goods for resale 741,381 Payments on account 21,135 1,570,894 Receivables and other assets 136,565 Short-term financial receivables 189,114 Trade receivables 1,746,691 1,823,909 Other short-term operating receivables 429,072 399,667 Current tax assets 138,261 220,531 2,580,672 2,503,138 Financial investments and derivative financial instruments 40,968 62,045 Cash at bank and in hand 831,585 490,177 4,946,585 4,697,084 Assets held for sale and discontinued operations 1,406,300 Balance sheet total 29,282,312	Assets
	EUR '000s	31 Mar.2008
		10,383,955
		4,676,418
		4,187,419
		154,728
		673,249
		150,869
		706,517
		33,555
		1,564,190
		26,412,160

Liabilities
EUR '000s	31Dec.2007	31 Mar.2008
Shareholders' equity and minority interests
Subscribed share capital	360,000	375,000
Share premium	2,973,392	3,470,892
Profit and loss reserve	4,761,976	6,016,216
Currency translation	-1,098,404	-2,223,053
Treasury shares
Equity attributable to shareholders	6,996,964	7,639,055
Minority interests	521,861	490,725
	7,518,825	8,129,780
Long-term provisions and liabilities
Provisions
Provisions for pensions	648,360	627,680
Deferred taxes	1,103,934	1,072,451
Other long-term provisions	1,199,235	1,156,062
	2,951,529	2,856,193
Liabilities
Debenture loans	2,312,166	3,183,206
Bank loans	10,547,677	7,466,747
Other long-term financial liabilities	389,312	338,155
	13,249,155	10,988,108
Other long-term operating liabilities	140,328	111,947
Long-term tax liabilities	287,533	251,965
	13,677,016	11,352,020
	16,628,545	14,208,213
Short-term provisions and liabilities
Provisions	280,358	254,775
Liabilities
Debenture loans (current portion)	30,140	8,026
Bank loans (current portion)	1,365,933	637,246
Other short-term financial liabilities	921,335	1,113,591
Trade payables	2,317,408 1,010,724	1,758,863 971,449
Current income taxes payables	188,548	146,565
Other short-term operating liabilities	979,262	942,515
	4,495,942	3,819,392
	4,776,300	4,074,167
Provisions and liabilities associated with assets held for sale and discontinued operations	358,642
Balance sheet total	29,282,312	26,412,160

1) Includes puttable minorities with an amount of EUR '000s 40,248 (previous year: 85,977)

Statement of recognised income and expense

Statement of recognised income and expense	January - March
EUR '000s	2007	2008
IAS 39 Financial Instruments: Recognition and Measurement	24,044	-9,623
Currency translation	-72,235	-1,141,060
Other consolidation adjustments	100	-1,140
Income and expense directly recognised in equity	-48,091	-1,151,823
Profit for the financial year	119,134	1,287,091
Total earnings for the period	71,043	135,268
Relating to minority interests	-24,103	5,677
Relating to HeidelbergCement AG shareholders	95,146	129,591

Reconciliation of changes in total equity/Notes

Subscribed share capital	premium	Profit and loss reserve	Currency translation	Treasury shares	Equity attri butable to shareholders	Minority interests	Total equity
346,974	2,462,144	2,845,682	-303,455	-2,934	5,348,411	479,511	5,827,922
		108,943			108,943	10,191	119,134
						-2,091	-2,091
		100			100	50,340	50,440
		23,477			23,477	567	24,044
			-37,374		-37,374	-34,861	-72,235
346,974	2,462,144	2,978,202	-340,829	-2,934	5,443,557	503,657	5,947,214
360,000	2,973,392	4,761,976	-1,098,404		6,996,964	521,861	7,518,825
		1,264,435			1,264,435	22,656	1,287,091
15,000	497,500				512,500		512,500
						-2,741	-2,741
		-372			-372	-34,840	-35,212
		-9,823			-9,823	200	-9,623
			-1,124,649		-1,124,649	-16,411	-1,141,060
375,000	3,470,892	6,016,216	-2,223,053		7,639,055	490,725	8,129,780
			Share

Segment reporting / notes

Group areas January - March 2008 (primary reporting format under IAS 14 No. 50 ff.)

Europe EURm		North America
	2007	2008	2007	2008
External turnover	887	1,556	493	813
Inter-Group areas turnover	15	20
Turnover	903	1,576	493	813
Change to previous year in %		74.6%		64.8%
Operating income before depreciation (OIBD)	107	212	77	36
in % of turnover	11.8%	13.5%	15.5%	4.4%
Depreciation	-67	-98	-23	-62
Operating income	40	114	54	-26
in % of turnover	4.4%	7.2%	10.9%	-3.3%
Results from participations	17	3	-1	-1
Additional ordinary result
Earnings before interest and income taxes (EBIT)	57	117	53	-28
Capital expenditures 1)	65	98	36	35
Number of employees as at 31 March 2008	22,133	29,296	5,936	18,303
Average number of employees	22,281	29,385	5,936	18,784

1) Capital expenditures = in the segment columns: tangible and intangible fixed asset investments; in the reconciliation column: financial fixed asset investments

Asia-Australia-Africa		Group Services		Reconciliation		Continuing operations			Discontinued operations
2007	2008	2007	2008	2007	2008	2007	2008	2007	2008
336	634	66	58			1,783	3,062	278	176
18	15	105	108	-139	-143
354	650	171	166	-139	-143	1,783	3,062	278	176
	83.5%		-3.2%				71.8%		-36.7%
67	134	2	3			253	385	30	14
19.0%	20.7%	1.4%	1.6%			14.2%	12.6%	10.9%	8.0%
-21	-35	0	0			-110	-196	-14	-10
47	99	2	2			142	190	16	4
13.2%	15.3%	1.3%	1.5%			8.0%	6.2%	5.9%	2.5%
1	4					17	6	2	0
				37	19	37	19
47	104	2	2	37	19	196	214	18	4
26	65			103	54	230	252	10
13,045	18,044	53	56			41,167	65,700	4,971
13,025	18,040	50	56			41,293	66,266	4,934

Notes to the interim report

Accounting and consolidation principles

The Group's unaudited interim accounts as of 31 March 2008 were prepared according to the International Financial Reporting Standards (IFRS) for interim reporting as applicable in the European Union. The same accounting and valuation methods were applied as in the preparation of the Group annual accounts as of 31 December 2007, as well as IAS 34 "Interim Financial Reporting".

Results from participations comprise both income from other participations and amounts written off financial fixed assets.

Seasonal nature of the business

Regional weather conditions are reflected in HeidelbergCement's production and sales position.

Changes in the consolidation scope

Additions

Additions to the consolidation scope in comparison with 31 December 2007 occurred in the Europe and Asia-Australia-Africa Group areas and are shown in the following table.

Additions of fully consolidated companies			Acquisition	Preliminary	Included
Country / Company	Domicile	%	costs EURm	goodwill EURm	since
Belgium
Amix SA	Villers-le-Bouillet	100.0	6.6	4.7	1 Jan.
Georgia
Kartuli Tsementi LLC	Tbilisi	51.0	2.2	1.1	1 Jan.
Kazakhstan
Baykaz Beton LLP	Almaty	75.0	1.5	3.1	1 Jan.
Bektaz Group LLP	Almaty	75.0	1.0		1 Jan.
CaspiCement LLP	Shetpe	75.0	2.3	2.7	1 Jan.
Russia
TulaCement LLC	Novogurovsky	100.0	3.9	0.4	1 Jan.
Ukraine
LLC KSL	Bushevo	100.0	5.2	5.4	1 Jan.
LLC Kryvbas Beton	Kyiv	100.0	7.2	2.0	1 Jan.

In accordance with IFRS 3.61 ff., the acquired assets and liabilities of the companies consolidated for the first time are included in the Group annual accounts of HeidelbergCement AG on the basis of provisional information. The goodwill comprises market shares purchased that cannot be assigned to any other determinable and separable intangible fixed assets.

Notes

The assets and liabilities at the acquisition date and the subsequently earned turnover and profits of companies acquired and included for the first time in the Group annual accounts (Business Combinations) are as follows, in accordance with IFRS 3.67 ff:

Assets contributed by companies consolidated for the first time at acquisition date
EUR '000s	Carrying Value	Fair Value
Long-term assets
Intangible assets	21,678	21,678
Tangible fixed assets	23,034	23,034
Financial fixed assets	3,825	3,825
Fixed assets	48,537	48,537
Deferred taxes	19	19
Other long-term receivables	2,693	2,693
	51,249	51,249
Short-term assets
Stocks	5,129	5,129
Receivables and other assets	11,673	11,673
Cash at bank and in hand	3,815	3,815
	20,617	20,617
Total Assets	71,866	71,866

Long-term provisions and liabilities Provisions
	478	478
Liabilities	28,075	28,075
	28,553	28,553
Short-term provisions and liabilities
Liabilities	33,036	33,036
Total Liabilities	61,589	61,589

Turnover and results contributed by companies consolidated for the first time

EUR '000s

Turnover	1,107
Profit for the financial year	-1,070
Minority interests	254
Group share of profit	-816

For reasons of materiality, we refrained from individual disclosures (IFRS 3.68).

Disposals

On 7 August 2007, HeidelbergCement had reached agreement with the French building materials manufacturer Saint Gobain regarding the sale of maxit Group. The sale was completed on 13 March 2008 with the approval of the competition authorities. Besides the sale price for the participation, the transaction price of EUR 2,125 million also includes the refinancing of short- and long-term debts. The income and expenses of maxit Group and the earnings from its sale are shown in the profit and loss account in the results from discontinued operations.

The following table shows the composition of the results from discontinued operations.

Profit or loss of discontinued operations EUR '000s		January - March 2008
Revenue	2007 290,232	186,700
Expenses	-273,128	-189,214
Income tax expense	-2,307	-471
Post-tax profit	14,797	-2,985
Gain from the disposal of discontinued operations		1,279,346
Post-tax profit from discontinued operations	14,797	1,276,361

On 26 January 2008, HeidelbergCement sold its shares in the joint venture United Marine Holdings Limited/United Kingdom to the joint venture partner Tarmac Limited, a subsidiary of Anglo American PLC, for a price of GBP 54 million. In addition, HeidelbergCement sold the subsidiaries Cement Company of Northern Nigeria/Nigeria and Société Nigérienne de Cimenterie/Niger for USD 29 million to the private Nigerian company Damnaz Cement Company Limited on 26 March 2008.

Turnover development by Group areas and business lines January to March 2008

EURm	Cement		Aggregates and concrete		Building products			Intra Group eliminations		Total
	2007	2008	2007	2008	2007	2008	2007	2008	2007	2008
Europe	603	707	320	789	39	172	-58	-92	903	1,576
North America	275	253	260	392		207	-42	-39	493	813
Asia-Australia-Africa	341	405	20	236		18	-8	-10	354	650
Total	1,219	1,366	600	1,417	39	397	-107	-141	1,750	3,039
Group Services									171	166
Inter-Group area turnover									-139	-143
Continuing operations									1,783	3,062

Notes

Exchange rates		Exchange rates at reporting day		Average exchange rates
		31 Dec. 2007	31 Mar. 2008	01-03/2007	01-03/2008
	Country	EUR	EUR	EUR	EUR
USD	US	1.4589	1.5771	1.3109	1.4992
AUD	Australia	1.6660	1.7281	1.6675	1.6565
CAD	Canada	1.4536	1.6186	1.5357	1.5058
CNY	China	10.6552	11.0586	10.1729	10.7382
GBP	Great Britain	0.7351	0.7954	0.6706	0.7580
GEL	Georgia	2.3182	2.3046	2.2351	2.3234
HRK	Croatia	7.3310	7.2707	7.3602	7.2860
IDR	Indonesia	13,741.38	14,536.13	11,959.32	13,772.03
INR	India	57.4515	63.1155	57.6626	59.5205
KZT	Kazakhstan	176.0601	190.2929	163.5726	180.5979
NOK	Norway	7.9287	8.0356	8.1662	7.9652
PLN	Poland	3.5976	3.5128	3.8832	3.5744
RON	Romania	3.6063	3.7231	3.3786	3.6879
SEK	Sweden	9.4277	9.3713	9.1822	9.3994
SKK	Slovak Republic	33.5707	32.5513	34.3308	33.0542
CZK	Czech Republic	26.5053	25.1642	28.0106	25.5639
HUF	Hungary	252.1417	260.2530	252.0767	258.9321
TRY	Turkey	1.7003	2.1020	1.8475	1.8059

Related parties disclosures

On 14 February 2008, the Managing Board of HeidelbergCement AG decided on the conditions for carrying out the capital increase for cash from authorised capital, with the consent of the Supervisory Board, following its resolution of 15 January 2008. VEM Vermögensverwaltung GmbH, Dresden, which belongs to the Merckle Group, has subscribed for 5 million new shares at the near-market subscription price of EUR 102.50 per share. The Group received EUR 512.5 million on 19 February from the capital increase. Otherwise, no reportable transactions with related companies or persons took place in the reporting period beyond normal business relations.

Other disclosures

On 17 January 2008 (settlement on 25 January 2008), HeidelbergCement issued a four-year Eurobond with a volume of EUR 1 billion via the EUR 10 billion European Medium Term Note (EMTN) programme.

Financial calendar
Interim Report January to June 2008	5 August 2008
Interim Report January to September 2008	5 November 2008
Annual General Meeting 2009	7 May 2009

HeidelbergCement AG

Berliner Strasse 6 69120 Heidelberg, Germany www.heidelbergcement.com