Unassociated Document
As filed with the U.S. Securities and Exchange Commission on May 4, 2007
Registration No. 333-123425


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
POST-EFFECTIVE AMENDMENT TO
FORM F-6
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
For Depositary Shares Evidenced by American Depositary Receipts
___________________
SIEMENS AKTIENGESELLSCHAFT
(Exact name of issuer of deposited securities as specified in its charter)
n/a
(Translation of issuer's name into English)

Federal Republic of Germany
(Jurisdiction of incorporation or organization of issuer)

JPMORGAN CHASE BANK, N.A.
(Exact name of depositary as specified in its charter)

4 New York Plaza, New York, NY 10004
Telephone (212) 623-0636
(Address, including zip code, and telephone number, including area code, of depositary's principal executive offices)
____________________
Siemens Corporation
153 East 53rd Street
New York, New York 10022-4611
Tel.: (212) 258-4488
(Address, including zip code, and telephone number, including area code, of agent for service)

Copies to:
Scott A. Ziegler, Esq.
General Counsel
Ziegler, Ziegler & Associates LLP
570 Lexington Avenue, 44th Floor
New York, New York 10022
United States of America
Tel.: (212) 319-7600
Siemens Aktiengesellschaft
Wittelsbacherplatz 2
D-80333 Munich
Federal Republic of Germany
Tel.: +49 89 63633370

It is proposed that this filing become effective under Rule 466
x immediately upon filing
o on (Date) at (Time)

If a separate registration statement has been filed to register the deposited shares, check the following box.

CALCULATION OF REGISTRATION FEE
Title of each class of
Securities to be registered
Amount
to be registered
Proposed maximum aggregate price per unit(1)
Proposed maximum
aggregate offering price(2)
Amount of
registration fee
 American Depositary Shares evidenced by American Depositary Receipts, each American Depositary Share representing one ordinary share of Siemens AG
N/A
N/A
N/A
N/A
 
(1)
Each unit represents one American Depositary Share.
 
(2)
Estimated solely for the purpose of calculating the registration fee. Pursuant to Rule 457(k), such estimate is computed on the basis of the maximum aggregate fees or charges to be imposed in connection with the issuance of such Receipts evidencing such American Depositary Shares.




PART I
INFORMATION REQUIRED IN PROSPECTUS
 
The Prospectus consists of the proposed form of American Depositary Receipt (“ADR” or “American Depositary Receipt”) filed as Exhibit A to the Amendment to Deposit Agreement filed as Exhibit (a)(2) to this Registration Statement, which is incorporated herein by reference.
 
CROSS REFERENCE SHEET
 
Item 1. DESCRIPTION OF SECURITIES TO BE REGISTERED
 
       
Location in Form of
 
Item Number
 
ADR Filed Herewith
 
and Caption
 
as Prospectus
         
         
1.
Name of depositary and
 
Face, introductory paragraph
 
address of its principal
 
and final sentence on face.
 
executive office
   
         
2.
Title of ADR and identity
 
Face, top center and
 
of deposited securities
 
introductory paragraph
         
 
Terms of Deposit
   
         
 
(i)
The amount of deposited
 
Face, upper right corner
   
securities represented by
 
and introductory
   
one unit of ADRs
 
paragraph
         
 
(ii)
The procedure for voting,
 
Reverse, paragraph (13)
   
if any, the deposited securities
   
         
 
(iii)
The collection and
 
Face, paragraphs (4), (7) and
   
distribution of dividends
 
(9); Reverse, paragraph (11)
         
 
(iv)
The transmission of
 
Face, paragraphs (4) and (9)
   
notices, reports and
 
Reverse, paragraph (13)
   
proxy soliciting material
   
         
 
(v)
The sale or exercise of
 
Face, paragraphs (4) and (9);
   
rights
 
Reverse, paragraph (11)
         
 
(vi)
The deposit or sale of
 
Face, paragraphs (4) and (7);
   
securities resulting from
 
Reverse, paragraphs (11) and
   
dividends, splits or plans
 
(14)
   
of reorganization
   
 

 
 
(vii)
Amendment, extension or
 
Reverse, paragraphs (16)
   
termination of the deposit
 
and (17) (no provision
   
agreement
 
for extension)
         
 
(viii)
Rights of holders of ADRs
 
Face, paragraph (2)
   
to inspect the transfer books
   
   
of the Depositary and the
   
   
lists of holders of ADRs
   
         
 
(ix)
Restrictions upon the right
 
Face, paragraphs (1), (2),
   
to deposit or withdraw the
 
(4) and (7)
   
underlying securities
   
         
 
(x)
Limitation upon the liability
 
Reverse, paragraph (15)
   
of the Depositary and/or the
   
   
Company
   
         
3.
Description of all fees and
 
Face, paragraph (9)
 
charges which may be imposed
   
 
directly or indirectly against
   
 
the holders of ADRs
   
         
Item 2. AVAILABLE INFORMATION
   
         
       
Location in Form of
 
Item Number
 
ADR Filed Herewith
 
and Caption
 
as Prospectus
         
2(b)
Statement that Siemens Aktiengesellschaft is subject to the periodic reporting requirements of the Securities Exchange Act of 1934 and, accordingly, files certain reports with the Securities and Exchange Commission
 
Face, paragraph (10)



PART II
 
INFORMATION NOT REQUIRED IN PROSPECTUS
 
Item 3. EXHIBITS
 
 
(a)(1)
Form of Deposit Agreement. Deposit Agreement among Siemens Aktiengesellschaft, JPMorgan Chase Bank, N.A. (fka Morgan Guaranty Trust Company of New York), as depositary (the "Depositary"), and all holders from time to time of ADRs issued thereunder (the "Deposit Agreement"). Previously filed as an Exhibit to Registration Statement No. 333-13208 and is incorporated herein by reference.
 
 
(a)(2)
Form of Amendment to Deposit Agreement, including form of ADR. Filed herewith as Exhibit (a)(2)
 
 
(b)
Any other agreement to which the Depositary is a party relating to the issuance of the American Depositary Shares registered hereunder or the custody of the deposited securities represented thereby. Not Applicable.
 
 
(c)
Every material contract relating to the deposited securities between the Depositary and the issuer of the deposited securities in effect at any time within the last three years. Not Applicable.
 
 
(d)
Opinion of Ziegler, Ziegler & Associates LLP, counsel to the Depositary, as to the legality of the securities being registered. Previously filed as an Exhibit to Registration Statement No. 333-123425 and is incorporated herein by reference .
 
 
(e)
Certification under Rule 466. Filed herewith as Exhibit (e)
 

Item 4. UNDERTAKINGS
 
 
(a)
The Depositary hereby undertakes to make available at the principal office of the Depositary in the United States, for inspection by holders of the American Depositary Receipts, any reports and communications received from the issuer of the deposited securities which are both (1) received by the Depositary as the holder of the deposited securities, and (2) made generally available to the holders of the underlying securities by the issuer.
 
 
(b)
If the amounts of fees charged are not disclosed in the prospectus, the Depositary undertakes to prepare a separate document stating the amount of any fee charged and describing the service for which it is charged and to deliver promptly a copy of such fee schedule without charge to anyone upon request. The Depositary undertakes to notify each registered holder of an American Depositary Receipt thirty days before any change in the fee schedule.
 



SIGNATURE
 
Pursuant to the requirements of the Securities Act of 1933, as amended, JPMorgan Chase Bank, N.A., on behalf of the legal entity created by the Deposit Agreement, certifies that it has reasonable grounds to believe that all the requirements for filing on Form F-6 are met and has duly caused this Post-Effective Amendment to Registration Statement on Form F-6 to be signed on its behalf by the undersigned, thereunto duly authorized, in The City of New York, State of New York, on May 4, 2007.
 
 
By:
JPMORGAN CHASE BANK, N.A., as Depositary
     
     
     
 
By:
/s/Joseph M. Leinhauser
 
Name:
Joseph M. Leinhauser
 
Title:
Vice President



SIGNATURES
 
Pursuant to the requirements of the Securities Act of 1933, Siemens AG certifies that it has reasonable grounds to believe that all the requirements for filing on Form F-6 are met and has duly caused this Post-Effective Amendment to Registration Statement on Form F-6 to be signed on its behalf by the undersigned, thereunto duly authorized, on May 4, 2007.
 

 
SIEMENS AG
   
   
 
By: /s/Dr. Klaus Kleinfeld                               
 
Name: Dr. Klaus Kleinfeld
 
Title:   President, Chief Executive Officer and
 
            Chairman of the Managing Board
   
   
 
By: /s/Joe Kaeser                                             
 
Name: Joe Kaeser
 
Title:   Chief Financial Officer and
 
            Member of the Corporate Executive
            Committee of the Managing Board

Know all persons by these presents that each officer or director whose signature appears below constitutes and appoints Dr. Klaus Kleinfeld, Joe Kaeser, Dr. Paul Hobeck, Dr. Ralf P. Thomas, Dominik Asam and Marcus Desimoni, jointly and severally, his or her true lawful attorneys-in-fact and agents with full and several power of substitution for and in his or her name, place and stead, in any and all capacities, to sign any and all amendments, including post-effective amendments, supplements to this registration statement and any registration statements pursuant to Rule 462(b) under the Securities Act relating thereto, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as they or he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or their substitute or substitutes, may lawfully do or cause to be done by virtue hereof. 




Pursuant to the requirements of the Securities Act of 1933, as amended, this Post Effective Amendment to Registration Statement on Form F-6 has been signed by the following persons in the capacities indicated as of May 4, 2007.

Name
 
Title
     
     
 /s/Dr. Klaus Kleinfeld 
 
President, Chief Executive Officer and
Dr. Klaus Kleinfeld
 
Chairman of the Managing Board
     
     
 /s/Joe Kaeser 
 
Chief Financial Officer and Member
Joe Kaeser
 
of the Corporate Executive Committee
   
of the Managing Board
     
 
 
Member of the Corporate Executive
Prof. Johannes Feldmayer
 
Committee of the Managing Board
     
     
 /s/Rudi Lamprecht 
 
Member of the Corporate Executive
Rudi Lamprecht
 
Committee of the Managing Board
     
     
 /s/Eduardo Montes   
 
Member of the Managing Board
Eduardo Montes
   
     
     
 /s/Dr. Jürgen Radomski 
 
Member of the Corporate Executive
Dr. Jürgen Radomski
 
Committee of the Managing Board
     
     
     
 /s/Prof. Dr. Ehrich R. Reinhardt  
 
Member of the Managing Board
Prof. Dr. Erich R. Reinhardt
   
     
     
     
 /s/Prof. Dr. Hermann Requardt 
 
Member of the Corporate Executive
Prof. Dr. Hermann Requardt
 
Committee of the Managing Board
     
     
     
 /s/Dr. Uriel J. Sharef 
 
Member of the Corporate Executive
Dr. Uriel J. Sharef
 
Committee of the Managing Board
 

 
 /s/Prof. Dr. Klaus Wucherer   
 
Member of the Corporate Executive
Prof. Dr. Klaus Wucherer
 
Committee of the Managing Board
     
     
     
 /s/E. Robert Lupone 
 
Authorized Representative in the
E. Robert Lupone
 
United States
 


INDEX TO EXHIBITS

Exhibit Number
   
(a)(2)
 
Form of Amendment to Deposit Agreement
     
(e)
 
Rule 466 Certification