The Board of Management and the Supervisory Board hereby declare that E.ON AG fully complies with the recommendations contained in the German Corporate Governance Code ("the Code"), dated June 06, 2008, prepared by the Government Commission appointed by the German Minister of Justice and published in the official section of the electronic version of the Bundesanzeiger.

Furthermore, the Board of Management and the Supervisory Board declare that E.ON AG has been in compliance with the previous recommendations contained in the Code prepared by the Government Commission, dated June 14, 2007.

Düsseldorf, December 15, 2008

For the Supervisory Board of E.ON AG
Ulrich Hartmann
(Chairman of the Supervisory Board)

For the Board of Management of E.ON AG
Dr. Wulf H. Bernotat
(Chairman of the Board of Management)