InBev and Anheuser-Busch Agree to Combine, Creating the Global Leader in Beer with Budweiser as its Flagship Brand

Press Release

Leuven, Belgium - July 14, 2008 and St. Louis, Missouri - July 13, 2008

The enclosed information constitutes regulated information as defined in the Royal Decree of 14 November 2007

regarding the duties of issuers of financial instruments which have been admitted for trading on a regulated market.

InBev and Anheuser-Busch Agree to Combine,

Creating the Global Leader in Beer with Budweiser as its

Flagship Brand

Combination Will Create One of the World's Five Largest Consumer

Products Companies

Company to be Named Anheuser-Busch InBev;

Budweiser to Expand Globally

Transaction Will Yield Cost Synergies of at Least $1.5 Billion Annually by

2011; Neutral to EPS in 2009 and Accretive Beginning in 2010

St. Louis, Missouri will be North American Headquarters and Global Home

of Flagship Budweiser Brand

Fully Committed to Support Wholesalers and Three-Tier System

All U.S. Breweries to Remain Open; Commitment to Communities of

Combined Company Maintained

InBev (Euronext: INB) and Anheuser-Busch (NYSE: BUD) today announced an agreement to

combine the two companies, forming the world's leading global brewer. Anheuser-Busch

shareholders will receive $70 per share in cash, for an aggregate equity value of $52 billion,

in an industry-transforming transaction. The combined company will be called Anheuser2

Busch InBev. Both companies' Boards of Directors have unanimously approved the

transaction. InBev has fully committed financing for the purchase of all of Anheuser-Busch's

outstanding shares.

The combination of Anheuser-Busch and InBev will create the global leader in the beer

industry and one of the world's top five consumer products companies. On a pro-forma

basis for 2007, the combined company would have generated global volumes of 460 million

hectoliters, revenues of $36.4 billion (€26.6 billion) and EBITDA of $10.7 billion (€7.8

billion). Anheuser-Busch and InBev together believe that this transaction is in the best

interests of both companies' shareholders,consumers,employees, wholesalers, business

partners and the communities they serve.

The company will make St. Louis, Missouri the headquarters for the North American region

and the global home of the flagship Budweiser brand. With about 40% of the combined

company''s revenues to be generated in the U.S., the company will draw on the collective

expertise of Anheuser-Busch''s dedicated and experienced employees and its culture of

quality. Given the limited geographical overlap between the two businesses and the

efficiency of Anheuser-Busch's brewery footprint in the United States, all of Anheuser-

Busch's U.S. breweries will remain open.

InBev CEO Carlos Brito will be chief executive officer of the combined company. The Board

of Directors of the combined company will be comprised of the existing directors of the

InBev Board, Anheuser-Busch President and CEO August Busch IV and one other current or

former director from the Anheuser-Busch Board. In addition, the combined company's

management team will draw from key members of both InBev's and Anheuser-Busch's

current leadership. Anheuser-Busch will become a wholly owned subsidiary of InBev upon

the completion of this transaction.

The expanded company will be geographically diversified, with leading positions in the

world's top five markets - China, U.S., Russia, Brazil and Germany - and balanced exposure

to developed and developing markets. A combination of Anheuser-Busch and InBev will

result in significant growth opportunities from leveraging the companies' combined brand

portfolio, including the global flagship Budweiser brand and international market leaders

such as Stella Artois and Beck's, maximizing the combination's unparalleled global

distribution network and applying best practices across the new organization. Budweiser and

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Bud Light are the largest selling beers in the world, and the combined company will have an

unmatched portfolio of imports, local premiums and local core brands.

Carlos Brito, CEO of InBev, said, "We are very pleased to announce this historic transaction

today, bringing together two great companies that share a rich history of brewing traditions.

We are extremely excited about the opportunities that this combination will create for

consumers worldwide, as well as our shareholders, employees, business partners and

wholesalers. Together, Anheuser-Busch and InBev will be able to accomplish much more

than each can on its own. We have been successful business partners for quite some time,

and this is the natural next step for us in an increasingly competitive global environment.

This combination will create a stronger, more competitive global company with an unrivaled

worldwide brand portfolio and distribution network, with great potential for growth all over

the world."

August Busch IV, Anheuser-Busch President and CEO, stated, "Today's announcement

brings new opportunities for Anheuser-Busch and its business, brands and employees. This

agreement provides additional and certain value for Anheuser-Busch shareholders, while

enhancing global market access for Budweiser, one of America's true iconic brands. We will

leverage our collective strengths to create a truly diversified, global company to sustain

long-term growth and profitability. In the United States and Canada, both InBev and

Anheuser-Busch have seen significant benefits from our existing relationship and we look

forward to replicating this success in other parts of the world."

Budweiser, together with Stella Artois and Beck's, will become the combined company's

leading global brands, leveraging InBev's expansive international footprint. InBev has a

history of successfully building brands around the world, which will complement the

unparalleled strength of Anheuser-Busch's brand-building in the U.S. The two companies

already have a successful U.S. distribution partnership for InBev's European premium

import brands including Stella Artois, Beck's and Bass. Anheuser-Busch's world-class sales

and distribution system will continue to support the expansion of these brands in the U.S.

market.

Anheuser-Busch's partners fit very well with InBev's global franchise. Anheuser-Busch has

equity investments in two companies with strong brands in two key markets: Mexico's

Grupo Modelo, which owns Corona Extra, the number five brand globally; and China's

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Tsingtao, the leading Chinese premium brewer. In addition, Budweiser is a strong and

growing national brand in China, and the two companies' footprints in China are

complementary. InBev's China business in southeastern China will be enhanced by

Anheuser-Busch's strength in northeastern China.

The transaction creates significant profitability potential both in terms of revenue

enhancement and cost savings. The combination will yield cost synergies of at least $1.5

billion annually by 2011 phased in equally over three years. Given the highly

complementary footprint of the two businesses, such synergies will largely be driven by

sharing best practices, economies of scale and rationalization of overlapping corporate

functions. InBev has a strong track record of delivering synergies in past transactions and is

confident in its ability to achieve these synergies.

In addition, there are meaningful revenue opportunities through expansion of Budweiser on

a global scale: InBev is the number one brewer in 10 markets where Budweiser has a very

limited presence, and has a superior footprint in nine markets where Budweiser is already

present.

The transaction is expected to be neutral to normalized earnings per-share in 2009 and

accretive beginning in 2010, and return on invested capital will exceed weighted average

cost of capital during the second year after close.

The transaction is subject to the approval of InBev and Anheuser-Busch shareholders, and

other customary regulatory approvals. Shareholders of both companies will have an

opportunity to vote on the proposed combination at special shareholder meetings that will

be scheduled at a later date. InBev's controlling shareholder has agreed to vote its shares of

InBev in favor of the combination. In light of the limited overlap between the InBev and

Anheuser-Busch businesses, the combination should not encounter any significant

regulatory issues, and is expected to be completed by the end of 2008.

InBev has received fully committed financing with signed credit facilities from a group of

leading financial institutions, including Banco Santander, Bank of Tokyo-Mitsubishi, Barclays

Capital, BNP Paribas, Deutsche Bank, Fortis, ING Bank, JP Morgan, Mizuho Corporate Bank

and Royal Bank of Scotland. The transaction will be financed with $45 billion in debt,

including a $7 billion bridge financing for divestitures of non-core assets from both

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companies. In addition, InBev has received commitments for up to $9.8 billion in equity

bridge financing which will allow the company flexibility in deciding upon the timing and

form of equity financing for a period of up to six months after closing. The combined

company is expected to retain a strong investment-grade credit profile, and rapid deleveraging

of the balance sheet is expected through strong free cash flow generation.

InBev has retained Lazard as lead advisor, JPMorgan as co-lead advisor, Deutsche Bank,

and BNP Paribas as financial advisors, and Centerview Partners as industry advisor. Legal

advisors are Sullivan & Cromwell, Clifford Chance, and Linklaters. Financial advisors to

Anheuser-Busch are Goldman Sachs & Co., Citigroup Global Capital Markets Inc. and Moelis

& Company and legal advisor is Skadden, Arps, Slate, Meagher & Flom LLP. Simpson

Thacher & Bartlett LLP is legal advisor to the Anheuser-Busch Board.

New Video Interview with Carlos Brito

An interview with Carlos Brito in video/audio can be viewed at: www.globalbeerleader.com

and www.cantos.com.

Download Instructions for Broadcast Media

Broadcast media will be able to download the interview at:

http://w3.cantos.com/08/inbev-download-3/

Investor and Analyst Call Details

There will be a webcast for the investment community on Monday, July 14, at 8:00 a.m.

EDT / 2:00 p.m. CET. Webcast log-in is available on www.inbev.com and www.anheuserbusch.

com. A replay of the webcast will be also be archived on both websites.

Press Call Details

On Monday, July 14, at 9:30 a.m. EDT / 3:30 p.m. CET, InBev and Anheuser-Busch will hold

a conference call for members of the press. The call can be accessed by dialing 1- 800-377-

9997 in the U.S. and +1-973-582-2733 from international locations and referencing

conference code 56065686.

Dutch and French versions of this press release will be posted on www.InBev.com.

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About InBev

InBev is a publicly traded company (Euronext: INB) based in Leuven, Belgium. The

company''s origins date back to 1366, and today, it is the leading global brewer. As a true

consumer-centric, sales driven company, InBev manages a carefully segmented portfolio of

more than 200 brands. This includes true beer icons with global reach like Stella Artois®

and Beck's®, fast growing multicountry brands like Leffe® and Hoegaarden®, and many

consumer loved "local champions" like Skol®, Quilmes®, Sibirskaya Korona®,

Chernigivske®, Sedrin®, Cass® and Jupiler®. InBev employs close to 89 000 people,

running operations in over 30 countries across the Americas, Europe and Asia Pacific. In

2007, InBev realized 14.4 billion euro of revenue. For further information visit

www.InBev.com.

About Anheuser-Busch

Based in St. Louis, Anheuser-Busch is the leading American brewer, holding a 48.5 percent

share of U.S. beer sales. The company brews the world''s largest-selling beers, Budweiser

and Bud Light. Anheuser-Busch also owns a 50 percent share in Grupo Modelo, Mexico''s

leading brewer, and a 27 percent share in China brewer Tsingtao, whose namesake beer

brand is the country''s best-selling premium beer. Anheuser-Busch ranked No. 1 among

beverage companies in FORTUNE Magazine''s Most Admired U.S. and Global Companies lists

in 2008. Anheuser-Busch is one of the largest theme park operators in the United States, is

a major manufacturer of aluminum cans and one of the world''s largest recyclers of

aluminum cans. For more information, visit www.anheuser-busch.com.

InBev Contacts:

Marianne Amssoms Philip Ludwig

Vice President Global External Communications Vice President Investor Relations

Tel: +32-16-27-67-11 Tel: +32-16-27-62-43

E-mail: marianne.amssoms@inbev.com E-mail: philip.ludwig@inbev.com

Steven Lipin/Nina Devlin

Brunswick Group

+1-212-333-3810

Rebecca Shelley/Laura Cummings

Brunswick Group

+44-20-7404-5959

Anheuser-Busch Contacts:

Terri Vogt

Vice President Communications

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Tel: +1-314-577-7750

E-mail: terri.vogt@anheuser-busch.com

Forward Looking Statements:

Certain statements contained in this report that are not statements of historical fact constitute

forward-looking statements, notwithstanding that such statements are not specifically identified. In

addition, certain statements may be contained in the future filings of InBev and Anheuser-Busch with

the Securities and Exchange Commission ("SEC"), in press releases, and in oral and written

statements made by or with the approval of InBev that are not statements of historical fact and

constitute forward-looking statements. Examples of forward-looking statements include, but are not

limited to: (i) statements about the benefits of the merger between InBev and Anheuser-Busch,

including future financial and operating results, synergies, cost savings, enhanced revenues and

accretion to reported earnings that may be realized from the merger; (ii) statements about the timing

of the merger between InBev and Anheuser-Busch; (iii) statements of strategic objectives, business

prospects, future financial condition, budgets, projected levels of production, projected costs and

projected levels of revenues and profits of InBev or Anheuser-Busch or their managements or boards

of directors; (iv) statements of future economic performance; and (v) statements of assumptions

underlying such statements.

Forward-looking statements are not guarantees of future performance and involve certain risks,

uncertainties and assumptions which are difficult to predict and outside of the control of the

management of InBev and Anheuser-Busch. Therefore, actual outcomes and results may differ

materially from what is expressed or forecasted in such forward-looking statements. You should not

place undue reliance on these forward-looking statements. Factors that could cause actual results to

differ from those discussed in the forward-looking statements include, but are not limited to: (i) the

risk that the businesses of InBev and Anheuser-Busch will not be integrated successfully or such

integration may be more difficult, time-consuming or costly than expected; (ii) expected revenue

synergies and cost savings from the merger may not be fully realized or realized within the expected

time frame; (iii) revenues following the merger may be lower than expected; (iv) operating costs,

customer loss and business disruption following the merger, including, without limitation, difficulties in

maintaining relationships with employees, may be greater than expected; (v) the ability to obtain

governmental or regulatory approvals of the merger on the proposed terms and schedule; (vi) the

failure of shareholders of InBev or Anheuser-Busch to approve the merger; (vii) local, regional,

national and international economic conditions and the impact they may have on InBev and Anheuser-

Busch and their customers and InBev's and Anheuser-Busch's assessment of that impact; (viii)

increasing price and product competition by competitors, including new entrants; (ix) rapid

technological developments and changes; (x) InBev's ability to continue to introduce competitive new

products and services on a timely, cost-effective basis; (xi) containing costs and expenses; (xii)

governmental and public policy changes; (xiii) protection and validity of intellectual property rights;

(xiv) technological, implementation and cost/financial risks in large, multi-year contracts; (xv) the

outcome of pending and future litigation and governmental proceedings; (xvi) continued availability of

financing; (xvii) financial resources in the amounts, at the times and on the terms required to support

future businesses of the combined company; and (xviii) material differences in the actual financial

results of merger and acquisition activities compared with expectations of InBev, including the full

realization of anticipated cost savings and revenue enhancements. All subsequent written and oral

forward-looking statements concerning the proposed transaction or other matters and attributable to

InBev or Anheuser-Busch or any person acting on their behalf are expressly qualified in their entirety

by the cautionary statements referenced above. Forward-looking statements speak only as of the date

on which such statements are made. InBev and Anheuser-Busch undertake no obligation to update

any forward-looking statement to reflect events or circumstances after the date on which such

statement is made, or to reflect the occurrence of unanticipated events.

IMPORTANT INFORMATION

This communication may be deemed to be solicitation material in respect of the proposed acquisition

of Anheuser-Busch by InBev. In connection with the proposed acquisition, InBev and Anheuser-Busch

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