BERKSHIRE HATHAWAY INC.

1 REPORTB usiness ActivitiesBerkshire HATHAWAY a holding company owning subsidiaries that engage in a number of diversebusiness activities including insurance and reinsurance, freight rail transportation, utilities and energy, finance,manufacturing, services and retailing. Included in the group of subsidiaries that underwrite insurance andreinsurance is GEICO, the second largest private passenger auto insurer in the United States and two of thelargest reinsurers in the world, General Re and the BERKSHIRE HATHAWAY Reinsurance Group. Other subsidiariesthat underwrite property and casualty insurance include: National Indemnity Company, BERKSHIRE HathawayHomestate Insurance Companies, Medical Protective Company, Applied Underwriters, Liability InsuranceCompany, Central States Indemnity Company, , the Guard Insurance Group and BERKSHIRE HathawaySpecialty Insurance Northern Santa Fe ( BNSF ) operates one of the largest railroad systems in North America.

2 Inserving the Midwest, Pacific Northwest and the Western, Southwestern and Southeastern regions and ports of , BNSF transports a range of products and commodities derived from manufacturing, agricultural and naturalresource industries. MidAmerican Energy Holdings Company ( MidAmerican ) is an international energyholding company owning a wide variety of operating companies engaged in the generation, transmission anddistribution of energy. MidAmerican s principal operating energy companies are: MidAmerican EnergyCompany, PacifiCorp and NV Energy; Northern Powergrid; Kern River Gas Transmission Company andNorthern Natural Gas; and MidAmerican Renewables. In addition, MidAmerican owns HomeServices ofAmerica, a real estate brokerage business activities are conducted through BERKSHIRE s manufacturing services, retailing andfinance Marmon Groupis an international association of approximately 160 manufacturing andservice businesses that operate independently within diverse business Lubrizol Corporationis aspecialty chemical company that produces and supplies chemical products for transportation, industrial andconsumer International Metalworking Companies (Iscar)is an industry leader in the metal cuttingtools Companyis a wholesale distributor of groceries and nonfood items to discount retailers,convenience stores, quick service restaurants and others.

3 BERKSHIRE s finance and financial products businessesprimarily engage in proprietary investing strategies, consumer lending(Clayton Homes)and transportationequipment and furniture leasing(XTRAandCORT).Shaw Industriesis the world s largest manufacturer of tufted broadloom Mooreis aformulator, manufacturer and retailer of architectural and industrial Manvilleis a leadingmanufacturer of insulation and building Brickis a manufacturer of face brick and concretemasonry steel connector products and engineering software for the buildingcomponents of the Loom, Russell, Vanity Fair, Garan, Fechheimer, Brown Shoe Group,Justin BrandsandBrooks Sportsmanufacture, license and distribute apparel and footwear under a variety ofbrand Internationalprovides training to aircraft fractionalownership programs for general aviation Furniture Mart, Willey Home Furnishings, StarFurnitureandJordan s Furnitureare retailers of home.

4 Helzberg Diamond ShopsandBen Bridge Jewelerare retailers of fine addition, other manufacturing, service and retail businesses include:The Buffalo NewsandBH MediaGroup(publisher ofThe Omaha World-Heraldand 29 other daily newspapers);See s Candies,a manufacturerand seller of boxed chocolates and other confectionery products;Scott Fetzer,a diversified manufacturer anddistributor of commercial and industrial products;Larson-Juhl,a designer, manufacturer and distributor of high-quality picture framing products;CTB,a manufacturer of equipment for the livestock and agricultural industries;International Dairy Queen,a licensor and service provider to over 6,300 stores that offer prepared dairy treatsand food;The Pampered Chef,the premier direct seller of kitchen tools in the ;Forest River,a leadingmanufacturer of leisure vehicles in the ;Business Wire,the leading global distributor of corporate news,multimedia and regulatory filings;TTI, Inc.

5 ,a leading distributor of electronic components;Richline Group,aleading jewelry manufacturer; andOriental Trading Company, a direct retailer of party supplies, school suppliesand toys and novelties. BERKSHIRE also has a major economic interest inHeinz, one of the world s leadingmarketers and producers of food decisions for the various BERKSHIRE businesses are made by managers of the business decisions and all other capital allocation decisions are made for BERKSHIRE and its subsidiaries byWarren E. Buffett, in consultation with Charles T. Munger. Mr. Buffett is Chairman and Mr. Munger is ViceChairman of BERKSHIRE s Board of Directors.** BERKSHIRE HATHAWAY ANNUAL REPORTTABLE OF CONTENTSB usiness Front CoverCorporate Performance vs. the S&P 2 Chairman s Letter*.. 3 Acquisition 25 Management s Report on Internal Control Over Financial 25 Selected Financial Data for the Past Five 26 Report of Independent Registered Public Accounting 27 Consolidated Financial 28 Management s 67 Owner s 103 Intrinsic 109 Common Stock 110 Operating 111 Real Estate Brokerage 112 Daily 113 Purchase Proposal for Nebraska Furniture 114 Financial Statements of Nebraska Furniture Mart as of December 31, 116 Memorandum Regarding Pitfalls of Pension 118 Directors and Officers of the Back Cover*Copyright 2014 By Warren E.

6 BuffettAll Rights ReservedBerkshire s Corporate Performance vs. the S&P 500 Annual Percentage ChangeYearin Per-ShareBook Value ofBerkshire(1)in S&P 500with DividendsIncluded(2)RelativeResults(1)-( 2) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( )( ) ( ) ( ) ( ) ( )( ) ( ) ( ) ( ) ( )Compounded Annual Gain Gain ,518%9,841%Notes:Data are for calendar years with these exceptions: 1965 and 1966, year ended 9/30; 1967, 15 months ended12/31. Starting in 1979, accounting rules required insurance companies to value the equity securities they hold atmarket rather than at the lower of cost or market, which was previously the requirement. In this table, BERKSHIRE sresults through 1978 have been restated to conform to the changed rules. In all other respects, the results are calculatedusing the numbers originally reported.

7 The S&P 500 numbers arepre-taxwhereas the BERKSHIRE numbers areafter-tax. If a corporation such as BERKSHIRE were simply to have owned the S&P 500 and accrued the appropriate taxes, itsresults would have lagged the S&P 500 in years when that index showed a positive return, but would have exceeded theS&P 500 in years when the index showed a negative return. Over the years, the tax costs would have caused theaggregate lag to be HATHAWAY the Shareholders of BERKSHIRE HATHAWAY Inc.: BERKSHIRE s gain in net worth during 2013 was $ billion. That gain wasafterour deducting $ billionof charges meaningless economically, as I will explain later that arose from our purchase of the minorityinterests in Marmon and Iscar. After those charges, the per-share book value of both our Class A and Class B stockincreased by Over the last 49 years (that is, since present management took over), book value has grownfrom $19 to $134,973, a rate of compounded annually.

8 *On the facing page, we show our long-standing performance measurement: The yearly change inBerkshire s per-share book value versus the market performance of the S&P 500. What counts, of course, is per-shareintrinsicvalue. But that s a subjective figure, and book value is useful as a rough tracking indicator. (Anextended discussion of intrinsic value is included in our Owner-Related Business Principles on pages 103 - principles have been included in our reports for 30 years, and we urge new and prospective shareholders toread them.)As I ve long told you, BERKSHIRE s intrinsic value far exceeds its book value. Moreover, the difference haswidened considerably in recent years. That s why our 2012 decision to authorize the repurchase of shares at 120%of book value made sense. Purchases at that level benefit continuing shareholders because per-share intrinsic valueexceeds that percentage of book value by a meaningful amount.

9 We did not purchase shares during 2013 , however,because the stock price did not descend to the 120% level. If it does, we will be Munger, BERKSHIRE s vice chairman and my partner, and I believe both BERKSHIRE s book value andintrinsic value will outperform the S&P in years when the market is down or moderately up. We expect to fallshort, though, in years when the market is strong as we did in 2013 . We have underperformed in ten of our 49years, with all but one of our shortfalls occurring when the S&P gain exceeded 15%.Over the stock market cycle between yearends 2007 and 2013 , we overperformed the S&P. Through fullcycles in future years, we expect to do that again. If we fail to do so, we will not have earned our pay. After all, youcould always own an index fund and be assured of S&P Year at BerkshireOn the operating front, just about everything turned out well for us last year in certain me count the ways: We completed two large acquisitions, spending almost $18 billion to purchase all of NV Energy and amajor interest in H.

10 J. Heinz. Both companies fit us well and will be prospering a century from the Heinz purchase, moreover, we created a partnership template that may be used by BERKSHIRE infuture acquisitions of size. Here, we teamed up with investors at 3G Capital, a firm led by my friend, JorgePaulo Lemann. His talented associates Bernardo Hees, Heinz s new CEO, and Alex Behring, itsChairman are responsible for operations.* All per-share figures used in this report apply to BERKSHIRE s A shares. Figures for the B shares are1/1500thof those shown for is the financing partner. In that role, we purchased $8 billion of Heinz preferred stock thatcarries a 9% coupon but also possesses other features that should increase the preferred s annual return to12% or so. BERKSHIRE and 3G each purchased half of the Heinz common stock for $ the Heinz acquisition has some similarities to a private equity transaction, there is a crucialdifference: BERKSHIRE never intends to sell a share of the company.