CELANESE AG
6-K, 1999-12-15
PLASTICS, FOIL & COATED PAPER BAGS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER
                      PURSUANT TO RULE 13a-16 OR 15d-16 OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                         For the month of December 1999

                                   CELANESE AG
             (Exact name of registrant as specified in its charter)

                              CELANESE CORPORATION
                 (Translation of registrant's name into English)

                       D-65926 Frankfurt am Main, Germany
                    (Address of principal executive offices)

                  Indicate by check mark whether the registrant files or will
               file annual reports under cover Form 20-F or Form 40-F

                          Form 20-F  X           Form 40-F
                                   ------                  ------

                  Indicate by check mark whether the registrant by furnishing
               the information contained in this Form is also thereby furnishing
               the information to the Commission pursuant to Rule 12g3-2(b)
               under the Securities Exchange Act of 1934.


                          Yes                     No  X
                              ------                ------

                  If "Yes" is marked, indicate below the file number assigned to
               the registrant in connection with Rule 12g3-2(b): 82-        .
                                                                    --------




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                                   CELANESE AG


               On December 15, 1999 Celanese AG, a stock corporation organized
               under the laws of the Federal Republic of Germany (the
               "Company"), issued a Press Release in which Celanese AG announced
               its decision to hedge the financial exposure resulting from the
               approximately 5.1 million Stock Appreciation Rights it expects to
               grant to its employees, which Press Release is attached as
               Exhibit 99.1 hereto and incorporated by reference herein.


               Any statements contained in the Exhibit hereto that are not
               historical facts are forward-looking statements as defined in the
               U.S. Private Securities Litigation Reform Act of 1995. Words such
               as "believe," "estimate," "intend," "may," "will," "expect," and
               "project" and similar expressions as they relate to the Company
               are intended to identify such forward-looking statements. The
               Company undertakes no obligation to publicly update or revise any
               forward-looking statements. All forward-looking statements are
               subject to various risks and uncertainties that could cause
               actual results to differ materially from expectations. These risk
               factors are discussed more fully in the Company's filings with
               the U.S. Securities and Exchange Commission, including the
               Company's Registration Statement on Form F-1. Readers are
               cautioned not to place undue reliance on these forward-looking
               statements, which speak only as of their dates.






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                                    EXHIBITS


               Exhibit No.                  Exhibit
               -----------                  -------
               99.1                         Press Release, dated
                                            December 15, 1999
                                            announcing Registrant's
                                            decision to hedge financial
                                            exposure related to Stock
                                            Appreciation Rights









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                                   SIGNATURES



                           Pursuant to the requirements of the Securities
         Exchange Act of 1934, the registrant has duly caused this report to be
         signed on its behalf by the undersigned, thereunto duly authorized.


                                   CELANESE AG
                                  (Registrant)

                                  By:    /s/ P. W. Premdas
                                  Name : Perry W. Premdas
                                  Title: Member of the Management Board
                                         (Chief Financial Officer)




         Date: December 15, 1999








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                                  EXHIBIT INDEX



               Exhibit No.                  Exhibit
               -----------                  -------
               99.1                         Press Release, dated
                                            December 15, 1999
                                            announcing Registrant's
                                            decision to hedge financial
                                            exposure related to Stock
                                            Appreciation Rights



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                                                          [CELANESE LOGO]
PRESS RELEASE

                                                           Celanese AG
Your contacts:                                             Corporate Center
                                                           Building F 821
Dr. H.-B. Heier                                            D-65926 Frankfurt
am Main
Tel. +49(0)69 305-7112
Fax +49(0)69 305-84160

Phillip Elliott
Tel. +49(0)69 305-33480
Fax +49(0)69 305-17082

                                                           December 15,1999
- --------------------------------------------------------------------------------




CELANESE AG TO COVER 1999  INCENTIVE  AND EQUITY  PARTICIPATION  PROGRAMS



Celanese has decided to hedge the financial exposure resulting from the
approximately 5.1 million Stock Appreciation Rights (SARs) it expects to grant
to its employees and management as part of long-term stock-based incentive
programs. From time to time from December 15, 1999 onwards, the company will
therefore purchase options covering Celanese AG shares. The base price of the
SARs is (euro) 16.3705 per share, calculated on the basis of the average share
price during the first 20 days of trading, with employees being entitled to
receive in cash the difference between the base price and the price of Celanese
shares on the date of exercise of the SARs.



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