RATINGS RATIONALE

The A2(hyb) rating is consistent with Moody's standard notching practices for debts issued by insurance operating companies, and reflects (i) the junior subordination of the bond (ii) the optional and mandatory weak coupon skip mechanisms and (iii) the cumulative nature of deferred coupons, in case of deferral.

The bond is an undated junior subordinated debt. It will initially rank junior to all dated subordinated debts issued or guaranteed by Allianz SE, and pari passu with the USD2.0 billion junior subordinated callable debt, issued in June 2008 by Allianz SE, and de facto pari passu with all existing undated subordinated debts issued or guaranteed by Allianz SE. However, the terms and conditions of the notes include an option for the issuer to modify this subordination structure in the future. If Allianz SE exercised this 'ranking up' option, the new instrument would improve its seniority, ranking pari passu with dated subordinated debts and senior to other undated subordinated debts. Moody's mentioned however that the exercise of the option would in principle not impact the rating of the bond.

The bond allows Allianz SE to defer interest payment on any interest payment date if no dividend on any class of share was declared or paid during the previous 6-month period. The debt also contains a mandatory interest deferral trigger based upon breach of minimum solvency requirements. Under the existing EU Solvency I rules, Moody's regards this trigger as weak. The terms of the bond allow the trigger to switch to the Solvency II capital requirements when the Solvency II regulations are activated. As Solvency II is designed to be a more rigorous solvency regime, Moody's view on the strength of the trigger may change. Moody's expects to publish guidance on how it will assess the new Solvency II triggers in the context of the rating and equity credit of hybrid securities and implementation timetable in due course.

However, any deferred interest payment, optional or mandatory, will constitute arrears of interest and remain due by Allianz SE at a future date (cumulative coupon skip mechanism).

The new subordinated debt issue will be used by Allianz for general corporate purposes.

Moody's expects the negative impact on Allianz' financial leverage (26.7% at year-end 2011) and earnings coverage (6.4x on average in the last five years) of this new issuance, together with the issuance of the EUR1.5 billion hybrid last month, to remain limited.

WHAT COULD MOVE THE RATINGS UP/DOWN

As the debt rating is notched down from Allianz SE's insurance financial strength rating (IFSR), any change in Allianz SE's IFSR would be reflected in the debt rating. Moody's said that Allianz SE's rating could move down in case of some deterioration of European sovereigns' credit quality, especially Italy. A permanent rise in financial leverage beyond the mid-thirties, or a deterioration in stand-alone credit fundamentals of main operating entities would also place pressures on Allianz SE's ratings.

Moody's said that given the negative outlook on the debt rating and Allianz SE's IFSR, an upgrade of the rating is not likely in the medium term.

The following rating has been assigned:

Allianz SE USD1.0 billion 5.5% undated subordinated bond -- rating at A2 (hyb)

The methodologies used in this rating were Moody's Global Rating Methodology for Life Insurers published in May 2010, Moody's Global Rating Methodology for Property and Casualty Insurers published in May 2010, and Moody's Guidelines for Rating Insurance Hybrid Securities and Subordinated Debt published in January 2010. Please see the Credit Policy page on www.moodys.com for a copy of these methodologies.

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides relevant regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides relevant regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides relevant regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

The rating has been disclosed to the rated entity or its designated agent(s) and issued with no amendment resulting from that disclosure.

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