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November 8, 2021 Newswires
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BERKSHIRE HATHAWAY INC – 10-Q – Management's Discussion and Analysis of Financial Condition and Results of Operations

Edgar Glimpses

Results of Operations


Net earnings attributable to Berkshire Hathaway shareholders are disaggregated
in the table that follows. Amounts are after deducting income taxes and exclude
earnings attributable to noncontrolling interests (in millions).

                                              Third Quarter             First Nine Months
                                           2021          2020          2021          2020
Insurance - underwriting                 $    (784 )   $    (213 )   $     356     $     956
Insurance - investment income                1,161         1,015         3,588         3,769
Railroad                                     1,538         1,347         4,305         3,668
Utilities and energy                         1,496         1,395         2,939         2,589
Manufacturing, service and retailing         2,706         2,346         8,329         5,833
Investment and derivative contract
gains/losses                                 3,878        24,737        29,979           765
Other*                                         349          (490 )         653       (10,894 )
Net earnings attributable to Berkshire
Hathaway shareholders                    $  10,344     $  30,137     $  

50,149 $ 6,686

* Includes goodwill and indefinite-lived asset impairment charges of $11.0

     billion in the first nine months of 2020, substantially all of which was
     recorded in the second quarter.


Through our subsidiaries, we engage in numerous diverse business activities. We
manage our operating businesses on an unusually decentralized basis. There are
few centralized or integrated business functions. Our senior corporate
management team participates in and is ultimately responsible for significant
capital allocation decisions, investment activities and the selection of the
Chief Executive to head each of the operating businesses. The business segment
data (Note 23 to the accompanying Consolidated Financial Statements) should be
read in conjunction with this discussion.

The COVID-19 pandemic negatively affected most of our operating businesses
beginning in March of 2020, with the effects to date ranging from relatively
minor to severe. Earnings of most of our manufacturing, service and retailing
businesses declined considerably, and in certain instances severely, in the
second quarter of 2020. Over the second half of 2020 and continuing in 2021,
many of these businesses experienced significant recoveries in revenues and
earnings, in some instances exceeding pre-pandemic levels. However, many of our
businesses were negatively affected by ongoing global supply chain disruptions,
including those attributable to major winter storms and a hurricane in North
America, which contributed to higher input costs. We cannot reliably predict
future economic effects of the pandemic or when business activities at our
operations will completely normalize. Nor can we predict how these events will
alter the future consumption patterns of consumers and businesses we serve.

Insurance underwriting produced after-tax losses of $784 million in the third
quarter and earnings of $356 million in the first nine months of 2021. After-tax
incurred losses from significant catastrophe events were approximately $1.7
billion in the third quarter and $2.2 billion in the first nine months of 2021,
which were partly offset by reductions in incurred losses for prior accident
years' loss events. Underwriting results in 2021 also reflected earned premium
reductions from the GEICO Giveback program, higher private passenger auto claims
frequencies and higher losses in the life reinsurance business. After-tax
earnings from insurance investment income increased 14.4% in the third quarter
and decreased 4.8% in the first nine months of 2021 as compared to 2020,
reflecting lower interest income and higher dividend income in both periods.

After-tax earnings of our railroad business increased 14.2% in the third quarter
and 17.4% in the first nine months of 2021 compared to 2020. The increases
reflected overall higher freight volumes and lower costs due to improved
productivity, partly offset by higher average fuel costs. After-tax earnings of
our utilities and energy business increased 7.2% in the third quarter and 13.5%
in the first nine months of 2021 compared to 2020. The year-to-date increase
reflected increased earnings from the utilities and natural gas pipelines
businesses, including the effects of a business acquisition, and from the real
estate brokerage business. Earnings from our manufacturing, service and
retailing businesses increased 15.3% in the third quarter and 42.8% in the first
nine months of 2021 versus 2020. Many of our businesses generated significantly
higher earnings over the first half of 2021 compared to 2020, which included
significant adverse effects from the pandemic. While customer demand for
products remained relatively high, earnings in the third quarter of 2021 were
sequentially lower than the second quarter. Several of our businesses
experienced higher materials, freight and other input costs attributable to
ongoing disruptions in global supply chains.

Investment and derivative gains and losses in 2021 and 2020 predominantly
derived from our investments in equity securities and included significant
unrealized gains and losses from market price changes. We believe that
investment and derivative gains/losses, whether realized from dispositions or
unrealized from changes in market prices of equity securities, are generally
meaningless in understanding our reported results or evaluating the economic
performance of our businesses. These gains and losses have caused and will
continue to cause significant volatility in our periodic earnings.

                                       25

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations


Insurance-Underwriting

Our management views our insurance businesses as possessing two distinct
activities - underwriting and investing. Underwriting decisions are the
responsibility of the unit managers, while investing decisions are the
responsibility of Berkshire's Chairman and CEO, Warren E. Buffett and
Berkshire's corporate investment managers. Accordingly, we evaluate performance
of underwriting operations without any allocation of investment income or
investment gains and losses. We consider investment income as an integral
component of our aggregate insurance operating results. However, we consider
investment gains and losses, whether realized or unrealized as non-operating. We
believe that such gains and losses are not meaningful in understanding the
operating results of our insurance businesses.

The timing and magnitude of catastrophe losses can produce significant
volatility in our periodic underwriting results, particularly with respect to
our reinsurance businesses. Generally, we consider incurred losses in excess of
$100 million from a current year catastrophic event to be significant. The
significant catastrophe events in 2021 included Hurricane Ida and floods in
Europe in the third quarter, as well as Winter Storm Uri in the first quarter.

Changes in estimates for unpaid losses and loss adjustment expenses, including
amounts established for occurrences in prior years, can also significantly
affect our periodic underwriting results. Unpaid loss estimates, including
estimates under retroactive reinsurance contracts, were approximately $125.5
billion as of September 30, 2021. Our periodic underwriting results may also
include significant foreign currency transaction gains and losses arising from
the changes in the valuation of non-U.S. Dollar denominated liabilities of our
U.S.-based insurance subsidiaries due to foreign currency exchange rate
fluctuations.

Underwriting results for certain of our commercial insurance and reinsurance
businesses were negatively affected in 2021 and 2020 by estimated losses and
costs associated with the COVID-19 pandemic, including estimated provisions for
claims and uncollectible premiums and incremental operating costs to maintain
customer service levels. The effects of the pandemic in future periods may be
affected by judicial rulings and regulatory and legislative actions pertaining
to insurance coverage and claims and by its effects on general economic
activity, which we cannot reasonably estimate at this time.

Underwriting results of our insurance businesses are summarized below (dollars
in millions).

                                             Third Quarter          First Nine Months
                                            2021        2020        2021          2020
Pre-tax underwriting earnings (loss):
GEICO                                     $   (289 )   $  276     $   1,360     $  3,320
Berkshire Hathaway Primary Group               (23 )     (126 )         349          (63 )
Berkshire Hathaway Reinsurance Group          (708 )     (441 )      (1,298 )     (2,033 )
Pre-tax underwriting earnings               (1,020 )     (291 )         411 

1,224

Income taxes and noncontrolling interests (236 ) (78 ) 55

268

Net underwriting earnings (loss) $ (784 ) $ (213 ) $ 356

    $    956
Effective income tax rate                     23.0 %     26.6 %        13.6 %       21.9 %


GEICO

GEICO writes private passenger automobile insurance, offering coverages to
insureds in all 50 states and the District of Columbia. GEICO markets its
policies mainly by direct response methods where most customers apply for
coverage directly to the company via the Internet or over the telephone. A
summary of GEICO's underwriting results follows (dollars in millions).


                                          Third Quarter                                   First Nine Months
                                   2021                    2020                     2021                     2020
                            Amount         %        Amount         %         Amount         %         Amount         %
Premiums written           $ 10,097                 $ 8,446                 $ 29,333                 $ 26,217
Premiums earned            $  9,604       100.0     $ 8,540       100.0     $ 28,073       100.0     $ 26,689       100.0
Losses and loss adjustment
expenses                      8,486        88.4       6,858        80.3       22,566        80.4       19,238        72.1
Underwriting expenses         1,407        14.6       1,406        16.5        4,147        14.8        4,131        15.5
Total losses and expenses     9,893       103.0       8,264        96.8       26,713        95.2       23,369        87.6
Pre-tax underwriting
earnings (loss)            $   (289 )               $   276                 $  1,360                 $  3,320


                                       26
--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Insurance-Underwriting (Continued)

GEICO (Continued)


GEICO's pre-tax underwriting earnings in 2021 and 2020 were significantly
affected by changes in average claims frequencies. Beginning in the first
quarter of 2020 and continuing through the first quarter of 2021, average claims
frequencies were significantly below historical levels from the effects of less
driving by policyholders during the COVID-19 pandemic. These effects were
partially offset by lower premiums earned from the GEICO Giveback program and
higher average claims severities. Starting in the second quarter of 2021,
average claims frequencies began to increase as driving by policyholders
increased. In addition, average property claims severities increased due to the
increase in the valuation of used vehicles.

Premiums written increased $1.7 billion (19.5%) in the third quarter and $3.1
billion (11.9%) in the first nine months of 2021 compared to 2020. The
comparative increases reflected the effects of the GEICO Giveback Program, which
reduced premiums written $1.5 billion in the third quarter and $2.8 billion in
the first nine months of 2020. The GEICO Giveback program provided a 15% premium
credit to all new and renewal voluntary auto and motorcycle policies written
between April 8, 2020 and October 7, 2020, and reduced premiums written by
approximately $2.9 billion over that six-month period. Voluntary auto
policies-in-force increased approximately 159,000 during the first nine months
of 2021.

Premiums earned increased $1.1 billion (12.5%) in the third quarter and $1.4
billion (5.2%) in the first nine months of 2021 compared to 2020. The GEICO
Giveback premium credit reduced premiums earned approximately $475 million in
2021 (mostly in the first quarter) and $1.3 billion in the first nine months of
2020, including $1.0 billion in the third quarter.

Losses and loss adjustment expenses increased $1.6 billion (23.7%) in the third
quarter and $3.3 billion (17.3%) in the first nine months of 2021 compared to
2020. GEICO's ratio of losses and loss adjustment expenses to premiums earned
increased 8.1 percentage points in the third quarter and 8.3 percentage points
in the first nine months of 2021 compared to the same periods in 2020. The
increases reflected overall increases in average claims frequencies and
severities and approximately $400 million in pre-tax losses attributable to
Hurricane Ida, partially offset by increased reductions of claim loss estimates
for prior years' loss events.

Claims frequencies in the first nine months of 2021 were higher for all
coverages, including property damage (twelve to thirteen percent range), bodily
injury (thirteen to fourteen percent range), personal injury (sixteen to
seventeen percent range) and collision (twenty-one to twenty-two percent range).
Average claims severities in the first nine months of 2021 were higher for
property damage coverage (four to five percent range), collision coverage
(thirteen to fourteen percent range) and bodily injury coverage (ten to twelve
percent range). Ultimate claim loss estimates for prior years' loss events were
reduced approximately $1.2 billion in the first nine months of 2021, which
produced corresponding reductions in losses and loss adjustment expenses. The
effects of changes in estimates for prior years' loss events were relatively
insignificant in the first nine months of 2020.

Underwriting expenses were relatively flat in the first nine months of 2021
compared to 2020, reflecting higher technology costs, offset by lower
advertising and employee-related expenses. GEICO's expense ratio (underwriting
expense to premiums earned) decreased 0.7 percentage points in the first nine
months of 2021 compared to 2020, reflecting the increase in premiums earned.

Berkshire Hathaway Primary Group


The Berkshire Hathaway Primary Group ("BH Primary") provides a variety of
commercial insurance solutions, including healthcare malpractice, workers'
compensation, automobile, general liability, property and specialty coverages
for small, medium and large clients. BH Primary insurers include Berkshire
Hathaway Specialty Insurance ("BH Specialty"), Berkshire Hathaway Homestate
Companies ("BHHC"), MedPro Group, Berkshire Hathaway GUARD Insurance Companies
("GUARD"), National Indemnity Company ("NICO Primary"), U.S. Liability Insurance
Company ("USLI"), Central States Indemnity Company and MLMIC Insurance Company.
A summary of BH Primary underwriting results follows (dollars in millions).

                                          Third Quarter                                 First Nine Months
                                  2021                    2020                    2021                    2020
                           Amount         %        Amount         %        Amount         %        Amount         %
Premiums written           $ 3,506                 $ 3,003                 $ 9,357                 $ 7,607
Premiums earned            $ 2,964       100.0     $ 2,490       100.0     $ 8,373       100.0     $ 7,103       100.0
Losses and loss adjustment
expenses                     2,240        75.6       1,976        79.4       6,044        72.2       5,369        75.6
Underwriting expenses          747        25.2         640        25.7       1,980        23.6       1,797        25.3
Total losses and expenses    2,987       100.8       2,616       105.1       8,024        95.8       7,166       100.9
Pre-tax underwriting
earnings (loss)            $   (23 )               $  (126 )               $   349                 $   (63 )


                                       27
--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Insurance-Underwriting (Continued)

Berkshire Hathaway Primary Group (Continued)


Premiums written increased $503 million (16.7%) in the third quarter and $1.8
billion (23.0%) in the first nine months of 2021 compared to 2020, primarily
attributable to a 42% year-to-date increase from BH Specialty in professional
liability, casualty and property lines of business. In addition, several of our
other underwriting units experienced year-to-date premiums written increases,
including MedPro Group (19%), NICO Primary (32%), GUARD (8%) and USLI (20%) in
various coverages and markets, partly offset by lower volumes for workers'
compensation business.

BH Primary's loss ratio declined 3.8 percentage points in the third quarter and
3.4 percentage points in the first nine months of 2021 versus 2020. The
year-to-date decline reflected increased reductions in estimated ultimate
liabilities for prior years' loss events of $420 million in 2021 compared to
$190 million in 2020. Losses and loss adjustment expenses in 2021 from
significant catastrophe events were approximately $260 million in the third
quarter and $420 million in the first nine months, arising primarily from
Hurricane Ida in the third quarter and Winter Storm Uri in the first quarter.
Incurred losses in the first nine months of 2020 included approximately $400
million attributable to the pandemic and Hurricanes Laura and Sally in the third
quarter. BH Primary insurers also write significant levels of commercial and
professional liability and workers' compensation business and the related claim
costs may be subject to high severity and long claim-tails. Accordingly, we
could experience significant increases in claims liabilities in the future,
attributable to higher-than-expected claim settlements, adverse litigation
outcomes or judicial rulings and other factors not currently anticipated.

Underwriting expenses in the third quarter and first nine months of 2021
increased $107 million (16.7%) and $183 million (10.2%), respectively, compared
to 2020. The expense ratio decreased 1.7 percentage points in the first nine
months of 2021, reflecting changes in business mix.

Berkshire Hathaway Reinsurance Group


The Berkshire Hathaway Reinsurance Group ("BHRG") offers excess-of-loss and
quota-share reinsurance coverages on property and casualty risks to insurers and
reinsurers worldwide through several subsidiaries, led by National Indemnity
Company ("NICO"), General Reinsurance Corporation and General Reinsurance AG. We
also offer life and health reinsurance coverages through General Re Life
Corporation, General Reinsurance AG and Berkshire Hathaway Life Insurance
Company of Nebraska ("BHLN"). We periodically assume property and casualty risks
under retroactive reinsurance contracts written through NICO. In addition, we
write periodic payment annuity contracts through BHLN.

Generally, we strive to generate underwriting profits. However,
time-value-of-money concepts are important elements in establishing prices for
retroactive reinsurance and periodic payment annuity businesses due to the
expected long durations of the liabilities. We expect to incur pre-tax
underwriting losses from such businesses, primarily through deferred charge
amortization and discount accretion charges. We receive premiums at the
inception of these contracts, which are then available for investment. A summary
of Berkshire Hathaway Reinsurance Group's underwriting results follows (in
millions).

                                               Third Quarter                                          First Nine Months
                                                        Pre-tax underwriting                                     Pre-tax underwriting
                              Premiums earned              earnings (loss)              Premiums earned             earnings (loss)
                              2021        2020          2021             2020          2021         2020          2021            2020
Property/casualty           $  3,637     $ 3,428     $     (247 )     $       99     $ 10,385     $  8,859     $       121      $   (706 )
Life/health                    1,328       1,378           (181 )             17        3,932        4,147            (522 )          63
Retroactive reinsurance            -           5           (158 )           (394 )         82           39            (620 )        (896 )
Periodic payment annuity         191          68            (94 )           (209 )        458          409            (374 )        (411 )
Variable annuity                   3           4            (28 )             46           11           10              97           (83 )
                            $  5,159     $ 4,883     $     (708 )     $     (441 )   $ 14,868     $ 13,464     $    (1,298 )    $ (2,033 )


                                       28

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Insurance-Underwriting (Continued)

Berkshire Hathaway Reinsurance Group (Continued)

Property/casualty

A summary of property/casualty reinsurance underwriting results follows (dollars
in millions).


                                          Third Quarter                                  First Nine Months
                                  2021                    2020                     2021                     2020
                           Amount         %        Amount         %         Amount         %         Amount         %
Premiums written           $ 4,115                 $ 3,960                 $ 11,924                 $ 11,011
Premiums earned            $ 3,637       100.0     $ 3,428       100.0     $ 10,385       100.0     $  8,859       100.0
Losses and loss adjustment
expenses                     2,986        82.1       2,544        74.2        7,689        74.0        7,241        81.7
Underwriting expenses          898        24.7         785        22.9        2,575        24.8        2,324        26.3
Total losses and expenses    3,884       106.8       3,329        97.1       10,264        98.8        9,565       108.0
Pre-tax underwriting
earnings (loss)            $  (247 )               $    99                 $    121                 $   (706 )


Premiums written increased $155 million (3.9%) in the third quarter and $913
million (8.3%) in the first nine months of 2021 compared to the same periods in
2020. The increases reflected net new business, increased participations on
renewals, improved prices and favorable foreign currency translation effects.

Losses and loss adjustment expenses increased $442 million (17.4%) in the third
quarter and $448 million (6.2%) in the first nine months of 2021 compared to
2020. The loss ratio increased 7.9 percentage points in the third quarter and
decreased 7.7 percentage points in the first nine months of 2021 compared to
2020. Losses and loss adjustment expenses in 2021 included provisions for
estimated liabilities arising from significant catastrophe events of
approximately $1.5 billion in the third quarter and $1.9 billion in the first
nine months. These provisions were attributable to Hurricane Ida and flooding in
Europe in the third quarter and Winter Storm Uri in the first quarter. Estimated
losses attributable to significant catastrophes in 2020 were approximately $300
million and derived from Hurricanes Laura and Sally in the third quarter.

Losses incurred in the first nine months of 2021 also included $564 million from
a net decrease in estimated ultimate liabilities for prior years' loss events.
Losses and loss adjustment expenses in 2020 included a year-to-date net increase
in estimated ultimate liabilities for prior years' loss events of $342 million
and losses attributable to the COVID-19 pandemic of $113 million in the third
quarter and $688 million in the first nine months.

Underwriting expenses are primarily commissions and brokerage costs. The expense
ratio in 2021 increased 1.8 percentage points in the third quarter and decreased
1.5 percentage points in the first nine months compared to the same periods in
2020, attributable to changes in business mix.

Life/health

A summary of our life/health reinsurance underwriting results follows (dollars
in millions).


                                          Third Quarter                                 First Nine Months
                                  2021                    2020                    2021                    2020
                           Amount         %        Amount         %        Amount         %        Amount         %
Premiums written           $ 1,332                 $ 1,383                 $ 3,929                 $ 4,153
Premiums earned            $ 1,328       100.0     $ 1,378       100.0     $ 3,932       100.0     $ 4,147       100.0
Life and health insurance
benefits                     1,247        93.9       1,142        82.9       3,733        94.9       3,328        80.3
Underwriting expenses          262        19.7         219        15.9         721        18.4         756        18.2
Total benefits and
expenses                     1,509       113.6       1,361        98.8       4,454       113.3       4,084        98.5
Pre-tax underwriting
earnings (loss)            $  (181 )               $    17                 $  (522 )               $    63


Life/health premiums written decreased 3.7% in the third quarter and 5.4% in the
first nine months of 2021 compared to 2020. Premiums written in 2020 included
$131 million in the third quarter and $497 million in the first nine months from
a policy that covered U.S. health insurance risks that did not renew in 2021.
Otherwise, premiums written in the first nine months of 2021 increased 7.7%
versus 2020, primarily due to favorable foreign currency translation effects.
Underwriting results in the third quarter and first nine months of 2021 were
negatively affected by significant increases in mortality in the U.S., South
Africa, India and Latin America due to the pandemic. Underwriting results in
2020 reflected COVID-19-related claim estimates of $68 million in the third
quarter and $172 million in the first nine months, as well as from increased
liabilities from changes in underlying assumptions in estimating disability
benefit liabilities in Australia.

                                       29

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Insurance-Underwriting (Continued)

Berkshire Hathaway Reinsurance Group (Continued)

Retroactive reinsurance


Pre-tax underwriting losses in each period derived from the amortization of
deferred charges and changes in the estimated timing and amounts of future claim
payments. Underwriting results also include foreign currency exchange gains and
losses from the effects of changes in foreign currency exchange rates on
non-U.S. Dollar denominated liabilities of our U.S. subsidiaries. Before foreign
currency exchange effects, pre-tax underwriting losses were $227 million in the
third quarter and $690 million in the first nine months of 2021 compared to $282
million in the third quarter and $874 million in the first nine months of 2020.
Foreign currency exchange gains were $69 million in the third quarter and $70
million in the first nine months of 2021 compared to losses of $112 million in
the third quarter and $22 million in the first nine months of 2020.

Gross unpaid losses assumed under retroactive reinsurance contracts were $39.7
billion at September 30, 2021, declining $1.2 billion since December 31, 2020,
primarily due to loss payments. Unamortized deferred charges related to such
reinsurance contracts were $11.7 billion at September 30, 2021, a decline of
$709 million since December 31, 2020, primarily attributable to amortization.
Deferred charge amortization will be charged to earnings over the expected
remaining claims settlement periods.

Periodic payment annuity


Periodic payment annuity premiums earned increased $123 million (180.9%) in the
third quarter and $49 million (12.0%) in the first nine months of 2021 compared
to 2020. Periodic payment annuity business is both price and demand sensitive.
Our premium volumes in 2021 and 2020 were constrained, attributable in part to
pandemic related delays in underlying claim settlements, which reduced the
supply of available business. The volumes written may also change rapidly due to
changes in prices, which are affected by prevailing interest rates, the
perceived risks and durations associated with the expected annuity payments, as
well as the level of competition.

Periodic payment annuity contracts normally produce pre-tax underwriting losses
deriving from the recurring discount accretion of annuity liabilities.
Underwriting results also include the effects of mortality, interest rate
changes that may affect expected settlements under certain contracts and gains
or losses from changes in foreign currency exchange rates on non-U.S. Dollar
denominated liabilities of our U.S. subsidiaries. Pre-tax underwriting results
included foreign currency exchange gains of $45 million in the third quarter and
$25 million in the first nine months of 2021 compared to losses of $73 million
in the third quarter and gains of $38 million in the first nine months of 2020.

Excluding foreign currency exchange gains/losses, pre-tax underwriting losses
were $139 million in the third quarter and $399 million in the first nine months
of 2021 compared to $136 million in the third quarter and $449 million in the
first nine months of 2020, which primarily derived from the recurring discount
accretion of annuity liabilities. Pre-tax losses in the first nine months of
2021 were partially offset by the effects of higher mortality and the effects of
higher interest rates applicable to settlements under certain contracts.
Discounted annuity liabilities were $14.8 billion at September 30, 2021, having
a weighted average discount rate of approximately 3.9%.

Variable annuity


Variable annuity guarantee contracts produced pre-tax losses of $28 million in
the third quarter and earnings of $97 million in the first nine months of 2021
compared to earnings of $46 million in the third quarter and losses of $83
million in the first nine months of 2020. The results from these contracts
reflect changes in our estimated liabilities for underlying guaranteed benefits,
which are affected by changes in securities markets and interest rates and from
the periodic amortization of expected profit margins. Underwriting results from
these contracts are volatile, reflecting the volatility of securities markets,
interest rates and foreign currency exchange rates. The change in underwriting
earnings in the first nine months of 2021 compared to 2020 was attributable to
the net effects of interest rate changes and, to a lesser extent, changes in
securities markets, partly offset by lower underlying lapse rate assumptions.

                                       30

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations


Insurance-Investment Income

A summary of net investment income attributable to our insurance operations
follows (dollars in millions).


                                 Third Quarter            First Nine Months             Percentage Change
                                                                                                      First Nine
                               2021         2020          2021          2020      Third Quarter         Months
Interest and other
investment income            $    141     $    196     $      458     $    870             (28.1 )%         (47.4 )%
Dividend income                 1,196        1,024          3,747        3,610              16.8              3.8
Pre-tax net investment
income                          1,337        1,220          4,205        4,480               9.6             (6.1 )
Income taxes and
noncontrolling interests          176          205            617          711
Net investment income        $  1,161     $  1,015     $    3,588     $  3,769
Effective income tax rate        13.1 %       16.9 %         14.7 %       15.9 %


Interest and other investment income declined $55 million (28.1%) in the third
quarter and $412 million (47.4%) in the first nine months of 2021 compared to
same periods in 2020, primarily due to lower income from short-term investments
and fixed maturity securities. We continue to hold substantial balances of cash,
cash equivalents and U.S. Treasury Bills. We expect that prevailing low interest
rates will continue to negatively affect our earnings from such investments and
from fixed maturity securities for at least the remainder of 2021. Nevertheless,
we believe that maintaining ample liquidity is paramount and we insist on safety
over yield with respect to short-term investments. Dividend income in 2021
included $26 million in the third quarter and $101 million in the first nine
months from investments in preferred stock of Berkshire Hathaway Energy. Such
amounts are deducted from earnings of the utilities and energy segment. Dividend
income may vary from period to period due to changes in the investment portfolio
and the frequency and timing of dividends from certain investees.

Invested assets of our insurance businesses derive from shareholder capital and
from net liabilities under insurance and reinsurance contracts or "float." The
major components of float are unpaid losses and loss adjustment expenses,
including liabilities under retroactive reinsurance contracts, life, annuity and
health benefit liabilities, unearned premiums and other liabilities due to
policyholders, which are reduced by insurance premiums receivable, reinsurance
receivables, deferred charges assumed under retroactive reinsurance contracts
and deferred policy acquisition costs. Float approximated $145 billion at
September 30, 2021 and $138 billion at December 31, 2020. Our combined insurance
operations generated pre-tax underwriting earnings in the first nine months of
2021 and 2020, and consequently, the average cost of float for each period was
negative.

A summary of cash and investments held in our insurance businesses as of
September 30, 2021 and December 31, 2020 follows (in millions).


                                                            September 30,   

December 31,

                                                                2021        

2020

Cash, cash equivalents and short-term investments in
U.S. Treasury Bills                                        $        89,098     $       67,082
Equity securities                                                  296,038            269,498
Fixed maturity securities                                           18,069             20,317
Other                                                                5,119              6,220
                                                           $       408,324     $      363,117


Fixed maturity securities as of September 30, 2021 were as follows (in
millions).

                                                 Amortized       Unrealized       Carrying
                                                   Cost            Gains            Value
U.S. Treasury, U.S. government corporations
and agencies                                    $     3,349     $         30     $     3,379
Foreign governments                                  12,406               11          12,417
Corporate bonds                                       1,488              430           1,918
Other                                                   304               51             355
                                                $    17,547     $        522     $    18,069


U.S. government obligations are rated AA+ or Aaa by the major rating agencies.
Approximately 90% of all foreign government obligations were rated AA or higher
by at least one of the major rating agencies. Foreign government securities
include obligations issued or unconditionally guaranteed by national or
provincial government entities.

                                       31

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Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations


Railroad

Burlington Northern Santa Fe, LLC ("BNSF") operates one of the largest railroad
systems in North America, with approximately 32,500 route miles of track in 28
states. BNSF also operates in three Canadian provinces. BNSF classifies its
major railroad business groups by type of product shipped which includes
consumer products, industrial products, agricultural products and coal. A
summary of BNSF's earnings follows (dollars in millions).

                                          Third Quarter          First Nine 

Months

                                        2021        2020         2021       

2020

Railroad operating revenues            $ 5,591     $ 5,001     $  16,421     $ 14,698
Railroad operating expenses:
Compensation and benefits                1,168       1,105         3,477        3,306
Fuel                                       705         394         1,948        1,335
Purchased services                         510         479         1,525        1,429
Depreciation and amortization              608         616         1,832    

1,836

Equipment rents, materials and other 338 393 1,262

    1,219
Total                                    3,329       2,987        10,044        9,125
Railroad operating earnings              2,262       2,014         6,377        5,573
Other revenues (expenses):
Other revenues                             199         175           579          497
Other expenses, net                       (176 )      (155 )        (514 )       (436 )
Interest expense                          (256 )      (257 )        (775 )       (779 )
Pre-tax earnings                         2,029       1,777         5,667        4,855
Income taxes                               491         430         1,362        1,187
Net earnings                           $ 1,538     $ 1,347     $   4,305     $  3,668
Effective income tax rate                 24.2 %      24.2 %        24.0 %       24.5 %



The following table summarizes BNSF's railroad freight volumes by business group
(cars/units in thousands).




                                      Cars/Units
                      Third Quarter             First Nine Months                  Percentage Change
                                                                                                 First Nine
                   2021          2020           2021          2020         Third Quarter           Months
Consumer
products             1,425         1,390          4,307         3,766                 2.5 %              14.4 %
Industrial
products               443           388          1,280         1,218                14.2                 5.1
Agricultural
products               265           293            896           855                (9.6 )               4.8
Coal                   404           360          1,127         1,036                12.2                 8.8
                     2,537         2,431          7,610         6,875                 4.4                10.7


Railroad operating revenues increased 11.8% in the third quarter and 11.7% in
the first nine months of 2021 compared to 2020. Railroad operating revenues in
2021 reflected higher volumes of 4.4% in the third quarter and 10.7% in the
first nine months, as well as a 5.3% quarter-to-date and a 0.3% year-to-date
increase in average revenue per car/unit. Higher rates per car/unit and
increased fuel surcharges, principally from higher fuel prices, were offset by
business mix changes. Pre-tax earnings were $2.0 billion and $5.7 billion in the
third quarter and first nine months of 2021, respectively, increases of 14.2%
and 16.7%, respectively, compared to the corresponding 2020 periods. The
COVID-19 pandemic caused a significant economic slowdown that adversely affected
our volumes in 2020. Revenue changes were driven by continued improvements from
the 2020 effects of the COVID-19 pandemic, partially offset by the ongoing
disruptions in the global supply chain.

Operating revenues from consumer products were $2.1 billion in the third quarter
and $6.1 billion in the first nine months of 2021, increases of 11.2% and 16.3%,
respectively, from 2020. Volumes increased 2.5% in the third quarter and 14.4%
in the first nine months of 2021, with a higher average revenue per car/unit in
both periods. The volume increases for the first nine months of 2021 resulted
from growth in intermodal in both international and domestic shipments driven by
increased retail sales, inventory replenishments by retailers and increased
e-commerce activity, as well as from growth in automotive shipments.

                                       32

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Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations


Railroad (Continued)

Operating revenues from industrial products were $1.4 billion in the third
quarter and $3.9 billion in the first nine months of 2021, increases of 15.2%
and 3.5%, respectively, from 2020. Volumes increased 14.2% in the third quarter
and 5.1% in the first nine months, with a higher average revenue per car/unit in
the third quarter and a lower average revenue per car/unit in the first nine
months of 2021. The volume increases were primarily due to improvement in the
U.S. industrial economy, driving higher volumes in the construction and building
sectors, partially offset by lower petroleum volumes due to unfavorable market
conditions in the energy sector.

Operating revenues from agricultural products decreased 10.4% in the third
quarter to $1.1 billion and increased 7.1% to $3.6 billion in the first nine
months of 2021, compared to the same periods in 2020. The revenue changes
reflected volume decreases of 9.6% in the third quarter due to lower grain
exports and lower average revenue per car/unit. Volumes increased 4.8% in the
first nine months due to higher domestic and export grain shipments, higher
volumes of ethanol and related commodities and higher revenue per car/unit.

Operating revenues from coal were $867 million in the third quarter and $2.3
billion in the first nine months of 2021, increases of 33.2% and 18.5%,
respectively, from 2020, attributable to higher volumes of 12.2% in the third
quarter and 8.8% in the first nine months, as well as from higher average
revenue per car/unit. Volume increases in 2021 were attributable to increased
electricity generation, higher natural gas prices and improved export demand.

Railroad operating expenses were $3.3 billion in the third quarter and $10.0
billion in the first nine months of 2021, increases of $342 million (11.4%) and
$919 million (10.1%), respectively, compared to the same periods in 2020. The
ratio of railroad operating expenses to railroad operating revenues decreased
0.2 percentage points to 59.5% in the third quarter and 0.9 percentage points to
61.2% in the first nine months of 2021 versus the 2020 periods. The increases in
railroad operating expenses reflected higher volumes and higher average fuel
prices, partially offset by productivity improvements.

Compensation and benefits expenses increased $63 million (5.7%) in the third
quarter and $171 million (5.2%) in the first nine months of 2021 compared to
2020. The increases were primarily due to increased volumes, partially offset by
productivity improvements. Fuel expenses increased $311 million (78.9%) in the
third quarter and $613 million (45.9%) in the first nine months of 2021 compared
to 2020, primarily due to higher average fuel prices. Purchased service expenses
increased $31 million (6.5%) in the third quarter and $96 million (6.7%) in the
first nine months of 2021 compared to 2020, primarily due to higher volumes and
the effects of insurance recoveries in 2020 related to 2019 flooding, partially
offset by improved productivity. Equipment rents, materials and other expenses
decreased $55 million (14.0%) in the third quarter, primarily due to a gain on
land sale, and increased $43 million (3.5%) in the first nine months of 2021
compared to 2020 due to higher volume-related costs.

Utilities and Energy


We currently own 91.1% of the outstanding common stock of Berkshire Hathaway
Energy Company ("BHE"), which operates a global energy business. BHE's domestic
regulated utility interests are comprised of PacifiCorp, MidAmerican Energy
Company ("MEC") and NV Energy. In Great Britain, BHE subsidiaries operate two
regulated electricity distribution businesses referred to as Northern Powergrid.
BHE's natural gas pipelines consist of five domestic regulated interstate
natural gas pipeline systems and a 25% interest in a liquefied natural gas
export, import and storage facility ("LNG interest"), which BHE operates and
consolidates for financial reporting purposes. Three of the natural gas pipeline
systems and the LNG interest were acquired on November 1, 2020 from Dominion
Energy, Inc. ("BHE GT&S"). Other energy businesses include a regulated
electricity transmission-only business in Alberta, Canada ("AltaLink, L.P.") and
a diversified portfolio of mostly renewable independent power projects and
investments. BHE also operates the largest residential real estate brokerage
firm and one of the largest residential real estate brokerage franchise networks
in the United States.

                                       33
--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Utilities and Energy (Continued)


The rates our regulated businesses charge customers for energy and services are
based in large part on the costs of business operations, including income taxes
and a return on capital, and are subject to regulatory approval. To the extent
such costs are not allowed in the approved rates, operating results will be
adversely affected. A summary of BHE's net earnings follows (dollars in
millions).



                                               Third Quarter               First Nine Months
                                            2021           2020           2021           2020
Revenues:
Energy operating revenue                  $   5,225      $   4,451      $  14,375      $  11,504
Real estate operating revenue                 1,743          1,742          4,738          3,828
Other income (loss)                              45             33            (91 )           60
Total revenue                                 7,013          6,226         19,022         15,392
Costs and expense:
Energy cost of sales                          1,385          1,169          4,064          3,095
Energy operating expense                      2,132          1,952          6,302          5,301
Real estate operating costs and expense       1,608          1,503          4,312          3,492
Interest expense                                513            480          1,547          1,430
Total costs and expense                       5,638          5,104         16,225         13,318
Pre-tax earnings                              1,375          1,122          2,797          2,074
Income tax expense (benefit)*                  (398 )         (412 )         (842 )         (778 )
Net earnings after income taxes               1,773          1,534          3,639          2,852
Noncontrolling interests of BHE
subsidiaries                                    103              4            311             11
Net earnings attributable to BHE              1,670          1,530          3,328          2,841
Noncontrolling interests and preferred
stock dividends                                 174            135            389            252
Net earnings attributable to Berkshire
Hathaway shareholders                     $   1,496      $   1,395      $   2,939      $   2,589
Effective income tax rate                     (28.9 )%       (36.7 )%       (30.1 )%       (37.5 )%

* Includes significant production tax credits from wind-powered electricity

generation.

The discussion of BHE's operating results is based on after-tax earnings,
reflecting how the energy businesses are managed and evaluated. A summary of net
earnings attributable to BHE follows (in millions).



                              Third Quarter             First Nine Months             Percentage Change
                                                                                    Third        First Nine
                           2021          2020           2021          2020         Quarter         Months
PacifiCorp               $     333     $     286     $      728     $     629          16.4 %          15.7 %
MidAmerican Energy
Company                        373           337            728           695          10.7             4.7
NV Energy                      282           249            416           367          13.3            13.4
Northern Powergrid              83            26            162           172         219.2            (5.8 )
Natural gas pipelines          144            78            627           321          84.6            95.3
Other energy
businesses                     230           207            521           527          11.1            (1.1 )
Real estate brokerage          102           177            321           246         (42.4 )          30.5
Corporate interest and
other                          123           170           (175 )        (116 )       (27.6 )          50.9
                         $   1,670     $   1,530     $    3,328     $   2,841           9.2            17.1


PacifiCorp operates a regulated electric utility in portions of several Western
states, including Utah, Oregon and Wyoming. After-tax earnings increased $47
million in the third quarter and $99 million in the first nine months of 2021 as
compared to 2020. These increases reflected higher utility margin (operating
revenue less cost of sales), lower operating expenses in the third quarter and
increased income tax benefits from the impacts of ratemaking as well as higher
production tax credits recognized on new wind-powered generating facilities
placed in-service. The earnings increases were partially offset by higher
year-to-date operating expenses and lower allowances for equity and borrowed
funds used during construction. The comparative changes in operating expenses
reflected increased depreciation expense from the impacts of a deprecation study
effective January 1, 2021, and additional assets placed in-service, offset by
costs recognized in the third quarter of 2020 associated with a settlement
agreement and wildfires.

                                       34

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Utilities and Energy (Continued)


PacifiCorp's utility margin was approximately $1.0 billion in the third quarter
and $2.7 billion in the first nine months of 2021, increases of $6 million and
$131 million, respectively, from the comparable periods in 2020. These increases
reflected higher retail revenue from increases in customer volumes and higher
wholesale and other revenue, partially offset by higher thermal generation and
purchased power costs. Retail customer volumes increased 2.1% in the third
quarter and 4.4% in the first nine months of 2021 as compared to 2020, primarily
due to higher customer usage, a favorable impact of weather and an increase in
the average number of customers.

MEC operates a regulated electric and natural gas utility primarily in Iowa and
Illinois. After-tax earnings increased $36 million in the third quarter and $33
million in the first nine months of 2021 compared to 2020. These increases
reflected higher electric utility margin and increased income tax benefits,
partly offset by higher operating expenses. The increases in operating expenses
included incremental costs associated with additional wind-powered generating
facilities placed in-service and higher natural gas distribution costs,
partially offset by storm restoration costs recognized in the third quarter of
2020. The income tax benefit increases were mainly due to higher production tax
credits recognized on new wind-powered generating facilities placed in-service,
partially offset by the impacts of ratemaking.

MEC's electric utility margin was $691 million in the third quarter and $1.6
billion in the first nine months of 2021, increases of 13% and 8%, respectively,
versus 2020. These increases were attributable to higher operating revenue from
wholesale and retail customer volumes, partially offset by higher thermal
generation and purchased power costs. Electric retail customer volumes increased
5.6% in the third quarter and 6.5% in the first nine months of 2021 as compared
to 2020, primarily due to increased usage by certain industrial customers and
the favorable impacts of weather.

NV Energy operates regulated electric and natural gas utilities in Nevada.
After-tax earnings increased $33 million in the third quarter and $49 million in
the first nine months of 2021 compared to 2020. These increases reflected lower
operating expenses, lower interest expense and lower income tax expense from the
impacts of ratemaking, partially offset by lower electric utility margin. The
decreases in operating expenses were mainly due to lower comparative accruals
for earnings sharing, partially offset by higher depreciation expense from
additional assets placed in-service.

NV Energy's electric utility margin was $621 million in the third quarter and
$1.3 billion in the first nine months of 2021, decreases of 6% and 4%,
respectively, compared to 2020. These decreases were primarily due to revenue
reductions from lower base tariff general rates and a favorable regulatory
decision in 2020, partially offset by a 4.2% increase in electric retail
customer volumes for the first nine months of 2021, price impacts from changes
in sales mix and an increase in the average number of customers. The increase in
electric retail customer volumes was primarily due to higher customer usage and
the favorable impacts of weather.

Northern Powergrid's after-tax earnings increased $57 million in the third
quarter and decreased $10 million in the first nine months of 2021 as compared
to 2020. These changes reflected the impacts of changes in the United Kingdom
corporate income tax rate, higher distribution revenue, mainly from increased
tariff rates and units distributed, and from favorable foreign currency exchange
rate movements in 2021. Earnings in the first nine months of 2021 included
deferred income tax expense of $109 million related to the enactment in June
2021 of an increase in the income tax rate from 19% to 25%, effective April 1,
2023, while earnings in each period of 2020 included deferred income tax expense
of $35 million related to the enactment in July 2020 of an increase in the
income tax rate from 17% to 19%, effective April 1, 2020.

Natural gas pipelines' after-tax earnings increased $66 million in the third
quarter and $306 million in the first nine months of 2021 compared to 2020.
Earnings in 2021 from BHE GT&S were $74 million in the third quarter and $247
million in the first nine months. In addition, year-to-date earnings increased
from the effects of higher margins on natural gas sales and higher
transportation revenue at Northern Natural Gas, largely due to increased demand
from the February 2021 winter storms.

Other energy businesses' after-tax earnings increased $23 million in the third
quarter and decreased $6 million in the first nine months of 2021 compared to
2020. The third quarter earnings increase was mainly due to higher operating
revenue from a transmission investment. The decrease in year-to-date earnings
was primarily due to a decline in wind tax equity investment earnings of $48
million, partially offset by higher operating revenue from owned renewable
energy projects. The decrease in wind tax equity investment earnings was
primarily due to increased losses from preexisting tax equity investments of
$123 million, largely attributable to the February 2021 winter storms, partially
offset by increased income tax benefits from projects reaching commercial
operation over the past twelve months.

                                       35

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Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Utilities and Energy (Continued)


Real estate brokerage after-tax earnings decreased $75 million in the third
quarter and increased $75 million in the first nine months of 2021 compared to
2020. The decrease in the third quarter reflected lower earnings from mortgage
services due to a decrease in funded volume largely attributable to a decrease
in refinance activity. The earnings increase during the first nine months was
due to a comparative increase in closed brokerage transaction volumes in 2021.

Corporate interest and other after-tax earnings decreased $47 million in the
third quarter and $59 million in the first nine months of 2021 compared to 2020,
reflecting lower federal income tax credits recognized, changes in operating
expenses (lower in the third quarter and higher in the first nine months) and
higher interest expense from corporate debt issued in 2020, as well as higher
earnings from non-regulated energy services.

Manufacturing, Service and Retailing

A summary of revenues and earnings of our manufacturing, service and retailing
businesses follows (dollars in millions).




                                     Third Quarter           First Nine Months               Percentage Change
                                                                                                            First Nine
                                   2021         2020         2021          2020        Third Quarter          Months
Revenues
Manufacturing                    $ 17,496     $ 15,170     $  50,821     $ 43,238                15.3 %           17.5 %
Service and retailing              21,291       19,319        62,143       55,351                10.2             12.3
                                 $ 38,787     $ 34,489     $ 112,964     $ 98,589
Pre-tax earnings
Manufacturing                    $  2,445     $  2,255     $   7,595     $  5,765                 8.4 %           31.7 %
Service and retailing               1,102          875         3,413        1,950                25.9             75.0
                                    3,547        3,130        11,008        7,715
Income taxes and noncontrolling
interests                             841          784         2,679        1,882
Net earnings*                    $  2,706     $  2,346     $   8,329     $  5,833
Effective income tax rate            22.9 %       24.4 %        23.7 %       24.0 %
Pre-tax earnings as a percentage
of revenues                           9.1 %        9.1 %         9.7 %        7.8 %



* Excludes certain acquisition accounting expenses, which were primarily from

the amortization of identifiable intangible assets recorded in connection

with our business acquisitions. The after-tax acquisition accounting expenses

excluded from earnings were $169 million in the third quarter and $532

million in the first nine months of 2021 compared to $195 million in the

third quarter and $593 million in the first nine months of 2020. In the first

nine months of 2020, net earnings also excluded goodwill and indefinite-lived

intangible asset after-tax impairment charges of $10.4 billion. The

acquisition accounting expense and impairment charges are included in "Other"

in the summary of earnings on page 25 and in the "Other" earnings section on

    page 42.


                                       36
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Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Manufacturing, Service and Retailing (Continued)

Manufacturing

Our manufacturing group includes a variety of industrial, building and consumer
products businesses. A summary of revenues and pre-tax earnings of our
manufacturing operations follows (dollars in millions).



                                                  Third Quarter             First Nine Months
                                               2021          2020           2021          2020
Revenues
Industrial products                          $   7,192     $   6,173     $   21,050     $  19,320
Building products                                6,374         5,672         18,404        15,497
Consumer products                                3,930         3,325         11,367         8,421
                                             $  17,496     $  15,170     $   50,821     $  43,238
Pre-tax earnings
Industrial products                          $   1,124     $     940     $    3,508     $   2,781
Building products                                  833           825          2,576         2,088
Consumer products                                  488           490          1,511           896
                                             $   2,445     $   2,255     $    7,595     $   5,765
Pre-tax earnings as a percentage of revenues
Industrial products                               15.6 %        15.2 %         16.7 %        14.4 %
Building products                                 13.1 %        14.5 %         14.0 %        13.5 %
Consumer products                                 12.4 %        14.7 %         13.3 %        10.6 %


Industrial products

The industrial products group includes metal products for aerospace, power and
general industrial markets (Precision Castparts Corp. ("PCC")), specialty
chemicals (The Lubrizol Corporation ("Lubrizol")), complex metal cutting
tools/systems (IMC International Metalworking Companies ("IMC")) and Marmon,
which consists of more than 100 autonomous manufacturing and service businesses,
including equipment leasing for the rail, intermodal tank container and mobile
crane industries, which are internally aggregated into eleven groups. The
industrial products group also includes equipment and systems for the livestock
and agricultural industries (CTB International) and a variety of industrial
products for diverse markets (Scott Fetzer and LiquidPower Specialty Products).

Revenues of the industrial products group in 2021 increased $1.0 billion (16.5%)
in the third quarter and $1.7 billion (9.0%) in the first nine months compared
to 2020. Pre-tax earnings in 2021 increased $184 million (19.6%) in the third
quarter and $727 million (26.1%) in the first nine months compared to 2020.
Pre-tax earnings as a percentage of revenues for the group were 16.7% for the
first nine months of 2021, an increase of 2.3 percentage points compared to
2020.

PCC's revenues were $1.6 billion in the third quarter of 2021, an increase of
6.6% over 2020, while revenues in the first nine months decreased 16.4% compared
to 2020. Historically, PCC has derived significant revenues and earnings from
aerospace products. The COVID-19 pandemic contributed to material declines in
commercial air travel and original equipment manufacturing ("OEM") aircraft
production in 2020. While commercial air travel in the U.S. increased in 2021,
global demand remains below pre-pandemic levels, as efforts to manage the
pandemic continue.

PCC's pre-tax earnings increased $217 million in the third quarter and $445
million in the first nine months of 2021 compared to 2020. The increases reflect
the aggressive actions previously taken by management to resize and restructure
operations. We do not expect significant increases in PCC's aerospace revenues
or earnings to occur in the near term attributable to relatively low aircraft
build rates, inventory levels currently within the industry supply chain and the
ongoing impact of the COVID-19 pandemic on commercial air travel.

Lubrizol's revenues were approximately $1.6 billion in the third quarter and
$5.0 billion in the first nine months of 2021, increases of 9.6% and 13.4%,
respectively, over the same periods in 2020. The increases reflected higher
average selling prices, driven by significant increases in materials and other
manufacturing costs, as well as higher volumes in the first nine months. Sales
volumes in the Additives product lines were negatively affected by severe winter
storms in February 2021, which caused the temporary shut-down of several U.S.
facilities, as well as other temporary production shut-downs in the third
quarter of 2021.

                                       37

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Manufacturing, Service and Retailing (Continued)

Industrial products (Continued)


Lubrizol's pre-tax earnings decreased 76.9% in the third quarter and 39.0% in
the first nine months of 2021 compared to 2020. Earnings in 2021 were negatively
impacted by significant losses related to a fire in June 2021 at a facility of
Chemtool Incorporated, a Lubrizol subsidiary, located in Rockton, Illinois and
impairment charges in the third quarter related to an underperforming business
in the Advanced Materials product lines. These losses and charges aggregated $73
million in the third quarter and $229 million in the first nine months of 2021.
Earnings in 2021 were also negatively impacted by the effects of accelerating
raw material costs and the previously mentioned temporary shut-down of Additives
production, which resulted in lost sales and incremental manufacturing costs.

Marmon's revenues were $2.6 billion in the third quarter and $7.2 billion in the
first nine months of 2021, increases of 30.0% and 26.3%, respectively, compared
to 2020. The revenue increases were primarily due to higher metal prices in the
Electrical, Metal Services and Plumbing & Refrigeration groups and higher
volumes in most of Marmon's other business groups, particularly those serving
the construction, automotive, heavy-duty truck and restaurant markets. These
increases were partially offset by the impact of divestitures and business
closures in the Water Technologies and Retail Solutions groups and a
year-to-date decline in Rail & Leasing group revenues.

Marmon's pre-tax earnings in 2021 increased $106 million (38.3%) in the third
quarter and $268 million (33.5%) in the first nine months compared to 2020.
Earnings in the first nine months of 2021 reflected higher earnings across
several business groups, partially offset by lower earnings from the Rail &
Leasing and Water Technologies groups.


IMC's revenues were $862 million in the third quarter and $2.7 billion in the
first nine months of 2021, increases of 23.4% in the third quarter and 22.2% in
the first nine months compared to 2020. Revenues in the first nine months of
2021 reflected improving business conditions in most geographic regions and
favorable foreign currency translation effects. IMC's pre-tax earnings increased
59.4% in the third quarter and 63.6% in the first nine months of 2021 versus
2020, primarily attributable to higher customer demand, improved manufacturing
efficiencies, operating cost management saving initiatives and favorable foreign
currency translation effects.

Building products

The building products group includes manufactured and site-built home
construction and related lending and financial services (Clayton Homes),
flooring (Shaw), insulation, roofing and engineered products (Johns Manville),
bricks and masonry products (Acme Building Brands), paint and coatings (Benjamin
Moore) and residential and commercial construction and engineering products and
systems (MiTek).

Revenues of the building products group increased $702 million (12.4%) in the
third quarter and $2.9 billion (18.8%) in the first nine months of 2021 compared
to 2020. Residential housing construction in the U.S. was strong during 2020 and
through the first nine months of 2021. However, the effects of persistent supply
chain disruptions limited our sales and contributed to production delays and
significant cost increases for key materials and inputs, including lumber,
steel, petrochemical-based materials, energy, freight, labor and fixtures. These
effects necessitated sales price increases.

Clayton Homes' revenues were approximately $2.6 billion in the third quarter and
$7.6 billion in the first nine months of 2021, increases of $317 million (13.7%)
and $1.5 billion (24.5%), respectively, compared to 2020. Revenues from home
sales increased $297 million (16.6%) in the third quarter and $1.4 billion
(29.4%) in the first nine months of 2021, reflecting a net increase in units
sold, increased revenue per home sold and changes in sales mix. Unit sales of
site-built homes increased 22.7% in the first nine months of 2021, while
factory-built manufactured home unit sales increased 4.5%. Unit sales of
site-built homes declined in the third quarter of 2021 versus 2020, attributable
to longer construction periods arising from supply chain constraints and labor
shortages. Financial services revenues, which include mortgage origination and
services, insurance and interest income from lending activities, increased 9.6%
in the first nine months of 2021 compared to 2020. Loan balances, net of
allowances for credit losses, were approximately $18.3 billion as of September
30, 2021, an increase of approximately $1.2 billion compared to December 31,
2020.

Aggregate revenues of our other building products businesses were approximately
$3.7 billion in the third quarter and $10.8 billion in the first nine months of
2021, increases of $385 million (11.5%) and $1.4 billion (15.0%), respectively,
versus 2020. The increases were primarily due to higher average selling prices
driven by higher input and supply chain costs, as well as higher unit volumes
for paint and coatings and certain residential flooring, insulation and
engineered products.

                                       38

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Manufacturing, Service and Retailing (Continued)

Building products (Continued)


Pre-tax earnings of our building products group were relatively unchanged in the
third quarter of 2021 versus 2020, while earnings increased $488 million (23.4%)
in the first nine months. Pre-tax earnings of Clayton Homes were $391 million in
the third quarter and $1.2 billion in the first nine months of 2021, increases
of $52 million (15.3%) and $380 million (44.2%), respectively, compared to 2020.
Earnings in the first nine months of 2021 reflected higher earnings from home
sales, mortgage originations, net interest income and a decline of $116 million
in the provision for expected credit losses, partially offset by the impact of
rising manufacturing and supply chain costs. The provision for expected credit
losses in the first nine months of 2020 were unusually high and included
provisions for the expected impact of the COVID-19 pandemic. The comparative
decline in the provision for expected credit losses is due to fewer actual and
anticipated loan foreclosures.

Pre-tax earnings of our other building products businesses declined $45 million
(9.2%) in the third quarter and increased $108 million (8.8%) in the first nine
months of 2021 compared to the same periods in 2020. Earnings as a percentage of
revenues decreased 2.7 percentage points in the third quarter and 0.7 percentage
points in the first nine months of 2021 versus 2020. While customer demand was
generally strong, reduced availability of materials and other product inputs
from supply chain disruptions negatively affected sales and operating results.
Higher materials costs, reduced availability of certain materials and freight
services and higher restructuring and impairment charges reduced our pre-tax
margin rates in 2021.

Consumer products

The consumer products group includes leisure vehicles (Forest River), several
apparel and footwear operations (including Fruit of the Loom, Garan, Fechheimer,
H.H. Brown Shoe Group and Brooks Sports) and high-performance batteries
(Duracell). This group also includes custom picture framing products
(Larson-Juhl) and jewelry products (Richline).

Consumer products revenues increased approximately $605 million (18.2%) in the
third quarter and $2.9 billion (35.0%) in the first nine months of 2021 compared
to 2020. Revenues from Forest River increased 24.7% in the third quarter and
45.3% in the first nine months of 2021 compared to 2020, driven by a
year-to-date unit sales increase of 37.5% in recreational vehicles. Revenues in
2021 were, in general, significantly higher at several of our other businesses
that were severely impacted by the pandemic in the first half of 2020. Apparel
and footwear revenues increased 18.5% in the third quarter and 35.4% in the
first nine months of 2021 compared to 2020, reflecting significant comparative
increases in unit sales, attributable in part to inventory restocking by certain
customers and increased consumer demand.

Pre-tax earnings of our consumer products group were substantially unchanged in
the third quarter and increased $615 million (68.6%) in the first nine months of
2021 versus 2020. Pre-tax earnings as a percentage of revenues decreased 2.3
percentage points in the third quarter and increased 2.7 percentage points in
the first nine months of 2021 compared to 2020. Earnings in the third quarter
reflected higher earnings at Forest River offset by lower earnings from Duracell
and the apparel and footwear businesses. The comparative increase in pre-tax
earnings for the first nine months reflected significant earnings increases at
all of our businesses, driven by Forest River, the apparel and footwear
businesses and Duracell. Our consumer products businesses are also experiencing
cost increases attributable to supply chain disruptions.

                                       39

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Manufacturing, Service and Retailing (Continued)

Service and retailing

A summary of revenues and pre-tax earnings (loss) of our service and retailing
businesses follows (dollars in millions).



                                              Third Quarter              First Nine Months
                                           2021           2020           2021          2020
Revenues
Service                                  $   4,131      $   3,068     $   11,718     $   9,093
Retailing                                    4,548          4,211         13,896        11,179
McLane Company                              12,612         12,040         36,529        35,079
                                         $  21,291      $  19,319     $   62,143     $  55,351
Pre-tax earnings (loss)
Service                                  $     696      $     470     $    2,013     $   1,155
Retailing                                      414            309          1,221           590
McLane Company                                  (8 )           96            179           205
                                         $   1,102      $     875     $    3,413     $   1,950
Pre-tax earnings (loss) as a percentage
of revenues
Service                                       16.8 %         15.3 %         17.2 %        12.7 %
Retailing                                      9.1 %          7.3 %          8.8 %         5.3 %
McLane Company                                (0.1 )%         0.8 %          0.5 %         0.6 %


Service

Our service business group offers shared ownership programs for general aviation
aircraft (NetJets) and high technology training products and services to
operators of aircraft (FlightSafety). We also distribute electronic components
(TTI), franchise and service a network of quick service restaurants (Dairy
Queen) and offer third party logistics services that primarily serve the
petroleum and chemical industries (Charter Brokerage). Other service businesses
include transportation equipment leasing (XTRA), furniture leasing (CORT),
electronic news distribution, multimedia and regulatory filings (Business Wire)
and the operation of a television station in Miami, Florida (WPLG).

Service group revenues increased $1.1 billion (34.6%) in the third quarter and
$2.6 billion (28.9%) in the first nine months of 2021 compared to 2020. Revenues
from TTI increased 45.3% in the third quarter and 40.9% in the first nine months
of 2021 versus 2020. The increases reflected accelerating demand across all
significant markets, as customers attempt to maintain adequate inventories in
response to high demand for components in end products and supply chain
disruptions. Revenues from aviation services (NetJets and FlightSafety)
increased 31.0% in the third quarter and 25.4% in the first nine months of 2021
over low 2020 levels, primarily due to higher training hours and significantly
higher customer flight hours.

Pre-tax earnings of the group increased $226 million (48.1%) in the third
quarter and $858 million (74.3%) in the first nine months of 2021 versus 2020.
Pre-tax earnings as a percentage of revenues increased 1.5 percentage points in
the third quarter and 4.5 percentage points in the first nine months of 2021
compared to 2020. The increase in earnings for the third quarter was primarily
due to TTI. Earnings at most of our service businesses increased significantly
in the first nine months of 2021 compared to 2020, with the largest increases
from TTI and the aviation services businesses. The increases in year-to-date
earnings from NetJets and FlightSafety were primarily attributable to improved
operating margins from higher volume, changes in business mix, increased
operating efficiencies and the effects of past restructuring efforts. TTI's
earnings increases were primarily attributable to the increases in sales and
improved operating cost leverage.

Retailing


Our largest retailing business is Berkshire Hathaway Automotive ("BHA"), which
consists of over 80 auto dealerships that sell new and pre-owned automobiles and
offer repair services and related products. BHA represents about 64% of our
combined retailing revenues in the first nine months of 2021. BHA also operates
two insurance businesses, two auto auctions and an automotive fluid maintenance
products distributor. Our retailing businesses include four home furnishings
retailing businesses (Nebraska Furniture Mart, R.C. Willey, Star Furniture and
Jordan's), which sell furniture, appliances, flooring and electronics and
represent about 21% of the combined retailing revenues in the first nine months
of 2021. Other retailing businesses include three jewelry businesses (Borsheims,
Helzberg and Ben Bridge), See's Candies (confectionary products), Pampered Chef
(high quality kitchen tools), Oriental Trading Company (party supplies, school
supplies and toys and novelties) and Detlev Louis Motorrad ("Louis"), a
Germany-based retailer of motorcycle accessories.

                                       40

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Manufacturing, Service and Retailing (Continued)

Retailing (Continued)


Retailing group revenues increased approximately $337 million (8.0%) in the
third quarter and $2.7 billion (24.3%) in the first nine months of 2021 compared
to 2020. BHA's revenues in the third quarter and first nine months of 2021
increased 9.8% and 22.2%, respectively, over 2020, primarily due to increases in
pre-owned vehicle unit sales, higher volumes of new auto sales in the first six
months, and higher average selling prices. New auto unit sales declined
significantly in the third quarter of 2021, reflecting inventory shortages
caused by supply chain disruption at OEMs. Home furnishings group revenues
increased 11.7% in the third quarter and 27.5% in the first nine months of 2021
as compared to 2020 attributable to higher consumer demand and higher average
selling prices.

Pre-tax earnings increased $105 million (34.0%) in the third quarter and $631
million (106.9%) in the first nine months of 2021 compared to 2020. Operating
results of our retailing businesses were severely impacted by the pandemic
beginning in March of 2020 and continued through the second quarter of 2020.
Over the second half of 2020 and through the first six months of 2021, revenues
and pre-tax earnings of these businesses increased, and in certain instances
increased to levels exceeding those in pre-pandemic periods. Results in the
third quarter of 2021 moderated somewhat relative to the first six months
reflecting the effects of supply chain disruptions, which, in particular,
worsened with respect to new automobiles.

BHA's pre-tax earnings increased 26.2% in the third quarter and 47.3% in the
first nine months of 2021 compared to 2020, primarily due to increases in
vehicle sales margins and earnings from finance and service contract activities,
as well as from lower floorplan interest expense, primarily attributable to
significant declines in inventory levels, and from operating cost control
efforts. Aggregate pre-tax earnings for the remainder of our retailing group
increased $63 million in the third quarter and $447 million in the first nine
months of 2021 compared to 2020. The initial effects of the pandemic in 2020
were severe for most of our other retailers due to the restricted operations at
many of those businesses during the first half of 2020. Results in 2021 also
benefitted from relatively strong consumer demand and the effects of
restructuring efforts in 2020.

McLane Company


McLane operates a wholesale distribution business that provides grocery and
non-food consumer products to retailers and convenience stores ("grocery") and
to restaurants ("foodservice"). McLane also operates businesses that are
wholesale distributors of distilled spirits, wine and beer ("beverage"). The
grocery and foodservice businesses generate high sales and very low profit
margins. These businesses have several significant customers, including Walmart,
7-Eleven, Yum! Brands and others. Grocery sales typically comprise about
two-thirds of McLane's consolidated sales with foodservice comprising much of
the remainder. A curtailment of purchasing by any of its significant customers
could have an adverse impact on periodic revenues and earnings. The grocery and
foodservice businesses continue to operate in an intensely competitive business
environment.

Revenues increased $572 million (4.8%) in the third quarter and $1.45 billion
(4.1%) in the first nine months of 2021 compared to 2020. Revenues from the
grocery business were relatively unchanged over the first nine months of 2021,
while revenues from the foodservice and beverage businesses increased 10.9% and
21.1%, respectively, compared to the first nine months of 2020. The foodservice
business was significantly impacted by pandemic-related restaurant closures in
2020.

Pre-tax earnings decreased $104 million in the third quarter and $26 million in
the first nine months of 2021 compared to 2020. The decreases were primarily
attributable to higher personnel costs and fuel expense. McLane's operations
have been adversely affected by supply chain disruptions, including shortages of
truck drivers, affecting inventory and customer deliveries. There is increased
competition for drivers within the trucking industry. The increase in fuel
expense was primarily attributable to significant increases in petroleum prices.

Investment and Derivative Contract Gains/Losses


A summary of investment and derivative contract gains/losses follows (dollars
in millions).

                                               Third Quarter             First Nine Months
                                            2021          2020           2021          2020
Investment gains/losses                   $   4,851     $  31,625     $   37,235     $   2,032
Derivative contract gains/losses                 70           (43 )          780          (640 )
Gains/losses before income taxes and
noncontrolling interests                      4,921        31,582         38,015         1,392
Income taxes and noncontrolling
interests                                     1,043         6,845          8,036           627
Net earnings                              $   3,878     $  24,737     $   29,979     $     765
Effective income tax rate                      20.7 %        21.3 %         20.9 %        35.1 %


                                       41
--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Investment and Derivative Contract Gains/Losses (Continued)

Investment gains/losses


Unrealized gains and losses arising from changes in market prices of investments
in equity securities are included in our reported earnings, which significantly
increases the volatility of our periodic net earnings due to the magnitude of
our equity securities portfolio and the inherent volatility of equity securities
prices. Pre-tax investment gains/losses included net unrealized gains of $4.8
billion in the third quarter and $36.2 billion in the first nine months of 2021
compared to net unrealized gains of $30.8 billion in the third quarter and $16.5
billion in the first nine months of 2020 on securities we held at the end of the
applicable period. Investment losses from market value changes in the first nine
months of 2020 on equity securities sold in 2020 were $13.9 billion.

Taxable investment gains on equity securities sold, which is generally the
difference between sales proceeds and the original cost basis of the securities
sold, were $0.9 billion in the third quarter and $2.9 billion in the first nine
months of 2021. Taxable investment gains on equity securities were $3.9 billion
in the third quarter and $0.7 billion in the first nine months of 2020.

We believe that investment gains/losses, whether realized from sales or
unrealized from changes in market prices, are often meaningless in terms of
understanding our reported consolidated earnings or evaluating our periodic
economic performance. We continue to believe the investment gains/losses
recorded in earnings in any given period has little analytical or predictive
value.

Derivative contract gains/losses


Derivative contract gains/losses include the changes in fair value of our equity
index put option contract liabilities, which relate to contracts that were
originated prior to March 2008. The periodic changes in the fair values of these
liabilities are recorded in earnings and can be significant due to the
volatility of market prices in the underlying equity markets. As of September
30, 2021, the intrinsic value of our equity index put option contracts was $83
million and our recorded liability at fair value was $286 million. Our ultimate
payment obligations, if any, under these contracts will be determined as of the
contract expiration dates based on the intrinsic value as defined under the
contracts.

Other

A summary of after-tax other earnings/losses follows (in millions).



                                                   Third Quarter           First Nine Months
                                                  2021        2020         2021         2020
Equity method earnings                          $    310     $   244     $    665     $     346
Acquisition accounting expenses                     (169 )      (195 )       (532 )        (593 )
Goodwill and intangible asset impairments              -         (19 )          -       (10,369 )
Corporate interest expense, before foreign
currency effects                                     (75 )       (80 )       (232 )        (252 )
Foreign currency exchange rate gains (losses)
on Berkshire
  and BHFC non-U.S. Dollar senior notes              196        (412 )        676          (329 )
Income tax expense adjustments                         -         (60 )          -           (60 )
Other                                                 87          32           76           363
                                                $    349     $  (490 )   $    653     $ (10,894 )




After-tax equity method earnings include our proportionate share of earnings
attributable to our investments in Kraft Heinz, Pilot, Berkadia and Electric
Transmission of Texas. Our after-tax earnings from Kraft Heinz were $168 million
for the third quarter and $323 million for the first nine months of 2021. Our
Kraft Heinz investment produced after-tax earnings of $142 million for the third
quarter and an after-tax loss of $56 million for the first nine months of 2020,
which included after-tax losses of $59 million in the third quarter and $611
million in the first nine months associated with goodwill and intangible asset
impairment charges recorded by Kraft Heinz.

After-tax acquisition accounting expenses include charges arising from the
application of the acquisition method in connection with certain of Berkshire's
past business acquisitions. Such charges arise primarily from the amortization
of intangible assets recorded in connection with those business acquisitions.
Goodwill and intangible asset impairments in the first nine months of 2020
included $9.8 billion attributable to impairments of goodwill and certain
identifiable intangible assets recorded in connection with our acquisition of
PCC in 2016.

Foreign currency exchange rate gains and losses pertain to Berkshire's Euro and
Japanese Yen denominated debt and BHFC's Great Britain Pound denominated debt.
Changes in foreign currency exchange rates produce unrealized gains and losses
from the periodic revaluation of these liabilities into U.S. Dollars. The gains
and losses recorded in any given period can be significant due to the magnitude
of the borrowings and the inherent volatility in foreign currency exchange
rates.

                                       42

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations


Financial Condition

Our consolidated balance sheet continues to reflect very significant liquidity
and a very strong capital base. Consolidated shareholders' equity at September
30, 2021 was $472 billion, an increase of $29.3 billion since December 31, 2020.
Net earnings attributable to Berkshire shareholders were $50.1 billion in the
first nine months of 2021 and included after-tax gains on our investments of
approximately $29.4 billion. Changes in the market prices of our investments in
equity securities can produce significant volatility in our earnings.

Berkshire's common stock repurchase program, as amended, permits Berkshire to
repurchase its Class A and Class B shares at prices below Berkshire's intrinsic
value, as conservatively determined by Warren Buffett, Berkshire's Chairman of
the Board and Chief Executive Officer, and Charlie Munger, Vice Chairman of the
Board. The program allows share repurchases in the open market or through
privately negotiated transactions and does not specify a maximum number of
shares to be repurchased. The program is expected to continue indefinitely. We
will not repurchase our stock if it reduces the total amount of Berkshire's
consolidated cash, cash equivalents and U.S. Treasury Bills holdings below
$30 billion. Financial strength and redundant liquidity will always be of
paramount importance at Berkshire. Berkshire paid $20.2 billion in the first
nine months of 2021 to repurchase shares of its Class A and B common stock.

At September 30, 2021, our insurance and other businesses held cash, cash
equivalents and U.S. Treasury Bills of $144.4 billion, which included
$116.6 billion in U.S. Treasury Bills. Investments in equity and fixed maturity
securities (excluding our investment in Kraft Heinz) were $328.9 billion.


Berkshire parent company outstanding debt at September 30, 2021 was $21.8
billion, a decrease of $886 million since December 31, 2020, which was primarily
due to the effects of foreign currency exchange rate changes on Euro and
Japanese Yen denominated debt. In the first nine months of 2021, Berkshire
repaid €550 million and $1.5 billion of maturing senior notes. In the first nine
months of 2021, Berkshire issued €600 million of 0.5% senior notes due in 2041
and ¥160 billion (approximately $1.5 billion) of senior notes with maturity
dates ranging from 2026 to 2041 and a weighted average interest rate of 0.5%.
Berkshire parent company debt maturing over the next twelve months is $600
million.

Berkshire's insurance and other subsidiary outstanding borrowings were
$17.9 billion at September 30, 2021, which included senior note borrowings of
BHFC, a wholly-owned financing subsidiary, of approximately $13.1 billion.
BHFC's borrowings are used to fund a portion of loans originated and acquired by
Clayton Homes and equipment held for lease by our railcar leasing business. In
January 2021, BHFC repaid $750 million of maturing senior notes and issued $750
million of 2.5% senior notes due in 2051. BHFC debt maturing over the next
twelve months is $775 million. Berkshire guarantees BHFC's senior notes for the
full and timely payment of principal and interest.

Our railroad, utilities and energy businesses (conducted by BNSF and BHE)
maintain very large investments in capital assets (property, plant and
equipment) and will regularly make significant capital expenditures in the
normal course of business. Capital expenditures of these two operations in the
first nine months of 2021 were $6.7 billion and we currently forecast additional
capital expenditures of approximately $3.1 billion over the remainder of 2021.

Berkshire does not guarantee the repayment of debt issued by BNSF, BHE or any of
their subsidiaries and is not committed to provide capital to support BNSF, BHE
or any of their subsidiaries. BNSF's outstanding debt was $23.3 billion as of
September 30, 2021, relatively unchanged from December 31, 2020. During the
first nine months of 2021, BNSF repaid $888 million of debt and issued $925
million of 3.3% debentures due in 2051. Outstanding borrowings of BHE and its
subsidiaries were $52.1 billion at September 30, 2021, relatively unchanged from
December 31, 2020. During the first nine months of 2021, BHE and its
subsidiaries repaid $1.7 billion of term debt and issued $2.1 billion of term
debt with a weighted average interest rate of 3.0% with due dates in 2051 and
2052, and short-term borrowings decreased by $318 million. Aggregate debt
maturities for BHE and BNSF over the next twelve months approximate $2.4
billion.

Contractual Obligations


We are party to contracts associated with ongoing business and financing
activities, which will result in cash payments to counterparties in future
periods. Certain obligations are included in our Consolidated Balance Sheets,
such as notes payable, which require future payments on contractually specified
dates and in fixed and determinable amounts. Other obligations pertaining to the
acquisition of goods or services in the future are not currently reflected in
the financial statements and will be recognized in future periods as the goods
are delivered or services are provided. The timing and amount of the payments
under certain contracts, such as insurance and reinsurance contracts, are
contingent upon the outcome of future events and the actual payments will likely
vary, perhaps materially, from the estimated liabilities currently recorded in
our Consolidated Balance Sheet.

                                       43

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

Contractual Obligations (Continued)


In the first nine months of 2021, Berkshire and certain of its subsidiaries
issued term debt of approximately $5.9 billion in the aggregate. Principal and
interest payments associated with these borrowings are expected as follows: in
2021 - $27 million; in 2022 through 2025 - $121 million per annum; and
thereafter - $8.8 billion.

Except as otherwise disclosed in this Quarterly Report, our contractual
obligations as of September 30, 2021 were, in the aggregate, not materially
different from those disclosed in the "Contractual Obligations" section of
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" contained in Berkshire's Annual Report on Form 10-K for the year
ended December 31, 2020.


Critical Accounting Policies

Certain accounting policies require us to make estimates and judgments that
affect the amounts reflected in the Consolidated Financial Statements. Such
estimates and judgments necessarily involve varying, and possibly significant,
degrees of uncertainty. Accordingly, certain amounts recorded in the financial
statements will likely be adjusted in the future based on new available
information and changes in other facts and circumstances. Reference is made to
"Critical Accounting Policies" discussed in "Management's Discussion and
Analysis of Financial Condition and Results of Operations" included in
Berkshire's Annual Report on Form 10-K for the year ended December 31, 2020.

Our Consolidated Balance Sheet as of September 30, 2021 includes estimated
liabilities of $125.5 billion for unpaid losses and loss adjustment expenses
from property and casualty insurance and reinsurance contracts. Due to the
inherent uncertainties in the processes of establishing these liabilities, the
actual ultimate claim amounts will likely differ from the currently recorded
amounts. A very small percentage change in estimates of this magnitude can
result in a material effect on periodic earnings. The effects from changes in
these estimates are recorded as a component of insurance losses and loss
adjustment expenses in the period of the change.

Our Consolidated Balance Sheet as of September 30, 2021 included goodwill of
acquired businesses of $73.8 billion and indefinite-lived intangible assets of
$18.3 billion. We evaluate these assets for impairment at least annually and we
conducted our most recent annual review during the fourth quarter of 2020.

Goodwill and indefinite-lived intangible asset impairment reviews include
determining the estimated fair values of our reporting units and assets. The key
assumptions and inputs used in such determinations may include forecasting
revenues and expenses, cash flows and capital expenditures, as well as an
appropriate discount rate and other inputs. Significant judgment by management
is required in estimating the fair value of a reporting unit and in performing
impairment tests. Due to the inherent subjectivity and uncertainty in
forecasting future cash flows and earnings over long periods of time, actual
results may vary materially from the forecasts.

As of September 30, 2021, we concluded it is more likely than not that goodwill
recorded in our Consolidated Balance Sheet was not impaired. The long-term
adverse effects of the COVID-19 pandemic on certain of our reporting units may
prove to be worse than we currently anticipate, and we may need to record
goodwill or indefinite-lived asset impairment charges in future periods. Making
estimates of the fair value of reporting units and judgments on goodwill
impairments at this time are and will likely be significantly affected by
assumptions on the severity, duration or long-term effects of the pandemic on a
reporting unit's business, which we cannot reliably predict. Consequently, any
fair value estimates in such instances can be subject to wide variations.

As of the most recent annual goodwill impairment review, the estimated fair
values of certain reporting units did not exceed our carrying values by at least
20%. The most significant of these reporting units was Precision Castparts Corp.
("PCC"). The estimated fair value of PCC was approximately $35.5 billion,
exceeding our carrying value of approximately $32.1 billion by 10.6%. Our
carrying value of PCC included goodwill of approximately $7.5 billion. For the
four other reporting units where estimated fair value did not exceed carrying
value by at least 20%, their aggregate estimated fair value of approximately
$1.5 billion exceeded our aggregate carrying value of approximately $1.4 billion
by 10.0%. Our carrying value of these units included goodwill of approximately
$600 million.

Information concerning new accounting pronouncements is included in Note 2 to
the accompanying Consolidated Financial Statements.

                                       44

--------------------------------------------------------------------------------

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations


Forward-Looking Statements

Investors are cautioned that certain statements contained in this document as
well as some statements in periodic press releases and some oral statements of
Berkshire officials during presentations about Berkshire or its subsidiaries are
"forward-looking" statements within the meaning of the Private Securities
Litigation Reform Act of 1995 (the "Act"). Forward-looking statements include
statements which are predictive in nature, which depend upon or refer to future
events or conditions, or which include words such as "expects," "anticipates,"
"intends," "plans," "believes," "estimates" or similar expressions. In addition,
any statements concerning future financial performance (including future
revenues, earnings or growth rates), ongoing business strategies or prospects
and possible future Berkshire actions, which may be provided by management, are
also forward-looking statements as defined by the Act. Forward-looking
statements are based on current expectations and projections about future events
and are subject to risks, uncertainties and assumptions about Berkshire and its
subsidiaries, economic and market factors and the industries in which we do
business, among other things. These statements are not guarantees of future
performance and we have no specific intention to update these statements.

Actual events and results may differ materially from those expressed or
forecasted in forward-looking statements due to a number of factors. The
principal risk factors that could cause our actual performance and future events
and actions to differ materially from such forward-looking statements include,
but are not limited to, changes in market prices of our investments in fixed
maturity and equity securities; losses realized from derivative contracts; the
occurrence of one or more catastrophic events, such as an earthquake, hurricane,
act of terrorism or cyber-attack that causes losses insured by our insurance
subsidiaries and/or losses to our business operations; the frequency and
severity of epidemics, pandemics or other outbreaks, including COVID-19, that
negatively affect our operating results and restrict our access to borrowed
funds through the capital markets at reasonable rates; changes in laws or
regulations affecting our insurance, railroad, utilities and energy and finance
subsidiaries; changes in federal income tax laws; and changes in general
economic and market factors that affect the prices of securities or the
industries in which we do business.

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