Notice of Annual General Meeting

Notice is hereby given that the Annual General Meeting of Aktiebolaget
SKF will be held at SKF Kristinedal, Byfogdegatan 4, Göteborg, Sweden,
at 14.30 on Thursday, 28 April 2011. The doors are open from 13.30.

Annual General Meeting

For the right to participate at the meeting, shareholders must be
recorded in the shareholders' register kept by Euroclear Sweden AB by
Wednesday, 20 April 2011 and must notify the company at the latest on
Wednesday, 20 April 2011 by letter to AB SKF, c/o Computershare AB, Box
610, SE-182 16 Danderyd, Sweden, or via the company's website
www.skf.com, or by phone +46 31 337 25 50 (between 09.00 and 16.00).
When notifying the company, preferably in writing, this should include
details of name, address, telephone number, registered shareholding and
advisors, if any. Where representation is being made by proxy, the
original of the proxy form shall be sent to the company before the
annual general meeting. Shareholders whose shares are registered in the
name of a trustee must have the shares registered temporarily in their
own name in order to take part in the meeting. Any such re-registration
for the purpose of establishing voting rights shall take place by
Wednesday, 20 April 2011 at the latest. This means that the shareholder
should give notice of his/her wish to be included in the shareholders'
register to the trustee well in advance before that date.

Agenda

1. Opening of the Annual General Meeting.
2. Election of a Chairman for the meeting.
3. Drawing up and approval of the voting list.
4. Approval of agenda.
5. Election of persons to verify the minutes.
6. Consideration of whether the meeting has been duly convened.
7. Presentation of annual report and audit report as well as
consolidated accounts and audit report for the Group.
8. Address by the President.
9. Matter of adoption of the income statement and balance sheet and
consolidated income statement and consolidated balance sheet.
10. Resolution regarding distribution of profits.
11. Matter of discharge of the Board members and the President from
liability.
12. Determination of number of Board members and deputy members.
13. Determination of fee for the Board of Directors.
14. Election of Board members and deputy Board members including
Chairman of the Board of Directors.
15. Determination of fee for the auditors.
16. The Board of Directors' proposal concerning amendment of the
Articles of Association.
17. The Board of Directors' proposal for a resolution on principles of
remuneration for Group Management.
18. The Board of Directors' proposal for a resolution on SKF's
Performance Share Programme 2011.
19. The Board of Directors' proposal for an authorization to the Board
of Directors to decide upon the repurchase of the company's own shares
for the period until the next Annual General Meeting.
20. Resolution regarding Nomination Committee.

Proposal under item 10
The Board of Directors proposes a dividend for the financial year 2010
of SEK 5 per share. It is proposed that shareholders with holdings
recorded on Tuesday, 3 May 2011 be entitled to receive the proposed
dividend. Subject to resolution by the Annual General Meeting in
accordance with this proposal, it is expected that Euroclear will
distribute the dividend on Friday 6 May 2011.

Proposals under items 2, 12, 13, 14 and 15
The Nomination Committee formed according to a resolution of the Annual
General Meeting 2010 consists of, besides the Chairman of the Board of
Directors, representatives of Foundation Asset Management, Skandia Liv,
Alecta and Swedbank Robur funds, shareholders who together represent
more than 40% of the votes of the total number of company shares. The
Nomination Committee has informed the company that it proposes:

· that Leif Östling is elected Chairman of the Annual General Meeting;

· that the Board of Directors shall consist of ten members and no
deputy members;

· that the Board of Directors for the period up to the end of the next
Annual General Meeting, receive a fee according to the following:

a) a firm allotment of SEK 4,500,000 to be
distributed with SEK 1,200,000 to the Chairman of the Board of Directors
and with SEK
412,500 to each of the other Board members
elected by the Annual General Meeting and not employed by the company;

b) a variable allotment corresponding to the value,
calculated as below, of the number of shares in the company of series B
the value
of which after the Annual General Meeting shall
amount to SEK 400,000 to be received by the Chairman and the number of
shares in the company of series B the value of
which after the Annual General Meeting shall amount to SEK 137,500 to
be
received by each of the other Board members; and

c) an allotment for committee work of SEK 685,000
to be distributed with SEK 175,000 to the chairman of the Audit
Committee,
with SEK 125,000 to each of the other members of
the Audit Committee, with SEK 100,000 to the chairman of the
Remuneration Committee and with SEK 80,000 to
each of the other members of the Remuneration Committee.
A prerequisite for obtaining an allotment is that
the Board member is elected by the Annual General Meeting and not
employed by
the company.

When deciding upon the variable allotment, (i)
the number of shares shall be determined by dividing the amount in b)
above with
the average latest payment rate of a share of
series B according to the quotations on the NASDAQ OMX Stockholm AB
during the
five trading days immediately following the day
on which the share is traded without any right to receive dividend for
2011 and (ii)
the value of a share of series B shall be
determined at the average latest payment rate according to the
quotations on the NASDAQ
OMX Stockholm AB during the five trading days
after publication of the company's press release for the financial year
2011;

· re-election of the Board members Leif Östling, Ulla Litzén, Tom
Johnstone, Winnie Fok, Lena Treschow Torell, Peter Grafoner, Lars
Wedenborn, Joe Loughrey and Jouko Karvinen. Hans-Olov Olsson has
declined re-election and Babasaheb N. Kalyani is proposed to be newly
elected. Leif Östling is proposed to be the Chairman of the Board of
Directors.
Babasaheb N. Kalyani is the Managing Director of Bharat Forge Ltd since
1993 and has held several senior positions in Bharat Forge Ltd since
1972. He is also Chairman of the Kalyani Group, Bharat Forge Ltd and of
a number of other companies in the Kalyani Group, and board member of a
number of companies in the Kalyani Group and of Hikal Limited. Babasaheb
N. Kalyani has a Master of Science from the Massachusetts Institute of
Technology, USA, and a Bachelor in Mechanical Engineering from Birla
Institute of Technology, India; and

· that the auditor is paid for work performed according to approved
invoice.

Proposal under item 16
For the purpose of aligning the Articles of Association with the
amendments to the Swedish Companies Act that entered into force on 1
January 2011, the Board of Directors proposes that the Annual General
Meeting decides that article 11 of the Articles of Association be
amended as follows:

Existing wording
§ 11
Notice to attend a General Meeting shall be issued through announcement
in Post- och Inrikes Tidningar and in Dagens Nyheter.

Notice to attend an Annual General Meeting and notice to attend an Extra
General Meeting where an issue relating to a change of the Articles of
Association will be dealt with shall be issued no earlier than six weeks
and no later than four weeks prior to the General Meeting. Notice to
attend another kind of Extra General Meeting shall be issued no earlier
than six weeks and no later than two weeks prior to the General Meeting.

Proposed wording
§ 11
Notice to attend a General Meeting shall be issued through announcement
in Post- och Inrikes Tidningar and on the Company's website. The fact
that notice has been issued shall be announced in Dagens Nyheter.

Proposal under item 17
The Board of Directors has decided to submit the following principles of
remuneration for SKF Group Management to the Annual General Meeting.

Group Management is defined as the President and the other members of
the management team.

The Board of Directors' proposal is that the remuneration of Group
Management members shall be based on market competitive conditions and
at the same time support the shareholders' best interests. The total
remuneration package for a Group Management member shall primarily
consist of fixed salary, variable salary, performance shares, pension
benefits, conditions for notice of termination and severance pay, and
other benefits such as a company car. The objective of the principles of
remuneration is to ensure that the SKF Group can attract and retain the
best people in order to support the SKF Group's mission and business
strategy.

The fixed salary shall be at a market competitive level. Competence,
responsibility and performance shall be taken into account when the
fixed salary is established.

The variable salary runs according to a performance-based program and
the maximum variable salary is capped at a certain percentage of the
fixed annual salary varying between 40 and 70%.

The Board of Directors proposes that a decision be taken at the Annual
General Meeting on SKF's Performance Share Programme 2011. The programme
is proposed to cover not more than 310 senior managers and key employees
in the SKF Group with an opportunity to be allotted, free of charge, SKF
B shares. (See further item 18 below.)

SKF strives to establish pension plans based on defined contribution
models.

A Group Management member may terminate his/her employment by giving six
months' notice. In the event of termination of employment at the request
of the company, employment shall cease immediately. A severance payment
related to the number of years' service shall, however, in this case be
paid out, provided that it shall always be maximized to two years' fixed
salary.

The Board of Directors also proposes that the Annual General Meeting
resolves to authorize the Board of Directors to, in certain cases,
deviate from the principles of remuneration decided by the Annual
General Meeting.

Proposal under item 18
Background
At the Annual General Meeting in 2008 the SKF Group introduced a
long-term performance share programme for senior managers and key
employees (SKF's Performance Share Programme 2008). The Annual General
Meetings 2009 and 2010 resolved on SKF's Performance Share Programmes
2009 and 2010, respectively, with in essence the same terms and
conditions as SKF's Performance Share Programme 2008.

SKF's Performance Share Programme 2011
The Board proposes, in order to continue to link the interests of the
participants and the shareholders long-term, that a decision be taken at
the Annual General Meeting on SKF's Performance Share Programme 2011.
The terms and conditions of the proposed SKF's Performance Share
Programme 2011 are in essence the same as the terms and conditions of
SKF's Performance Share Programmes 2008, 2009 and 2010.

The programme is proposed to cover not more than 310 senior managers and
key employees in the SKF Group with an opportunity to be allotted, free
of charge, SKF B shares in accordance with the following principal terms
and guidelines.

Under the programme, not more than in total 1,000,000 SKF B shares may
be allotted. The number of shares that may be allotted must be related
to the degree of achievement of the Total Value Added (TVA) target
level, as defined by the Board of Directors, for the financial year
2011, and the TVA development for the financial year 2013 compared to
the financial year 2011. TVA is a simplified, economic value-added model
promoting greater operating profit, capital efficiency and profitable
growth. TVA is the operating profit, less the pre-tax cost of capital in
the country in which the business is conducted.

Based on the TVA for the financial year 2011, the participants of the
programme may be preliminarily allotted a number of shares per person,
however, not exceeding the following number of shares per person within
the various key groups:

CEO and President - 10,000 shares

Division Presidents and Executive Vice President - 5,000 shares

Other members of Group Management - 3,500 shares

Managers of large business units and other senior managers - 1,250 -
1,800 shares

Following the expiry of the financial year 2013 a comparison is made
between TVA for the financial year 2011 and TVA for the financial year
2013. The development in TVA between the two financial years is set out
in percentage. Final allotment of shares is established by the
preliminary number of allotted shares being multiplied with the
percentage development in TVA. If the development is positive the
participants will thus receive an increased number of shares in final
allotment compared to the number preliminary allotted, whereas if the
development is negative the participants will receive a decreased number
of shares in final allotment compared to the number preliminary
allotted. Final allotment may, however, never exceed 200% of the
preliminarily allotted number of shares per person. The participants in
the programme may thus in final allotment receive not more than the
following number of shares per person within the various key groups:

CEO and President - 20,000 shares
Division Presidents and Executive Vice President - 10,000 shares
Other members of Group Management - 7,000 shares
Managers of large business units and other senior managers - 2,500 -
3,600 shares

The participants shall not provide any consideration for their rights
under the programme.

Participants shall receive compensation in cash equal to the dividend
paid out during the three year calculation period.

Allotment of shares normally requires that the persons covered by the
programme are employed in the SKF Group during the entire calculation
period. If all the conditions included in SKF's Performance Share
Programme 2011 are met, allotment of shares shall be made free of charge
following the expiry of the three year calculation period, i.e. during
2014.

The Board of Directors is furthermore entitled to introduce an
alternative incentive solution for employees in countries where
participation in SKF's Performance Share Programme 2011 is not
appropriate. Such alternative incentive solution shall, as far as
practicable, be formulated employing the same conditions as SKF's
Performance Share Programme 2011.

The company has 455,351,068 shares as per 31 January, 2011. In order to
comply with the obligations of SKF's Performance Share Programme 2011, a
maximum number of 1,000,000 B shares are required corresponding to
approximately 0.2% of the total number of outstanding shares.

Assuming maximum allocation under the Performance Share Programme 2011
and a share price of SEK 180, the cost, including social security cost,
is estimated at approximately SEK 216 million. On the basis of a share
price of SEK 230, the cost, including social security cost, is estimated
at approximately SEK 276 million. In addition the administrative costs
are estimated at approximately SEK 2 million.

The Board of Directors does not propose for the time being to take any
action to hedge the SKF Group's obligations under the programme.
Delivery of shares under the programme shall not take place until 2014.

Majority requirements
A valid resolution in respect of the Board of Directors' proposal at the
Annual General Meeting requires that the resolution be supported by
shareholders with more than half of the votes cast or, in the event of a
tied vote, through the Chairman exercising his casting vote.

Proposal under item 19
The Board of Directors proposes that the Annual General Meeting resolves
to authorize the Board of Directors to decide upon the repurchase of the
company's own shares for the period until the next Annual General
Meeting. The authorization is proposed to embrace shares of series A as
well as series B.

The shares may be repurchased by operations on the NASDAQ OMX Stockholm
AB. The total amount of shares that can be repurchased, at the most, is
so many shares that the company thereafter holds a maximum of 5% of all
shares issued by the company.

A repurchase on the NASDAQ OMX Stockholm AB may only be made within the
band of prices applying on the exchange. This band of prices pertains to
the range between the highest purchase price and the lowest selling
price. A repurchase shall be made in accordance with the provisions
concerning the repurchase of a company's own shares set out in the rules
issued by NASDAQ OMX Stockholm AB.

The shares shall be paid in cash and repurchase of shares may be made on
one or more occasions.

The purpose of the proposal is to be able to adapt the capital structure
of the company to the capital needs of the company and in order thereby
to contribute to an increased shareholder value.

To the extent shares are repurchased based on a possible Annual General
Meeting authorization, the Board of Directors intends to propose to
cancel such own shares through reduction of the share capital.

Proposal under item 20
The Nomination Committee has informed the company that it will propose
to the Annual General Meeting to resolve:

1. that the company shall have a Nomination Committee formed by one
representative of each one of the four major shareholders with regard to
the number of votes held as well as the Chairman of the Board of
Directors. When constituting the Nomination Committee, the shareholdings
on the last banking day in August 2011 will determine which shareholders
are the largest with regard to the number of votes held. The names of
the four shareholder representatives will be published as soon as they
have been elected, however not later than six months before the Annual
General Meeting in 2012. The Nomination Committee shall remain in office
until a new Nomination Committee has been appointed;

2. in the event that the shareholder the member represents
would no longer be one of the four major shareholders with regard to
the
number of votes held, such member, if the Nomination
Committee so deems appropriate, may resign and a representative of the
shareholder next in turn size-wise with regard to the
number of votes held be offered the opportunity of being elected in
his/her place;
and in the event that a shareholder representative no
longer represents the shareholder, the shareholder is asked to elect a
new
representative to become a member of the Nomination
Committee;

3. that the Nomination Committee is to furnish proposals on
the following matters to be presented to, and resolved by, the Annual
General Meeting in 2012:

a) proposal for Chairman of the Annual
General Meeting

b) proposal for Board of Directors

c) proposal for Chairman of the Board
of Directors

d) proposal for fee to the Board of
Directors

e) proposal for fee to the auditor

f) proposal for a Nomination Committee
ahead of the Annual General Meeting of 2013; and

4. that the Nomination Committee, when performing its duties,
will fulfill the tasks that rest upon the Nomination Committee under the
Swedish Code of Corporate Governance, among other things
to supply the company with certain information in order to enable the
company to fulfill its information obligation under the
code.

_______________

Number of shares and votes, and documentation
When this notice is issued, the total number of shares in the company
are 455,351,068, represented by 44,740,604 series A shares and
410,610,464 series B shares, with a total number of votes of 85,801,650.
The company holds no own shares.

The Board of Directors' complete proposal according to item 16, 17, 18
and 19 of the agenda and the Board of Directors' statement pursuant to
Chapter 19, Section 22 of the Swedish Companies Act are available at the
company and at the company's homepage, www.skf.com, and will be sent to
shareholders who request this and state their address.

Information at the Annual General Meeting etc.
The Board of Directors and the President shall, upon request by any
shareholder and where the Board of Directors believes that it may take
place without significant harm to the company, provide information in
respect of any circumstances which may affect the assessment of a matter
on the agenda, any circumstances which may affect the assessment of the
company's or a subsidiary's financial position and the company's
relationship to other group companies. Anyone who wishes to dispatch
questions in advance may do so to AB SKF, Att. General Counsel, SE-415
50 Göteborg, Sweden, or by e-mail: chairman@skf.com.

SKF's web-based financial report including the sustainability report in
English was made public on 11 March 2011.

Proxy forms will be available at the company's homepage, www.skf.com,
and may also be requested by letter to AB SKF, c/o Computershare AB, Box
610, SE-182 16 Danderyd, Sweden or by phone +46 31 337 25 50.

Gothenburg in March 2011

Aktiebolaget SKF
(publ)

The Board of Directors

__________________

Visit SKF's factory in connection with the Annual General Meeting
Shareholders are welcome to visit SKF's factory in Gamlestaden,
Gothenburg, in connection with the AGM. The tour starts at 12.30 and
will last for around 45 minutes. Please inform the company that you wish
to take part in this tour at the same time as you notify that you will
be attending the AGM. Please note that the number of participants is
limited.

AB SKF may be required to disclose the information provided herein
pursuant to the Securities Markets Act. The information was submitted
for publication at 08.00 am CET on 22 March 2011.

For further information, please contact:
PRESS: Ingalill Östman, SKF Group Communication, tel: +46 31-337 3260,
mobile:
+46 706-973260, e-mail: ingalill.ostman@skf.com
IR: Marita Björk, SKF Investor Relations, tel: +46 31-337 1994, mobile:
+46 705-181994, e-mail: marita.bjork@skf.com

SKF is a leading global supplier of bearings, seals, mechatronics,
lubrication systems and services which include technical support,
maintenance and reliability services, engineering consulting and
training. SKF is represented in more than 130 countries and has 15,000
distributor locations worldwide. Annual sales in 2010 were SEK 61,029
million and the number of employees was 44,742. www.skf.com

Notice of Annual General Meeting

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