10-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 10-K

(Mark One)

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2009

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from             to

Commission File No. 1-15339

Chemtura Corporation

(Exact name of registrant as specified in its charter)

Delaware	52-2183153
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

1818 Market Street, Suite 3700, Philadelphia, Pennsylvania	19103
199 Benson Road, Middlebury, Connecticut	06749
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (203) 573-2000

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of each exchange on which registered
Common Stock, $0.01 par value	NONE

Securities registered pursuant to Section 12(g) of the Act:  NONE

Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act Yes o   No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes o   No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes o   No x

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.  See definition of “accelerated filer,” “large accelerated file” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check off):

Large accelerated filer o	Accelerated filer x
Non-accelerated filer o	Smaller reporting company o
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o   No x

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, computed as of June 30, 2009, based on the value of the last sales price of these shares as quoted on Pink Sheets Electronic Quotation Service was $57,973,041.

The number of voting shares of Common Stock of the registrant outstanding as of January 29, 2010 was 242,935,715.

DOCUMENTS INCORPORATED BY REFERENCE

Part III of this Form 10-K will be filed with the Securities and Exchange Commission as an amendment to this Form 10-K in accordance with General Instruction G(3).

		Page
PART I
Item 1.	Business	2
Item 1A.	Risk Factors	16
Item 1B.	Unresolved Staff Comments	24
Item 2.	Properties	24
Item 3.	Legal Proceedings	26
Item 4.	Submission of Matters to a Vote of Security Holders	26
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	27
Item 6.	Selected Financial Data	28
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	60
Item 8.	Financial Statements and Supplementary Data	62
Item 9.	Changes In and Disagreements with Accountants on Accounting and Financial Disclosure	126
Item 9A.	Controls and Procedures	126
Item 9B.	Other Information	127
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	127
Item 11.	Executive Compensation	128
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	128
Item 13.	Certain Relationships and Related Transactions and Director Independence	128
Item 14.	Principal Accountant Fees and Services	128
PART IV
Item 15.	Exhibits and Financial Statement Schedules	129
	Signatures	135

1

PART I.

Item 1.  Business

CERTAIN DISCLOSURES INCLUDED IN THIS ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER 31, 2009 CONSTITUTE FORWARD-LOOKING STATEMENTS THAT ARE SUBJECT TO RISK AND UNCERTAINTY.  SEE ITEM 7. - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - FORWARD-LOOKING STATEMENTS.

WHEN WE USE THE TERMS “CORPORATION,” “COMPANY,” “CHEMTURA,” “REGISTRANT,” “WE,” “US” AND “OUR,” UNLESS OTHERWISE INDICATED OR THE CONTEXT OTHERWISE REQUIRES, WE ARE REFERRING TO CHEMTURA CORPORATION AND ITS CONSOLIDATED SUBSIDIARIES.

OVERVIEW

Chemtura Corporation, together with its consolidated subsidiaries is dedicated to delivering innovative, application-focused specialty chemical and consumer products offerings.  Our principal executive offices are located in Philadelphia, Pennsylvania and Middlebury, Connecticut.  We operate in a wide variety of end-use industries, including automotive, transportation, construction, packaging, agriculture, lubricants, plastics for durable and non-durable goods, electronics, and pool and spa chemicals.

(a) GENERAL DEVELOPMENT OF BUSINESS

Chemtura, incorporated in Delaware in 1999, is the successor to Crompton & Knowles Corporation (“Crompton & Knowles”), which was incorporated in Massachusetts in 1900 and engaged in the manufacture and sale of specialty chemicals beginning in 1954.  Crompton & Knowles traces its roots to the Crompton Loom Works incorporated in the 1840s.  We expanded our specialty chemical business through acquisitions in the United States and Europe, including the 1996 acquisition of Uniroyal Chemical Company, Inc. (“Uniroyal”), the 1999 merger with Witco Corporation (“Witco”) and the 2005 acquisition of Great Lakes Chemical Corporation (“Great Lakes”).

We are a global diversified producer of specialty chemicals, polymer products and crop protection chemicals and a leading U.S. supplier of pool and spa chemicals.  Most of our chemical products are sold to industrial manufacturing customers for use as additives, ingredients, or intermediates that add value to their end products.  Our crop protection products are sold through dealers and distributors to growers.  Our pool and spa chemicals are sold through local dealers, large retailers and mass merchants.  We are a market leader in many of our key product lines.  Of our $2.5 billion of net sales in 2009, approximately 49% were to customers in the United States and Canada, 31% to Europe and Africa, 15% to Asia/Pacific and 5% to Latin America.

Liquidity and Bankruptcy Proceedings

We entered 2009 with significantly constrained liquidity.  The fourth quarter of 2008 saw an unprecedented reduction in orders for our products as the global recession deepened and customers saw or anticipated reductions in demand in the industries they served.  The impact was more pronounced on those business segments that served cyclically exposed industries. As a result, our sales and overall financial performance deteriorated resulting in non-compliance with the two financial maintenance covenants under our Amended and Restated Credit Agreement, dated as of July 31, 2007 (the “2007 Credit Facility”) as of December 31, 2008.  On December 30, 2008, we obtained a 90-day waiver of compliance with these covenants from the lenders under the 2007 Credit Facility.

Our liquidity was further constrained in the fourth quarter of 2008 by changes in the availability under our accounts receivable financing facilities in the United States and Europe.  The eligibility criteria and reserve requirements under our prior U.S. accounts receivable facility (the “U.S. Facility”) tightened in the fourth quarter of 2008 following a credit rating downgrade, significantly reducing the value of accounts receivable that could be sold under the U.S. Facility compared with the third quarter of 2008.  Additionally, the availability and access to our European accounts receivable financing facility (the “European Facility”) was restricted in late December 2008 because of our financial performance resulting in the inability to sell additional receivables under the European Facility.

2

The crisis in the credit markets compounded the liquidity challenges we faced.  Under normal market conditions, we believe we would have been able to refinance our $370 million notes maturing on July 15, 2009 (the “2009 Notes”) in the debt capital markets.  However, with the deterioration of the credit market in the late summer of 2008 combined with our deteriorating financial performance, we did not believe we would be able to refinance the 2009 Notes on commercially reasonable terms, if at all.  As a result, we sought to refinance the 2009 Notes through the sale of one of our businesses.

On January 23, 2009, our special-purpose subsidiary entered into a new three-year U.S. accounts receivable financing facility (the “2009 U.S. Facility”) that restored most of the liquidity that we had available to us under the prior U.S. accounts receivable facility before the fourth quarter of 2008 events described above.  However, despite good faith discussions, we were unable to agree to terms under which we could resume the sale of accounts receivable under our European Facility during the first quarter of 2009.  The balance of accounts receivable previously sold under the European Facility continued to decline, offsetting much of the benefit to liquidity gained by the new 2009 U.S. Facility.  During the second quarter of 2009, with no agreement to restart the European Facility, the remaining balance of the accounts receivable previously sold under the facility were settled and the European Facility was terminated.

January 2009 saw no improvement in customer demand from the depressed levels in December 2008 and some business segments experienced further deterioration.  Although February and March of 2009 saw incremental improvement in net sales compared to January 2009, overall business conditions remained difficult as sales declined by 43% in the first quarter of 2009 compared to the first quarter of 2008.  As awareness grew of our constrained liquidity and deteriorating financial performance, suppliers began restricting trade credit and, as a result, liquidity dwindled further.  Despite moderate cash generation through inventory reductions and restrictions on discretionary expenditures, our trade credit continued to tighten, resulting in unprecedented restrictions on our ability to procure raw materials.

In January and February of 2009, we were in the midst of the asset sale process with the objective of closing a transaction prior to the July 15, 2009 maturity of the 2009 Notes.  Potential buyers conducted due diligence and worked towards submitting their final offers on several of our businesses.  However, with the continuing recession and speculation about our financial condition, potential buyers became progressively more cautious.  Certain potential buyers expressed concern about our ability to perform our obligations under a sale agreement.  They increased their due diligence requirements or decided not to proceed with a transaction.  In March 2009, we concluded that although there were potential buyers of our businesses, a sale was unlikely to be closed in sufficient time to offset the continued deterioration in liquidity or at a value that would provide sufficient liquidity to both operate the business and meet our impending debt maturities.

By March 2009, dwindling liquidity and growing restrictions on available trade credit resulted in production stoppages as raw materials could not be purchased on a timely basis.  At the same time, we concluded that it was improbable that we could resume sales of accounts receivable under our European Facility or complete the sale of a business in sufficient time to provide the immediate liquidity we needed to operate.  Absent such an infusion of liquidity, we would likely experience increased production stoppages or sustained limitations on our business operations that ultimately would have a detrimental effect on the value of our business as a whole.  Specifically, the inability to maintain and stabilize our business operations would result in depleted inventories, missed supply obligations and damaged customer relationships.

Having carefully explored and exhausted all possibilities to gain near-term access to liquidity, we determined that debtor-in-possession financing presented the best available alternative for us to meet our immediate and ongoing liquidity needs and preserve the value of the business.  As a result, having obtained the commitment of a $400 million senior secured super-priority debtor-in-possession credit agreement (the “DIP Credit Facility”), Chemtura and 26 of our subsidiaries organized in the United States (collectively, the “Debtors”) filed for relief under Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) on March 18, 2009 (the “Petition Date”) in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”).  The Chapter 11 cases are being jointly administered by the Bankruptcy Court.  Our non-U.S. subsidiaries and certain U.S. subsidiaries were not included in the filing and are not subject to the requirements of the Bankruptcy Code.  Our U.S. and worldwide operations are expected to continue without interruption during the Chapter 11 reorganization process.

3

The Debtors own substantially all of our U.S. assets.  The Debtors consist of Chemtura and the following subsidiaries:

·  A&M Cleaning Products LLC	·  Crompton Colors Incorporated	·  Kem Manufacturing Corporation
·  Aqua Clear Industries, LLC	·  Crompton Holding Corporation	·  Laurel Industries Holdings, Inc.
·  ASEPSIS, Inc.	·  Crompton Monochem, Inc.	·  Monochem, Inc.
·  ASCK, Inc.	·  GLCC Laurel, LLC	·  Naugatuck Treatment Company
·  BioLab, Inc.	·  Great Lakes Chemical Corporation	·  Recreational Water Products, Inc.
·  BioLab Company Store, LLC	·  Great Lakes Chemical Global, Inc.	·  Uniroyal Chemical Company Limited
·  Biolab Franchise Company, LLC	·  GT Seed Treatment, Inc.	·  Weber City Road LLC
·  BioLab Textile Additives, LLC	·  HomeCare Labs, Inc	·  WRL of Indiana, Inc.
·  CNK Chemical Realty Corporation	·  ISCI, Inc.

The principal U.S. assets and business operations of the Debtors are owned by Chemtura, BioLab, Inc. and Great Lakes Chemical Corporation.

The Chapter 11 cases were filed to gain liquidity for continuing operations while the Debtors restructure their balance sheets to allow us to continue as a viable going concern.  While we believe we will be able to achieve these objectives through the Chapter 11 reorganization process, there can be no certainty that we will be successful in doing so.

Under Chapter 11 of the Bankruptcy Code, the Debtors are operating their U.S. businesses as a debtor-in-possession (“DIP”) under the protection of the Bankruptcy Court from their pre-filing creditors and claimants.  Since the filing, all orders of the Bankruptcy Court sufficient to enable the Debtors to conduct normal business activities, including “first day” motions and the interim and final approval of the DIP Credit Facility and amendments thereto, have been entered by the Bankruptcy Court.  While the Debtors are subject to Chapter 11, all transactions outside the ordinary course of business will require the prior approval of the Bankruptcy Court.

As a consequence of the Chapter 11 cases, substantially all pre-petition litigation and claims against the Debtors have been stayed.  Accordingly, no party may take any action to collect pre-petition claims or to pursue litigation arising as a result of pre-petition acts or omissions except pursuant to an order of the Bankruptcy Court.

On August 21, 2009, the Bankruptcy Court established October 30, 2009 as the deadline for the filing of proofs of claim against the Debtors (the “Bar Date”).  Under certain limited circumstances, some creditors may be permitted to file proofs of claim after the Bar Date.  Accordingly, it is possible that not all potential proofs of claim were filed as of the filing of this Annual Report.

The Debtors have received approximately 15,300 proofs of claim covering a broad array of areas.  Approximately 8,000 proofs of claim have been asserted in “unliquidated” amounts or contain an unliquidated component that are treated as being asserted in “unliquidated” amounts.  Excluding proofs of claim in “unliquidated” amounts, the aggregate amount of proofs of claim filed totaled approximately $23.6 billion.  See Note 21 - Legal Proceedings and Contingencies in the Notes to Consolidated Financial Statements for a discussion of the types of proofs of claim filed against the Debtors.

We are in the process of evaluating the amounts asserted in and the factual and legal basis of the proofs of claim filed against the Debtors.  Based upon our initial review and evaluation, which is continuing, a significant number of proofs of claim are duplicative and/or legally or factually without merit.  As to those claims, we have filed and intend to file objections with the Bankruptcy Court.  However, there can be no assurance that these claims will not be allowed in full.

Further, while we believe we have insurance to cover certain asserted claims, there can be no assurance that material uninsured obligations will not be allowed as claims in the Chapter 11 cases.  Because of the substantial number of asserted contested claims, as to which review and analysis is ongoing, there is no assurance as to the ultimate value of claims that will be allowed in these Chapter 11 cases, nor is there any assurance as to the ultimate recoveries for our stakeholders, including our bondholders and shareholders.  The differences between amounts recorded by the Debtors and proofs of claim filed by the creditors will continue to be investigated and resolved through the claims reconciliation process.

4

We have recognized certain charges related to expected allowed claims.  As we complete the process of evaluating and resolving the proofs of claim, appropriate adjustments to our Consolidated Financial Statements will be made.  Adjustments may also result from actions of the Bankruptcy Court, settlement negotiations, rejection of executory contracts and real property leases, determination as to the value of any collateral securing claims and other events.  Any such adjustments could be material to our financial condition or results of operations in any given period.  For additional information on liabilities subject to compromise, see Note 4 - Liabilities Subject to Compromise and Reorganization Items, Net in the Notes to Consolidated Financial Statements.

As provided by the Bankruptcy Code, the Debtors have the exclusive right to file and solicit acceptance of a plan of reorganization (the “Plan”) for 120 days after the Petition Date with the possibility of extensions thereafter.  On February 23, 2010, the Bankruptcy Court granted our application for an extension of the period during which we have the exclusive right to file a Plan from February 11, 2010 to June 11, 2010.  The Bankruptcy Court had previously granted our applications for extensions of the exclusivity period on July 28, 2009 and October 27, 2009.  There can be no assurance that a Plan will be filed by the Debtors or confirmed by the Bankruptcy Court, or that any such Plan will be consummated.  After a Plan has been filed with the Bankruptcy Court, the Plan, along with a disclosure statement approved by the Bankruptcy Court, will be sent to all creditors and other parties entitled to vote to accept or reject the Plan.  Following the solicitation period, the Bankruptcy Court will consider whether to confirm the Plan.  In order to confirm a Plan, the Bankruptcy Court must make certain findings as required by the Bankruptcy Code.  The Bankruptcy Court may confirm a Plan notwithstanding the non-acceptance of the Plan by an impaired class of creditors or equity security holders if certain requirements of the Bankruptcy Code are met.

On February 9, 2010, the Bankruptcy Court gave interim approval of an Amended and Restated Senior Secured Super-Priority Debtor-in-Possession Credit Agreement (the “Amended and Restated DIP Credit Agreement”) by and among the Debtors, Citibank N.A. and the other lenders party thereto.  The Amended and Restated DIP Credit Agreement provides for a first priority and priming secured revolving and term loan credit commitment of up to an aggregate of $450 million.  The proceeds of the loans and other financial accommodations incurred under the Amended and Restated DIP Credit Agreement were used to, among other things, refinance the obligations outstanding under the DIP Credit Facility and provide working capital for general corporate purposes.  The Amended and Restated DIP Credit Agreement provided a substantial reduction in our financing costs through interest rate reductions and the avoidance of the extension fees that would have been payable under the DIP Credit Facility in February and May 2010.  It also provided us with greater flexibility to operate our business.  The Amended and Restated DIP Credit Agreement closed on February 12, 2010 with the drawing of the $300 million term loan.  On February 18, 2010, the Bankruptcy Court entered a final order providing full access to the Amended and Restated DIP Credit Agreement.  The Amended and Restated DIP Credit Agreement matures on the earlier of 364 days after the closing, the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the Amended and Restated DIP Credit Agreement).

The ultimate recovery by the Debtors’ creditors and our shareholders, if any, will not be determined until confirmation and implementation of a Plan.  No assurance can be given as to what recoveries, if any, will be assigned in the Chapter 11 cases to each of these constituencies.  A Plan could result in our shareholders receiving little or no value for their interests and holders of the Debtors’ unsecured debt, including trade debt and other general unsecured creditors, receiving less, and potentially substantially less, than payment in full for their claims.  Because of such possibilities, the value of our common stock and unsecured debt is highly speculative.  Accordingly, we urge that appropriate caution be exercised with respect to existing and future investments in any of these securities.  Although the shares of our common stock continue to trade on the Pink Sheets Electronic Quotation Service (“Pink Sheets”) under the symbol “CEMJQ,” the trading prices may have little or no relationship to the actual recovery, if any, by the holders under any eventual Bankruptcy Court-approved Plan.  The opportunity for any recovery by holders of our common stock under such Plan is uncertain as all creditors’ claims must be met in full, with interest where due, before value can be attributed to the common stock and, therefore, the shares of our common stock may be cancelled without any compensation pursuant to such Plan.

Continuation of our operations as a going concern is contingent upon, among other things, our ability (i) to comply with the terms and conditions of the Amended and Restated DIP Credit Agreement; (ii) to obtain confirmation of a Plan under the Bankruptcy Code; (iii) to return to profitability; (iv) to generate sufficient cash flow from operations; and (v) to obtain financing sources to meet our future obligations.  These matters raise substantial doubt about our ability to continue as a going concern.  The Consolidated Financial Statements do not reflect any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of these uncertainties.  Additionally, a Plan could materially change amounts reported in the Consolidated Financial Statements, which do not give effect to all adjustments of the carrying value of assets and liabilities that may be necessary as a consequence of completing a reorganization under Chapter 11 of the Bankruptcy Code.

5

Proposed Divestiture

On December 23, 2009, we entered into a Share and Asset Purchase Agreement with SK Atlas, LLC and SK Capital Partners II, LP (collectively “SK”), New York-based private equity concerns focusing on the specialty materials, chemicals and healthcare industries, whereby SK has agreed to acquire our global polyvinyl chloride (“PVC”) additives business.  The sale will include certain assets, the stock of a European subsidiary and the assumption by SK of certain liabilities.

On December 23, 2009, we filed a motion with the Bankruptcy Court (the “Sale Motion”), pursuant to Section 363 of the Bankruptcy Code, seeking, among other things, approval of an auction process and bidding procedures that would govern the sale of the PVC additives business to SK or another bidder with the highest or otherwise best offer and approval of the sale of the PVC additives business in accordance with the auction process and bidding procedures.  On January 14, 2010, the Bankruptcy Court entered an order (the “Bidding Procedures Order”) establishing an auction process and bidding procedures (the “Auction”) to govern the sale of the PVC additives business.  On January 15, 2010, we entered into Amendment No. 3 of the DIP Credit Facility that provided for, among other things, the consent of our DIP lenders to the sale of the PVC additives business.  The lenders under the Amended and Restated DIP Credit Agreement also consented to this transaction.  Pursuant to the Bidding Procedures Order, the Auction was held on February 22, 2010.  At the Auction, Artek Aterian Holding Company and its sponsors, Aterian Investment Partners Distressed Opportunities, LP and Artek Surfin Chemicals Ltd. (collectively, “Artek”), emerged as the bidder with the highest and otherwise best bid for the PVC additives business.

On February 23, 2010, pursuant to the Bidding Procedures Order and following the Auction, we entered into a Share and Asset Purchase Agreement (“Artek SAPA”) with Artek whereby Artek agreed to acquire our PVC additives business for cash consideration of $16 million and to assume certain liabilities, including certain pension and environmental liabilities.  The purchase price is subject to certain adjustments including a post-closing net working capital adjustment.  On February 23, 2010, the Bankruptcy Court held a hearing on the Sale Motion pursuant to Section 363 of the Bankruptcy Code and issued an order approving, among other things, the sale of the PVC additives business to Artek.  The transaction is expected to close in the second quarter of 2010.  The Artek SAPA resulted in an incremental $14 million of cash proceeds and favorable sales contract modifications compared to the initial share and asset purchase agreement with SK.

The PVC additives business subject to the Artek SAPA had net sales of $236 million in 2009, and $374 million in 2008 and $357 million in 2007.

(b) FINANCIAL INFORMATION ABOUT INDUSTRY SEGMENTS

Information as to the sales, operating profit, depreciation and amortization, assets, capital expenditures and earnings on investments carried on the equity method attributable to each of our business segments during each of our last three fiscal years is set forth in Note 22 - Business Segments in the Notes to Consolidated Financial Statements.

Effective for the quarter ended March 31, 2009, we made component realignments within our reporting segments, which were also renamed.  These modifications reflect the changes to our organizational structure announced on January 19, 2009.  The renamed reporting segments are: Consumer Performance Products, Industrial Performance Products (petroleum additives, urethanes and antioxidants), Crop Protection Engineered Products and Industrial Engineered Products (flame retardants and brominated performance products, organometallics, PVC additives and surfactants).  Industrial Engineered Products is the former Polymer Additives segment excluding our antioxidant product line and Industrial Performance Products is the former Performance Specialties segment now including our antioxidant product line.  The Other segment has been eliminated and absorbed into the Industrial Performance Products and Industrial Engineered Products segments.  The presentation of the Consumer Products and Crop Protection segments is unchanged.  Prior period segment data has been restated to conform to the current period presentation.

6

(c) NARRATIVE DESCRIPTION OF BUSINESS

The table below illustrates each segment’s net sales for the year ended December 31, 2009 as well as each segment’s major products, end-use markets and brands.

	Consumer	Industrial	Crop Protection	Industrial
	Performance Products	Performance Products	Engineered Products	Engineered Products
2009 Net Sales	$457 million	$999 million	$332 million	$753 million
Key Products	· Swimming Pool & Spa Chemicals · Cleaning Products	· Petroleum Additives · Urethanes · Antioxidants · UV Stabilizers · Elastomer Additives	· Seed Treatment · Fungicides · Miticides · Insecticides · Growth Regulants · Herbicides	· Brominated Performance Products · Flame Retardants · Fumigants · Organometallics · PVC Additives · Surfactants
Major End-Use Markets	· Pools and Spas · Water Parks · Resorts · Municipal Pools· Cleaners	· Building and Construction · Packaging · Consumer Products · Lubricants · Engine and Gear Oils · Industrial Oils and Greases · Coatings · Adhesives · Sealants · Automotive	· Agriculture	· Plastics · Agriculture · Fine Chemical · Oilfield · Building and Construction · Solar · Coatings · Pharmaceuticals · Electronics · Consumer Durables · Paints and Polymers
Key Brands	BioGuard® Aqua Chem® BAYROL® Guardex® Pool Time® ProGuard® Spa Essentials® SpaGuard® Spa Time® Omni® Mineral Springs® The Works® Greased Lightning® Poolbrite® Cristal® Miami® Sun®	Naugalubes® Naugard® Hybase® Lobase® Synton® Hatcol® Adiprene®Vibrathane® Fomrez® Witcobond® Trixene® Weston® Anderol® Royco® Petronate® Durad® Calcinate® Reolube® Anox® Ultranox® Polybond® Royaltuf® Lowilite® Lowinox®	Vitavax® Acramite® Omite® Floramite® Rimon® ProCure® Firestorm® Casoron® Royal MH-30® Royaltac® Off-Shoot T® Flupro® Rancona® Anchor® Adept® Dimilin® Micromite® Blizzard® B-Nine® Temprano® Terraguard® Viticure® Pantera® Enhance® Grain Guard®	GeoBrom® Firemaster® Kronitex® Fyrebloc® Pyrobloc® Smokebloc® Thermoguard® Mark OBS® Timonox®

7

Consumer Performance Products

Consumer Performance Products are performance chemicals that are sold to consumers for in-home and outdoor use.  Consumer Performance Products include recreational water purification products sold under a variety of branded labels through local dealers and large retailers to assist consumers in the maintenance of their swimming pools and spas and branded cleaners and degreasers sold primarily through mass merchants to consumers for home cleaning.

Our pool and spa product line produces and distributes sanitizers, algaecides, biocides, oxidizers, pH balancers, mineral balancers and other specialty chemicals and accessories.  Our primary channels of distribution are pool and spa dealers and mass-market retailers throughout North America, Europe, Australia and South Africa.  We hold a leading position in the North American pool and spa chemical business and we plan to strengthen our position by expanding our dealer channels and our presence with leading mass market retailers.  Brands include BioGuard®, Aqua Chem®, BAYROL®, Guardex®, Pool Time®, ProGuard®, Spa Essentials®, SpaGuard®, Spa Time®, Omni®, Mineral Springs®, The Works®, Greased Lightning®, Poolbrite®, Cristal®, Miami® and Sun®.

The Consumer Performance Products business also operates in the specialty and multi-purpose cleaners business with The Works® brand of non-abrasive bathroom cleaners, glass and surface cleaners, toilet bowl cleaners, drain openers and rust and calcium removers, as well as the Greased Lightning® family of multipurpose cleaners.  Our primary channels of distribution are to major national and regional retailers in the do-it-yourself, hardware, mass market, club and discount sectors.

The Consumer Performance Products segment had net sales of $457 million for 2009, $516 million for 2008 and $567 million for 2007.  This segment represented 18%, 15% and 15% of our total net sales in 2009, 2008 and 2007, respectively.

Industrial Performance Products

Industrial Performance Products are engineered specialty chemicals.  Industrial Performance Products include petroleum additives that provide detergency, friction modification and corrosion protection in motor oils, greases, refrigeration and turbine lubricants; castable urethane prepolymers engineered to provide superior abrasion resistance and durability in many industrial and recreational applications; and polyurethane dispersions and urethane prepolymers used in various types of coatings such as wood floor finishes, automotive clear coats and textiles treatments; plastic antioxidants additives that inhibit the degradation of polymers caused by air and heat during manufacture and use; UV stabilizers additives that protect materials against the harmful effects of ultra-violet light; and elastomer additives products that protect elastomers and rubber compounds such as tires from cracking and deteriorating from exposure to ozone as well as providing resistance to oxygen and heat degradation.  These products are sold directly to manufacturers and through distribution channels.

On February 29, 2008, we completed the acquisition of the remaining shares of Baxenden Chemicals Ltd (“Baxenden”).  Baxenden complements our existing Witcobond® dispersions and Fomrez® polyester polyols segment offering related products in key customer areas.  The acquisition allowed us access to wider applications in the urethanes segment and strengthened our position in Europe.

On January 31, 2007, we completed the acquisition of the stock of Kaufman Holdings Corporation, which complemented our existing Industrial Performance Products segment by offering related products in key customer areas, providing the opportunity to strengthen alliances with major suppliers, and offering potential distribution synergies.

The Industrial Performance Products segment had net sales of $999 million for 2009, $1,465 million for 2008 and $1,513 million for 2007.  This segment represented 39%, 41% and 40% of our total net sales in 2009, 2008 and 2007, respectively.  The major product offerings of this segment are described below.

8

Petroleum Additives

We are a global manufacturer and marketer of high-performance additive components used in transport and industrial lubricant applications. We are the global leader for alkylated diphenylamines antioxidants (“ADPAs”), which are marketed as Naugalubes® and used predominately in motor oils.  These additives play a critical role in meeting rising regulatory standards for engine performance.  The component product line also includes overbased and neutral calcium sulfonates used in motor oils and marine lubricants. These sulfonates, marketed as Hybase® and Lobase®, are oil-soluble surfactants whose properties include detergency and corrosion protection to help lubricants keep car, truck, and ship engines clean with minimal wear.  Additionally, we manufacture barium and sodium sulfonates, which provide corrosion protection and emulsification in metalworking fluids and other industrial lubricants.

We provide a variety of other highly specialized, high value products including our high-viscosity polyalphaolefins, marketed as Synton®, and our broad portfolio of esters marketed as Hatcol®.  These products are used in the production of synthetic lubricants for automotive, refrigeration, aviation, and industrial applications.  We are also the world’s leader in high performing calcium sulfonate specialty greases and phosphate ester based fluids and additives for power generation fluids and for use in anti-wear agents in a variety of lubricants.

We are also a specialty supplier of high performance finished lubricants serving the aviation and industrial markets.  Our product line has extensive original equipment manufacturer approvals and is marketed under our Anderol® and Royco® brands, as well as for private label customers.

Urethanes

We are a leading supplier of high-performance cast urethane polymers with more than 200 variations in our product offerings.  Our urethanes offer high abrasion resistance and durability in industrial and performance-specific applications.  These characteristics allow us to market our urethanes to niche manufacturers where such qualities are imperative, including for industrial and printing rolls, mining machinery and equipment, mechanical goods, solid industrial tires and wheels, and sporting and recreational goods, including roller board and roller skate wheels.

Adiprene®/Vibrathane® urethane prepolymers are sold by our direct sales force and through distribution partners in the United States, Canada, Australia, Europe, Latin America and the Far East, and are used in cast elastomer applications where durability and chemical resistance is required.  Our products are used in applications as diverse as polishing pads for the semiconductor industry to high performance screens for the mining industry.  Customers in each region are serviced by a dedicated technical staff whose support is a critical component of the product offering.  We believe the relatively low capital requirements of this business provide us with the ability to operate cost effectively.  Lastly, our development capabilities allow us to differentiate ourselves in these markets by tailoring our products to the specialized needs of each customer application which sets us apart from our competitors.

Our urethane chemicals business provides products for a variety of end uses and applications. The urethane chemicals business consists primarily of three product lines: Fomrez® saturated polyester polyols, Witcobond® polyurethane dispersions, and Trixene® blocked isocyanates.   Fomrez® polyester polyols are employed in industrial applications such as flexible foam for seating.  Our Witcobond® polyurethane dispersions are sold to a larger and more diverse customer base primarily for applications such as glass fiber sizing, wood floor coatings and ballistics protection applications.  Our Trixene® product range includes blocked isocyanates and specialty polymer systems used in a wide range of coating, adhesive, sealant and elastomer applications.   Our focus on customer intimacy in the urethane chemicals business enables us to tailor specific product offerings to meet our customers’ most demanding application requirements.

9

Antioxidants

Operating worldwide manufacturing facilities to meet the needs of the large global petrochemical producers as well as regional compounders, our antioxidants and UV stabilizer business is comprised of five product families.  We are one of the world’s largest suppliers of plastic antioxidants additives that inhibit the degradation of polymers caused by air and heat during manufacture and use. Our UV stabilizers additives protect materials against the harmful effects of ultra-violet light. The elastomer additives products protect elastomers and rubber compounds such as tires from cracking and deteriorating from exposure to ozone as well as providing resistance to oxygen and heat degradation. Our inhibitors prevent polymerization in production of certain monomers and the polymer modifier products are used as coupling agents and impact modifiers for polymers for use in engineering applications in markets such as automotive and building and construction.

Incorporating such additives into resin systems improves the durability and longevity of plastics used in packaging, consumer durables, automotive parts and electrical components.  Through our proprietary technology, we are able to offer “Powder Free” solutions so our customers can avoid the hazards of working with powders in a chemical environment. At the same time, we are proficient in blending a variety of these materials into specialized formulations uniquely tailored to customer specific end-use requirements.

Crop Protection Engineered Products

Our Crop Protection Engineered Products business focuses on specific target applications in six major product lines which include seed treatments, fungicides, miticides, insecticides, growth regulants and herbicides.  We have developed our products for use primarily on high-value target crops such as tree and vine fruits, ornamentals and nuts and secondarily for commodity row crops such as soybeans, oilseed rape and corn.  Our dedicated sales force works with growers and distributors to promote the use of our products throughout a crop’s growth cycle and to address selective regional, climate, and growth opportunities.  We expand our presence in worldwide targeted markets by developing or acquiring crop protection products and obtaining registrations for new uses and geographies where demand for our products and services has potential for growth.  We develop and sell our own products and we also sell and register products manufactured by others on a license and/or resale basis.

Our seed treatments are used to coat seeds in order to protect the seed during germination and initial growth phases. Seed treatment is an environmentally attractive form of crop protection involving localized use of agricultural chemicals at much lower use rates than other agrichemical treatments.  We anticipate growth in seed treatment resulting from the expanded use of higher value genetically modified seed.  On March 24, 2006, we acquired the Trace Chemicals business from Bayer CropScience LP.  Trace Chemicals is a leader in farmer-applied seed treatments in markets serving the United States.  The acquisition enhanced our offerings in this fast growing crop application.

The Crop Protection Engineered Products business works closely with our customers, distributors, research stations and individual growers as part of an on-the-ground coordinated effort.  We develop products in response to ongoing customer demands, drawing upon existing technologies and tailoring them to match immediate needs. For example, a grower’s crops may require varying levels of treatment depending on weather conditions and the degree of infestation. Our research and technology is therefore geared towards responding to threats to crops around the world as they emerge under a variety of conditions.

Our Crop Protection Engineered Products business benefits from nearly 50 years of experience in the field, along with product registrations in more than 90 countries. Our experience with registering products is a valuable asset, as registration is a significant barrier to entry, particularly in developed countries.  Registration of products is a complex process in which we have developed proficiency over time.  The breadth of our distribution network and the depth of our experience enable us to focus on profitable applications that have been less sensitive to competitive pricing pressures than broad commodity segments. This position allows us to attract licensing and resale opportunities from partner companies providing us new products and technologies to accompany our own existing chemistries.

The Crop Protection Engineered Products business sells its products in North America through a distribution network consisting of more than 100 distributor outlets that sell directly to end use customers.  Internationally, our direct sales force services over 1,400 distributors, dealers, cooperatives, seed companies and large growers.

10

The Crop Protection Engineered Products segment had net sales of $332 million for 2009, $394 million for 2008 and $352 million for 2007.  This segment represented 13%, 11% and 9% of our total net sales in 2009, 2008 and 2007, respectively.

Industrial Engineered Products

We are a global leader in manufacturing and selling an extensive line of additives and organometallic specialties to a broad range of industries including plastics, agriculture, fine chemicals, oilfield, building and construction, electronics and automotive industries.  The chemical additives of the Industrial Engineered Products business are designed to improve the performance of polymers in their end-use applications.  Segment products include brominated performance products, flame retardants, fumigants, organometallics, PVC additives and surfactants.  The products are sold across the entire value chain ranging from direct sales to monomer producers, polymer manufacturers, compounders and fabricators, fine chemical manufacturers and oilfield service companies to industry distributors.

The Industrial Engineered Products segment had net sales of $753 million for 2009, $1,171 million for 2008 and $1,315 million for 2007.  This segment represented 30%, 33% and 35% of our total net sales in 2009, 2008 and 2007, respectively.  The major product offerings of this segment are described below.

Flame Retardants and Brominated Performance Products

Our flame retardant business holds a leading global position with a comprehensive offering of bromine, phosphorus and antimony-based flame retardants.  With increasing regulatory and fire safety performance demands, the use of these products continues to grow in electrical components, construction materials, automotive and furniture/furnishing applications.

We are backward integrated to brine, a primary source of bromine and have a well developed business in supplying other types of brominated performance products to a variety of industries including agricultural, fine chemicals, pharmaceutical, electronics and oil well drilling.  We have entered into a series of long-term supply and purchase agreements with TETRA Technologies, Inc. (“TETRA”), primarily to sell bromine to TETRA on an exclusive basis.

Part of our expertise in bromine-based material is the production and distribution of methyl bromide, a fumigant used to improve crop yields and protect grain in storage from pest infestation.  Such materials are regularly used to treat food processing plants, breweries, warehouses and grain elevators, as well as rail cars, truck trailers and intermodal containers.  While the use of methyl bromide has been restricted by regulations, it continues to play an important role in protecting the food chain.  Where effective alternatives are not available, our products continue to be employed at cargo ports where agricultural commodities need to be treated quickly and comprehensively to prevent transmission of infestation across international borders and as a pre-plant treatment to control weeds, diseases, insects and nematodes in high value food crops leading to increased yields and higher fresh produce quality.

On January 14, 2010, we announced a long-term strategic sourcing agreement with global specialty chemicals company Albemarle Corporation. The transaction represents a key milestone in our flame retardants business strategic reorganization process.  The strategic agreement will allow us to further strengthen operations at our most productive brine field in South Arkansas.  In addition, this agreement will provide greater opportunities for us to reinvest in new, innovative flame retardants and brominated performance products designed as part of our “Greener is Better” program, which is focused on offering customers greener solutions without sacrificing safety or quality.

On January 25, 2010, our Board of Directors approved a restructuring plan involving the consolidation and idling of certain assets within the flame retardants business operations in El Dorado, Arkansas.  The restructuring plan was approved by the Bankruptcy Court on February 23, 2010 and is expected to be completed by the fourth quarter of 2010.  As a result of the restructuring plan, we expect to record costs of approximately $40 million, primarily in the first half of 2010, consisting of approximately $35 million in accelerated depreciation of property, plant and equipment and approximately $5 million in other facility-related shutdown costs, which include accelerated recognition of asset retirement obligations, decommissioning of wells and pipelines and severance.  In addition to the aforementioned costs, we expect cash costs, including capital costs, to be approximately $20 million primarily in 2010 in order to execute the consolidation of operations into remaining facilities.

11

Organometallics

Organometallics are a special group of metal containing organic chemicals which play a significant role in a variety of industrial applications.  Organometallics are essential components used to initiate the polymerization reactions that transform monomers into polymers.  They are also used as precursors in glass coatings, in the production of semiconductors and photovoltaic panels, as well as for the production of many pharmaceutical ingredients and as catalysts for curing certain paints and polymers.

PVC Additives

Our PVC additives consist primarily of heat stabilizers that are essential to the processing of heat sensitive resins.  Without the inclusion of such specialty additives, scorching of the resin during fabrication could result, compromising the functionality and appearance of the finished product.  High-value end-use applications with such demanding aesthetic standards include vinyl exterior siding, synthetic flooring and window profiles.  Other large volume construction-related uses include plumbing and drainage pipe, electrical conduit and wire and cable coatings.

On February 23, 2010, we entered into a Share and Asset Purchase Agreement with Artek, whereby Artek agreed to acquire our PVC additives business.  For additional information regarding this divestiture, see “Proposed Divestiture” above under General Development of Business.

Surfactants

Surfactants help to homogenize multi-component resin systems and to facilitate lubricity in the processing and fabrication of such resins.  On February 29, 2008, we completed the sale of our oleochemicals business, which was the largest portion of our surfactants product offering.  The oleochemicals business had net sales of approximately $160 million in 2007.

Sources of Raw Materials

Hydrocarbon-based and inorganic chemicals constitute the majority of the raw materials required to manufacture our products.  These materials are generally available from a number of sources, some of which are foreign.  We use significant amounts of chemicals derived from ethylene, propylene and benzene.  In addition, chlorine, caustic, other petrochemicals, tin and soybean oil represent the key materials used in our chemical manufacturing processes.  Major requirements for key raw material are purchased typically pursuant to multi-year contracts.  Large increases in the cost of such key raw materials, as well as natural gas, which powers some key production facilities, could adversely affect our operating margins if we are not able to pass the higher costs on to our customers through higher selling prices.  While temporary shortages of raw materials we use may occur occasionally, key raw materials have generally been available.  However, there can be no assurance that unforeseen developments will not affect our raw material supplies and their continuing availability and price are subject to, among other things, domestic and world markets, political conditions and regulations.  For additional information related to these risks, see Item 1A. - Risk Factors.

Seasonal Business

With the exception of the Crop Protection Engineered Products segment and the pool and spa product line in our Consumer Performance Products segment, no material portion of any segment of our business is significantly seasonal.  Our Crop Protection Engineered Products segment is seasonal in nature and corresponds to agricultural cycles.  Similarly, in the Consumer Performance Products segment, approximately 80% of net sales are generated from sales from our pool chemicals business serving the North American and European recreational water market.  These markets generally record higher sales in the second and third quarters of each year.

Customers

No one customer accounted for more than ten percent of our consolidated net sales.

Employees

We had approximately 4,400 full time employees at December 31, 2009.

12

Backlog

We do not consider backlog to be a significant indicator of the level of future sales activity.  In general, we do not manufacture our products against a backlog of orders.  Production and inventory levels are based on the level of incoming orders as well as projections of future demand.  Therefore, we believe that backlog information is not material to understanding our overall business and should not be considered a reliable indicator of our ability to achieve any particular level of sales or financial performance.

Competitive Conditions

The breadth of our product offering provides multiple channels for growth and lessens our dependence on any one market or end-use application. We sell our products in more than 100 countries.  This worldwide presence reduces our exposure to any one country’s or region’s economy.

We have a broad customer base and believe that our products, many of which we customize for the specific needs of our customers, allow us to enhance customer loyalty and attract customers that value product innovation and reliable supply.

Product performance, quality, price, and technical and customer service are all important factors in competing in substantially all of our businesses.

We face significant competition in many of the industries in which we operate due to the trends toward global expansion and consolidation by competitors.  Some of our existing competitors are larger than we are and may have more resources and better access to capital markets for continued expansion or new product development than we do.  Some of our competitors also have a greater product range, are more vertically integrated or have better distribution capability than we do for specific products or geographical areas.

Research and Development

All of our businesses conduct research and development activities to increase competitiveness.  Our businesses conduct research and development activities to develop new, and optimize existing, production technologies, as well as to develop commercially viable new products and applications while also maintaining existing product registrations required by regulatory agencies around the world.  Our research and development expenditures totaled $38 million in 2009, $51 million in 2008 and $62 million in 2007.

Intellectual Property and Licenses

We attach great importance to patents, trademarks, copyrights and product designs in order to protect our investment in research and development, manufacturing and marketing.  Our policy is to seek wide protection for significant products and process developments on our major applications.  We also seek to register trademarks extensively as a means of protecting the brand names of our products.

We have approximately 3,500 United States and foreign granted patents and pending patent applications and approximately 4,700 United States and foreign registered and pending trademarks.  Patents, trademarks, trade secrets in the nature of know-how, formulations, and manufacturing techniques assist us in maintaining the competitive position of certain of our products.  Our intellectual property is of particular importance to a number of specialty chemicals we manufacture and sell.  However, we do business in countries where protection may be limited and difficult to enforce.  We are licensed to use certain patents and technology owned by other companies, including some foreign companies, to manufacture products complementary to our own products, for which we pay royalties in amounts not considered material, in the aggregate, to our consolidated results.  Products to which we have such rights include certain crop protection chemicals.

Neither our business as a whole nor any particular segment is materially dependant upon any one particular patent, trademark, copyright or trade secret.

13

Environmental Matters

Chemical companies are subject to extensive environmental laws and regulations concerning, among other things, emissions to the air, discharges to land, surface, subsurface strata and water and the generation, handling, storage, transportation, treatment and disposal of waste and other materials.  Chemical companies are also subject to other federal, state, local and foreign laws and regulations regarding health and safety matters.

Environmental Health and Safety Regulation - We believe that our business, operations and facilities are being operated in substantial compliance, in all material respects, with applicable environmental, health and safety laws and regulations, many of which provide for substantial fines and criminal sanctions for violations.  The ongoing operations of chemical manufacturing plants, however, entail risks in these areas and there can be no assurance that material costs or liabilities will not be incurred.  In addition, future developments of environmental, health and safety laws and regulations and related enforcement policies, could bring into question the handling, manufacture, use, emission or disposal of substances or pollutants at facilities we own, use or control.  These developments could involve potential significant expenditures in our manufacture, use or disposal of certain products or wastes.  To meet changing permitting and regulatory standards, we may be required to make significant site or operational modifications, potentially involving substantial expenditures and reduction or suspension of certain operations.  We incurred $9 million of costs for capital projects and $48 million for operating and maintenance costs related to environmental health and safety programs at our facilities during 2009.  In 2010, we expect to incur approximately $23 million of costs for capital projects and $66 million for operating and maintenance costs related to environmental health and safety programs at our facilities.  During 2009, we paid $9 million to remediate previously utilized waste disposal sites and current and past facilities.  We expect to spend approximately $14 million during 2010 to remediate such waste disposal sites and current and former facilities.

Pesticide Regulation - Our Crop Protection Engineered Products business is subject to regulation under various federal, state, and foreign laws and regulations relating to the manufacture, sale and use of pesticide products.

In August 1996, Congress enacted the Food Quality Protection Act of 1996 (“FQPA”), which made significant changes to the Federal Insecticide, Fungicide, and Rodenticide Act (“FIFRA”), governing U.S. sale and use of pesticide products and the Federal Food, Drug, and Cosmetic Act (“FFDCA”), which limits pesticide residues on food.  FQPA facilitated registrations and re-registrations of pesticides for special (so called “minor”) uses under FIFRA and authorized collection of maintenance fees to support pesticide re-registrations. Coordination of regulations implementing FIFRA and FFDCA is now required.  Food safety provisions of FQPA establish a single standard of safety for pesticide residue on raw and processed foods, require that information be provided through large food retail stores to consumers about the health risks of pesticide residues and how to avoid them, preempt state and local food safety laws if they are based on concentrations of pesticide residues below recently established federal residue limits (called “tolerances”), and ensure that tolerances protect the health of infants and children.

FFDCA, as amended by FQPA, authorized the Environmental Protection Agency (“EPA”) to set a tolerance for a pesticide in or on food at a level which poses “a reasonable certainty of no harm” to consumers.  The EPA is required to review all tolerances for all pesticide products.  Most of our products have successfully completed review, others are currently under review and other products will be reviewed under this standard in the future.

The European Union Commission has established procedures whereby all existing crop protection active ingredient chemicals commercially available in the European Union (the “EU”) are to be reviewed.  Regulation 91/414 became effective in 1993 and the process was updated in 2007 and 2008. The original list of existing chemicals was prioritized and divided into 4 parts.  We had four chemicals on the first list, three of which were successfully supported through the review, which results in inclusion onto Annex I of 91/414, while the fourth was withdrawn by us for commercial reasons.  The remainder of our products will be reviewed in the future with the overall process expected to be completed by the end of 2010. The process may lead to full registration in member states of the EU or may lead to some restrictions or cancellation of registrations if it is determined that a product poses an unacceptable risk.

14

Chemical Regulation  — In December 2006, the European Union signed the Registration, Evaluation and Authorization of Chemicals (“REACh”) legislation.  This legislation requires chemical manufacturers and importers in the EU to demonstrate the safety of the chemical substances contained in products.  The effective date of the legislation was June 1, 2007 and it required all covered substances to be pre-registered by November 30, 2008.  Since December 1, 2008, no product containing covered substances can be manufactured in or imported into the EU unless the substances therein have been pre-registered.  The full registration of REACh will be phased in over the next ten years.  The registration deadlines are as follows: 2010 for chemical substances manufactured or imported in excess of 1,000 metric tons per year and for substances deemed to be particularly harmful to humans or the environment, 2013 for substances manufactured or imported in the EU between 100 and 1,000 metric tons per year and 2018 for substances manufactured or imported in the EU in quantities greater than 1 metric ton per year.  The registration process will require expenditures and resource commitments to compile and file comprehensive chemical dossiers on the use and attributes of each chemical substance and to perform chemical safety assessments.  In addition, each registration phase carries with it a registration fee, which ranges from €31,000 (approximately $45,000) per substance for high-risk, high tonnage band substances to €1,600 (approximately $2,000) for substances registered in the lowest tonnage band and risk.  We pre-registered approximately 1,100 substances and submitted approximately 2,100 pre-registration dossiers covering multiple affiliated legal entities.  Our REACh costs in 2009 were approximately $1 million.  We anticipate REACh-related costs of approximately $11 million in 2010 (including the first wave of registration fees), $3 million in 2011 and $6 million in 2012.  The implementation of the REACh registration process may affect our ability to manufacture and sell certain products in the future.

(d) GEOGRAPHIC INFORMATION

The information with respect to net sales and property, plant and equipment attributable to each of our major geographic areas served for each of our last three fiscal years is set forth in the Note 22 - Business Segments in the Notes to Consolidated Financial Statements.

(e) AVAILABLE INFORMATION

Our internet website address is www.chemtura.com.  We make available free of charge on or through our internet website our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission.

Our Corporate Governance Principles, Code of Business Conduct and charters for our Audit Committee and our Organization, Compensation and Governance Committee are available on our website and will be available, free of charge, to any stockholder who requests them from the Corporate Secretary at Chemtura Corporation, 199 Benson Road, Middlebury, CT 06749 USA.  The information contained on our website is not incorporated by reference in this Annual Report on Form 10-K and should not be considered a part of this Annual Report.

15

Item 1A.  Risk Factors

The factors described below represent the most significant risks that could materially and adversely affect our financial condition, results of operations or cash flows.  Except as otherwise indicated, these factors may or may not occur and we cannot predict the likelihood of any such factor occurring.

RISK RELATING TO OUR BANKRUPTCY

For the duration of the Chapter 11 cases, our operations, including our ability to execute our business plan, are subject to the risks and uncertainties associated with bankruptcy, which include the following:

·Our ability to prosecute, confirm and consummate a Plan, which has not yet been proposed as of the date of this Annual Report;

·Our ability to consummate strategic sales of our assets or certain business divisions or restructure or consolidate our operations in accordance with the Bankruptcy Code and orders of the Bankruptcy Court;

·The actions and decisions of our creditors, shareholders and other third parties who have interests in the Chapter 11 cases that may be inconsistent with our plans;

·Our ability to obtain Bankruptcy Court approval with respect to motions in the Chapter 11 cases prosecuted from time to time;

·Our ability to obtain and maintain commercially reasonable terms with vendors and service providers;

·Our ability to obtain and maintain financing necessary to carry out our operations and continue to use the cash collateral of our secured lenders under our Amended and Restated DIP Credit Agreement;

·Our ability to maintain contracts and leases that are critical to our operations;

·Risks associated with third parties seeking and obtaining Bankruptcy Court approval to terminate or shorten the exclusivity period for us to confirm a proposed Plan, to appoint a Chapter 11 trustee or to convert our Chapter 11 cases to Chapter 7 proceedings; and

·Our ability to utilize net operating loss carry-forwards.

These risks and uncertainties could affect our business and operations in various ways.  For example, negative events or publicity associated with the Chapter 11 cases could adversely affect our revenues and the relationship with our customers, as well as with suppliers and employees, which in turn could adversely affect our operations and financial condition, particularly if the Chapter 11 cases are unexpectedly protracted.  Also, transactions outside the ordinary course of business are subject to the prior approval of the Bankruptcy Court, which may limit our ability to respond timely to certain events or take advantage of certain opportunities.

As a result of the Chapter 11 cases, realization of assets and liquidation of liabilities are subject to uncertainty.  While operating under the protection of the Bankruptcy Code, and subject to Bankruptcy Court approval or otherwise as permitted in the normal course of business, we may sell or otherwise dispose of assets or certain businesses and liquidate or settle liabilities for amounts other than those reflected in our financial statements.  Further, a Plan could materially change the amounts and classifications reported in our Consolidated Financial Statements, which do not give effect to any adjustments to the carrying value of assets or amounts of liabilities that might be necessary as a consequence of confirmation of a Plan.

Because of the risks and uncertainties associated with the Chapter 11 cases, the ultimate impact that events occurring during these proceedings will have on our business, financial condition and results of operations cannot be accurately predicted or quantified.  Additionally, the result of any confirmed Plan may result in cancellation of our common stock, the sale of all or substantially all of our assets, and/or the failure of the Company to continue as a public company, which could cause any investment in the Company to become worthless.

In light of the foregoing, trading in our securities during the Chapter 11 cases is highly speculative and poses substantial risks. Holders of our securities may have their securities cancelled and in return receive no payment or other consideration, or a payment or other consideration that is less than the par value or the purchase price of such securities.

16

Our stock is no longer listed on a national securities exchange. It will likely be more difficult for stockholders and investors to sell our common stock or to obtain accurate quotations of the share price of our common stock.

Effective March 18, 2009, the NYSE suspended trading of our common stock and delisted the stock on April 16, 2009.  Our stock is now traded over the counter and is quoted on the Pink Sheets.  We may not be able to re-list our common stock on a national securities exchange and our stock may not continue to be traded on the Pink Sheets.  The trading of our common stock over the counter negatively impacts the trading price of our common stock and the levels of liquidity available to our stockholders.  In connection with the delisting of our stock, there may also be other negative implications, including the potential loss of confidence in our Company by suppliers, customers and employees and the loss of institutional investor interest in our common stock.

A long period of operations under Chapter 11 protection may harm our business.

A long period of operations under Chapter 11 protection could adversely affect our business and operations.  So long as our Chapter 11 cases continue, our senior management will be required to spend a significant amount of time and effort dealing with the reorganization instead of focusing exclusively on our business operations.  A prolonged period of operating under Chapter 11 protection may also make it more difficult to attract and retain management and other key personnel necessary to the success and growth of our business.  In addition, the longer the Chapter 11 cases continue, the more likely it is that our customers and suppliers will lose confidence in our ability to successfully reorganize our businesses and seek to establish alternative commercial relationships.

Furthermore, so long as the Chapter 11 cases continue, we will be required to incur substantial costs for professional fees and other expenses associated with the administration of the Chapter 11 cases.  A prolonged continuation of the Chapter 11 cases may also require us to seek additional financing.  If we require additional financing during the Chapter 11 cases and we are unable to obtain the financing on favorable terms or at all, our chances of successfully reorganizing our businesses may be seriously jeopardized, and as a result, any securities in our Company could become devalued or become worthless.

We may not be able to obtain confirmation of a Chapter 11 reorganization plan or consummate strategic assets or business divestitures.

To successfully emerge from Chapter 11 bankruptcy protection as a viable entity, or even to confirm a Plan, we must meet certain statutory requirements with respect to adequacy of disclosure with respect to a Plan, soliciting and obtaining the requisite acceptances of the Plan, and fulfilling other statutory conditions for confirmation, which have not occurred to date.  We may not receive the requisite acceptances of constituencies in the Chapter 11 cases to confirm any future Plan. Even if the requisite acceptances of a Plan are received, the Bankruptcy Court may not confirm such a Plan.

If any future Plan is not confirmed by the Bankruptcy Court, it is unclear whether we would be able to reorganize our businesses and what, if anything, holders of claims against us would ultimately receive with respect to their claims.

In the event a Plan is not ultimately confirmed, with Bankruptcy Court approval, it is likely that we will seek to consummate strategic sales of assets in which case it is likely that holders of claims would receive substantially different treatment than they would receive if we were to emerge from Chapter 11 bankruptcy protection as a viable, reorganized entity.  We may not be able to consummate strategic sales of our assets on terms that are favorable to us, or at all, and any such sales outside the ordinary course of business would be subject to Bankruptcy Court approval.

A plan of reorganization may result in holders of our common stock receiving no distribution on account of their interests and cancellation of their common stock.

Under the priority scheme established by the Bankruptcy Code, unless creditors agree otherwise, post-petition liabilities and pre-petition liabilities must be satisfied in full, with interest, before stockholders are entitled to receive any distribution or retain any property under a Plan.  The ultimate recovery to creditors and/or stockholders, if any, will not be determined until confirmation of a Plan.  No assurance can be given as to what values, if any, will be ascribed in the Chapter 11 cases to each of these constituencies or what types or amounts of distributions, if any, they would receive.  A Plan could result in holders of our common stock receiving no distribution on account of their interests and could result in the cancellation of their existing stock.  If certain requirements of the Bankruptcy Code are met, a Plan can be confirmed notwithstanding its rejection by the class comprising the interests of our equity security holders.  Therefore, an investment in our common stock is highly speculative and may become worthless (or be canceled) in the future without any required approval or consent of such shareholders.

17

We may be unable to raise the additional capital needed to fund our businesses, which would prevent us from continuing operations, even if substantially all of our debts are discharged through the Chapter 11 cases.

Even if our debts are reduced or discharged through the Chapter 11 cases, we may need to raise additional funds through debt or equity financing or other various means to fund our business after the completion of the Chapter 11 cases. In such a case, adequate funds may not be available when needed or may not be available on favorable terms. If we need to raise additional funds in the future by issuing equity securities and assuming existing stockholders continue to hold shares of common stock after the confirmation of a Plan, dilution to existing stockholders may result, and such securities may have rights, preferences and privileges senior to those of our common stock. We may be unable to raise additional funds by issuing debt due to restrictive covenants contained in our senior debt or other exit financing confirmed as part of a Plan, of which there can be no assurance, which may restrict our ability to expend or raise capital in the future.

The agreements governing our debt contain restrictions that could significantly restrict our ability to operate our business.

Our Amended and Restated DIP Credit Agreement, as was consistent with our DIP Credit Facility, contains a number of covenants which, among other things, limit the incurrence of additional debt, aggregate capital expenditures, additional operating leases, issuance of capital stock, issuance of guarantees, liens, investments, disposition of assets, dividends, certain payments, mergers, change of business, transactions with affiliates, prepayments of debt, repurchases of stock and redemptions of certain other indebtedness and other matters customarily restricted in such agreements. Our ability to comply with the covenants, agreements and restrictions contained in our Amended and Restated DIP Credit Agreement may be affected by events beyond our control, including prevailing economic, financial, and industry conditions.  There can be no assurance that we would be able to comply with such covenants, agreements, or restrictions in the future.  Additionally, breach of any of the covenants imposed on us by the terms of the Amended and Restated DIP Credit Agreement could result in a default under the agreement. In the event of a default, the lenders could terminate their commitments to us and could accelerate the repayment of all of our indebtedness under the agreement.  In such case, we may not have sufficient funds to pay the total amount of accelerated obligations, and our lenders under the Amended and Restated DIP Credit Agreement could proceed against the collateral securing the agreement.  Any acceleration in the repayment of our indebtedness or related foreclosure could adversely affect our business.

RISK RELATING TO OUR BUSINESS ENVIRONMENT AND OPERATIONS

The worldwide and general economic factors and difficult conditions in the global capital and credit markets have affected and may continue to adversely affect our business, as well as the industries of many of our customers and suppliers, which are cyclical in nature.

Some of the markets in which our end-use customers participate, such as the automotive, electronics and building and construction industries, are cyclical in nature, thus posing a risk to us which is beyond our control. These markets are highly competitive, to a large extent driven by end-use markets, and may experience overcapacity, all of which may affect demand for and pricing of our products.

External factors, including general economic conditions, international events and circumstances, competitor actions and governmental regulation are beyond our control and can cause fluctuations in demand and volatility in the price of raw materials and other costs that can intensify the impact of economic cycles on our operations.  We produce a broad range of products that are used as additives and components in other products in a wide variety of end-use applications.  As a result, our products may be negatively impacted by supply and demand instability in other industries and the effects of that instability on supply chain participants.  Economic and political conditions in countries in which we operate may also adversely impact our operations.  These same risks may also impact the financial markets and may negatively affect our access to capital.  While these external factors may adversely affect our businesses, we believe that the breadth of our product offering lessens our dependence on any one market and that our worldwide presence further reduces our exposure to economic conditions or political instability in any one country or region.

18

Declines in late 2008 and in 2009 in consumer and business confidence and spending, together with severe reductions in the availability of credit and volatility in the capital and credit markets, demonstrated the sensitivity of our businesses to changes in economic conditions, caused us to commence the Chapter 11 proceedings and have adversely affected the business and economic environment in which we operate and the profitability of our business.  Accordingly, if the global financial crisis and current economic downturn continue or worsen, our business, results of operations and financial condition could be further adversely affected.

Significant competition may force us to reduce prices, which may adversely impact our results of operations.

We face significant competition in many of the industries in which we operate due to the trend toward global expansion and consolidation by competitors.  Some of our existing competitors are larger than we are and may have more resources and better access to capital markets to facilitate continued expansion or new product development.  Some of our competitors also have greater product range or better distribution capability than we do for specific products or geographic regions.  Price competition also exists in some of the markets in which we participate where customers are sensitive to changes in price.  Additionally, other factors such as industry overcapacity and lower cost structures have the effect of putting downward pressure on prices.  We expect that we will continue to face new competitive challenges as well as additional risks inherent in international operations in developing regions.  We also expect to face increased competition from the further use and introduction of generic and alternative products by our competitors.  This increased competition could cause us to reduce our prices and take other steps to compete effectively, which could negatively affect our financial condition, results of operations or cash flows.  In addition, even if we were to raise prices, the reactions of our competitors and customers to such price increases could cause us to reevaluate and possibly reverse such price increases or risk a loss in sales volumes.

The cyclicality of the chemicals industry may cause significant fluctuations in our operating results or cash flows.

Our historical operating results reflect the cyclical and volatile nature of the supply and demand balance of the chemicals industry.  The chemicals industry has experienced alternating periods of inadequate capacity and tight supply, allowing prices and profit margins to increase, followed by periods when substantial capacity is added, resulting in oversupply, over-capacity and corresponding declining utilization rates, causing declining prices and profit margins.  The cyclicality of the industries in which we operate may result in volatile operating results and cash flow over our business cycle.  Future growth in product demand may not be sufficient to utilize current or future capacity.  Excess industry capacity may continue to depress our volumes and margins on some products.  Due to excess industry capacity, rising energy costs and rising raw materials costs, our operating results may be volatile.

Any disruption in the availability or price of the raw materials or energy utilized for our products may have a material adverse effect on our operating results.

We purchase large amounts of raw materials and energy for our businesses.  The costs of these materials and energy, in the aggregate, represent a substantial portion of our operating expenses.  The prices and availability of the raw materials we use vary with market conditions and may be highly volatile.  Over the past few years, and particularly in 2008, we have experienced significant cost increases in purchases of petrochemicals, tin, soybean oil, other raw materials and our primary energy source, natural gas.  While we have and will continue to attempt to match raw material or energy price increases with corresponding product price increases, we may not be able to immediately raise product prices, if at all.  Ultimately, our ability to pass on increases in the cost of raw materials or energy to customers is greatly dependent upon market conditions and raising prices charged to our customers could result in a loss of sales volume.  There have been in the past, and will likely be in the future, periods of time during which we are unable to pass raw material and energy price increases on to our customers, in whole or in part.  Reactions by our customers and competitors to our price increases could cause us to reevaluate and possibly reverse such price increases, which may increase our operating expenses and negatively affect our operating results.

19

The results of our Crop Protection Engineered Products segment is dependent on weather, disease, and pest conditions and can be affected by local and regional economic circumstances.  The results of our Consumer Performance Products business are also dependent on weather conditions.  Adverse weather or economic conditions could materially affect our results of operations.

Sales volumes for our Crop Protection Engineered Products business, as with all agricultural products, are subject to the sector’s dependency on weather, disease, and pest infestation conditions.  Adverse weather conditions in a particular region could materially adversely affect our Crop Protection Engineered Products business.  Demand for crop protection products is also influenced by the agricultural policies of governments and regulatory authorities particularly in developing countries in regions where we do business, such as in Asia and Latin America.  Changes in governmental policies or product registration requirements could have an adverse impact on our ability to market and sell our products.  Our crop protection products are typically sold pursuant to contracts with extended payment terms in Latin America and Europe.  Customary extended payment periods, which are tied to particular crop growing cycles, make our Crop Protection Engineered Products business susceptible to losses from receivables during economic downturns and may adversely affect our financial condition, operating results or our cash flows.

Our pool and spa products in the Consumer Performance Products business are primarily used in swimming pools and spas.  Demand for these products is influenced by a variety of factors including seasonal weather patterns.  An adverse change in weather patterns during pool season could adversely affect the demand for and profitability of our pool and spa products.  This occurred in the United States in the 2008 and 2009 pool seasons when weather was unseasonably cold and wet.

Impairment charges may affect our results of operations in the future.

Management regularly tests for goodwill impairment on an annual basis each July 31, and more frequently if events occur or circumstances arise that would more likely than not reduce the fair value of a reporting unit to an amount below its carrying value.  We also test for other possible long-lived asset impairments if events occur or circumstances arise that would indicate that the carrying value amount of such long-lived assets may not be recoverable.  Any resulting impairment loss would be a non-cash charge and may have a material adverse impact on our results of operations in any future period in which we record a charge.

Our results of operations are subject to exchange rate and other currency risks.  A significant movement in exchange rates could adversely impact our results of operations.

Significant portions of our businesses are conducted in currencies other than the U.S. dollar.  This means that foreign currency exchange rates affect our operating results.

Effects of exchange rate fluctuations upon our future operating results cannot be predicted because of the number of currencies involved, the variability of currency exposures, and the potential volatility of currency exchange rates.  We will face risks arising from the imposition of exchange controls and currency devaluations.  Restrictions with our debt agreements and constraints on our liquidity today restrict our ability to hedge foreign exchange exposures.  Exchange controls may limit our ability to convert foreign currencies into U.S. dollars or to remit dividends and other payments by our foreign subsidiaries or businesses located in or conducted within a country imposing controls.  Currency devaluations result in diminished value of funds denominated in the currency of the country instituting the devaluation.  Actions of this nature could adversely affect our earnings or cash flows.

We have unfunded and underfunded pension plans and post-retirement health care plans, which, if changes to the funded status occur, could adversely impact our financial condition, results of operations or cash flows.

We have unfunded obligations under our domestic tax-qualified defined benefit pension plan totaling approximately $249 million on a projected benefit obligation basis as of December 31, 2009.  Further declines in the value of the plan investments or unfavorable changes in laws or regulations that govern pension plan funding could materially change the timing and amount of required pension funding.  We also sponsor foreign and non-qualified pension plans under which there are substantial unfunded liabilities totaling approximately $191 million on a projected benefit obligation basis as of December 31, 2009.  Foreign regulatory authorities may seek to have the Debtors take responsibility for some portion of these obligations.  In addition, we sponsor post-retirement health care plans under which there are substantial unfunded liabilities totaling approximately $150 million on a projected benefit obligation basis as of December 31, 2009.  Mandatory funding contributions with respect to our tax-qualified pension plans and potential unfunded benefit liability claims could have a material adverse effect on our financial condition, results of operations or cash flows.

20

Production facilities are subject to operating risks that may adversely affect our financial condition, results of operations or cash flows.

We are dependent on the continued operation of our production facilities.  Such production facilities are subject to hazards associated with the manufacturing, handling, storage, and transportation of chemical materials and products, including pipeline leaks and ruptures, explosions, fires, inclement weather and natural disasters, terrorist attacks, mechanical failure, unscheduled downtime, labor difficulties, transportation interruptions, remediation complications, chemical spills, discharges or releases of toxic or hazardous gases, storage tank leaks, and other environmental risks.  These hazards can cause personal injury and loss of life, severe damage to, or destruction of, property and equipment and environmental damage, fines, civil or criminal penalties and liabilities.  The occurrence of these events may disrupt production and could have an adverse effect on the production and profitability of a particular manufacturing facility and our business, financial condition, results of operations or cash flows.

An inability to remain technologically innovative and to offer improved products and services in a cost-effective manner could adversely impact our operating results.

Our operating results are influenced in part by our ability to introduce new products and services that offer distinct value to our customers.  For example, our Crop Protection Engineered Products business seeks to provide tailored products for our customers’ often unique problems, which requires an ongoing level of innovation.  In many of the markets where we sell our products, the products are subject to a traditional product life cycle.  We devote significant human and financial resources to develop new technologically advanced products and services and we may not be successful in our research and development efforts.

We are dependent upon a trained, dedicated sales force, the loss of which could materially affect our operations.

Many of our products are sold and supported through dedicated staff and specifically trained personnel.  The loss of this sales force due to market or other conditions could affect our ability to sell and support our products effectively, which could have an adverse effect on our results of operations.

RISKS RELATING TO LEGAL AND REGULATORY MATTERS

Current and future litigation, governmental investigations and administrative claims, including antitrust-related governmental investigations and lawsuits, could harm our financial condition, results of operations or cash flows.

We are involved in several significant lawsuits and claims relating to environmental and chemical exposure matters.  In addition, we are routinely subject to other civil claims, litigation and arbitration, and regulatory investigations arising in the ordinary course of our present businesses, as well as with respect to our divested businesses.  Some of these claims and lawsuits relate to product liability claims, including claims related to current and former products and asbestos related claims concerning the premises and historic products of our corporate affiliates and predecessors.  We also could become subject to additional claims in the future.  An adverse outcome of one or more of these claims could have a material adverse effect on our business, financial condition, results of operations or cash flows.

We are currently involved in a number of governmental investigations and administrative claims, including antitrust-related governmental investigations and civil lawsuits.  Further, we have incurred and could incur additional expenses in the future in connection with antitrust-related matters, including expenses related to our cooperation with governmental authorities and defense related civil lawsuits.

21

Environmental, health and safety regulatory matters could have a substantial negative impact on our financial condition, results of operations or cash flows.

We are subject to extensive federal, state, local and foreign environmental, safety and health laws and regulations concerning, among other things, emissions in the air, discharges to land and water, and the generation, handling, treatment and disposal of hazardous waste and other materials.  Our operations entail the risk of violations of those laws and sanctions for violations such as clean-up costs, costs of waste disposal, and payments for property damage and personal injury.  Although it is our policy to comply with such laws and regulations, it is possible that we have not been or may not be at all times in compliance with all of these requirements.

In addition, these requirements, and enforcement of these requirements, may become more stringent in the future.  The ultimate cost of compliance with any such requirements could be material.  Non-compliance could subject us to material liabilities such as government fines or orders, third-party lawsuits, remediations, and settlements or the suspension of non-compliant operations.  We may also be required to make significant site or operational modifications at substantial cost.  Future regulatory or other developments could also restrict or eliminate the use of or require us to make modifications to our products, packaging, manufacturing processes and technology, which could have a significant adverse impact on our cash flows and results of operations.

At any given time, we are involved in claims, litigation, administrative proceedings, settlements, and investigations of various types in a number of jurisdictions involving potential environmental liabilities, including clean-up costs associated with hazardous waste disposal sites, natural resource damages, property damage, personal injury, and regulatory compliance or noncompliance.  The resolution of these environmental matters could have a material adverse effect on our financial condition, results of operations or cash flows.

We are an international company and are exposed to risks in the countries in which we have significant operations or interests.  Changes in foreign laws and regulatory requirements, export controls or international tax treaties could adversely affect our financial condition, results of operations or cash flows.

We are dependent, in large part, on the economies of the countries in which we manufacture and market our products.  Of our 2009 net sales, 49% were to customers in the U.S. and Canada, 31% to Europe and Africa, 15% to Asia/Pacific and 5% to Latin America.  Our net property, plant and equipment at December 31, 2009 was located 64% in the U.S. and Canada, 29% in Europe and Africa, 5% in Asia/Pacific and 2% in Latin America.  The economies of countries in these areas are in different stages of socioeconomic development.  Consequently, we are exposed to risks from changes in foreign currency exchange rates, interest rates, inflation, governmental spending, political and social instability, natural disasters and other political, economic or social developments that may materially affect our financial condition, results of operations or cash flows.  We may also face difficulties managing and administering an internationally dispersed business.  In particular, the management of our personnel across several countries can present logistical and managerial challenges.  Additionally, international operations present challenges related to operating under different business cultures and languages.  We may have to comply with unexpected changes in foreign laws and regulatory requirements which could negatively impact our operations and ability to manage our global financial resources.  Export controls or other regulatory restrictions could prevent us from shipping our products into and from some markets.  We may not be able to adequately protect our intellectual property overseas due to uncertainty of laws and enforcement in a number of countries relating to the protection of intellectual property rights.  Changes in tax regulation and international tax treaties could significantly reduce the financial performance of our foreign operations or the magnitude of their contributions to our overall financial performance.

We are in the process of reviewing various customer incentive, commission and promotional payment practices of the Crop Protection Engineered Products segment in its Europe, Middle East and Africa region, with particular emphasis on certain Central Asian countries that are considered part of that region.  The review is being conducted under the oversight of the Audit Committee of the Board of Directors and with the assistance of outside counsel and forensic accounting consultants.  While the review is not yet complete, substantial progress has been made, but it has not yet been possible to determine whether all such practices or payments were consistent with applicable U.S. or international laws and regulations that apply to these operations. We cannot currently predict the timing or the outcome of this review, nor can we it reasonably estimate the likelihood, nature or amount of monetary or other sanctions, if any, that might be imposed should the review identify that certain payments were inconsistent with applicable laws or regulations.  We believe that there is no matter connected with this review that would lead to a material change to the financial statements included in this report on Form 10-K.

22

The inability to register our products in member states of the EU under the REACh legislation may lead to some restrictions or cancellations of registrations, which could impact our ability to manufacture and sell certain products.

In December 2006, the EU signed the REACh legislation.  This legislation requires chemical manufacturers and importers in the EU to demonstrate the safety of the chemical substances contained in products.  The effective date of the legislation was June 1, 2007 and it required all covered substances to be pre-registered by November 30, 2008.  Since December 1, 2008, no product containing covered substances can be manufactured in or imported into the EU unless the substances therein have been pre-registered.  The full registration of REACh will be phased in over the next ten years.  The registration deadlines are as follows: 2010 for chemical substances manufactured or imported in excess of 1,000 metric tons per year and for substances deemed to be particularly harmful to humans or the environment, 2013 for substances manufactured or imported in the EU between 100 and 1,000 metric tons per year and 2018 for substances manufactured or imported in the EU in quantities greater than 1 metric ton per year.  The registration process will require expenditures and resource commitments to compile and file comprehensive chemical dossiers on the use and attributes of each chemical substance and to perform chemical safety assessments.  In addition, each registration phase carries with it a registration fee, which ranges from €31,500 (approximately $45,000) per substance for high-risk, high tonnage band substances to €1,600 (approximately $2,000) for substances registered in the lowest tonnage band and risk.  We pre-registered approximately 1,100 substances and submitted approximately 2,100 pre-registration dossiers covering multiple affiliated legal entities.  Our REACh costs in 2009 were approximately $1 million.  We anticipate REACh-related costs of approximately $11 million in 2010 (including the first wave of registration fees), $3 million in 2011 and $6 million in 2012.  The implementation of REACh registration processes may affect our ability to manufacture and sell certain products in the future.

Our business depends upon many proprietary technologies, including patents and licenses.  Our competitive position could be adversely affected if we fail to protect our patents or other intellectual property rights, or if we become subject to claims that we are infringing upon the rights of others.

We have approximately 3,500 United States and foreign granted patents and pending patent applications and approximately 4,700 United States and foreign registered and pending trademarks.  Patents, trademarks, trade secrets in the nature of know-how, formulations, and manufacturing techniques assist us in maintaining the competitive position of certain of our products.  Our intellectual property is of particular importance to a number of specialty chemicals we manufacture and sell.  We are licensed to use certain patents and technology owned by other companies, including some foreign companies, to manufacture products complementary to our own products, for which we pay royalties in amounts not considered material, in the aggregate, to our consolidated results.  Our trademarks or the patents we own or license may be challenged, and due to such challenges we could lose our exclusive rights to our proprietary technologies, which would adversely affect our competitive position and our results of operations.

We also rely on unpatented proprietary know-how and continuing technological innovation and other trade secrets to develop and maintain our competitive position.  While it is our policy to enter into confidentiality agreements with our employees and third parties to restrict the use and disclosure of our trade secrets and proprietary know-how, those confidentiality agreements may be breached.  In addition, adequate remedies may not be available in the event of an unauthorized use or disclosure of such trade secrets and know-how, and others could obtain knowledge of such trade secrets through independent development or other access by legal means.  The failure of our patents, trademarks or confidentiality agreements to protect our processes, apparatuses, technology, trade secrets, or proprietary know-how could have a material adverse effect on our business, financial condition, results of operations, or cash flows.

Our patents may not provide full protection against competing manufacturers outside of the United States, the EU countries, and certain other developed countries.  Weaker protection may adversely impact our sales and results of operations.

In some of the countries in which we operate, such as China, the laws protecting patent holders are significantly weaker than in the United States, the EU and certain other developed countries.  Weaker protection may help competing manufacturers be or become more competitive in markets where, but for the weaker protection, they might not otherwise be able to introduce competing products for a number of years.  We therefore tend, in these regions, to rely more heavily upon trade secret and know-how protection, as applicable, than we do patents.  In addition, for our crop protection products being sold in China, we rely on regulatory protection of intellectual property provided by regulatory agencies that may not provide us with complete protection against competitors.

23

Item 1B.  Unresolved Staff Comments

None.

Item 2.  Properties

The following table sets forth information regarding our principal operating properties and other significant properties as of December 31, 2009.  The Debtors have the right, subject to Bankruptcy Court approval and certain other conditions, to assume or reject their executory contracts and real property leases.  The Debtors are currently in the process of evaluating all executory contracts and real property leases pertaining to owned and leased real estate.  All of the following properties are owned except where otherwise indicated:

Location	Facility	Reporting Segment
UNITED STATES
Alabama
Bay Minette	Plant	Industrial Performance Products
Arkansas
El Dorado	Plant	Industrial Engineered Products
California
McFarland	Repackaging Warehouse	Industrial Engineered Products
Connecticut
Middlebury*	Executive Offices, Research Center	Corporate Offices
Naugatuck	Research Center	Industrial Performance Products
Georgia
Conyers	Plant	Consumer Performance Products
Lawrenceville*	Office, Research Center	Consumer Performance Products
Illinois
Mapleton	Plant	Industrial Engineered Products
Pekin*	Plant	Crop Protection Engineered Products
Indiana
Ashley(1)	Plant	Consumer Performance Products
West Lafayette	Office, Research Center	Industrial Engineered Products
Louisiana
Taft(2)	Plant	Industrial Engineered Products
Lake Charles	Plant	Consumer Performance Products
Michigan
Adrian	Plant	Consumer Performance Products
New Jersey
East Hanover	Plant	Industrial Performance Products
Fords	Plant	Industrial Performance Products
Perth Amboy	Plant	Industrial Performance Products
North Carolina
Gastonia	Plant	Industrial Performance Products, Crop Protection Engineered Products
Pennsylvania
Philadelphia*	Executive Offices	Corporate Offices
West Virginia
Morgantown	Plant, Research Center	Industrial Engineered Products, Industrial Engineered Products

24

Location	Facility	Reporting Segment
INTERNATIONAL
Brazil
Rio Claro	Plant	Industrial Engineered Products, Industrial Performance Products, Crop Protection Engineered Products
Sao Paulo*	Office	Industrial Engineered Products, Industrial Performance Products, Crop Protection Engineered Products
Canada
Elmira	Plant	Industrial Performance Products, Crop Protection Engineered Products, Industrial Engineered Products
Guelph	Research Center	Crop Protection Engineered Products
Scarborough*	Plant	Industrial Performance Products
West Hill	Plant	Consumer Performance Products, Industrial Performance Products
France
Catenoy	Plant	Industrial Performance Products
Dardilly*	Office	Consumer Performance Products
Germany
Bergkamen*	Plant, Research Center	Industrial Engineered Products
Lampertheim(2)	Plant, Research Center	Industrial Engineered Products
Waldkraiburg	Plant	Industrial Performance Products
Planegg*	Office	Consumer Performance Products
Italy
Latina	Plant	Industrial Performance Products, Crop Protection Engineered Products
Milan(3)	Office	Industrial Performance Products
Pedrengo	Plant	Industrial Performance Products
Mexico
Altamira	Plant	Industrial Engineered Products, Industrial Performance Products
Cuautitlan	Plant	Industrial Engineered Products, Industrial Performance Products
Reynosa	Plant	Industrial Engineered Products
The Netherlands
Amsterdam	Plant	Crop Protection Engineered Products
Republic of China
Nanjing	Plant	Industrial Performance Products
Shanghai*	Office	Corporate

25

Location	Facility	Reporting Segment
Singapore*	Administrative, Sales Office	Industrial Engineered Products, Industrial Performance Products, Corporate
South Africa
Atlantis	Plant	Consumer Performance Products
South Korea
Pyongtaek(4)	Plant	Industrial Performance Products
Switzerland
Frauenfeld*	Office	Industrial Engineered Products, Corporate, Crop Protection Engineered Products
Taiwan
Kaohsiung(5)	Plant	Industrial Engineered Products, Industrial Performance Products
United Kingdom
Accrington	Plant	Industrial Performance Products
Droitwich	Plant	Industrial Performance Products
Evesham	Research Center	Crop Protection Engineered Products
Langley*	Office	Crop Protection Engineered Products, Corporate
Trafford Park	Plant	Industrial Engineered Products,  Industrial Performance Products

*	Leased property.
(1)	We are in the process of terminating production at this facility and moving it to another domestic location.  This is expected to be completed in the second quarter of 2010.
(2)	We have received an offer to sell this facility.  This sale is expected to be completed in the first half of 2010.
(3)	Facility leased by Anderol Italia S.r.l, which is 51% owned by us.
(4)	Facility owned by Asia Stabilizers Co. Ltd., which is 65% owned by us.
(5)	Facility owned by Uniroyal Chemical Taiwan Ltd., which is 80% owned by us.

Item 3.  Legal Proceedings

See Note 21 – Legal Proceedings and Contingencies in the Notes to Consolidated Financial Statements for a description of our legal proceedings.

Item 4.  Submission of Matters to a Vote of Security Holders

None.

26

PART II.

Item 5.  Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our common stock traded on the New York Stock Exchange (“NYSE”) under the symbol “CEM” until trading was halted after our Chapter 11 bankruptcy filing on March 18, 2009.  Effective March 18, 2009, the NYSE suspended trading of our common stock and delisted the stock on April 16, 2009.  Our stock is now traded over the counter and is quoted on the Pink Sheet Electronic Quotation Service (“Pink Sheets”) under the symbol “CEMJQ”.

The following table summarizes the range of market prices for our common stock as reported by the Pink Sheet or the NYSE as applicable and the amount of dividends per share by quarter during the past two years:

	2009
	First		Second	Third	Fourth
Dividends per common share (a)	$	—	—	—	—
Market price per common share:
High	$	1.55	0.48	1.14	1.48
Low	$	0.03	0.04	0.19	0.47

	2008
	First		Second	Third	Fourth
Dividends per common share (a)	$	0.05	0.05	0.05	—
Market price per common share:
High	$	8.75	8.81	6.94	5.31
Low	$	5.77	5.67	4.11	1.02

(a)   On October 30, 2008, the Company suspended the payment of dividends.

The number of holders of record of our common stock on January 31, 2010 was approximately 5,300.  Trading in our common stock during the pendency of our Chapter 11 cases is highly speculative and poses substantial risks.  See Item 1A. — Risk Factors for a discussion of additional risks related to our common stock.

PERFORMANCE GRAPH

The following graph compares the cumulative total return on our common stock for the last five fiscal years with the returns on the Standard & Poor’s 500 Stock Index and the S&P 500 Specialty Chemicals Index, assuming an investment of $100 on December 31, 2004 and the reinvestment of all dividends.

COMPARISON OF FIVE-YEAR

CUMULATIVE TOTAL RETURN AMONG CHEMTURA CORPORATION,

S&P 500 AND S&P 500 SPECIALTY CHEMICALS

	12/31/04		12/31/05		12/31/06		12/31/07		12/31/08		12/31/09
CHEMTURA CORPORATION	$	100.0	$	109.2	$	84.5	$	69.8	$	12.8	$	11.2
S&P 500	$	100.0	$	104.9	$	121.5	$	128.1	$	80.7	$	102.1
S&P 500 SPECIALTY CHEMICALS	$	100.0	$	103.9	$	127.5	$	147.6	$	123.0	$	175.2

27

Item 6.  Selected Financial Data

The following reflects selected financial data for Chemtura Corporation for each of its last five fiscal years.  The information below should be read in conjunction with Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations and Item 8 - Financial Statements and Supplementary Data of this Annual Report.  The financial information presented may not be indicative of future performance.

(In millions of dollars, except per share data)	2009			2008		2007		2006		2005 (a)
Summary of Operations
Net sales	$	2,541		3,546		3,747		3,458		2,739
Gross profit	$	594		736		864		831		703
Selling, general and administrative	$	293		332		372		362		309
Depreciation and amortization	$	173		237		269		204		150
Research and development	$	38		51		62		61		50
Facility closures, severance and related costs	$	3		26		36		5		23
Antitrust costs	$	10		12		35		90		49
Merger costs (b)	$	—		—		—		17		45
In-process research and development (b)	$	—		—		—		—		73
Loss (gain) on sale of business (c)	$	—		25		15		11		(3	)
Impairment of long-lived assets (d)	$	104		986		19		80		—
Changes in estimates related to expected allowable claims (e)	$	73		—		—		—		—
Equity income	$	—		(4	)	(3	)	(4	)	(2	)
Operating (loss) profit	$	(100	)	(929	)	59		5		9
Interest expense	$	(70	)	(78	)	(87	)	(102	)	(108	)
Loss on early extinguishment of debt	$	—		—		—		(44	)	(55	)
Other (expense) income, net	$	(17	)	9		(5	)	(5	)	(9	)
Reorganization items, net (f)	$	(97	)	—		—		—		—
Loss from continuing operations before income taxes and cumulative effect of accounting change	$	(284	)	(998	)	(33	)	(146	)	(163	)
Income tax (provision) benefit	$	(5	)	27		(4	)	(126	)	(49	)
Loss from continuing operations before cumulative effect of accounting change	$	(289	)	(971	)	(37	)	(272	)	(212	)
Earnings from discontinued operations, net of tax	$	—		—		18		20		33
(Loss) gain on sale of discontinued operations, net of tax	$	(3	)	—		24		47		(4	)
Cumulative effect of accounting change, net of tax	$	—		—		—		—		(1	)
Net (loss) earnings	$	(292	)	(971	)	5		(205	)	(184	)
Less: net earnings attributable to non-controlling interests	$	(1	)	(2	)	(8	)	(1	)	(3	)
Net loss attributable to Chemtura Corporation	$	(293	)	(973	)	(3	)	(206	)	(187	)
Amounts attribuable to Chemtura Corporation common shareholders:
Loss from continuing operations, net of tax	$	(290	)	(973	)	(45	)	(273	)	(215	)
Earnings from discontinued operations, net of tax	$	—		—		18		20		33
(Loss) gain on sale of discontinued operations, net of tax	$	(3	)	—		24		47		(4	)
Cumulative effect of accounting change, net of tax	$	—		—		—		—		(1	)
Net loss attributable to Chemtura Corporation	$	(293	)	(973	)	(3	)	(206	)	(187	)

28

(In millions, except per share data)		2009			2008		2007		2006		2005 (a)
Per Share Statistics
Loss from continuing operations, net of tax		$	(1.19	)	(4.01	)	(0.18	)	(1.13	)	(1.21	)
Earnings from discontinued operations, net of tax		$	—		—		0.07		0.08		0.18
(Loss) gain on sale of discontinued operations, net of tax		$	(0.01	)	—		0.10		0.20		(0.02	)
Cumulative effect of accounting change, net of tax		$	—		—		—		—		—
Net loss attributable to Chemtura Corporation		$	(1.20	)	(4.01	)	(0.01	)	(0.85	)	(1.05	)
Dividends		$	—		0.15		0.20		0.20		0.20
Book value		$	0.71		2.01		7.84		7.14		7.58
Common stock trading range:	High	$	1.55		8.81		12.33		13.53		17.95
	Low	$	0.03		1.02		6.95		7.75		9.89
Average shares outstanding - Basic		242.9			242.3		241.6		240.5		178.4
Average shares outstanding - Diluted		242.9			242.3		241.6		240.5		178.4
Financial Position
Working capital (deficiency) (g)		$	908		(558	)	700		497		566
Current ratio (g)		2.6			0.7		2.0		1.6		1.6
Total assets		$	3,118		3,057		4,416		4,399		4,986
Total debt, including short-term borrowings (g)		$	255		1,204		1,063		1,111		1,370
Stockholders’ equity		$	172		488		1,899		1,719		1,820
Total capital employed (g)		$	427		1,692		2,962		2,830		3,190
Debt to total capital % (g)		59.7			71.2		35.9		39.3		42.9

(In millions of dollars, except for number of employees)
Other Statistics
Net cash provided by (used in) operations	$	49	(11	)	149	251	(79	)
Capital spending from continuing operations	$	56	121		115	122	97
Depreciation from continuing operations	$	134	192		229	163	122
Amortization from continuing operations	$	39	45		40	41	28
Approximate number of employees at end of year	4,400		4,700		5,100	6,200	6,600

(a)	Due to the inclusion of the operating results of Great Lakes subsequent to the acquisition on July 1, 2005, results are not directly comparable.
(b)	Merger costs are non-capitalized costs associated with the merger of the Company and Great Lakes. The write-off of $73 million of in-process research and development is also the direct result of the merger with Great Lakes.
(c)	Loss (gain) on sale of business primarily included a $26 million loss relating to the sale of the oleochemicals business in 2008, a $15 million loss on the sale of assets relating to the sale of the Celogen® product line in 2007, a $12 million loss on the sale of the IWA business in 2006, and a $3 million gain in 2005 on the reversal of a reserve related to the 2001 sale of the Industrial Colors business.
(d)	The 2009 charge included the impairment of goodwill of $37 million within the Consumer Performance Products segment, and the impairment of property, plant and equipment and intangibles assets, net of $53 million and $14 million, respectively, for the Industrial Engineered Products segments.The 2008 charge primarily included a $985 million impairment of goodwill associated with the Consumer Performance Products, Industrial Performance Products and Industrial Engineered Products segments. The 2007 charge primarily included a $9 million reduction in the value of assets relating to the closure and sale of the Ravenna, Italy facility and a $4 million write-off of construction in progress associated with certain facilities affected by the 2007 restructuring programs. The 2006 charge primarily included a $52 million impairment of the fluorine business as a result of the Company’s annual impairment review and a $22 million impairment of non-current assets of the fluorine business due to a loss of a significant customer.
(e)	Changes in estimates related to expected allowable claims of $73 million relate to adjustments to liabilities subject to compromise (primarily legal and environmental reserves) as a result of the proofs of claim evaluation process.
(f)	Reorganization items, net of $97 million represent professional fees; the write-off of debt discounts, premiums and debt issuance costs; the write-off of deferred financing expenses related to the termination of the 2009 U.S. Facility; impacts from rejections or terminations of executory contracts and real property leases; impacts from the settlement of claims; and reorganization initiatives.
(g)	The 2009 amounts exclude liabilities subject to compromise which are included separately on the balance sheet.

29

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

THE FOLLOWING DISCUSSION AND ANALYSIS SHOULD BE READ IN CONJUNCTION WITH OUR CONSOLIDATED FINANCIAL STATEMENTS INCLUDED IN ITEM 8 OF THIS FORM 10-K.

THIS MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS CONTAINS FORWARD-LOOKING STATEMENTS.  SEE “FORWARD-LOOKING STATEMENTS” FOR A DISCUSSION OF CERTAIN OF THE UNCERTAINTIES, RISKS AND ASSUMPTIONS ASSOCIATED WITH THESE STATEMENTS.

PROCEEDINGS UNDER CHAPTER 11 OF THE BANKRUPTCY CODE

On March 18, 2009 (the “Petition Date”), Chemtura and 26 of our subsidiaries organized in the United States (collectively, the “Debtors”) filed voluntary petitions for relief under Chapter 11 of Title 11 of the Bankruptcy Code (“Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”).  The Chapter 11 cases are being jointly administered by the Court.  Our non-U.S. subsidiaries and certain U.S. subsidiaries were not included in the filing and are not subject to the requirements of the Bankruptcy Code.  Our U.S. and worldwide operations are expected to continue without interruption during the Chapter 11 reorganization process.

For further discussion of the Chapter 11 cases, see Item 7. - Bankruptcy Proceedings under Liquidity and Capital Resources and Note 1 - Nature of Operations and Bankruptcy Proceedings in the Notes to Consolidated Financial Statements.

EXECUTIVE OVERVIEW

Our primary goal in 2009 was stabilizing our business operations, obtaining sufficient liquidity to operate our business and adjusting to the changes created by our filing for protection under Chapter 11 of the Bankruptcy Code.  We believe we have achieved those objectives.  Upon filing for Chapter 11, we obtained the commitment of a $400 million senior secured super-priority debtor-in-possession credit agreement (the “DIP Credit Facility”), which provided liquidity necessary for us to continue operations as a debtor-in-possession (“DIP”).  On February 12, 2010, we refinanced our existing DIP Credit Facility with a $450 million credit facility (the “Amended and Restated DIP Credit Agreement”) which substantially reduced our financing costs and provided greater flexibility to operate our business.  Since filing for protection under Chapter 11, we have reviewed approximately 13,000 executory contracts and real property leases, identifying those that are redundant or onerous, and we have begun the process of rejecting those executory contacts and real property leases that do not further our business objectives.  We have developed a long range business plan that sets a course on strengthening and growing our businesses as well as identifying assets and activities that no longer fit our core businesses.  As part of our business plan, we also initiated various restructuring activities, including the restructuring in 2010 of certain operations of our flame retardants business and initiated the sale of our polyvinyl chloride (“PVC”) additives business which we expect will be completed in the first half of 2010.

In 2009, we improved our financial health and met or exceeded our financial objectives by:

·Generating positive cash flow (1) over the last four quarters and accumulating substantial cash balances by both the Debtors and our international subsidiaries;

·Achieving or exceeding performance levels required by the DIP Credit Facility; and

·Identifying, and now working closely with, several financial institutions we expect will lead our exit financing.  The support of these institutions offers us the potential to finance our plan of reorganization (the “Plan”) and emerge as a financially sound, stand-alone global company.

(1)We define “positive cash flow” as net cash provided from operating activities, excluding cash inflows and outflows associated with our former accounts receivable financing facilities, less cash flows from investing activities related to capital expenditures.  This is not an accounting measure in accordance with U.S. generally accepted accounting principles (“GAAP”).  This measure does not consider cash flows required to meet maturities of debt or repayments under our former accounts receivable financing facilities.  For customers, vendors and employees, it does indicate whether our total indebtedness, net of cash and cash equivalents, is increasing or reducing.  See our Consolidated Statement of Cash Flows under Item 8 for complete information.

30

At the same time, we initiated various actions to reshape our Company into a stronger, leaner global enterprise focused on growth.  These initiatives included, among other things:

·Increasing strategic investments to improve efficiency, such as our enterprise resource planning (“ERP”) initiatives that have enabled the activities related to over 90 percent of net sales now to be managed on a single global instance of SAP and offering simplified and standardized business processes;

·Focusing on investments in research and development (“R&D”), which is beginning to result in important and innovative new product offerings such as Geobrom™, Weston® 705, and two new flame retardant products being produced today on pilot plant scale;

·Improving order processing to enhance responsiveness and delivery to customers;

·Transferring certain operations to third-party logistics providers, enabling us to maintain service levels at a more competitive cost;

·Growing our global antioxidant business with a planned additional expansion of capacity at Gulf Stabilizer Industries (“GSI”), our joint venture facility in Al Jubail, Saudi Arabia; and

·Advancing towards a joint venture between Al Zamil Group Holding Company and Chemtura Organometallics GmbH, our wholly owned German subsidiary, to build a world-scale metal alkyls manufacturing facility in Jubail Industrial City, Saudi Arabia.

Our key challenges in 2010 will be to implement our business plans and to emerge from Chapter 11.  To emerge we must first file a Plan together with a disclosure statement with the Bankruptcy Court.  After a Plan has been filed, the Plan, along with a disclosure statement approved by the Bankruptcy Court, will be sent to all creditors and other parties in interest entitled to vote to accept or reject the Plan.  Following the solicitation period, the Bankruptcy Court will consider whether to confirm the Plan.  In order to confirm a Plan, the Bankruptcy Court must make certain findings as required by the Bankruptcy Code.  We continue to face challenges, but we believe our accomplishments in 2009 and our initiatives in 2010 will position us to emerge successfully from Chapter 11 in 2010 as a financially sound and more focused global enterprise.

OUR BUSINESS

We are among the larger publicly traded specialty chemical companies in the United States dedicated to delivering innovative, application-focused specialty chemical solutions and consumer products.  Our principal executive offices are located in Philadelphia, Pennsylvania and Middlebury, Connecticut.  We operate in a wide variety of end-use industries, including automotive, transportation, construction, packaging, agriculture, lubricants, plastics for durable and non-durable goods, electronics, and pool and spa chemicals. The majority of our chemical products are sold to industrial manufacturing customers for use as additives, ingredients or intermediates that add value to their end products.  Our crop and consumer products are sold to dealers, distributors and major retailers.  We are a market leader in many of our key product lines and transact business in more than 100 countries.

The primary economic factors that influence the operations and sales of our Industrial Engineered Products and Industrial Performance Products segments are industrial production, residential and commercial construction, electronic component production and polymer production.  In addition, our Crop Protection Engineered Products segment is influenced by worldwide weather, disease and pest infestation conditions.  Our Consumer Performance Products segment is also influenced by general economic conditions impacting consumer spending and weather conditions.  For additional factors that impact our performance, see Item 1A. - Risk Factors.

Other factors affecting our financial performance include industry capacity, customer demand, raw material and energy costs, and selling prices. Selling prices are influenced by the global demand and supply for the products we produce.  Our strategy is to pursue selling prices that reflect the value of our products and to pass on higher costs for raw material and energy to preserve our profit margins.

31

2009 OVERVIEW

Annual sales for 2009 decreased $1 billion or 28% compared with 2008.  This decrease was attributable to a $912 million reduction in sales volume, $46 million in unfavorable currency translation, a $31 million reduction due to the divestiture in the first quarter of 2008 of the oleochemicals business and reduced selling prices of $16 million.  The benefit of the 2008 increase in selling prices for the Consumer Performance Products segment did not fully offset reduced selling prices in the other three segments.

Operating profit for the Consumer Performance Products segment increased 26% compared with 2008 due to increased selling prices, lower selling, general and administrative (“SG&A”) and research and development (“R&D”) (collectively “SGA&R”) expenses, and lower raw material, energy and distribution costs, partially offset by lower volume, unfavorable product mix and higher manufacturing costs.

The Industrial Performance Products segment operating profit decreased 13% compared with 2008 due to lower volume caused by the global economic recession as well as reduced selling prices, lower volume and unfavorable product mix, partially offset by lower raw material, energy, manufacturing, SGA&R, and distribution costs.

The Crop Protection Engineered Products segment operating profit decreased 46% compared with 2008 due to lower volume as crop prices fell and growers had restricted access to credit as well as unfavorable product mix, and higher manufacturing, raw material and energy costs, partially offset by lower SGA&R costs.

The Industrial Engineered Products segment operating profit decreased 165% compared with 2008 due to lower volume caused by the global economic recession as well as unfavorable product mix, reduced selling prices, and higher manufacturing costs, partially offset by lower raw material, energy, SGA&R and distribution costs.

We have undertaken various cost reduction initiatives over the past several years and continue to implement cost reductions.  Our long term goal remains to improve gross profit margins and reduce SGA&R expenditures as a percentage of total net sales on a global basis.  With the sharp reduction in sales volume due to the global economic recession in 2009, SGA&R expenditures in 2009 were up to 13% of net sales compared with 11% of net sales in 2008 despite a $52 million reduction in SGA&R spending compared with 2008.

LIQUIDITY AND CAPITAL RESOURCES

Bankruptcy Proceedings

We entered 2009 with significantly constrained liquidity.  The fourth quarter of 2008 saw an unprecedented reduction in orders for our products as the global recession deepened and customers saw or anticipated reductions in demand in the industries they served.  The impact was more pronounced on those business segments that served cyclically exposed industries. As a result, our sales and overall financial performance deteriorated resulting in our non-compliance with the two financial maintenance covenants under our Amended and Restated Credit Agreement, dated as of July 31, 2007 (the “2007 Credit Facility”) as of December 31, 2008.  On December 30, 2008, we obtained a 90-day waiver of compliance with these covenants from the lenders under the 2007 Credit Facility.

Our liquidity was further constrained in the fourth quarter of 2008 by changes in the availability under our accounts receivable financing facilities in the United States and Europe.  The eligibility criteria and reserve requirements under our prior U.S. accounts receivable facility (the “U.S. Facility”) tightened in the fourth quarter of 2008 following a credit rating downgrade, significantly reducing the value of accounts receivable that could be sold under the U.S. Facility compared with the third quarter of 2008.  Additionally, the availability and access to our European accounts receivable financing facility (the “European Facility”) was restricted in late December 2008 because of our financial performance resulting in our inability to sell additional receivables under the European Facility.

The crisis in the credit markets compounded the liquidity challenges we faced.  Under normal market conditions, we believed we would have been able to refinance our $370 million notes maturing on July 15, 2009 (the “2009 Notes”) in the debt capital markets.  However, with the deterioration of the credit market in the late summer of 2008 combined with our deteriorating financial performance, we did not believe we would be able to refinance the 2009 Notes on commercially reasonable terms, if at all.  As a result, we sought to refinance the 2009 Notes through the sale of one of our businesses.

32

On January 23, 2009, our special-purpose subsidiary entered into a new three-year U.S. accounts receivable financing facility (the “2009 U.S. Facility”) that restored most of the liquidity that we had available to us under the prior U.S. accounts receivable facility before the fourth quarter of 2008 events described above.  However, despite good faith discussions, we were unable to agree to terms under which we could resume the sale of accounts receivable under our European Facility during the first quarter of 2009.  The balance of accounts receivable previously sold under the facility continued to decline, offsetting much of the benefit to liquidity gained by the new 2009 U.S. Facility.  During the second quarter of 2009, with no agreement to restart the European Facility, the remaining balance of the accounts receivable previously sold under the facility were settled and the European Facility was terminated.

January 2009 saw no improvement in customer demand from the depressed levels in December 2008 and some business segments experienced further deterioration.  Although February and March of 2009 saw incremental improvement in net sales compared to January 2009, overall business conditions remained difficult as sales declined by 43% in the first quarter of 2009 compared to the first quarter of 2008.  As awareness grew of our constrained liquidity and deteriorating financial performance, suppliers began restricting trade credit and, as a result, liquidity dwindled further.  Despite moderate cash generation through inventory reductions and restrictions on discretionary expenditures, our trade credit continued to tighten, resulting in unprecedented restrictions on our ability to procure raw materials.

In January and February of 2009, we were in the midst of the asset sale process with the objective of closing a transaction prior to the July 15, 2009 maturity of the 2009 Notes.  Potential buyers conducted due diligence and worked towards submitting their final offers on several of our businesses.  However, with the continuing recession and speculation about our financial condition, potential buyers became progressively more cautious.  Certain potential buyers expressed concern about our ability to perform obligations under a sale agreement.  They increased their due diligence requirements or decided not to proceed with a transaction.  In March 2009, we concluded that although there were potential buyers of our businesses, a sale was unlikely to be closed in sufficient time to offset the continued deterioration in liquidity or at a value that would provide sufficient liquidity to both operate the business and meet our impending debt maturities.

By March 2009, dwindling liquidity and growing restrictions on available trade credit resulted in production stoppages as raw materials could not be purchased on a timely basis.  At the same time, we concluded that it was improbable that we could resume sales of accounts receivable under our European Facility or complete the sale of a business in sufficient time to provide the immediate liquidity we needed to operate.  Absent such an infusion of liquidity, we would likely experience increased production stoppages or sustained limitations on our business operations that ultimately would have a detrimental effect on the value of our business as a whole.  Specifically, the inability to maintain and stabilize our business operations would result in depleted inventories, missed supply obligations and damaged customer relationships.

Having carefully explored and exhausted all possibilities to gain near-term access to liquidity, we determined that the DIP Credit Facility presented the best available alternative for us to meet our immediate and ongoing liquidity needs and preserve the value of the business.  As a result, having obtained the commitment of the DIP Credit Facility, Chemtura and 26 of our subsidiaries organized in the United States (collectively, the “Debtors”) filed for relief under the Bankruptcy Code on March 18, 2009 in the Court.  The Chapter 11 cases are being jointly administered by the Court.  Our non-U.S. subsidiaries and certain U.S. subsidiaries were not included in the filing and are not subject to the requirements of the Bankruptcy Code.  Our U.S. and worldwide operations are expected to continue without interruption during the Chapter 11 reorganization process.

The Debtors own substantially all of our U.S. assets.  The Debtors consist of Chemtura and the following subsidiaries:

·	A&M Cleaning Products LLC	·	Crompton Colors Incorporated	·	Kem Manufacturing Corporation
·	Aqua Clear Industries, LLC	·	Crompton Holding Corporation	·	Laurel Industries Holdings, Inc.
·	ASEPSIS, Inc.	·	Crompton Monochem, Inc.	·	Monochem, Inc.
·	ASCK, Inc.	·	GLCC Laurel, LLC	·	Naugatuck Treatment Company
·	BioLab, Inc.	·	Great Lakes Chemical Corporation	·	Recreational Water Products, Inc.
·	BioLab Company Store, LLC	·	Great Lakes Chemical Global, Inc.	·	Uniroyal Chemical Company Limited
·	Biolab Franchise Company, LLC	·	GT Seed Treatment, Inc.	·	Weber City Road LLC
·	BioLab Textile Additives, LLC	·	HomeCare Labs, Inc	·	WRL of Indiana, Inc.
·	CNK Chemical Realty Corporation	·	ISCI, Inc.

The principal U.S. assets and business operations of the Debtors are owned by Chemtura, BioLab, Inc. and Great Lakes Chemical Corporation.

33

On March 18, 2009, Raymond E. Dombrowski, Jr. was appointed Chief Restructuring Officer.  In connection with this appointment, we entered into an agreement with Alvarez & Marsal North America, LLC (“A&M”) to compensate A&M for Mr. Dombrowski’s services as Chief Restructuring Officer on a monthly basis at a rate of $150 thousand per month and incentive compensation in the amount of $3 million payable upon the earlier of (a) the consummation of a Chapter 11 Plan or (b) the sale, transfer, or other disposition of all or a substantial portion of the assets or equity of the Company.  Mr. Dombrowski is independently compensated pursuant to arrangements with A&M, a financial advisory and consulting firm specializing in corporate restructuring. Mr. Dombrowski will not receive any compensation directly from us and will not participate in any of our employee benefit plans.

The Chapter 11 cases were filed to gain liquidity for continuing operations while the Debtors restructure their balance sheets to allow us to continue as a viable going concern.  While we believe we will be able to achieve these objectives through the Chapter 11 reorganization process, there can be no certainty that we will be successful in doing so.

Under Chapter 11 of the Bankruptcy Code, the Debtors are operating their U.S. businesses as a debtor-in-possession under the protection of the Bankruptcy Court from their pre-filing creditors and claimants.  Since the filing, all orders of the Bankruptcy Court sufficient to enable the Debtors to conduct normal business activities, including “first day” motions and the interim and final approval of the DIP Credit Facility and amendments thereto, have been entered by the Bankruptcy Court.  While the Debtors are subject to Chapter 11, all transactions outside the ordinary course of business will require the prior approval of the Bankruptcy Court.

On March 20, 2009, the Bankruptcy Court approved the Debtors’ “first day” motions.  Specifically, the Bankruptcy Court granted the Debtors, among other things, interim approval to access $190 million of its $400 million DIP Credit Facility, approval to pay outstanding employee wages, health benefits, and certain other employee obligations and authority to continue to honor their current customer policies and programs, in order to ensure the reorganization process will not adversely impact their customers.  On April 29, 2009, the Bankruptcy Court entered a final order providing full access to the $400 million DIP Credit Facility.  The Bankruptcy Court also approved Amendment No. 1 to the DIP Credit Facility which provided for, among other things: (i) an increase in the outstanding amount of inter-company loans the Debtors could make to our non-debtor foreign subsidiaries from $8 million to $40 million; (ii) a reduction in the required level of borrowing availability under the minimum availability covenant; and (iii) the elimination of the requirement to pay additional interest expense if a specified level of accounts receivable financing was not available to our European subsidiaries.

On July 13, 2009, the Company and the parties to the DIP Credit Facility entered into Amendment No. 2 to the DIP Credit Facility subject to approvals by the Court and our Board of Directors which approvals were obtained on July 14 and July 15, 2009, respectively.  The DIP Credit Facility was amended to provide for, among other things, an option by us to extend the maturity of the DIP Credit Facility for two consecutive three month periods subject to the satisfaction of certain conditions.  Prior to Amendment No. 2, the DIP Credit Facility matured on the earlier of 364 days from the first borrowing, the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the DIP Credit Facility).

As a consequence of the Chapter 11 cases, substantially all pre-petition litigation and claims against the Debtors have been stayed.  Accordingly, no party may take any action to collect pre-petition claims or to pursue litigation arising as a result of pre-petition acts or omissions except pursuant to an order of the Bankruptcy Court.

On August 21, 2009, the Bankruptcy Court established October 30, 2009 as the deadline for the filing of proofs of claim against the Debtors (the “Bar Date”).  Under certain limited circumstances, some creditors may be permitted to file proofs of claims after the Bar Date.  Accordingly, it is possible that not all potential proofs of claim were filed as of the filing of this Annual Report.

The Debtors have received approximately 15,300 proofs of claim covering a broad array of areas.  Approximately 8,000 proofs of claim have been asserted in “unliquidated” amounts or contain an unliquidated component that are treated as being asserted in “unliquidated” amounts.  Excluding proofs of claim in “unliquidated” amounts, the aggregate amount of proofs of claim filed totaled approximately $23.6 billion.  See Note 21 - Legal Proceedings and Contingencies in the Notes to Consolidated Financial Statements for a discussion of the types of proofs of claim filed against the Debtors.

34

We are in the process of evaluating the amounts asserted in and the factual and legal basis of the proofs of claim filed against the Debtors.  Based upon our initial review and evaluation, which is continuing, a significant number of proofs of claim are duplicative and/or legally or factually without merit.  As to those claims, we have filed and intend to file objections with the Bankruptcy Court.  However, there can be no assurance that these claims will not be allowed in full.

Further, while the Debtors believe they have insurance to cover certain asserted claims, there can be no assurance that material uninsured obligations will not be allowed as claims in the Chapter 11 cases.  Because of the substantial number of asserted contested claims, as to which review and analysis is ongoing, there is no assurance as to the ultimate value of claims that will be allowed in these Chapter 11 cases, nor is there any assurance as to the ultimate recoveries for the Debtors’ stakeholders, including the Debtors’ bondholders and shareholders.  The differences between amounts recorded by the Debtors and proofs of claims filed by the creditors will continue to be investigated and resolved through the claims reconciliation process.

We have recognized certain charges related to expected allowed claims.  As we complete the process of evaluating and resolving the proofs of claim, appropriate adjustments to our Consolidated Financial Statements will be made.  Adjustments may also result from actions of the Bankruptcy Court, settlement negotiations, rejection of executory contracts and real property leases, determination as to the value of any collateral securing claims and other events.  Any such adjustments could be material to our financial condition or results of operations in any given period.  For additional information on liabilities subject to compromise, see Note 4 - Liabilities Subject to Compromise and Reorganization Items, Net in the Notes to Consolidated Financial Statements.

As provided by the Bankruptcy Code, the Debtors have the exclusive right to file and solicit acceptance of a Plan for 120 days after the Petition Date with the possibility of extensions thereafter.  On February 23, 2010, the Bankruptcy Court granted our application for an extension of the period during which we have the exclusive right to file a Plan from February 11, 2010 to June 11, 2010.  The Bankruptcy Court had previously granted our applications for an extension of the exclusivity period on July 28, 2009 and October 27, 2009.  There can be no assurance that a Plan will be filed by the Debtors or confirmed by the Bankruptcy Court, or that any such Plan will be consummated.  After a Plan has been filed with the Bankruptcy Court, the Plan, along with a disclosure statement approved by the Bankruptcy Court, will be sent to all creditors and other parties entitled to vote to accept or reject the Plan.  In order to confirm a Plan, the Bankruptcy Court must make certain findings as required by the Bankruptcy Code.  The Bankruptcy Court may confirm a Plan notwithstanding the non-acceptance of the Plan by an impaired class of creditors or equity security holders if certain requirements of the Bankruptcy Code are met.

On January 15, 2010 we entered into Amendment No. 3 of the DIP Credit Facility that provided for, among other things, the consent of our DIP lenders to the sale of the PVC additives business.

On February 9, 2010, the Bankruptcy Court gave interim approval of an Amended and Restated Senior Secured Super-Priority Debtor-in-Possession Credit Agreement (the “Amended and Restated DIP Credit Agreement”) by and among the Debtors, Citibank N.A. and the other lenders party thereto.  The Amended and Restated DIP Credit Agreement provides for a first priority and priming secured revolving and term loan credit commitment of up to an aggregate of $450 million.  The proceeds of the loans and other financial accommodations incurred under the Amended and Restated DIP Credit Agreement were used to, among other things, to refinance the obligations outstanding under the DIP Credit Facility and provide working capital for general corporate purposes.  The Amended and Restated DIP Credit Agreement provided a substantial reduction in the Company’s financing costs through interest rate reductions and the avoidance of the extension fees that would have been payable under the DIP Credit Facility in February and May 2010.  It also provided us with greater flexibility to operate our business.  The Amended and Restated DIP Credit Agreement closed on February 12, 2010 with the drawings of the $300 million term loan.  On February 18, 2010, the Bankruptcy Court entered a final order providing full access to the Amended and Restated DIP Credit Agreement.  The Amended and Restated DIP Credit Agreement matures on the earlier of 364 days after the closing, the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the Amended and Restated DIP Credit Agreement).

35

The ultimate recovery by the Debtors’ creditors and our shareholders, if any, will not be determined until confirmation and implementation of a Plan.  No assurance can be given as to what recoveries, if any, will be assigned in the Chapter 11 cases to each of these constituencies.  A Plan could result in our shareholders receiving little or no value for their interests and holders of the Debtors’ unsecured debt, including trade debt and other general unsecured creditors, receiving less, and potentially substantially less, than payment in full for their claims.  Because of such possibilities, the value of our common stock and unsecured debt is highly speculative.  Accordingly, we urge that appropriate caution be exercised with respect to existing and future investments in any of these securities.  Although the shares of our common stock continue to trade on the Pink Sheets Electronic Quotation Service (“Pink Sheets”) under the symbol “CEMJQ,” the trading prices may have little or no relationship to the actual recovery, if any, by the holders under any eventual Bankruptcy Court-approved Plan.  The opportunity for any recovery by holders of our common stock under such Plan is uncertain as all creditors’ claims must be met in full, with interest where due, before value can be attributed to the common stock and, therefore, the shares of our common stock may be cancelled without any compensation pursuant to such Plan.

Continuation of our operations as a going concern is contingent upon, among other things, our ability and/or the Debtors’ ability (i) to comply with the terms and conditions of the Amended and Restated DIP Credit Agreement, as amended; (ii) to obtain confirmation of a Plan under the Bankruptcy Code; (iii) to return to profitability; (iv) to generate sufficient cash flow from operations; and (v) to obtain financing sources to meet our future obligations.  These matters raise substantial doubt about our ability to continue as a going concern.  The Consolidated Financial Statements do not reflect any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of these uncertainties.  Additionally, a Plan could materially change amounts reported in the Consolidated Financial Statements, which do not give effect to all adjustments of the carrying value of assets and liabilities that may be necessary as a consequence of completing reorganization under Chapter 11 of the Bankruptcy Code.

In addition, as part of our emergence from bankruptcy protection, we may be required to adopt fresh start accounting in a future period.  If fresh start accounting is applicable, our assets and liabilities will be recorded at fair value as of the fresh start reporting date.  The fair value of our assets and liabilities as of such fresh start reporting date may differ materially from the recorded values of assets and liabilities on our Consolidated Balance Sheets.  Further, if fresh start accounting is required, our financial results after the application of fresh start accounting may be different from historical trends.

Restructuring

In 2009, we initiated a comprehensive review process to strengthen our core businesses and improve our financial health, a process that is continuing in 2010.  As part of this process, we have undertaken a review of each of our businesses, individually and as part of our portfolio.  The review includes a determination of whether to continue in, consolidate, reorganize, exit or expand our businesses, operations and product lines.  In each case, we determined whether, on a short-term or long-term basis, the business, operation or product line constitutes a strategic fit with our core business as a global provider of specialty chemical products, contributes to our financial health and will achieve our business objectives.  If it does not, we will implement initiatives which may include, among other things, limiting or exiting the business, operation or product line, consolidating operations or facilities or selling or otherwise disposing of the business or asset.   Our review process also involves expanding businesses and product lines and bringing new products to market with significant growth opportunities.  Our goal is to reshape our Company into a stronger and leaner global enterprise focused on growth.

As a result of our review process, we have identified certain assets for potential sale.  In other cases, we have determined that restructuring or consolidating our operations or changing the way we do business or bring our products to market would further our business goals.  As the review process continues, additional assets may be sold or restructured, operations may be consolidated or exited and businesses, operations and product lines may be expanded.

In particular, during the fourth quarter of 2009, we initiated the process of selling our PVC additives business which resulted on February 23, 2010 in a definitive purchase agreement to sell our PVC additives business.  The proposed transaction is expected to close in the second quarter of 2010.  On January 25, 2010, we announced a restructuring plan involving the consolidation and idling of certain assets within the Flame Retardants business operations in El Dorado, Arkansas.  We transferred certain operations to third-party logistics providers, enabling us to maintain service levels at a more competitive cost.  We also entered into raw material supply agreements that will reduce the costs of our products.

As we implement these initiatives, we also focused on growth opportunities.  We plan to expand capacity at Gulf Stabilizer Industries, our joint venture facility in Al Jubail, Saudi Arabia and advance towards a joint venture between Al Zamil Group Holding Company and Chemtura Organometallics GmbH to build a world-scale metal alkyls manufacturing facility in Jubail Industrial City, Saudi Arabia.  We have also brought to market new and innovative product offerings.

36

We are reviewing approximately 13,000 of our executory contracts and real property leases to determine whether they constitute a strategic fit within our core business and, if not, to evaluate whether they should be assumed, rejected or restructured as permitted under the Bankruptcy Code.  While this process is not complete, we have taken actions accordingly, including rejecting various executory contracts and real property leases that do not further our business objectives.

Beginning in 2008 and continuing in 2009, we initiated cost reduction, working capital and other initiatives that generated positive cash flow over the last four quarters and allowed us to accumulate substantial cash balances.  We have achieved or exceeded all performance levels required in the DIP Credit Facility.

We believe that these continuing restructuring activities and growth initiatives have improved our financial strength which we believe will allow us to emerge successfully from Chapter 11 in 2010.

Reorganization Items

We have and will continue to incur substantial expenses resulting from our Chapter 11 cases.  Reorganization items, net presented in our Consolidated Statement of Operations represent the direct and incremental costs related to our Chapter 11 cases such as professional fees, gains related to the settlement of claims in the Chapter 11 cases and rejections or terminations of executory contracts and real property leases.  During 2009, we recorded $97 million of reorganization items, net.  We expect that our restructuring activities in 2010 will likely result in additional charges for reorganization items, net that could be material to our results of operations, financial condition or cash flows in any given period.  For additional information on reorganization items, net, see Note 4 - Liabilities Subject to Compromise and Reorganization Items, Net in the Notes to Consolidated Financial Statements.

Cash Flows from Operating Activities

Net cash provided by operating activities was $49 million in 2009 compared with $11 million of net cash used in operating activities in 2008. Changes in key accounts are summarized below:

Favorable (unfavorable)
(In millions)	2009			2008			Change
Accounts receivable	$	36		$	89		$	(53	)
Impact of accounts receivable facilities	(103		)	(136		)	33
Inventories	85			(12		)	97
Accounts payable	16			(25		)	41
Pension and post-retirement health care liabilities	(26		)	(46		)	20
Liabilities subject to compromise	(31		)	—			(31		)

During 2009, accounts receivable decreased by $36 million as compared with an $89 million decrease in 2008. The 2009 and 2008 decreases in accounts receivable were driven by reduced sales and the benefit of our collection efforts.  In 2009, the decrease in the proceeds from the sale of accounts receivable was $103 million, compared with a decrease of $136 million in 2008.  The decrease in 2009 was due to the termination of the 2009 U.S. Facility which was a condition of the establishment of the DIP Credit Facility and the restricted availability and access to the European Facility leading to its termination in the second quarter of 2009.  The decrease in 2008 related to reduced accounts receivable and changes in the terms of the accounts receivable facilities in both the U.S. and Europe.  Inventory decreased by $85 million in 2009 as compared with an increase of $12 million in 2008.  The decrease in 2009 was primarily due to lower product costs, inventory reduction initiatives and lower demand.  The increase in 2008 was primarily due to the impact of increases in the costs of raw material and packaging.  Accounts payable increased by $16 million in 2009 and decreased by $25 million in 2008 primarily due to the timing of vendor payments.  Liabilities subject to compromise were affected by payments of $31 million against pre-petition liabilities that were approved by the Bankruptcy Court.

During 2009, our pension and post-retirement healthcare liabilities decreased by $26 million, primarily due to contributions.  Contributions amounted to $28 million in 2009, which include $15 million for domestic plans and $13 million for international plans.  During 2008, our pension and post-retirement healthcare liabilities decreased by $46 million primarily due to contributions.  Contributions amounted to $42 million in 2008, which included $22 million for domestic plans and $20 million for international plans.

37

Net cash provided by operating activities in 2009 also reflected the impact of various charges and changes in pre-existing reserves.  A summary of these items and the net impact on cash flows provided by (used in) operating activities is as follows:

	Net Change per
	Consolidated			2009		2009
	Statement of			Expense		Cash
(In millions)	Cash Flows			(Benefit)		Payments
Interest payable	$	25		$	70	$	(45	)
Income taxes payable	(28		)	5		(33		)
Facility closure, severance and related costs	(22		)	3		(25		)
Antitrust settlement costs	—			6		(6		)
Environmental liabilities	11			20		(9		)
Management incentive plans	5			9		(4		)

Net cash provided by operating activities in 2009 also reflected the impact of certain non-cash charges, including $173 million of depreciation and amortization expense, $104 million in impairment charges, $73 million for changes in estimates related to expected allowable claims, $35 million of reorganization items, net and $11 million related to other non-cash charges.

Cash Flows from Investing and Financing Activities

Net cash used in investing activities was $58 million for 2009, which reflected net proceeds from prior year divestments of the oleochemicals and fluorine chemicals businesses of $3 million offset by $5 million of net cash paid as deferred consideration for a prior year acquisition.  Additionally, capital expenditures for 2009 amounted to $56 million as compared with $121 million for 2008 due to our continuing effort to control discretionary cash expenditures and restrictions under our DIP Credit Facility.  Expenditures were primarily related to U.S. and foreign facilities, the SAP project and environmental and other compliance requirements.

Net cash provided by financing activities was $173 million for 2009, which included proceeds from the DIP Credit Facility of $250 million, partially offset by payments of debt issuance costs on the DIP Credit Facility of $30 million, net repayments on the 2007 Credit Facility of $28 million, and net payments on other borrowings of $19 million.

Dividend payments totaled $36 million in 2008.  On October 30, 2008, we announced that we would suspend the payment of dividends to conserve cash and expand liquidity in a period of economic uncertainty. There were no dividend payments in 2009.

Contractual Obligations and Other Cash Requirements

We have obligations to make future cash payments under contracts and commitments, including long-term debt agreements, lease obligations, environmental liabilities, antitrust settlements, post-retirement health care liabilities, facility closures, severance and related costs, and other long-term liabilities.

The following table summarizes our significant contractual obligations and other cash requirements as of December 31, 2009.  Payments associated with liabilities subject to compromise, except for those liabilities approved by the Bankruptcy Court, have been excluded from the table below, as we cannot accurately forecast the future amounts and timing of the payments given the inherent uncertainties associated with our Chapter 11 cases.

38

		Payments Due by Period
(In millions)														2015 and
Contractual Obligations*		Total		2010		2011		2012		2013		2014		Thereafter
Total debt (including capital leases)	(a)	$	254	$	252	$	—	$	1	$	—	$	1	$	—
Operating leases	(b)	79		17		10		8		6		6		32
Contractual antitrust settlements	(c)	6		6		—		—		—		—		—
Facility closures, severance and related cost liabilities	(d)	4		4		—		—		—		—		—
Capital expenditures	(e)	12		12		—		—		—		—		—
Interest payments	(f)	29		29		—		—		—		—		—
Subtotal - Contractual Obligations		384		320		10		9		6		7		32
Environmental liabilities	(g)	84		14		18		11		8		6		27
Post-retirement health care liabilities	(h)	17		1		1		1		1		1		12
Other long-term liabilities (excluding pension liabilities)		33		2		7		3		3		1		17
Total cash requirements		$	518	$	337	$	36	$	24	$	18	$	15	$	88

* Additional information is provided in the Debt, Leases, Legal Proceedings and Contingencies, Pension and Other Post-Retirement Plans, Restructuring and Asset Impairment Activities, and Income Taxes Notes to our Consolidated Financial Statements.

(a)	Our debt agreements include various bank loans and future minimum payments under capital leases for which payments will be payable through 2014. As the Amended and Restated DIP Credit Agreement was entered into in February 2010, it is not reflected as an obligation as of December 31, 2009. The future minimum lease payments under capital leases at December 31, 2009 were not significant. Obligations by period reflect stated contractual due dates. Debt obligations in this table exclude $1.2 billion of liabilities subject to compromise.
(b)	Represents operating lease obligations primarily related to buildings, land and equipment. Such obligations are net of future sublease income and will be expensed over the life of the related lease contracts. Includes leases renegotiated through the Chapter 11 cases that received Bankruptcy Court approval.
(c)	Represents final installment payments of fines provided in the settlement of U.S. and Canadian antitrust cases, which received Bankruptcy Court approval. Under the agreement reached with the U.S. and Canadian authorities, the amount of these payments can increase if general unsecured creditors receive 62% or more of their claims under the terms of the Plan confirmed by the Bankruptcy Court.
(d)	Represents estimated payments from accruals related to our cost reduction programs.
(e)	Represents capital commitments for various open projects.
(f)	Represents interest payments related to various debt agreements. Interest obligations in the table exclude interest payable on $1.2 billion of debt obligations classified as liabilities subject to compromise.
(g)	We have environmental liabilities for future remediation and operating and maintenance costs directly related to remediation. We estimate that the environmental liability could range up to $164 million. We have recorded a liability for environmental remediation of $122 million at December 31, 2009 of which $42 million is classified as liabilities subject to compromise. Environmental liability obligations in the table exclude the $42 million classified as liabilities subject to compromise.
(h)	We have post-retirement health care plans that provide health and life insurance benefits to certain retired and active employees and their beneficiaries. These plans are generally not pre-funded and expenses are paid by us as incurred, with the exception of certain inactive government related plans that are paid from plan assets. Post-retirement health care liability obligations in the table exclude $133 million of liabilities subject to compromise.

During 2009, we made payments of $31 million and $2 million for operating leases and unconditional purchase obligations, respectively.

39

We fund our defined benefit pension plans based on the minimum amounts required by law plus additional voluntary contribution amounts we deem appropriate.  Estimated future funding requirements are highly dependent on factors that are not readily determinable.  These include changes in legislation, returns earned on pension investment and other factors related to assumptions regarding future liabilities.  We made contributions of $28 million in 2009 to our domestic and international pension and post-retirement benefit plans (including payments made by us directly to plan participants).  See “Critical Accounting Estimates” below for details regarding current pension assumptions.  To the extent that current assumptions are not realized, actual funding requirements may be significantly different from those described below.  Applying the provisions of the Pension Protection Act of 2006, we are not required to contribute to the domestic qualified pension plans in 2010.  The following table summarizes the estimated future funding requirements for defined benefit pension plans under current assumptions:

	Funding Requirements by Period
(In millions)	2010		2011		2012		2013		2014
Qualified domestic pension plans	$	—	$	30	$	56	$	45	$	42
International and non-qualified pension plans	17		17		18		18		20
Total pension plans	$	17	$	47	$	74	$	63	$	62

Other Sources and Uses of Cash

We expect to finance our continuing operations and capital spending requirements for 2010 with cash flows provided by operating activities, available cash and cash equivalents, and borrowings under the Amended and Restated DIP Credit Agreement and other sources.  Cash and cash equivalents as of December 31, 2009 were $236 million.

Bank Covenants and Guarantees

On March 18, 2009, the Debtors entered into a $400 million DIP Credit Facility arranged by Citigroup Global Markets Inc. with Citibank, N.A. as Administrative Agent.  On March 20, 2009, the Bankruptcy Court entered an interim order providing approval for the Debtors to access $190 million of the DIP Credit Facility in the form of a $165 million term loan and a $25 million revolving credit facility.  The DIP Credit Facility closed on March 23, 2009 with the drawing of the $165 million term loan.  The initial proceeds were used to fund the termination of the 2009 U.S. Facility, pay fees and expenses associated with the transaction and fund business operations.

On April 28, 2009, the Company, certain of our subsidiaries that are guarantors under the DIP Credit Facility, the banks, financial institutions and other institutional lenders party to the DIP Credit Facility (the “Lenders”), and Citibank, N.A., as Administrative Agent for the Lenders, entered into Amendment No. 1 to the DIP Credit Facility.  Amendment No. 1 amended the DIP Credit Facility to provide for, among other things, (i) an increase in the outstanding amount of inter-company loans the Debtors could make to our non-debtor foreign subsidiaries from $8 million to $40 million; (ii) a reduction in the required level of borrowing availability under the minimum availability covenant; and (iii) the elimination of the requirement to pay additional interest expense if a specified level of accounts receivable financing was not available to our European subsidiaries.  On April 29, 2009, the Bankruptcy Court granted final approval of the DIP Credit Facility, as amended pursuant to Amendment No. 1 thereto.

The DIP Credit Facility was comprised of the following:  (i) a $250 million non-amortizing term loan; (ii) a $64 million revolving credit facility; and (iii) an $86 million revolving credit facility representing the “roll-up” of certain outstanding secured amounts owed to lenders under the existing 2007 Credit Facility who have commitments under the DIP Credit Facility.  In addition, a sub-facility for letters of credit (“Letters of Credit”) in an aggregate amount of $50 million were available under the unused commitments of the revolving credit facilities.

The Bankruptcy Court entered a final order providing full access to the $400 million DIP Credit Facility on April 29, 2009.  On May 4, 2009, we drew the $85 million balance of the $250 million term loan and used the proceeds together with cash on hand to fund the $86 million “roll up” of certain outstanding secured amounts owed to certain lenders under the 2007 Credit Facility as approved by the final order.

40

On July 13, 2009, the Company and the parties to the DIP Credit Facility entered into Amendment No. 2 to the DIP Credit Facility subject to approvals by the Bankruptcy Court and our Board of Directors which approvals were obtained on July 14 and July 15, 2009, respectively.  Amendment No. 2 amended the DIP Credit Facility to provide for, among other things, our option to extend the maturity of the DIP Credit Facility for two consecutive three month periods subject to the satisfaction of certain conditions.  Prior to Amendment No. 2, the DIP Credit Facility matured on the earlier of 364 days (from the Petition Date), the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the DIP Credit Facility).

On January 15, 2010, we entered into Amendment No. 3 of the DIP Credit Facility that provided for, among other things, the consent of our DIP lenders to the sale of the PVC additives business.

On February 9, 2010, the Bankruptcy Court gave interim approval of the Amended and Restated DIP Credit Agreement.  The Amended and Restated DIP Credit Agreement provides for a first priority and priming secured revolving and term loan credit commitment of up to an aggregate of $450 million.  The Amended and Restated DIP Credit Agreement consists of a $300 million term loan and a $150 million revolving credit facility.  The proceeds of the term loan and other financial accommodations incurred under the Amended and Restated DIP Credit Agreement were used to, among other things, refinance the obligations outstanding under the DIP Credit Facility and provide working capital for general corporate purposes.  The Amended and Restated DIP Credit Agreement provided a substantial reduction in our financing costs through interest rate reductions and avoidance of the extension fees that would have been payable under the DIP Credit Facility in February and May 2010.  The Amended and Restated DIP Credit Agreement closed on February 12, 2010 with the drawings of the $300 million term loan and matures on the earlier of 364 days after the closing, the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the Amended and Restated DIP Credit Agreement).

The Amended and Restated DIP Credit Agreement, as was the DIP Credit Facility, is secured by a super-priority lien on substantially all of our U.S. assets, including (i) cash, (ii) accounts receivable; (iii) inventory; (iv) machinery, plant and equipment; (v) intellectual property; (vi) pledges of the equity of first tier subsidiaries; and (vii) pledges of debt and other instruments.

Availability of credit under the Amended and Restated DIP Credit Agreement, as was availability under the DIP Credit Facility, is equal to (i) the lesser of (a) the Borrowing Base (as defined below) and (b) the effective commitments under the DIP Credit Facility minus (ii) the aggregate amount of the DIP Loans and any undrawn or unreimbursed Letters of Credit.  Borrowing Base is the sum of (i) 80% of the Debtors’ eligible accounts receivable, plus (ii) the lesser of (a) 85% of the net orderly liquidation value percentage (as defined in the DIP Credit Facility) of the Debtors’ eligible inventory and (b) 75% of the cost of the Debtors’ eligible inventory, plus (iii) $275 million ($125 million under the DIP Credit Facility), less certain reserves determined in the discretion of the Administrative Agent to preserve and protect the value of the collateral.  As of December 31, 2009, extensions of credit outstanding under the DIP Credit Facility consisted of the $250 million term loan and Letters of Credit of $19 million.

Borrowings under the DIP Credit Facility term loans and the $64 million revolving facility bore interest at a rate per annum equal to, at our election, (i) 6.5% plus the Base Rate (defined as the higher of (a) 4%; (b) Citibank N.A.’s published rate; or (c) the Federal Funds rate plus 0.5%) or (ii) 7.5% plus the Eurodollar Rate (defined as the higher of (a) 3% or (b) the current LIBOR rate adjusted for reserve requirements).  Borrowings under the $86 million revolving facility bear interest at a rate per annum equal to, at our election, (i) 2.5% plus the Base Rate or (ii) 3.5% plus the Eurodollar Rate.  Additionally, we paid an unused commitment fee of 1.5% per annum on the average daily unused portion of the revolving facilities and a letter of credit fee on the average daily balance of the maximum daily amount available to be drawn under Letters of Credit equal to the applicable margin above the Eurodollar Rate applicable for borrowings under the applicable revolving 2007 Credit Facility.  Certain fees were payable to the lenders upon the reduction or termination of the commitment and upon the substantial consummation of a Plan as described more fully in the DIP Credit Facility including an exit fee payable to the Lenders of 2% of “roll-up” commitments and 3% of all other commitments.  These fees were paid upon the funding of the term loan under the Amended and Restated DIP Credit Agreement.

41

Borrowings under the Amended and Restated DIP Credit Agreement term loan bear interest at a rate per annum equal to, at our election, (i) 3.0% plus the Base Rate (defined as the higher of (a) 3%; (b) Citibank N.A.’s published rate; or (c) the Federal Funds rate plus 0.5%) or (ii) 4.0% plus the Eurodollar Rate (defined as the higher of (a) 2% or (b) the current LIBOR rate adjusted for reserve requirements).  Borrowings under the $150 million revolving facility bear interest at a rate per annum equal to, at our election, (i) 3.25% plus the Base Rate or (ii) 4.25% plus the Eurodollar Rate.  Additionally, we pay an unused commitment fee of 1.0% per annum on the average daily unused portion of the revolving facilities and a letter of credit fee on the average daily balance of the maximum daily amount available to be drawn under Letters of Credit equal to the applicable margin above the Eurodollar Rate applicable for borrowings under the applicable revolving 2007 Credit Facility.

Our obligations as borrower under the Amended and Restated DIP Credit Agreement, as they were under the DIP Credit Facility, are guaranteed by our U.S. subsidiaries who are Debtors in the Chapter 11 cases, which own substantially all of our U.S. assets.  The obligations must also be guaranteed by each of our subsidiaries that become party to the Chapter 11 cases, subject to specified exceptions.

All amounts owing by us and the guarantors under the Amended and Restated DIP Credit Agreement and certain hedging arrangements and cash management services, as they were under the DIP Credit Facility, are secured, subject to a carve-out as set forth in the Amended and Restated DIP Credit Agreement (the “Carve-Out”), for professional fees and expenses (as well as other fees and expenses customarily subject to such Carve-Out), by (i) a first priority perfected pledge of (a) all notes owned by us and the guarantors and (b) all capital stock owned by us and the guarantors (subject to certain exceptions relating to their respective foreign subsidiaries) and (ii) a first priority perfected security interest in all other assets owned by us and the guarantors, in each case, junior only to liens as set forth in the Amended and Restated DIP Credit Agreement and the Carve-Out.

The Amended and Restated DIP Credit Agreement, as did the DIP Credit Facility, requires that we meet certain financial covenants including the following: (a) minimum cumulative monthly earnings before interest, taxes, and depreciation (“EBITDA”), after certain adjustments, on a consolidated basis; (b) a maximum variance of the weekly cumulative cash flows of the Debtors, compared to an agreed upon forecast; (c) minimum borrowing availability of $20 million; and (d) maximum quarterly capital expenditures.  In addition, the Amended and Restated DIP Credit Agreement contains covenants which, among other things, limit the incurrence of additional debt, operating leases, issuance of capital stock, issuance of guarantees, liens, investments, disposition of assets, dividends, certain payments, mergers, change of business, transactions with affiliates, prepayments of debt, repurchases of stock and redemptions of certain other indebtedness and other matters customarily restricted in such agreements.  As of December 31, 2009, we were in compliance with the covenant requirements of the DIP Credit Facility.

The Amended and Restated DIP Credit Agreement contains events of default triggered upon, among others things, payment defaults, breaches of representations and warranties, and covenant defaults.

We have standby letters of credit and guarantees with various financial institutions the majority of which were issued under the 2007 Credit Facility.  Any additional drawings of letter of credits issued under the 2007 Credit Facility will be classified as liabilities subject to compromise in the Consolidated Balance Sheet.  At December 31, 2009, we had $52 million of outstanding letters of credit and guarantees primarily related to liabilities for environmental remediation, vendor deposits, insurance obligations and European value added tax obligations.  The outstanding letters of credit include $33 million issued under the 2007 Credit Facility that are pre-petition liabilities and $19 million issued under the DIP Credit Facility letter of credit sub-facility.  We also had $17 million of third party guarantees at December 31, 2009 for which we have reserved $2 million at December 31, 2009, which represents the probability weighted fair value of these guarantees.

42

RESULTS OF OPERATIONS

(In millions, except per share data)	2009			2008			2007
Net Sales
Consumer Performance Products	$	457		$	516		$	567
Industrial Performance Products	999			1,465			1,513
Crop Protection Engineered Products	332			394			352
Industrial Engineered Products	753			1,171			1,315
Net Sales	$	2,541		$	3,546		$	3,747
Operating Profit (Loss)
Consumer Performance Products	$	63		$	50		$	62
Industrial Performance Products	91			105			140
Crop Protection Engineered Products	42			78			58
Industrial Engineered Products	(11		)	17			36
Segment Operating Profit	185			250			296
General corporate expense including amortization	(95		)	(98		)	(92		)
Change in useful life of property, plant and equipment	—			(32		)	(40		)
Facility closures, severance and related costs	(3		)	(26		)	(36		)
Antitrust costs	(10		)	(12		)	(35		)
Loss on sale of businesses	—			(25		)	(15		)
Impairment of long-lived assets	(104		)	(986		)	(19		)
Changes in estimates related to expected allowable claims	(73		)	—			—
Total Operating (Loss) Profit	(100		)	(929		)	59
Interest expense	(70		)	(78		)	(87		)
Other (expense) income, net	(17		)	9			(5		)
Reorganization items, net	(97		)	—			—
Loss from continuing operations before income taxes	(284		)	(998		)	(33		)
Income tax (provision) benefit	(5		)	27			(4		)
Loss from continuing operations	(289		)	(971		)	(37		)
Earnings from discontinued operations, net of tax	—			—			18
(Loss) gain on sale of discontinued operations, net of tax	(3		)	—			24
Net (loss) earnings	(292		)	(971		)	5
Less: net earnings attributable to non-controlling interests	(1		)	(2		)	(8		)
Net loss attributable to Chemtura Corporation	$	(293	)	$	(973	)	$	(3	)

EARNINGS (LOSS) PER SHARE - BASIC AND DILUTED - ATTRIBUTABLE TO CHEMTURA CORPORATION:
Loss from continuing operations	$	(1.19	)	$	(4.01	)	$	(0.18	)
Earnings from discontinued operations	—			—			0.07
(Loss) gain on sale of discontinued operations	(0.01		)	—			0.10
Net loss attributable to Chemtura Corporation	$	(1.20	)	$	(4.01	)	$	(0.01	)

43

2009 COMPARED TO 2008

Overview

Consolidated net sales of $2.5 billion for 2009 were $1 billion lower than the prior year.  The decrease in net sales was attributable to reduced sales volumes of $912 million primarily due to the global economic slow down and its impact on the industries we supply, unfavorable currency translation of $46 million, the impact of the divestiture of the oleochemicals business in the Industrial Engineered Products segment of $31 million and reduced selling prices of $16 million.  The reduction in volume impacted all segments, particularly the Industrial Performance Products and the Industrial Engineered Products segments.  All segments experienced a reduction in selling prices, except for the Consumer Performance Products segment.  Selling price increases that occurred in 2008 within the Consumer Performance Products segment were in response to increases in the costs of raw materials.

Gross profit decreased by $142 million to $594 million for 2009 as compared with 2008.  The decrease in gross profit was primarily driven by a $256 million reduction in sales volume and unfavorable product mix, $28 million from unfavorable manufacturing costs (largely due to lower plant utilization), $16 million from lower selling prices, $9 million in unfavorable foreign currency translation, a $5 million benefit in 2008 from insurance proceeds and other decreases in costs of $1 million.  These impacts were partially offset by a $142 million decrease in raw material and energy costs, $22 million in lower distribution costs, a $7 million charge in 2008 for an assumed lease and a $2 million reduction in accelerated asset retirement obligations.  Gross profit as a percentage of sales increased to 23% in 2009 from 21% in 2008 mainly due to lower direct product costs.

Selling, general and administrative (“SG&A”) expense of $293 million for 2009 was $39 million lower than in 2008.  The decrease in SG&A reflected the favorable benefit of our restructuring programs and tight control of discretionary spending.  Favorable foreign currency translation contributed $7 million to the reduction, which was offset by the benefit of a $4 million pension plan curtailment gain in 2008.

Depreciation and amortization expense of $173 million for 2009 was $64 million lower than in 2008.  This decrease is primarily due to accelerated depreciation taken in 2008 related to the divested oleochemicals business and our legacy enterprise resource planning (“ERP”) systems.

Research and development (“R&D”) expense of $38 million for 2009 was $13 million lower than in 2008 as a result of cost reduction initiatives.

Facility closure, severance and related costs of $3 million in 2009 and $26 million in 2008 were primarily due to our restructuring program announced in December 2008 which involved a worldwide reduction in our professional and administrative staff of approximately 500 people.

We incurred antitrust costs of $10 million in 2009, which primarily represented a judgment in litigation related to certain rubber chemical claimants and legal costs associated with antitrust investigations and civil lawsuits.  Antitrust costs of $12 million in 2008 were primarily related to settlement offers made to certain rubber chemical claimants and legal costs associated with antitrust investigations and civil lawsuits.

Loss on sale of business of $25 million in 2008 was primarily related to the sale of the oleochemicals business.

We recorded a charge of $104 million in 2009 for the impairment of long-lived assets.  The 2009 charge included the impairment of goodwill of $37 million for the Consumer Performance Products segment, and the impairment of property, plant and equipment and intangibles assets of $53 million and $14 million, respectively, for the polyvinyl chloride (“PVC”) additives business, a component of the Industrial Engineered Products segments.  The impairment charges were principally the result of underperformance of the reporting units in these segments contributed by weaker industry demand due to the global economic recession.  These factors resulted in reduced expectations for future cash flows and lower estimated fair values for the respective assets.

We recorded a charge of $986 million in 2008 for the impairment of long-lived assets.  The 2008 charge included the impairment of goodwill of $540 million for the Consumer Performance Products segment, $82 million for the Industrial Performance Products segment and $363 million for the Industrial Engineered Products segment.  The impairment charges were primarily the result of updated long-term financial projections and the deteriorating financial performance in the fourth quarter of 2008, coupled with adverse equity market conditions.

44

We incurred charges of $73 million for changes in estimates related to expected allowable claims.  These charges represent adjustments to liabilities subject to compromise (primarily legal and environmental reserves) as a result of the proofs of claim evaluation process.

We incurred an operating loss of $100 million for 2009 compared with an operating loss of $929 million for 2008.  The decrease in the operating loss of $829 million reflected the $882 million decrease in impairment of long-lived assets, primarily due to the goodwill impairment in 2008; a $64 million decrease in depreciation and amortization expense, primarily due to accelerated depreciation taken in 2008; a $52 million decrease in SG&A and R&D (“SGA&R”) expenses due to the benefits of our restructuring and other cost reduction initiatives; a $25 million loss on the sale of the oleochemicals business in 2008; a $23 million decrease in facility closures, severance and related costs; and a $2 million decrease in antitrust costs.  These favorable impacts were partially offset by a $142 million decrease in gross profit discussed above, a $73 million charge in 2009 for changes in estimates related to expected allowable claims and $4 million in lower equity income.

Loss from continuing operations attributable to Chemtura for 2009 was $290 million, or $1.19 per diluted share, as compared with a loss of $973 million, or $4.01 per diluted share in 2008.

Consumer Performance Products

Net sales for the Consumer Performance Products segment decreased by $59 million to $457 million in 2009 compared with $516 million in 2008.  Operating profit increased $13 million in 2009 to $63 million compared with $50 million in 2008.

The $59 million decrease in net sales was driven by reduced sales volume of $89 million and the impact of unfavorable foreign currency translation of $8 million, partially offset by $38 million in price increases in response to significant raw material cost increases experienced in 2008.  The lower net sales volume in 2009 was the result of unseasonably cold and wet weather conditions in the North American market which negatively impacted the pool and spa business, the exit from our pool and spa distribution business in mid-2008 and supply disruptions due to constrained liquidity early in the 2009 season which negatively impacted sales in our home cleaning business.

Operating profit increased by $13 million due to higher selling prices of $38 million, and the benefit of cost reductions, including $9 million in lower raw material and energy costs, a $7 million reduction in distribution costs and a $20 million decrease in SGA&R and other costs.  As part of our reorganization initiatives, in the U.S., this segment transitioned to third party providers to reduce its distribution costs and improve customer service.  In September 2009, the U.S. operations also transitioned to a single instance of SAP and retired the legacy ERP system.  These cost reduction benefits were partially offset by a $46 million reduction in sales volume and unfavorable product mix combined with an $11 million increase in manufacturing costs, a $3 million increase in accelerated depreciation expense and a $1 million impact from unfavorable foreign currency translation.

Industrial Performance Products

Net sales in the Industrial Performance Products segment decreased by $466 million to $999 million in 2009 compared with $1,465 million in 2008.  Operating profit decreased $14 million in 2009 to $91 million compared with $105 million in 2008.

The $466 million decrease in net sales resulted from reduced sales volume of $414 million, $36 million in lower selling prices and $16 million in unfavorable foreign currency translation.  All product lines experienced reduced sales volumes year-over-year due to the global economic recession, although demand improved during the second half of 2009.  The lower sales prices in 2009 reflect corresponding reductions in raw material costs.

This segment’s product lines that are mostly exposed to cyclical industrial and consumer durable markets felt the brunt of the global economic recession.  Antioxidant products used in poly-olefins such as poly-propylene saw dramatic declines in volume starting in the latter part of the fourth quarter of 2008 and through much of the first half of 2009.  Castable urethane products used by small to mid-size manufacturers of industrial components and in the electronics and mining industries also saw significant declines in demand.  However, the sale of petroleum additives used in transportation lubricants and fuels proved more robust, recovering to near normal levels after some industry destocking at the start of the global economic recession.  Industrial demand started to show modest recovery by summer and continued to expand in the second half of 2009, but is still significantly lower than it was before the global economic recession.

45

Operating profit decreased by $14 million due to a $106 million reduction in sales volume and unfavorable product mix, a $36 million decrease in selling prices, a $1 million increase in accelerated depreciation of property, plant and equipment and a $1 million decrease in equity income.  These unfavorable drivers were partially offset by an $84 million decrease in raw material and energy costs, a $16 million decrease in SGA&R, an $11 million decrease in manufacturing costs, an $8 million decrease in distribution costs, a $2 million decrease in accelerated recognition of asset retirement obligations, a $2 million benefit from favorable foreign currency translation and a $7 million decrease in other costs.  This segment acted quickly at the outset of the global economic recession, to manage its production capacity and make fixed costs variable, mitigating some of the impact of the declines in demand.  However, it preserved spending on critical new product development programs to enable it to continue to build a platform for future growth.

Crop Protection Engineered Products

Net sales for the Crop Protection Engineered Products segment decreased by $62 million to $332 million in 2009 compared with $394 million in 2008.  Operating profit decreased $36 million to $42 million in 2009 compared with $78 million in 2008.

The decrease in net sales of $62 million reflected $47 million in lower sales volume and $15 million in unfavorable foreign currency translation.  2009 proved to be a difficult and challenging year for the global agricultural industry.  Crop prices declined reducing grower profitability and constraints in the global credit markets limited the capacity of growers to finance their crops.  In addition, there was a product cancellation in the European market.  As a result, global demand from growers declined and dealers and distributors reduced inventory, particularly in emerging markets.  This segment saw the greatest weakness in eastern European markets, although demand was soft in all markets.  The Latin American market experienced a slow start to the growing season, but demand from Brazil strengthened in the middle of the southern hemisphere’s summer.

Operating profit decreased by $36 million primarily due to $24 million of lower volume and unfavorable product mix, $11 million in higher manufacturing costs, $3 million due to higher raw material costs, $3 million in unfavorable foreign currency translation and $1 million of increased distribution costs, which were partly offset by $6 million of SGA&R and other cost reductions.  Demand has been affected by lower agricultural commodity prices and the impact of the reduced availability of credit to growers.  Manufacturing costs increased primarily due to lower production levels, driven in part by the product cancellation in the European market.

Industrial Engineered Products

Net sales in the Industrial Engineered Products segment decreased by $418 million to $753 million in 2009 compared with $1,171 million in 2008.  The operating loss of $11 million in 2009 reflected a deterioration of $28 million compared with a $17 million operating profit in 2008.

The decrease in net sales of $418 million reflected a decline in sales volume of $364 million, a $31 million reduction in sales volume due to the divestiture of the oleochemicals business in February 2008, a $17 million reduction in selling prices which reflect corresponding reductions in raw material costs and $6 million in unfavorable foreign currency translation.

As our most cyclically exposed segment, Industrial Engineered Products experienced the greatest impact from the global economic recession.  The primary industries served by this segment are electronics, building and construction, automotive and consumer durables.  All industries experienced very sharp declines in demand in the latter part of the fourth quarter of 2008 which continued through the spring of 2009.  By summer, electronics demand started to recover benefiting the segment’s flame retardant product line.  This recovery continued throughout the balance of the year.  While demand from other industries stabilized by the summer, recovery has been very slow.  The building and construction industry, which is the primary industry for the segment’s PVC additives products and utilizes flame retardant products, remained weak.  The organometallics product line with more specialized application experienced a smaller impact from the global recession and continued to develop new applications for its products.

46

The deterioration in operating profit of $28 million in 2009 reflected an $80 million reduction due to lower volume and unfavorable product mix, $18 million in unfavorable manufacturing costs (primarily due to lower plant utilization), $17 million in decreased selling prices, a $3 million decrease in equity income and $1 million in unfavorable foreign currency translation.  This segment also acted quickly at the outset of the global economic recession, to manage its production capacity and reduce fixed manufacturing costs, mitigating some of the impact of the declines in demand.  However, it preserved spending on critical new product development programs to enable it to continue to build a platform for future growth. These decreases in operating profit were partially offset by a $53 million decrease in raw material and energy costs, a $14 million reduction in accelerated depreciation of certain assets, an $11 million benefit from lower SGA&R, an $8 million reduction in distribution costs and $5 million of other cost reductions.

General Corporate

General corporate expense includes costs and expenses that are of a general nature or managed on a corporate basis.  These costs primarily represent corporate administration services net of costs allocated to the business segments, costs related to corporate headquarters, management compensation plan expenses related to executives and corporate managers and worldwide amortization expense.  Functional costs are allocated between the business segments and general corporate expense.

General corporate expense was $95 million for 2009, which included $39 million of amortization expense related to intangibles, compared with $98 million for 2008, which included $45 million of amortization expense.

The decrease in general corporate expense of $3 million was primarily driven by a $9 million reduction in depreciation and amortization expense (amortization expense in 2008 included a $4 million charge related to the acceleration of amortization of the intangible value of our discontinued Sun® brand product line) and a $7 million charge in the first quarter of 2008 related to an assumed lease.  These decreases were partially offset by a $5 million benefit in 2008 related to the recovery of insurance proceeds; $4 million in higher pension and other post-retirement benefit plan costs; and a $4 million pension plan curtailment gain in 2008.

Corporate accelerated deprecation of property, plant and equipment included a charge of $32 million in 2008 primarily related to our project to upgrade our legacy ERP systems to a single instance of SAP.

Other Expenses

Interest expense of $70 million in 2009 was $8 million lower than 2008.  Lower interest expense from not recording contractual interest expense on unsecured debt as a result of the Chapter 11 filing was partially offset by an increase due to borrowings under the DIP Credit Facility at higher interest rates than our pre-petition debt.

Other expense, net was $17 million in 2009 compared with other income, net of $9 million in 2008.  The increase in expense is primarily due to losses from unfavorable foreign exchange impacts of $48 million, primarily resulting from our inability to purchase foreign currency forward contracts under the terms of our DIP Credit Facility, partially offset by lower fees of $14 million associated with the termination of our accounts receivable financing facilities and fees of $6 million in 2008 associated with the 2007 Credit Facility amendment and waiver.

Reorganization items, net of $97 million represented items realized or incurred by us related to our reorganization under Chapter 11.  Reorganization items, net during 2009 included professional fees directly associated with the reorganization; the write-off of debt discounts, premiums and debt issuance costs; the write-off of deferred financing expenses related to the termination of the 2009 U.S. Facility; rejections or terminations of executory contracts and real property leases; gains on the settlement of claims; and reorganization initiatives for which Bankruptcy Court approval had been obtained.

Income Taxes

Our income tax expense in 2009 was $5 million compared with a benefit of $27 million in 2008.  The 2009 income tax expense included an increase to our valuation allowance and the impact of a decrease in the liability for an unrecognized tax benefit of $9 million as a result of the expiration of the statute of limitation, bankruptcy claims adjustments and favorable audit settlements or payments related to the prior years.  We provided a full valuation allowance against the tax benefit associated with our U.S. net operating loss.  The 2008 income tax benefit included the impact of a goodwill impairment charge and the increase of a valuation allowance against our deferred tax assets.

47

Discontinued Operations

The loss on sale of discontinued operations in 2009 was $3 million (net of $1 million of tax), which represented an adjustment for a loss contingency related with the sale of the OrganoSilicones business in July 2003.

2008 COMPARED TO 2007

Overview

Consolidated net sales of $3.5 billion for 2008 were $201 million lower than in 2007.  Net sales decreased by $227 million due to lower volume and $205 million due to business divestitures (oleochemicals and organic peroxides businesses and the Celogen®, Diamond, and Terraclor product lines), which were partially offset by $159 million in increased selling prices, $52 million in favorable foreign currency translation and $20 million from the Kaufman Holdings Corporation (“Kaufman”) acquisition in the first quarter of 2007.

Gross profit decreased by $128 million to $736 million for 2008 as compared with 2007.  Gross profit as a percentage of sales declined to 21% in 2008 from 23% in 2007.  The decrease in gross profit reflected a $205 million impact from increased raw material and energy costs, $41 million in lower volume, $30 million in unfavorable manufacturing costs and $11 million in other cost increases.  These unfavorable factors were partially offset by $159 million in higher selling prices.  Unfavorable manufacturing costs were primarily driven by temporary plant closures during the fourth quarter of 2008.

SG&A expense of $332 million for 2008 was $40 million lower than in 2007.  This decrease is primarily due to the impact of our restructuring program that was announced in June 2007 and other cost reduction initiatives.

Depreciation and amortization expense of $237 million for 2008 was $32 million lower than in 2007.  This decrease is primarily due to a net reduction in accelerated depreciation of property, plant and equipment of $23 million.  In 2007, accelerated depreciation was related to the closure of certain antioxidant manufacturing facilities in Europe and in 2008 it was principally related to the oleochemicals business which was sold in the first quarter of 2008.

R&D expense of $51 million for 2008 was $11 million lower than in 2007 as a result of cost reduction initiatives.

Facility closure, severance and related costs for 2008 were $26 million, which was due primarily to our restructuring program announced in December 2008.  The 2007 costs of $36 million were primarily severance costs related to our 2007 cost savings initiatives.

We incurred antitrust costs of $12 million in 2008 compared with $35 million in 2007.  Antitrust costs for 2008 were primarily related to settlement offers made to certain rubber chemical claimants and legal costs associated with antitrust investigations and civil lawsuits.  Antitrust costs for the same period in 2007 primarily represented settlement offers made to certain urethane and rubber chemicals claimants, indirect case claimants, securities class action plaintiffs and legal costs associated with the antitrust investigations and civil lawsuits.

Loss on sale of business of $25 million in 2008 was primarily related to the sale of the oleochemicals business.  The loss on sale of business of $15 million in 2007 was primarily related to the sale of the Celogen® product line.

The impairment of long-lived assets of $986 million in 2008 was primarily related to reducing the carrying value of goodwill in our Consumer Performance Products, Industrial Performance Products and Industrial Engineered Products segments.  The impairment of long-lived assets was $19 million in 2007.  Included in this charge was $9 million related to our Ravenna, Italy facility, $4 million related to facilities affected by the 2007 restructuring programs, $3 million related to the sale of the Marshall, Texas facility and $3 million related to our legacy ERP systems.

We incurred an operating loss of $929 million for 2008 compared with an operating profit of $59 million for 2007.  The decrease in operating profit reflected a $967 million increase in impairment of long-lived assets (2008 included a $985 million impairment of goodwill associated with the Consumer Performance Products, Industrial Performance Products and Industrial Engineered Products segments), a $128 million decrease in gross profit discussed above and a $10 million increase in loss on sale of business.  These unfavorable impacts were partially offset by a $51 million decrease in SGA&R expenses due to savings from the 2007 restructuring program and cost-reduction initiatives, a $32 million decrease in depreciation and amortization, a $23 million decrease in antitrust costs, a $10 million decrease in facility closures, severance and related costs and $1 million in higher equity income.

48

Loss from continuing operations attributable to Chemtura Corporation for 2008 was $973 million, or $4.01 per diluted share, as compared to a loss of $45 million, or $0.18 per diluted share, for 2007.

Consumer Performance Products

The Consumer Performance Products segment reported net sales of $516 million for 2008, compared with $567 million for 2007.  Operating profit was $50 million for 2008, which reflected a decrease of $12 million compared with $62 million in 2007.

The net sales decrease of $51 million was due to a $72 million decrease in sales volume, partially offset by improvements in selling prices of $14 million and favorable foreign currency translation of $7 million.  The loss in volume during 2008 is attributable to lower volume of distributor sales, following the decision to terminate sales through this channel, lower dealer and international sales due to a combination of poor weather conditions and constrained consumer spending, partially offset by higher sales in the mass market channel.

The reduction in operating profit was primarily driven by $35 million in lower volume, $10 million of higher raw material costs and $2 million from unfavorable manufacturing costs.  These decreases in operating profit were partly offset by a $14 million increase in selling prices, a $9 million reduction in the cost of marketing programs, a $7 million reduction in corporate charges, a $4 million reduction in distribution costs and $1 million from foreign currency translation.

Industrial Performance Products

Net sales in the Industrial Performance Products segment of $1.5 billion for 2008 decreased by $48 million as compared with 2007.  Operating profit decreased $35 million to $105 million compared with $140 million in 2007.

The net sales decrease of $48 million was due to a $112 million decrease in volume and a $52 million decrease related to divestitures partially offset by an $80 million benefit from higher selling prices, $20 million from the first quarter 2007 acquisition of Kaufman, and a $16 million benefit related to favorable foreign currency translation.

The reduction in operating profit reflected raw material cost increases of $89 million, a $20 million impact from lower volume, increased manufacturing costs of $9 million and higher distribution costs of $6 million. These unfavorable factors were partially offset by $80 million from higher selling prices, a $5 million reduction in corporate charges, and a $4 million increase due to the Kaufman acquisition.

Crop Protection Engineered Products

Net sales for the Crop Protection Engineered Products segment were $394 million for 2008, an increase of $42 million over 2007.  Operating profit of $78 million increased by $20 million compared with $58 million in 2007.

The increase in net sales reflected an increase of $44 million from organic volume growth primarily due to increased demand for products across Europe and an $8 million benefit from foreign currency translation, offset by $3 million in reduced selling prices and $7 million due to the sale of certain product lines.

The increase in operating profit was primarily driven by $19 million in higher volume and favorable product mix, $4 million from lower manufacturing costs, $3 million from reduced R&D project spending, $3 million from reduced corporate charges, $2 million due to favorable foreign currency translation, a $1 million reduction in provision for doubtful accounts and a net reduction of $4 million from other cost savings programs.  These favorable factors were partly offset by the product line divestitures that reduced operating profit by $6 million, increased raw materials costs of $4 million, distribution cost increases of $3 million, and a $3 million decrease in selling prices.

Industrial Engineered Products

Net sales for the Industrial Engineered Products segment of $1.2 billion in 2008 decreased by $144 million compared with 2007.  Operating profit of $17 million for 2008 decreased $19 million compared with $36 million for 2007.

49

The decrease in net sales reflected a $145 million reduction resulting from the divestiture of the oleochemicals business and the organic peroxides product line, and a decrease in volume of $86 million related primarily to the flame retardants and PVC additives product lines.  These reductions were partially offset by a $67 million increase due to improvements in selling prices primarily to recover higher raw material and energy costs, and $20 million of favorable foreign currency translation.

Operating profit reflected the impact of $102 million in raw material and energy cost increases, $19 million of increased manufacturing costs, $6 million related to divestitures and $4 million from lower volume and unfavorable product mix.  These decreases in operating profit were partially offset by $67 million from increased selling prices, a $16 million reduction in accelerated depreciation of certain assets, $7 million reduction in corporate charges, $7 million from lower SG&A expenditures, $7 million of favorable currency translation, $4 million from lower distribution costs, $3 million in reduced R&D spending and a $1 million increase in equity income.

General Corporate

General corporate expense was $98 million for 2008, which included $45 million of amortization expense related to intangibles, compared with $92 million for 2007, which included $40 million of amortization expense.

Amortization expense in 2008 included a $4 million charge related to the acceleration of amortization of the intangible value of our discontinued Sun® brand product line.  The remaining increase in corporate expense of $2 million was primarily due to a $7 million charge relating to an assumed lease, a $4 million benefit in 2007 from the sale of an office lease and a $1 million pension settlement in Canada.  These increases were offset by a $5 million curtailment gain due to the decision to eliminate future earnings benefits of participants in certain international pension plans and a $5 million benefit related to the recovery of insurance proceeds.

Corporate accelerated deprecation of property, plant and equipment included a charge of $32 million in 2008 and $40 million in 2007 primarily related to our project to upgrade our legacy ERP systems to a single instance of SAP and our restructuring programs.

Other Expenses

Interest expense of $78 million for 2008 was $9 million lower than in 2007.  The decrease was primarily due to lower average borrowings.

Other income, net was $9 million in 2008 compared with $5 million of expense in 2007.  The $14 million increase in income reflected an increase in favorable foreign currency gains of $14 million, lower costs associated with the accounts receivable facilities of $5 million and an increase in interest income of $1 million, partially offset by $6 million of fees and expenses associated with the 2007 Credit Facility amendment and waiver in December 2008.

Income Taxes

Our income tax benefit from continuing operations was $27 million in 2008 compared with tax expense of $4 million in 2007, an increase in tax benefit of $31 million.  This change is principally due to the mix of domestic versus foreign earnings, a book based goodwill impairment charge and the increase of a valuation allowance against our deferred tax assets.

Discontinued Operations

Gain on sale of discontinued operations in 2007 was $24 million (net of $13 million of tax).  The gain included $23 million related to the sale of the EPDM business and $2 million related to the final contingent earn-out proceeds related to the sale of the OrganoSilicones business, partially offset by a loss of $1 million from the sale of the optical monomers business.

Earnings from discontinued operations in 2007 was $18 million (net of $9 million of tax), which reflected the operations of the EPDM, fluorine and optical monomers businesses that were subsequently sold.

50

CRITICAL ACCOUNTING ESTIMATES

Our Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States, which require us to make estimates and assumptions that affect the amounts and disclosures reported in the Consolidated Financial Statements and accompanying notes.  Accounting estimates and assumptions described in this section are those we consider to be the most critical to an understanding of our financial statements because they inherently involve significant judgments and uncertainties.  For all of these estimates, we note that future events rarely develop exactly as forecast, and the best estimates routinely require adjustment.  Actual results could differ from such estimates.  The following paragraphs summarize our critical accounting estimates.  Significant accounting policies used in the preparation of our Consolidated Financial Statements are discussed in the Notes to Consolidated Financial Statements.

Liabilities Subject to Compromise

Our Consolidated Financial Statements include, as liabilities subject to compromise, certain pre-petition liabilities generally subject to an automatic bankruptcy stay that were recorded in our Consolidated Balance Sheets at the time of our Chapter 11 filings with the exception of those items approved by the Bankruptcy Court to be settled.  In addition, we also reflected asliabilities subject to compromise estimates of expected allowed claims relating to liabilities for rejected and repudiated executory contracts and real property leases, environmental, litigation, accounts payable and accrued liabilities, debt and other liabilities.  These expected allowed claims require us to estimate the likely claim amount that will be allowed by the Bankruptcy Court prior to the Bankruptcy Court’s ruling on the individual claims.  These estimates are based on reviews of claimants’ supporting material, obligations to mitigate such claims, and assessments by us and third-party advisors.  We expect that our estimates, although based on the best available information, will change due to actions of the Bankruptcy Court, better information becoming available, negotiations, rejection or repudiation of executory contracts and real property leases, and the determination as to the value of any collateral securing claims, proofs of claim or other events.  See Note 21 — Legal Proceedings and Contingencies in the Notes to the Consolidated Financial Statements for further discussion of the Company’s Chapter 11 claims assessment.

Carrying Value of Goodwill and Long-Lived Assets

We have elected to perform our annual goodwill impairment procedures for all of our reporting units in accordance with Accounting Standards Codification (“ASC”) Subtopic 350-20, Intangibles — Goodwill and Other - Goodwill (“ASC 350-20”) as of July 31, or sooner, if events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.

Our cash flow projections, used to estimate the fair value of our reporting units, are based on subjective estimates.  Although we believe that our projections reflect our best estimates of the future performance of our reporting units, changes in estimated revenues or operating margins could have an impact on the estimated fair values.  Any increases in estimated reporting unit cash flows would have had no impact on the carrying value of that reporting unit.  However, a decrease in future estimated reporting unit cash flows could require us to determine whether recognition of a goodwill impairment charge was required.  The assessment is required to be performed in two steps: step one to test for a potential impairment of goodwill and, if potential impairments are identified, step two to measure the impairment loss through a full fair valuing of the assets and liabilities of the reporting unit utilizing the acquisition method of accounting.

We also perform corroborating analysis of our fair value estimates utilized for our step 1 tests at each annual and interim testing date.  Prior to 2009, this corroborating analysis included reconciling the sum of the reporting unit fair values to our market capitalization value.  This corroborating analysis supported the conclusion that the reduction in certain reporting unit fair values for each subsequent test in 2008 was correlated to our declining stock price during the second half of 2008.  The implied control premiums resulting from this corroborating analysis revealed a range of 25% to 35% which was deemed reasonable for our industry.

51

During the quarter ended March 31, 2009, there was continued weakness in the global financial markets, resulting in additional decreases in the valuation of public companies and restricted availability of capital.  Additionally, our stock price continued to decline due to the constrained liquidity, deteriorating financial performance and the Debtors filing of a petition for relief under Chapter 11 of the United States Bankruptcy Code.  These events were of sufficient magnitude for us to conclude that it was appropriate to perform a goodwill impairment review as of March 31, 2009.  We used our own estimates of the effects of the macroeconomic changes on the markets we serve to develop an updated view of our projections.  Those updated projections were used to compute updated estimated fair values of our reporting units.  Based on these estimated fair values used to test goodwill for impairment in accordance with ASC 350-20, we concluded that no impairment existed in any of our reporting units at March 31, 2009.

The financial performance of certain reporting units was negatively impacted versus expectations due to the cold and wet weather conditions during the first half of 2009.  Based on this fact along with the macro economic factors described above, we concluded that it was appropriate to perform a goodwill impairment review as of June 30, 2009.  We used the updated projections in our long-range plan to compute estimated fair values of our reporting units.  These projections indicated that the estimated fair value of the Consumer Performance Products reporting unit was less than its carrying value.  Based on our preliminary analysis, an estimated goodwill impairment charge of $37 million was recorded for this reporting unit in the second quarter of 2009 (representing the remaining goodwill in this reporting unit).  We finalized our analysis of the goodwill impairment charge in the third quarter of 2009 and no change to the estimated charge was required.

We did not perform corroborating analysis of estimated fair values by using market capitalization for the March 31, 2009 and June 30, 2009 interim impairment test.  Our stock price had declined significantly as of March 31, 2009 as a result of the bankruptcy filing and its potential impact on equity holders who lack priority in our capital structure.  A reconciliation to a market capitalization based upon such a share price was not deemed to be appropriate since this was not a representative fair value of the reporting units in accordance with ASC 350-20 and ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”) (fair value assumes an exchange in an orderly transaction (not a forced liquidation or distress sale)).

We did perform alternative corroborating analysis procedures of our reporting unit fair value estimates at March 31, 2009 and June 30, 2009.  This analysis included comparing reporting unit revenue and EBITDA multiples of enterprise value to comparable companies in the same industry.  Beyond comparisons of revenue and EBITDA multiples, we also compared fair value estimates to the written expressions of value received from third parties for certain reporting units during our asset sale processes that were conducted in the fourth quarter of 2008 and the first quarter of 2009.  All aspects of the various corroborating analyses performed as of March 31, 2009 and June 30, 2009 confirmed that the fair value estimates for the respective reporting units were reasonable.

We concluded that no additional goodwill impairment existed in any of our reporting units based on the annual review as of July 31, 2009.

For the quarters ended September 30, 2009 and December 31, 2009, our consolidated performance was in line with expectations while the performance of our Crop Protection Engineered Products reporting unit was below expectations.  However, the longer-term forecasts for this reporting unit are still sufficient to support the level of goodwill.  As such, we concluded that no circumstances exist that would more likely than not reduce the fair value of any of our reporting units below their carrying amount and an interim impairment test was not considered necessary as of September 30, 2009 and December 31, 2009.

We continually monitor and evaluate business and competitive conditions that affect our operations and reflects the impact of these factors in our financial projections.  If permanent or sustained changes in business, competitive conditions or stock price occur, they can lead to revised projections that could potentially give rise to impairment charges.

We evaluate the recoverability of the carrying value of our long-lived assets, excluding goodwill, whenever events or changes in circumstances indicate that the carrying value may not be recoverable.  We realize that events and changes in circumstances can be more frequent in the course of a U.S. bankruptcy process.  Under such circumstances, we assess whether the projected undiscounted cash flows of our businesses are sufficient to recover the existing unamortized carrying value of our long-lived assets. If the undiscounted projected cash flows are not sufficient, we calculate the impairment amount by several methodologies, including discounting the projected cash flows using our weighted average cost of capital and valuation estimates from third parties.  The amount of the impairment is written-off against earnings in the period in which the impairment has been determined.

52

Environmental Matters

We are involved in claims, litigation, administrative proceedings and investigations of various types in a number of jurisdictions.  A number of such matters involve claims for a material amount of damages and relate to or allege environmental liabilities, including clean-up costs associated with hazardous waste disposal sites, natural resource damages, property damage and personal injury.  The Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (“CERCLA”), and comparable state statutes, impose strict liability upon various classes of persons with respect to the costs associated with the investigation and remediation of waste disposal sites.  Such persons are typically referred to as “Potentially Responsible Parties” or PRPs.  We have been identified by federal, state or local governmental agencies, or by other PRPs, as a PRP at various locations in the United States.  In addition, we are involved with environmental remediation and compliance activities at some of our current and former sites in the United States and abroad.

Each quarter, we evaluate and review estimates for future remediation, operation and management costs directly related to remediation, to determine appropriate environmental reserve amounts. For each site where the cost of remediation is probable and reasonably estimable, we determine the specific measures that are believed to be required to remediate the site, the estimated total cost to carry out the remediation plan, the portion of the total remediation costs to be borne by us and the anticipated time frame over which payments toward the remediation plan will occur. At sites where we expect to incur ongoing operation and maintenance expenditures, we accrue on an undiscounted basis for a period of generally 10 years, those costs which are probable and reasonably estimable.  Where settlement offers have been extended to resolve an environmental liability as part of the Chapter 11 cases, the amounts of those offers have been accrued and are reflected in the Consolidated Balance Sheet as liabilities subject to compromise.

As of December 31, 2009, our reserve for environmental remediation activities totaled $122 million of which $42 million was included in liabilities subject to compromise on the Consolidated Balance Sheets.  We estimate that environmental liabilities could range up to $164 million at December 31, 2009.  Our reserves include estimates for determinable clean-up costs.  At a number of these sites, the extent of contamination has not yet been fully investigated or the final scope of remediation is not yet determinable.

In addition, it is possible that our estimates for environmental remediation liabilities may change in the future should additional sites be identified, further remediation measures be required or undertaken, current laws and regulations be modified or additional environmental laws and regulations be enacted and as negotiations with respect to certain sites continue or as certain liabilities relating to such sites are resolved as part of the Chapter 11 cases.

We intend to assert all meritorious legal defenses and will pursue other equitable factors that are available with respect to these matters.  The resolution of the environmental matters now pending or hereafter asserted against us could require us to pay remedial costs or damages, which are not currently determinable, that could exceed our present estimates, and as a result could have, either individually or in the aggregate, a material adverse effect on our financial condition, results of operations or cash flows.

Pension and Other Post-Retirement Benefits Expense

Our calculation of pension and other post-retirement benefits expense is dependent on a number of assumptions. These assumptions include discount rates, health care cost trend rates, expected long-term rates of return on plan assets, mortality rates, expected salary and wage increases, and other relevant factors.  Components of pension and other post-retirement benefits expense include interest and service cost on the pension and other post-retirement benefit plans, expected return on plan assets and amortization of certain unrecognized costs and obligations.  Actual results that differ from the assumptions utilized are accumulated and amortized over future periods and, therefore, generally affect recognized expense and the recorded obligation in future periods.  While we believe that the assumptions used are appropriate, differences in actual experience or significant changes in assumptions would affect our pension and other post-retirement benefits costs and obligations.

53

The Debtors voluntarily filed for Chapter 11 on March 18, 2009.  However, we intend to continue to make minimum required funding requirements to the domestic qualified pension plans in the future.  We have suspended payments under the domestic non-qualified pension arrangements, and the Bankruptcy Court has approved our motion to modify and/or terminate certain domestic post-retirement medical benefits.  We have not finalized any modifications and/or terminations to those plans and therefore any impact from these potential modifications and/or terminations have not been reflected in the financial condition for these plans, nor in any of the estimates presented in this discussion.  Prior to the bankruptcy filing, we implemented caps on the level of domestic post-retirement benefits for active employees who are expected to retire in the future, and these were accounted for as an amendment with effect from January 1, 2009. None of the international programs were affected by the bankruptcy filing.

Pension Plans

Pension liabilities are measured on a discounted basis and the assumed discount rate is a significant assumption. At each measurement date, the discount rate is based on interest rates for high-quality, long-term corporate debt securities with maturities comparable to our liabilities.  At December 31, 2009, we utilized a discount rate of 5.70% for our domestic qualified pension plan compared to 6.00% at December 31, 2008.  For the international and non-qualified plans, a weighted average discount rate of 5.55% was used at December 31, 2009, compared to 5.82% used at December 31, 2008.  As a sensitivity measure, a 25 basis point reduction in the discount rate for all plans would result in approximately a $1 million decrease in pre-tax earnings for 2010.

Domestic discount rates adopted at December 31, 2009 utilized an interest rate yield curve to determine the discount rate pursuant to guidance codified under ASC 715.  The yield curve is comprised of AAA/AA bonds with maturities between zero and thirty years.  We discounted the annual cash flows of our domestic pension plans using this yield curve and developed a single-point discount rate matching the respective plan’s payout structure.

A similar approach is used to determine the appropriate discount rates for the international plans. The actual method used varies from country to country depending on the amount of available information on bond yields to be able to estimate a single-point discount rate to match the respective plan’s benefit disbursements.

Our weighted average estimated rate of compensation increase was 3.74% for applicable domestic and international pension plans combined at December 31, 2009.  As a sensitivity measure, an increase of 25 basis points in the estimated rate of compensation increase would decrease pre-tax earnings for 2010 by an immaterial amount.

The expected return on pension plan assets is based on our investment strategy, historical experience, and expectations for long-term rates of return. We determine the expected rate of return on plan assets for the domestic and international pension plans by applying the expected returns on various asset classes to our target asset allocation.

We utilized a weighted average expected long-term rate of return of 7.75% on all domestic plan assets and a weighted average rate of 7.50% for the international plan assets for the year ended December 31, 2009.  This assumption is a long-term assessment of future expectations and should not be unduly influenced by short-term performance.

Historical returns are evaluated based on an arithmetic average of annual returns derived from recognized passive indices, such as the S&P 500, for the major asset classes. We looked at the arithmetic averages of annual investment returns from passive indices, assuming a portfolio of investments that follow the current target asset allocation for the domestic plans over several business cycles, to obtain an indication of the long-term historical market performance.  The arithmetic average return over the past 20 years was 8.30%, and over the past 30 years it was 11.10%. Both of these values exceeded the 7.75% domestic expected return on assets.

54

The upturn in global equity markets in 2009 was reflected in the investment performance of our pension plan assets. The actual annualized return on plan assets for the domestic plans for the 12 months ended December 31, 2009 was approximately 9% (net of investment expenses), which was above the expected return on asset assumption for the year. The international plans fared better, earning a weighted average return of approximately 16% (in local currency terms, before allowing for the weakening of the U.S. dollar against major currencies in 2009) and approximately 29% in U.S. dollar terms (resulting in currency gains of approximately $23 million on plan assets). This favorable performance in U.S. dollar terms has to be viewed in the context of currency losses of approximately $30 million on benefit obligations for the international pension arrangements.

Our target asset allocation for the domestic pension plans is based on investing 50% of plan assets in equity instruments, 45% of plan assets in fixed income investments and 5% in real estate.  The target allocation was reviewed and changed during 2008, with a view to managing the level and volatility of investment returns.  At December 31, 2009, 53% of the portfolio was invested in equities, 41% in fixed income investments and 6% in real estate and other investments.

We have unrecognized actuarial losses relating to our pension plans which have been included in our Consolidated Balance Sheet but not in our Consolidated Statements of Operations. The extent to which these unrecognized actuarial losses will impact future pre-tax earnings depends on whether the unrecognized actuarial losses are deferred through the asset-smoothing mechanism (the market related value as defined by ASC Topic 715-30, Defined Benefit Plans — Pensions (“ASC 715-30”), or through amortization in pre-tax earnings to the extent that they exceed a 10% amortization corridor, as defined by ASC 715-30, which provides for amortization over the average remaining participant career. The amortization of unrecognized net losses existing as of December 31, 2009 will result in a $7 million decrease to pre-tax earnings for 2010 ($7 million for the qualified domestic plans and an immaterial amount for the international and non-qualified plans). Since future gains and losses beyond 2009 are a result of various factors described herein, it is not possible to predict with certainty to what extent the combination of current and future losses may exceed the 10 percent amortization corridor and thereby be subject to further amortization.  At the end of 2009, unrecognized net losses amounted to $344 million for the qualified domestic plans and $63 million for the international and non-qualified plans.  Of these unrecognized losses, $96 million for the domestic plans and $18 million for the international plans are deferred through the asset smoothing mechanism as required by ASC 715.

Pension (income) expense is calculated based upon certain assumptions including discount rate, expected long-term rate of return on plan assets, mortality rates and expected salary and wage increases.  Actual results that differ from the current assumptions utilized are accumulated and amortized over future periods and will affect pension expense in future periods.  The following table estimates the future pension expense, based upon current assumptions:

	Pension Expense By Period
(In millions)	2010		2011		2012		2013		2014
Qualified domestic pension plans	$	1	$	3	$	4	$	4	$	—
International and non-qualified pension plans	8		8		8		7		6
Total pension plans	$	9	$	11	$	12	$	11	$	6

The following tables show the impact of a 100 basis point change in the actual return on assets on the pension (income) expense.

	Change in Pension Expense By Period
	2010		2011			2012			2013			2014
Increase (decrease)	100 Basis Point Increase in Investment Returns
Qualified domestic pension plans	$	—	$	—		$	—		$	(1	)	$	(1	)
International and non-qualified pension plans	—		(1		)	(1		)	(1		)	(1		)
Total pension plans	$	—	$	(1	)	$	(1	)	$	(2	)	$	(2	)
Increase (decrease)	100 Basis Point Decrease in Investment Returns
Qualified domestic pension plans	$	—	$	—		$	—		$	1		$	1
International and non-qualified pension plans	—		1			1			1			1
Total pension plans	$	—	$	1		$	1		$	2		$	2

55

Other Post-Retirement Benefits

We provide post-retirement health and life insurance benefits for current retired and active employees and their beneficiaries and covered dependents for certain domestic and international employee groups.

The discount rates adopted by us for the valuation of the post-retirement health care plans were determined using the same methodology as for the pension plans.  At December 31, 2009, we utilized a weighted average discount rate of 5.40% for domestic post-retirement health care plans, compared to 6.00% at December 31, 2008.  Based on the duration of the liabilities for the international plans, a weighted average rate of 5.8% was used.  As a sensitivity measure, a 25 basis point reduction in the discount rate would result in an immaterial decrease in pre-tax earnings for 2010.

Assumed health care cost trend rates are based on past and current health care cost trends, considering such factors as health care inflation, changes in health care utilization or delivery patterns, technological advances, and the overall health of plan participants.   We use health care trend cost rates starting with an initial level of 7.50% for the domestic arrangements and grading down to an ultimate level of 5.00%. For the international arrangements, the weighted average initial rate is 9.50%, grading down to 5.00%.

The pre-tax post-retirement healthcare expense was $6 million in 2009.  The following table summarizes projected post-retirement benefit expense based upon the various assumptions discussed above.

	Pre-Tax Expense by Period
(In millions)	2010		2011		2012		2013		2014
Domestic and international post-retirement benefit plans	$	7	$	7	$	6	$	6	$	5

Income Taxes

Income taxes payable reflects our current tax provision and management’s best estimate of the tax liability relating to the outcome of uncertain tax positions.  If the actual outcome of uncertain tax positions differs from our best estimates, an adjustment to income taxes payable could be required, which may result in additional income tax expense or benefit.

We record deferred tax assets and liabilities based on differences between the book and tax basis of assets and liabilities using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax liability or asset is expected to be settled or realized.  We also record deferred tax assets for the expected future tax benefits of net operating losses and income tax credit carryforwards.

Valuation allowances are established when we determine that it is more likely than not that the results of future operations may not generate sufficient taxable income to realize our deferred tax assets during the carryforward period.  We consider the scheduled reversal of deferred tax assets and liabilities, projected future taxable income, and tax planning strategies in making this assessment.  Thus, changes in future results of operations could result in adjustments to our valuation allowances.

Tax expense for 2009 includes a benefit of $8 million relating to earnings of certain foreign subsidiaries where we have recorded a deferred income tax liability associated with the intent to repatriate those earnings in a subsequent period.  We also have earnings of certain foreign subsidiaries where we consider these earnings to be indefinitely reinvested in our operations.  As such, no U.S. tax cost has been provided on approximately $490 million of earnings at December 31, 2009.  If we change our intent related to these earnings additional tax would be required.

We adopted certain provisions of ASC Topic 740, Income Taxes (“ASC 740”) on January 1, 2007.  ASC 740 prescribes a recognition threshold and measurement attributes for the financial statement recognition and measurement of tax positions taken, or expected to be taken, in tax returns.  Under ASC 740, the economic benefit associated with a tax position will only be recognized if it is more likely than not that a tax position ultimately will be sustained.  After this threshold is met, a tax position is reported at the largest amount of benefit that is more likely than not to be ultimately sustained.  ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition.

56

As a result of the implementation of ASC 740, we recognized a $2 million decrease in the liability for unrecognized tax benefits.  The liability for unrecognized tax benefits at adoption was $56 million.  Included in the balance of unrecognized tax benefits at January 1, 2007 was $44 million of tax benefits that, if recognized, would affect the effective tax rate.  Also included in the balance of unrecognized tax benefits at January 1, 2007 was $16 million of tax benefits that, if recognized, would result in a decrease to goodwill recorded in purchase business combinations.  Effective January 1, 2009, all adjustments to unrecognized tax benefits related to these prior business combinations are recorded in the Consolidated Statement of Operations in accordance with ASC Topic 805, Business Combinations (“ASC 805”).

We have a liability for unrecognized tax benefits of $76 million and $85 million at December 31, 2009 and 2008, respectively.

ACCOUNTING DEVELOPMENTS

For information on accounting developments see Note 2 — Basis of Presentation and Summary of Significant Accounting Policies.

OUTLOOK

We view the Chapter 11 process as an opportunity to reshape our Company into a stronger, leaner global enterprise focused on growth.  From an operating standpoint, we are pursuing growth opportunities while making significant progress in enhancing the efficiency and effectiveness of our businesses.  Initiatives in these areas include the following:

·Increasing strategic investments to improve efficiency, such as our ERP initiatives that have enabled the activities related to over 90 percent of net sales now to be managed on a single global instance of SAP and offering simplified and standardized business processes;

·Focusing on investments in R&D, which is beginning to result in important and innovative new product offerings such as Geobrom™, Weston® 705, and two new flame retardant products being produced today on pilot plant scale;

·Improving order processing to enhance responsiveness and delivery to customers;

·Transferring certain operations to third-party logistics providers, enabling us to maintain service levels at a more competitive cost;

·Growing our global antioxidant business with a planned additional expansion of our capacity at Gulf Stabilizer Industries (“GSI”), our joint venture facility in Al Jubail, Saudi Arabia; and

·Advancing towards our joint venture between Al Zamil Group Holding Company and Chemtura Organometallics GmbH, our wholly owned German subsidiary, to build a world-scale metal alkyls manufacturing facility in Jubail Industrial City, Saudi Arabia.

Our key challenges in 2010 will be to implement our business plans and to emerge from Chapter 11.  As part of these actions, we are undertaking a thorough review of our operations and business activities to determine whether to continue in, restructure or exit from those activities.  As a result of our ongoing review process, we have implemented the following initiatives:

·On February 23, 2009, we entered into a Share and Asset Purchase Agreement with Artek, whereby Artek agreed to acquire our PVC additives business;

·Announced a plan to reorganize and consolidate our operations at our Flame Retardants business facilities in El Dorado, Arkansas.  The restructuring plan is subject to Bankruptcy Court approval and, if such approval is obtained, is expected to be completed by the fourth quarter of 2010.  As a result of the restructuring plan, we expect to record costs of approximately $40 million, primarily in the first half of 2010, consisting of approximately $35 million in accelerated depreciation of property, plant and equipment and approximately $5 million in other facility-related shutdown costs, which include accelerated recognition of asset retirement obligations, decommissioning of wells and pipelines and severance.  We expect cash costs, including capital costs, to be approximately $20 million primarily in 2010.

57

We are also reviewing approximately 13,000 of our real property leases and executory contracts to determine whether they constitute a strategic fit with our core businesses and, if not, to evaluate whether they should be assumed, rejected or restructured as permitted under the Bankruptcy Code.  While this review is not complete, we have taken actions accordingly, including rejecting various executory contracts and real property leases.

In addition, we are improving our financial health and are currently meeting or exceeding our financial objectives by:

·Generating positive cash flow (as previously defined) over the last four quarters and accumulating substantial cash balances by both the Debtors and our international subsidiaries;

·Achieving or exceeding performance levels required by the DIP Credit Facility; and

·Identifying, and now working closely with, several financial institutions we expect will lead our exit financing.  The support of these institutions will enable us to finance our Plan and emerge as a financially sound, stand-alone global company.

Our operations outside the United States are not part of the Chapter 11 cases.  These operations have demonstrated financial strength and the ability to operate unaffected by the Chapter 11 process.  These operations have virtually no third-party funded debt and have generated substantial cash flow during 2009, which they retain to fund operations and increase liquidity.

As described above, we have met numerous business milestones during the Chapter 11 cases, demonstrating operational credibility and maintaining an aggressive Chapter 11 timetable.  We believe our actions and overall performance have gained the confidence of our customers and suppliers, as well as our creditors and other stakeholders, and that the additional time allotted for the claims reconciliation process will lead to a stronger company, better positioned to deliver superior service and financial results.

Since the beginning of this process, our goal was to develop a consensual Plan with as many of our stakeholders as possible.  We continue to work collaboratively with our official committee of unsecured creditors and other stakeholders in developing a Plan that is expected to include a substantial debt-to-equity conversion.  We believe that this approach offers the quickest overall path to emergence while building a stronger, more focused and nimble global enterprise, best equipped to grow and meet the needs of our customers.

In addition to emerging from Chapter 11, our focus in 2010 will remain on improving our core businesses, rationalizing our manufacturing footprint and “right-sizing” our cost structure, while developing products and applications that generate profitable organic revenue growth.  We continue to work to improve the productivity of our manufacturing plants and the efficiency of our business processes.  As part of those actions, we are increasing our capital spending from $56 million in 2009 to approximately $120 million in 2010 as we implement our business plans.  These actions remain focused on improving the operating profitability of our businesses and increasing net cash provided by operations.

For the longer term, our businesses continue to benefit from a number of secular trends that may provide continued future growth opportunities including:

·Consumer demand for increasingly more effective pool and spa sanitation benefits our Consumer Performance Products segment;

·The increasing requirements for cleaner emissions from motor vehicles, greater service life for engines and the reduction in “greenhouse gas” emissions benefit our additive and lubricant product lines within our Industrial Performance Products segment;

·The demand for higher yields from specialty high value agricultural crops worldwide benefits our Crop Protection Engineered Products segment; and

·Consumer demand for improved flame retardancy “Greener is Better” program in household goods supported by increasing regulation in many countries worldwide benefits our broad range of flame retardant products within our Industrial Engineered Products segment;

58

FUTURE PERFORMANCE INDICATORS

Our historical financial performance may not be indicative of our future financial performance during the pendency of the Chapter 11 cases or beyond based on, among other things:

·We do not accrue interest expense on our unsecured pre-petition debt during the pendency of our Chapter 11 cases, except pursuant to orders of the Bankruptcy Court;

·We expect to further rationalize our manufacturing footprint and “right-size” our cost structure;

·We will continue to incur reorganization costs for professional fees and other costs associated with the Chapter 11 cases;

·We have rejected, repudiated or terminated certain unprofitable or burdensome executory contracts and real property leases, and we may further seek to reject, repudiate or terminate executory contracts and real property leases in the future;

·We have assumed or are seeking to assume certain beneficial executory contracts and real property leases, and we may further seek to assume executory contracts and real property leases in the future;

·As part of our emergence from Chapter 11, we may be required to adopt fresh start accounting in a future period, resulting in the re-measurement of our assets and liabilities to fair value as of the fresh start reporting date, which may differ materially from historical valuations; and

·If fresh start accounting is required, our financial results after the application of fresh start accounting may be different from historical trends.

FORWARD-LOOKING STATEMENTS

This document includes forward-looking statements within the meaning of Section 27(a) of the Securities Act of 1933 and Section 21(e) of the Exchange Act of 1934.  These forward-looking statements are identified by terms and phrases such as “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “should,” “could,” “may,” “plan,” “project,” “predict,” “will” and similar expressions and include references to assumptions and relate to our future prospects, developments and business strategies.

Factors that could cause our actual results to differ materially from those expressed or implied in such forward-looking statements include, but are not limited to:

·The ability to complete a restructuring of our balance sheet;

·The ability to have the Bankruptcy Court approve motions required to sustain operations during the Chapter 11 cases;

·The uncertainties of the Chapter 11 restructuring process including the potential adverse impact on our operations, management, employees and the response of our customers;

·Our estimates of the cost to settle proofs of claim presented in the Chapter 11 cases;

·The ability to develop, confirm and consummate a Chapter 11 plan of reorganization;

·The ability to be compliant with our debt covenants or obtain necessary waivers and amendments;

·The ability to reduce our indebtedness levels;

·General economic conditions;

·Significant international operations and interests;

·The ability to obtain increases in selling prices to offset increases in raw material and energy costs;

·The ability to retain sales volumes in the event of increasing selling prices;

·The ability to absorb fixed cost overhead in the event of lower volumes;

·Pension and other post-retirement benefit plan assumptions;

·The ability to successfully complete the turnaround of our Industrial Engineered Products segment;

·The ability to implement the El Dorado, Arkansas restructuring program;

·The ability to obtain growth from demand for petroleum additive, lubricant and agricultural product applications;

59

·The ability to sustain profitability in our Crop Protection Engineered Products segment due to new generic competition.  Additionally, the Crop Protection Engineered Products segment is dependent on disease and pest conditions, as well as local, regional, regulatory and economic conditions;

·The ability to sell methyl bromide due to regulatory restrictions;

·Changes in weather conditions which could adversely affect the seasonal selling cycles in both our Consumer Performance Products and Crop Protection Engineered Products segments;

·Changes in the availability and/or quality of our energy and raw materials;

·The ability to collect our outstanding receivables;

·Changes in interest rates and foreign currency exchange rates;

·Changes in technology, market demand and customer requirements;

·The enactment of more stringent U.S. and international environmental laws and regulations;

·The ability to realize expected cost savings under our restructuring plans, Six Sigma and Lean manufacturing initiatives;

·The ability to recover our deferred tax assets;

·The ability to support the goodwill and long-lived assets related to our businesses; and

·Other risks and uncertainties detailed in Item 1A. Risk Factors in our filings with the Securities and Exchange Commission.

These statements are based on our estimates and assumptions and on currently available information.  The forward-looking statements include information concerning our possible or assumed future results of operations, and our actual results may differ significantly from the results discussed.  Forward-looking information is intended to reflect opinions as of the date this Form 10-K was filed.  We undertake no duty to update any forward-looking statements to conform the statements to actual results or changes in our operations.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our activities expose our earnings, cash flows and financial condition to a variety of market risks, including the effects of changes in foreign currency exchange rates, interest rates and energy prices.  Prior to March 2009, we maintained a risk-management strategy that utilized derivative instruments as needed to mitigate risk against foreign currency movements and to manage interest rate and energy price volatility.  We did not enter into derivative financial instruments for trading or speculative purposes.

We have short-term exposure to changes in foreign currency exchange rates resulting from transactions entered into by us and our foreign subsidiaries in currencies other than their local currency (primarily trade payables and receivables).  We are also exposed to currency risk on inter-company transactions (including inter-company loans).  We manage these transactional currency risks on a consolidated basis, which allows us to net our exposure.  Prior to March 2009, we purchased foreign currency forward contracts, primarily denominated in Euros, British Pounds Sterling, Canadian dollars, Mexican Pesos and Australian dollars to hedge our transaction exposure.  However, as a result of the Chapter 11 filing, we no longer have financing arrangements that permit us to purchase foreign currency forward contracts or hedging instruments to continue our prior practice.  As a result, our ability to hedge changes in foreign currency exchange rates resulting from transactions was restricted beginning in the first quarter of 2009.

When we are permitted by our financing agreements to enter into foreign currency forward contracts, these contracts generally are settled on a monthly basis.  Realized and unrealized gains and losses on foreign currency forward contracts are recognized in other income (expense), net, to offset the impact of valuing recorded foreign currency trade payables, receivables and inter-company transactions.  We have not designated these derivatives as hedges in accordance with U.S. generally accepted accounting principles (“GAAP”) although we believe these instruments help reduce our exposure to foreign currency risk.  The net effect of the realized and unrealized foreign currency gains and losses, including the effect of derivatives and the effect of underlying transactions, resulted in a pre-tax loss of $23 million, a pre-tax gain of $25 million and a pre-tax gain of $11 million in 2009, 2008 and 2007, respectively.

The following table provides information about our financial instruments that are sensitive to changes in interest rates.  The table presents principal cash flows and related weighted-average interest rates by stated maturity date for our debt.  Debt maturities exclude $1.2 billion of liabilities subject to compromise as we cannot accurately forecast the future level and timing of the repayments given the inherent uncertainties associated with the Chapter 11 cases.  Weighted-average variable interest rates are based on the applicable floating rate index as of December 31, 2009.

60

Interest Rate Sensitivity

																2015 and					Fair Value
(In millions)	2010			2011			2012			2013			2014			Thereafter			Total		at 12/31/09
Variable rate debt	$	252		$	—		$	1		$	—		$	1		$	—		$	254	$	254
Average rate debt (a)	10.42		%	4.41		%	4.41		%	4.40		%	4.40		%	0.00		%

(a)Average interest rate is based on rates in effect at December 31, 2009.

We used price swap contracts as cash flow hedges to convert a portion of our forecasted natural gas purchases from variable price to fixed price purchases.  These contracts involved the exchange of payments over the life of the contracts without an exchange of the notional amount upon which the payments are based.  The differential paid or received as natural gas prices change was recognized as an adjustment to cost of goods sold when the related inventory layer is sold.  These contracts have been terminated by the counterparties due to our Chapter 11 proceedings and have been classified as liabilities subject to compromise.  As of the termination date, the contracts were deemed to be effective and we maintained hedge accounting given that the forecasted hedge transactions were probable.  At December 31, 2009, we had no remaining outstanding price swaps since the contracts expired in December 2009.

At December 31, 2008, we had a committed U.S. Facility which provided funding for the sale of up to $100 million of our eligible U.S. receivables to certain purchasers.  On January 23, 2009, we entered into the 2009 U.S. Facility with up to $150 million of capacity and a three-year term with certain lenders under our 2007 Credit Facility.  Lenders who participated reduced their commitments to the 2007 Credit Facility pro-rata to their commitments to purchase U.S. eligible accounts receivable under the 2009 U.S. Facility.  The 2009 U.S. Facility was terminated on March 23, 2009 as a condition of the Debtors entering into the DIP Credit Facility and the European Facility was terminated in the second quarter of 2009.  At December 31, 2008, $36 million of U.S. accounts receivable have been sold at an average cost of approximately 3.52% and $67 million of European accounts receivable have been sold at an average cost of approximately 6.16% (for further information see Note 7 — Sale of Accounts Receivables included in the Notes to the Consolidated Financial Statements).

61

Item 8.  Financial Statements and Supplementary Data

CHEMTURA CORPORATION AND SUBSIDIARIES

(DEBTOR-IN-POSSESSION)

CONSOLIDATED STATEMENTS OF OPERATIONS

Years ended December 31, 2009, 2008, and 2007

(In millions, except per share data)

	2009			2008			2007
NET SALES	$	2,541		$	3,546		$	3,747
COSTS AND EXPENSES
Cost of goods sold	1,947			2,810			2,883
Selling, general and administrative	293			332			372
Depreciation and amortization	173			237			269
Research and development	38			51			62
Facility closures, severance and related costs	3			26			36
Antitrust costs	10			12			35
Loss on sale of business	—			25			15
Impairment of long-lived assets	104			986			19
Changes in estimates related to expected allowable claims	73			—			—
Equity income	—			(4		)	(3		)
OPERATING (LOSS) PROFIT	(100		)	(929		)	59
Interest expense (a)	(70		)	(78		)	(87		)
Other (expense) income, net	(17		)	9			(5		)
Reorganization items, net	(97		)	—			—
Loss from continuing operations before income taxes	(284		)	(998		)	(33		)
Income tax (provision) benefit	(5		)	27			(4		)
Loss from continuing operations	(289		)	(971		)	(37		)
Earnings from discontinued operations, net of tax	—			—			18
(Loss) gain on sale of discontinued operations, net of tax	(3		)	—			24
Net (loss) earnings	(292		)	(971		)	5
Less: net earnings attributable to non-controlling interests	(1		)	(2		)	(8		)
Net loss attributable to Chemtura Corporation	$	(293	)	$	(973	)	$	(3	)
EARNINGS (LOSS) PER SHARE - BASIC AND DILUTED - ATTRIBUTABLE TO CHEMTURA CORPORATION:
Loss from continuing operations, net of tax	$	(1.19	)	$	(4.01	)	$	(0.18	)
Earnings from discontinued operations, net of tax	—			—			0.07
(Loss) gain on sale of discontinued operations, net of tax	(0.01		)	—			0.10
Net loss attributable to Chemtura Corporation	$	(1.20	)	$	(4.01	)	$	(0.01	)
Basic and diluted weighted-average shares outstanding	242.9			242.3			241.6
AMOUNTS ATTRIBUTABLE TO CHEMTURA CORPORATION COMMON SHAREHOLDERS:
Loss from continuing operations, net of tax	$	(290	)	$	(973	)	$	(45	)
Earnings from discontinued operations, net of tax	—			—			18
(Loss) gain on sale of discontinued operations, net of tax	(3		)	—			24
Net loss attributable to Chemtura Corporation	$	(293	)	$	(973	)	$	(3	)

(a)Interest expense excludes contractual interest expense of $63 million for 2009.

See Accompanying Notes to Consolidated Financial Statements.

62

CHEMTURA CORPORATION AND SUBSIDIARIES

(DEBTOR-IN-POSSESSION)

CONSOLIDATED BALANCE SHEETS

As of December 31, 2009 and 2008

(In millions, except per share data)

	2009			2008
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	236		$	68
Accounts receivable	471			392
Inventories	540			611
Other current assets	230			184
Total current assets	1,477			1,255
NON-CURRENT ASSETS
Property, plant and equipment	750			862
Goodwill	235			265
Intangible assets, net	474			517
Other assets	182			158
Total Assets	$	3,118		$	3,057
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Short-term borrowings	$	252		$	3
Current portion of long-term debt	—			1,178
Accounts payable	128			243
Accrued expenses	184			361
Income taxes payable	5			28
Total current liabilities	569			1,813
NON-CURRENT LIABILITIES
Long-term debt	3			23
Pension and post-retirement health care liabilities	173			508
Other liabilities	199			225
Total liabilities not subject to compromise	944			2,569
LIABILITIES SUBJECT TO COMPROMISE	2,002			—
STOCKHOLDERS’ EQUITY
Common stock - $.01 par value Authorized - 500.0 shares Issued - 254.4 shares in 2009 and 254.1 shares in 2008	3			3
Additional paid-in capital	3,039			3,036
Accumulated deficit	(2,482		)	(2,189		)
Accumulated other comprehensive loss	(234		)	(208		)
Treasury stock at cost - 11.5 shares	(167		)	(167		)
Total Chemtura Corporation stockholders’ equity	159			475
Non-controlling interests	13			13
Total stockholders’ equity	172			488
Total Liabilities and Stockholders’ Equity	$	3,118		$	3,057

See Accompanying Notes to Consolidated Financial Statements.

63

CHEMTURA CORPORATION AND SUBSIDIARIES

(DEBTOR-IN-POSSESSION)

CONSOLIDATED STATEMENTS OF CASH FLOWS

Years ended December 31, 2009, 2008 and 2007

(In millions)

Increase (decrease) in cash	2009			2008			2007
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss attributable to Chemtura Corporation	$	(293	)	$	(973	)	$	(3	)
Adjustments to reconcile net loss attributable to Chemtura Corporation to net cash provided by (used in) operating activities:
Loss on sale of business	—			25			15
Loss (gain) on sale of discontinued operations	3			—			(24		)
Impairment of long-lived assets	104			986			19
Depreciation and amortization	173			237			275
Stock-based compensation expense	3			5			10
Reorganization items, net	35			—			—
Changes to estimates related to expected allowable claims	73			—			—
Provision for doubtful accounts	5			3			4
Equity income	—			(4		)	(3		)
Deferred taxes	—			(74		)	(23		)
Changes in assets and liabilities, net:
Accounts receivable	36			89			22
Impact of accounts receivable facilities	(103		)	(136		)	(41		)
Inventories	85			(12		)	10
Other current assets	(4		)	(41		)	(1		)
Other assets	(10		)	2			20
Accounts payable	16			(25		)	(20		)
Accrued expenses	(15		)	(61		)	(113		)
Income taxes payable	(28		)	(11		)	(11		)
Deposit for civil antitrust settlements in escrow	—			15			36
Pension and post-retirement health care liabilities	(26		)	(46		)	(22		)
Liabilities subject to compromise	(31		)	—			—
Other liabilities	26			17			3
Other	—			(7		)	(4		)
Net cash provided by (used in) operating activities	49			(11		)	149
CASH FLOWS FROM INVESTING ACTIVITIES
Net proceeds from divestments	3			64			186
Payments for acquisitions, net of cash acquired	(5		)	(41		)	(165		)
Capital expenditures	(56		)	(121		)	(117		)
Other investing activities	—			—			13
Net cash used in investing activities	(58		)	(98		)	(83		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from debtor-in-possession credit facility, net	250			—			—
(Payments on) proceeds from credit facility, net	(28		)	180			—
Proceeds from long term borrowings	1			1			—
Payments on long term borrowings	(18		)	(31		)	—
Payments on short term borrowings, net	(2		)	(1		)	(48		)
Premium paid on early extinguishment of debt	—			(1		)	—
Payments for debt issuance costs	(30		)	—			—
Dividends paid	—			(36		)	(48		)
Proceeds from exercise of stock options	—			1			7
Other financing activities	—			1			(1		)
Net cash provided by (used in) financing activities	173			114			(90		)
CASH AND CASH EQUIVALENTS
Effect of exchange rates on cash and cash equivalents	4			(14		)	6
Change in cash and cash equivalents	168			(9		)	(18		)
Cash and cash equivalents at beginning of year	68			77			95
Cash and cash equivalents at end of year	$	236		$	68		$	77

See Accompanying Notes to Consolidated Financial Statements.

64

CHEMTURA CORPORATION AND SUBSIDIARIES

(DEBTOR-IN-POSSESSION)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

Years ended December 31, 2009, 2008 and 2007

(In millions, except per share data)

										Accumulated
	Common				Additional					Other						Non
	Shares	Treasury	Common		Paid-in		Accumulated			Comprehensive			Treasury			Controlling
	Issued	Shares	Stock		Capital		Deficit			Income (Loss)			Stock			Interests			Total
Balance, January 1, 2007	252.3	11.5	3		3,005		(1,128		)	(34		)	(167		)	40			1,719
Comprehensive income:
Net (loss) earnings							(3		)							8			5
Equity adjustment for translation of foreign currencies, net of deferred tax expense of $44										145						(1		)	144
Unrecognized pension and post-retirement plan costs, net of deferred tax expense of $18										50						3			53
Changes in fair value of derivatives										7									7
Total comprehensive income																			209
Cash dividends ($0.20 per share)							(48		)										(48		)
Other																(4		)	(4		)
Stock-based compensation					10														10
Stock options exercised	0.9				8														8
Other issuances	0.4				5														5
Balance, December 31, 2007	253.6	11.5	3		3,028		(1,179		)	168			(167		)	46			1,899
Effect of change in measurement date for pension plans							(1		)										(1		)
Balance, January 1, 2008	253.6	11.5	3		3,028		(1,180		)	168			(167		)	46			1,898
Comprehensive loss:
Net (loss) earnings							(973		)							2			(971		)
Equity adjustment for translation of foreign currencies, net of deferred tax expense of $10										(189		)				(2		)	(191		)
Unrecognized pension and post-retirement plan costs, net of deferred tax benefit of $19										(186		)							(186		)
Changes in fair value of derivatives										(1		)							(1		)
Total comprehensive loss																			(1,349		)
Cash dividends ($0.15 per share)							(36		)										(36		)
Dividends																(1		)	(1		)
Acquisition of noncontrolling interests’ share of subsidiaries																(35		)	(35		)
Other																3			3
Stock-based compensation					6														6
Stock options exercised	0.1				1														1
Other issuances	0.4				1														1
Balance, December 31, 2008	254.1	11.5	3		3,036		(2,189		)	(208		)	(167		)	13			488
Comprehensive loss:
Net loss							(293		)							1			(292		)
Equity adjustment for translation of foreign currencies										51									51
Unrecognized pension and post-retirement plan costs, net of deferred tax provision of $1										(78		)							(78		)
Changes in fair value of derivatives										1									1
Total comprehensive loss																			(318		)
Other																(1		)	(1		)
Stock-based compensation					3														3
Other issuances	0.3				—														—
Balance, December 31, 2009	254.4	11.5	$	3	$	3,039	$	(2,482	)	$	(234	)	$	(167	)	$	13		$	172

See Accompanying Notes to Consolidated Financial Statements.

65

CHEMTURA CORPORATION AND SUBSIDIARIES

(DEBTOR-IN-POSSESSION)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1) NATURE OF OPERATIONS AND BANKRUPTCY PROCEEDINGS

Nature of Operations

Chemtura Corporation, together with its consolidated subsidiaries (the “Company” or “Chemtura”) is dedicated to delivering innovative, application-focused specialty chemical and consumer product offerings.  Chemtura’s principal executive offices are located in Philadelphia, Pennsylvania and Middlebury, Connecticut.  Chemtura operates in a wide variety of end-use industries, including automotive, transportation, construction, packaging, agriculture, lubricants, plastics for durable and non-durable goods, electronics, and pool and spa chemicals.

Chemtura is the successor to Crompton & Knowles Corporation (“Crompton & Knowles”), which was incorporated in Massachusetts in 1900 and engaged in the manufacture and sale of specialty chemicals beginning in 1954.  Crompton & Knowles traces its roots to the Crompton Loom Works incorporated in the 1840s.  Chemtura expanded its specialty chemical business through acquisitions in the United States and Europe, including the 1996 acquisition of Uniroyal Chemical Company, Inc. (“Uniroyal”), the 1999 merger with Witco Corporation (“Witco”) and the 2005 acquisition of Great Lakes Chemical Corporation (“Great Lakes”).

Liquidity and Bankruptcy Proceedings

The Company entered 2009 with significantly constrained liquidity.  The fourth quarter of 2008 saw an unprecedented reduction in orders for the Company’s products as the global recession deepened and customers saw or anticipated reductions in demand in the industries they served.  The impact was more pronounced on those business segments that served cyclically exposed industries. As a result, the Company’s sales and overall financial performance deteriorated resulting in the Company’s non-compliance with the two financial maintenance covenants under its Amended and Restated Credit Agreement, dated as of July 31, 2007 (the “2007 Credit Facility”) as of December 31, 2008.  On December 30, 2008, the Company obtained a 90-day waiver of compliance with these covenants from the lenders under the 2007 Credit Facility.

The Company’s liquidity was further constrained in the fourth quarter of 2008 by changes in the availability under its accounts receivable financing facilities in the United States and Europe.  The eligibility criteria and reserve requirements under the Company’s prior U.S. accounts receivable facility (the “U.S. Facility”) tightened in the fourth quarter of 2008 following a credit rating downgrade, significantly reducing the value of accounts receivable that could be sold under the U.S. Facility compared with the third quarter of 2008.  Additionally, the availability and access to the Company’s European accounts receivable financing facility (the “European Facility”) was restricted in late December 2008 because of the Company’s financial performance resulting in the Company’s inability to sell additional receivables under the European Facility.

The crisis in the credit markets compounded the liquidity challenges faced by the Company.  Under normal market conditions, the Company believed it would have been able to refinance its $370 million notes maturing on July 15, 2009 (the “2009 Notes”) in the debt capital markets.  However, with the deterioration of the credit market in the late summer of 2008 combined with the Company’s deteriorating financial performance, the Company did not believe it would be able to refinance the 2009 Notes on commercially reasonable terms, if at all.  As a result, the Company sought to refinance the 2009 Notes through the sale of one of its businesses.

On January 23, 2009, a special-purpose subsidiary of the Company entered into a new three-year U.S. accounts receivable financing facility (the “2009 U.S. Facility”) that restored most of the liquidity that the Company had available to it under the prior U.S. accounts receivable facility before the fourth quarter of 2008 events described above.  However, despite good faith discussions, the Company was unable to agree to terms under which it could resume the sale of accounts receivable under its European Facility during the first quarter of 2009.  The balance of accounts receivable previously sold under the facility continued to decline, offsetting much of the benefit to liquidity gained by the new 2009 U.S. Facility.  During the second quarter of 2009, with no agreement to restart the European Facility, the remaining balance of the accounts receivable previously sold under the facility were settled and the European Facility was terminated.

66

January 2009 saw no improvement in customer demand from the depressed levels in December 2008 and some business segments experienced further deterioration.  Although February and March of 2009 saw incremental improvement in net sales compared to January 2009, overall business conditions remained difficult as sales declined by 43% in the first quarter of 2009 compared to the first quarter of 2008.  As awareness grew of the Company’s constrained liquidity and deteriorating financial performance, suppliers began restricting trade credit and, as a result, liquidity dwindled further.  Despite moderate cash generation through inventory reductions and restrictions on discretionary expenditures, the Company’s trade credit continued to tighten, resulting in unprecedented restrictions on its ability to procure raw materials.

In January and February of 2009, the Company was in the midst of the asset sale process with the objective of closing a transaction prior to the July 15, 2009 maturity of the 2009 Notes.  Potential buyers conducted due diligence and worked towards submitting their final offers on several of the Company’s businesses.  However, with the continuing recession and speculation about the financial condition of the Company, potential buyers became progressively more cautious.  Certain potential buyers expressed concern about the Company’s ability to perform its obligations under a sale agreement.  They increased their due diligence requirements or decided not to proceed with a transaction.  In March 2009, the Company concluded that although there were potential buyers of its businesses, a sale was unlikely to be closed in sufficient time to offset the continued deterioration in liquidity or at a value that would provide sufficient liquidity to both operate the business and meet the Company’s impending debt maturities.

By March 2009, dwindling liquidity and growing restrictions on available trade credit resulted in production stoppages as raw materials could not be purchased on a timely basis.  At the same time, the Company concluded that it was improbable that it could resume sales of accounts receivable under its European Facility or complete the sale of a business in sufficient time to provide the immediate liquidity it needed to operate.  Absent such an infusion of liquidity, the Company would likely experience increased production stoppages or sustained limitations on its business operations that ultimately would have a detrimental effect on the value of the Company’s business as a whole.  Specifically, the inability to maintain and stabilize its business operations would result in depleted inventories, missed supply obligations and damaged customer relationships.

Having carefully explored and exhausted all possibilities to gain near-term access to liquidity, the Company determined that debtor-in-possession financing presented the best available alternative for the Company to meet its immediate and ongoing liquidity needs and preserve the value of the business.  As a result, having obtained the commitment of a $400 million senior secured super-priority debtor-in-possession credit facility agreement (the “DIP Credit Facility”), Chemtura and 26 of its subsidiaries organized in the United States (collectively, the “Debtors”) filed for relief under Chapter 11 of Title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) on March 18, 2009 (the “Petition Date”) in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”).  The Chapter 11 cases are being jointly administered by the Bankruptcy Court.  The Company’s non-U.S. subsidiaries and certain U.S. subsidiaries were not included in the filing and are not subject to the requirements of the Bankruptcy Code.  The Company’s U.S. and worldwide operations are expected to continue without interruption during the Chapter 11 reorganization process.

The Debtors own substantially all of the Company’s U.S. assets.  The Debtors consist of Chemtura and the following subsidiaries:

·	A&M Cleaning Products LLC	·  Crompton Colors Incorporated	·	Kem Manufacturing Corporation
·	Aqua Clear Industries, LLC	·  Crompton Holding Corporation	·	Laurel Industries Holdings, Inc.
·	ASEPSIS, Inc.	·  Crompton Monochem, Inc.	·	Monochem, Inc.
·	ASCK, Inc.	·  GLCC Laurel, LLC	·	Naugatuck Treatment Company
·	BioLab, Inc.	·  Great Lakes Chemical Corporation	·	Recreational Water Products, Inc.
·	BioLab Company Store, LLC	·  Great Lakes Chemical Global, Inc.	·	Uniroyal Chemical Company Limited
·	Biolab Franchise Company, LLC	·  GT Seed Treatment, Inc.	·	Weber City Road LLC
·	BioLab Textile Additives, LLC	·  HomeCare Labs, Inc	·	WRL of Indiana, Inc.
·	CNK Chemical Realty Corporation	·  ISCI, Inc.

The principal U.S. assets and business operations of the Debtors are owned by Chemtura, BioLab, Inc. and Great Lakes Chemical Corporation.

67

On March 18, 2009, Raymond E. Dombrowski, Jr. was appointed Chief Restructuring Officer.  In connection with this appointment, the Company entered into an agreement with Alvarez & Marsal North America, LLC (“A&M”) to compensate A&M for Mr. Dombrowski’s services as Chief Restructuring Officer on a monthly basis at a rate of $150 thousand per month and incentive compensation in the amount of $3 million payable upon the earlier of (a) the consummation of a Chapter 11 plan of reorganization (“Plan”) or (b) the sale, transfer, or other disposition of all or a substantial portion of the assets or equity of the Company.  Mr. Dombrowski is independently compensated pursuant to arrangements with A&M, a financial advisory and consulting firm specializing in corporate restructuring. Mr. Dombrowski will not receive any compensation directly from the Company and will not participate in any of the Company’s employee benefit plans.

The Chapter 11 cases were filed to gain liquidity for continuing operations while the Debtors restructure their balance sheets to allow the Company to continue as a viable going concern.  While the Company believes it will be able to achieve these objectives through the Chapter 11 reorganization process, there can be no certainty that it will be successful in doing so.

Under Chapter 11 of the Bankruptcy Code, the Debtors are operating their U.S. businesses as a debtor-in-possession (“DIP”) under the protection of the Bankruptcy Court from their pre-filing creditors and claimants.  Since the filing, all orders of the Bankruptcy Court sufficient to enable the Debtors to conduct normal business activities, including “first day” motions and the interim and final approval of the DIP Credit Facility and amendments thereto, have been entered by the Bankruptcy Court.  While the Debtors are subject to Chapter 11, all transactions outside the ordinary course of business will require the prior approval of the Bankruptcy Court.

On March 20, 2009, the Bankruptcy Court approved the Debtors’ “first day” motions.  Specifically, the Bankruptcy Court granted the Debtors, among other things, interim approval to access $190 million of its $400 million DIP Credit Facility, approval to pay outstanding employee wages, health benefits, and certain other employee obligations and authority to continue to honor their current customer policies and programs, in order to ensure the reorganization process will not adversely impact their customers.  On April 29, 2009, the Bankruptcy Court entered a final order providing full access to the $400 million DIP Credit Facility.  The Bankruptcy Court also approved Amendment No. 1 to the DIP Credit Facility which provided for, among other things: (i) an increase in the outstanding amount of inter-company loans the Debtors could make to the non-debtor foreign subsidiaries of the Company from $8 million to $40 million; (ii) a reduction in the required level of borrowing availability under the minimum availability covenant; and (iii) the elimination of the requirement to pay additional interest expense if a specified level of accounts receivable financing was not available to the Company’s European subsidiaries.

On July 13, 2009, the Company and the parties to the DIP Credit Facility entered into Amendment No. 2 to the DIP Credit Facility subject to approvals by the Bankruptcy Court and the Company’s Board of Directors which approvals were obtained on July 14 and July 15, 2009, respectively.  Amendment No. 2 amended the DIP Credit Facility to provide for, among other things, an option by the Company to extend the maturity of the DIP Credit Facility for two consecutive three month periods subject to the satisfaction of certain conditions.  Prior to Amendment No. 2, the DIP Credit Facility matured on the earlier of 364 days (from the Petition Date), the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the DIP Credit Facility).

As a consequence of the Chapter 11 cases, substantially all pre-petition litigation and claims against the Debtors have been stayed.  Accordingly, no party may take any action to collect pre-petition claims or to pursue litigation arising as a result of pre-petition acts or omissions except pursuant to an order of the Bankruptcy Court.

On August 21, 2009, the Bankruptcy Court established October 30, 2009 as the deadline for the filing of proofs of claim against the Debtors (the “Bar Date”).  Under certain limited circumstances, some creditors may be permitted to file proofs of claim after the Bar Date.  Accordingly, it is possible that not all potential proofs of claim were filed as of the filing of this Annual Report.

The Debtors have received approximately 15,300 proofs of claim covering a broad array of areas.  Approximately 8,000 proofs of claim have been asserted in “unliquidated” amounts or contain an unliquidated component that are treated as being asserted in “unliquidated” amounts.  Excluding proofs of claim in “unliquidated” amounts, the aggregate amount of proofs of claim filed totaled approximately $23.6 billion.  See Note 21 - Legal Proceedings and Contingencies for a discussion of the types of proofs of claim filed against the Debtors.

68

The Company is in the process of evaluating the amounts asserted in and the factual and legal basis of the proofs of claim filed against the Debtors.  Based upon the Company’s initial review and evaluation, which is continuing, a significant number of proofs of claim are duplicative and/or legally or factually without merit.  As to those claims, the Company has filed and intends to file objections with the Bankruptcy Court.  However, there can be no assurance that these claims will not be allowed in full.

Further, while the Debtors believe they have insurance to cover certain asserted claims, there can be no assurance that material uninsured obligations will not be allowed as claims in the Chapter 11 cases.  Because of the substantial number of asserted contested claims, as to which review and analysis is ongoing, there is no assurance as to the ultimate value of claims that will be allowed in the Chapter 11 cases, nor is there any assurance as to the ultimate recoveries for the Debtors’ stakeholders, including the Debtors’ bondholders and the Company’s shareholders.  The differences between amounts recorded by the Debtors and proofs of claim filed by the creditors will continue to be investigated and resolved through the claims reconciliation process.

The Company has recognized certain charges related to expected allowed claims.  As the Company completes the process of evaluating and resolving the proofs of claim, appropriate adjustments to the Company’s Consolidated Financial Statements will be made.  Adjustments may also result from actions of the Bankruptcy Court, settlement negotiations, rejection of executory contracts and real property leases, determination as to the value of any collateral securing claims and other events.  Any such adjustments could be material to the Company’s results of operations and financial condition in any given period.  For additional information on liabilities subject to compromise, see Note 4 - Liabilities Subject to Compromise and Reorganization Items, Net.

As provided by the Bankruptcy Code, the Debtors have the exclusive right to file and solicit acceptance of a Plan for 120 days after the Petition Date with the possibility of extensions thereafter.  On February 23, 2010, the Bankruptcy Court granted the Company’s application for extensions of the period during which it has the exclusive right to file a Plan from February 11, 2010 to June 11, 2010.  The Bankruptcy Court had previously granted the Company’s application for an extension of the exclusivity period on July 28, 2009 and October 27, 2009.  There can be no assurance that a Plan will be filed by the Debtors or confirmed by the Bankruptcy Court, or that any such Plan will be consummated.  After a Plan has been filed with the Bankruptcy Court, the Plan, along with a disclosure statement approved by the Bankruptcy Court, will be sent to all creditors and other parties entitled to vote to accept or reject the Plan.  Following the solicitation period, the Bankruptcy Court will consider whether to confirm the Plan.  In order to confirm a Plan, the Bankruptcy Court must make certain findings as required by the Bankruptcy Code.  The Bankruptcy Court may confirm a Plan notwithstanding the non-acceptance of the Plan by an impaired class of creditors or equity security holders if certain requirements of the Bankruptcy Code are met.

On January 15, 2010 the Company entered into Amendment No. 3 of the DIP Credit Facility that provided for, among other things, the consent of the Company’s DIP lenders to the sale of the PVC additives business.

On February 9, 2010, the Court gave interim approval of an Amended and Restated Senior Secured Super-Priority Debtor-in-Possession Credit Agreement (the “Amended and Restated DIP Credit Agreement”) by and among the Debtors, Citibank N.A. and the other lenders party thereto.  The Amended and Restated DIP Credit Agreement provides for a first priority and priming secured revolving and term loan credit commitment of up to an aggregate of $450 million.  The proceeds of the loans and other financial accommodations incurred under the Amended and Restated DIP Credit Agreement were used to, among other things, refinance the obligations outstanding under the DIP Credit Facility and provide working capital for general corporate purposes.  The Amended and Restated DIP Credit Agreement provided a substantial reduction in the Company’s financing costs through interest rate reductions and the avoidance of the extension fees that would have been payable under the DIP Credit Facility in February and May 2010.  The Amended and Restated DIP Credit Agreement closed on February 12, 2010 with the drawing of the $300 million term loan.  On February 18, 2010, the Bankruptcy Court entered a final order providing full access to the Amended and Restated DIP Credit Agreement.  The Amended and Restated DIP Credit Agreement matures on the earlier of 364 days after the closing, the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the Amended and Restated DIP Credit Agreement).

69

The ultimate recovery by the Debtors’ creditors and the Company’s shareholders, if any, will not be determined until confirmation and implementation of a Plan.  No assurance can be given as to what recoveries, if any, will be assigned in the Chapter 11 cases to each of these constituencies.  A Plan could result in the Company’s shareholders receiving little or no value for their interests and holders of the Debtors’ unsecured debt, including trade debt and other general unsecured creditors, receiving less, and potentially substantially less, than payment in full for their claims.  Because of such possibilities, the value of the Company’s common stock and unsecured debt is highly speculative.  Accordingly, the Company urges that appropriate caution be exercised with respect to existing and future investments in any of these securities.  Although the shares of the Company’s common stock continue to trade on the Pink Sheets Electronic Quotation Service (“Pink Sheets”) under the symbol “CEMJQ,” the trading prices may have little or no relationship to the actual recovery, if any, by the holders under any eventual Bankruptcy Court-approved Plan.  The opportunity for any recovery by holders of the Company’s common stock under such Plan is uncertain as all creditors’ claims must be met in full, with interest where due, before value can be attributed to the common stock and, therefore, the shares of the Company’s common stock may be cancelled without any compensation pursuant to such Plan.

Continuation of the Company as a going concern is contingent upon, among other things, the Company’s and/or Debtors’ ability (i) to comply with the terms and conditions of the Amended and Restated DIP Credit Agreement; (ii) to obtain confirmation of a Plan under the Bankruptcy Code; (iii) to return to profitability; (iv) to generate sufficient cash flow from operations; and (v) to obtain financing sources to meet the Company’s future obligations.  These matters raise substantial doubt about the Company’s ability to continue as a going concern.  The Consolidated Financial Statements do not reflect any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of these uncertainties.  Additionally, a Plan could materially change amounts reported in the Consolidated Financial Statements, which do not give effect to all adjustments of the carrying value of assets and liabilities that may be necessary as a consequence of completing a reorganization under Chapter 11 of the Bankruptcy Code.

In addition, as part of the Company’s emergence from bankruptcy protection, the Company may be required to adopt fresh start accounting in a future period.  If fresh start accounting is applicable, our assets and liabilities will be recorded at fair value as of the fresh start reporting date.  The fair value of our assets and liabilities as of such fresh start reporting date may differ materially from the recorded values of assets and liabilities on our Consolidated Balance Sheets.  Further, if fresh start accounting is required, the financial results of the Company after the application of fresh start accounting may not be comparable to historical trends.

2) BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying Consolidated Financial Statements include the accounts of Chemtura and the wholly-owned and majority-owned subsidiaries that it controls.  Other affiliates in which the Company has a 20% to 50% ownership interest or a non-controlling majority interest are accounted for in accordance with the equity method.  Other investments in which the Company has less than 20% ownership are recorded at cost.  All significant intercompany balances and transactions have been eliminated in consolidation.

The Consolidated Financial Statements have been prepared in accordance with Accounting Standards Codification (“ASC”) Section 852-10-45, Reorganizations - - Other Presentation Matters (“ASC 852-10-45”).  ASC 852-10-45 does not ordinarily affect or change the application of U.S. generally accepted accounting principles (“GAAP”).  However, it does require the Company to distinguish transactions and events that are directly associated with the reorganization in connection with the Chapter 11 cases from the ongoing operations of the business.  Expenses incurred and settlement impacts due to the Chapter 11 cases are reported separately as reorganization items, net on the Consolidated Statements of Operations for the year ended December 31, 2009.  Interest expense related to pre-petition indebtedness has been reported only to the extent that it will be paid during the pendency of the Chapter 11 cases or is permitted by Bankruptcy Court approval or is expected to be an allowed claim.  The pre-petition liabilities subject to compromise are disclosed separately on the December 31, 2009 Consolidated Balance Sheet.  These liabilities are reported at the amounts expected to be allowed by the Bankruptcy Court, even if they may be settled for a lesser amount.  These expected allowed claims require management to estimate the likely claim amount that will be allowed by the Bankruptcy Court prior to its ruling on the individual claims.  These estimates are based on reviews of claimants’ supporting material, obligations to mitigate such claims, and assessments by management and third-party advisors.  The Company expects that its estimates, although based on the best available information, will change as the claims are resolved by the Bankruptcy Court.

70

The Consolidated Financial Statements have been prepared in conformity with GAAP, which require the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from these estimates.

Discontinued Operations

The Company sold certain assets and assigned certain liabilities of its EPDM business on June 29, 2007 and its optical monomers business on October 31, 2007. The Company sold its fluorine chemical business on January 31, 2008.  As a result, the operations of these businesses have been classified as discontinued operations in the Consolidated Statements of Operations for all periods presented.  The Consolidated Statements of Cash Flows have not been adjusted to reflect the discontinued operations and, thus, include the cash flows of the discontinued businesses.  See Note 5 - Acquisitions and Divestments - Discontinued Operations for further information.

Accounting Policies

Revenue Recognition

Substantially all of the Company’s revenues are derived from the sale of products.  Revenue is recognized when risk of loss of, and title to, the product is transferred to the customer.  Revenue is recorded net of taxes collected from customers that are remitted to governmental authorities with the collected taxes recorded as current liabilities until remitted to the respective governmental authorities.  The Company’s products are sold subject to various shipping terms. The Company’s terms of delivery are included on its sales invoices and order confirmation documents.

Customer Rebates

The Company accrues for the estimated cost of customer rebates as a reduction of sales.  Customer rebates are primarily based on customers achieving defined sales targets over a specified period of time.  The Company estimates the cost of these rebates based on the likelihood of the rebate being achieved and recognizes the cost as a deduction from sales when such sales are recognized.  Rebate programs are monitored on a regular basis and adjusted as required.  The Company’s accruals for customer rebates were $19 million and $21 million at December 31, 2009 and 2008, respectively.

Operating Costs and Expenses

Cost of goods sold (“COGS”) includes all costs incurred in manufacturing goods, including raw materials, direct manufacturing costs and manufacturing overhead.  COGS also includes warehousing, distribution, engineering, purchasing, customer service, environmental, health and safety functions, and shipping and handling costs for outbound product shipments.  Selling, general and administrative expenses (“SG&A”) include costs and expenses related to the following functions and activities: selling, advertising, legal, provision for doubtful accounts, corporate facilities and corporate administration.  SG&A also includes accounting, information technology, finance and human resources, excluding direct support in manufacturing operations, which is included as COGS.  Research and development expenses (“R&D”) include basic and applied research and development activities of a technical and non-routine nature.  R&D costs are expensed as incurred.  COGS, SG&A and R&D expenses exclude depreciation and amortization expenses which are presented on a separate line in the Consolidated Statements of Operations.

Other Income (Expense), Net

Other income (expense), net includes costs associated with the Company’s accounts receivable facilities, foreign exchange gains (losses), and interest income.

71

(In millions)	2009			2008			2007
Costs of accounts receivable facilities	$	(2	)	$	(16	)	$	(21	)
Foreign exchange gain (loss)	(23		)	25			11
Interest income	7			8			7
Other accounts receivable financing	(1		)	(1		)	(1		)
Fees associated with debt waivers and amendments	—			(6		)	—
Other items, individually less than $1 million	2			(1		)	(1		)
	$	(17	)	$	9		$	(5	)

Allowance for Doubtful Accounts

Included in accounts receivable are allowances for doubtful accounts in the amount of $32 million in 2009 and $26 million in 2008.  The allowance for doubtful accounts reflects a reserve representing the Company’s estimate of the amounts that may not be collectible.  In addition to reviewing delinquent accounts receivable, the Company considers many factors in estimating its reserves, including historical data, experience, customer types, credit worthiness, and economic trends. From time to time, the Company may adjust its assumptions for anticipated changes in any of these or other factors expected to affect collection.

Inventory Valuation

Inventories are valued at the lower of cost or market. Cost is determined using the first-in, first-out (“FIFO”) method.

Property, Plant and Equipment

Property, plant and equipment are carried at cost, less accumulated depreciation.  Depreciation expense from continuing operations ($134 million in 2009, $192 million in 2008, and $229 million in 2007) is computed on the straight-line method using the following ranges of asset lives: land improvements - 3 to 20 years; buildings and improvements - 2 to 40 years; machinery and equipment - 2 to 25 years; information systems and equipment - - 2 to 10 years; and furniture, fixtures and other - 1 to 10 years.

Renewals and improvements that significantly extend the useful lives of the assets are capitalized.  Capitalized leased assets and leasehold improvements are depreciated over the shorter of their useful lives or the remaining lease term.  Expenditures for maintenance and repairs are charged to expense as incurred.

Intangible Assets

Patents, trademarks and other intangibles are being amortized principally on a straight-line basis using the following ranges for their estimated useful lives: patents 4 to 20 years; trademarks 7 to 35 years; customer relationships 10 to 30 years; production rights 11 years; and other intangibles 5 to 20 years.  See Note 10 — Goodwill and Intangible Assets for further details.

Recoverability of Long-Lived Assets and Goodwill

The Company evaluates the recoverability of the carrying value of its long-lived assets, excluding goodwill, whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Under such circumstances, the Company assesses whether the projected undiscounted cash flows of its businesses are sufficient to recover the existing unamortized cost of its long-lived assets.  If the undiscounted projected cash flows are not sufficient, the Company calculates the impairment amount by discounting the projected cash flows using its weighted-average cost of capital.  The amount of the impairment is written off against earnings in the period in which the impairment is determined.

The Company evaluates the recoverability of the carrying value of goodwill on an annual basis as of July 31, or when events occur or circumstances change.  See Note 10 — Goodwill and Intangible Assets for further details.

72

Environmental Liabilities

Each quarter the Company evaluates and reviews estimates for future remediation, operation and management costs directly related to remediation, to determine appropriate environmental reserve amounts.  For each site where the cost of remediation is probable and reasonably estimable, we determine the specific measures that are believed to be required to remediate the site, the estimated total cost to carry out the remediation plan, the portion of the total remediation costs to be borne by the Company and the anticipated time frame over which payments toward the remediation plan will occur. At sites where the Company expects to incur ongoing operations and maintenance expenditures, the Company accrues on an undiscounted basis for a period of generally 10 years, those costs which are probable and reasonably estimable.  Where settlement offers have been extended to resolve an environmental liability as part of the Chapter 11 cases, the amounts of those offers have been accrued and are reflected in the Consolidated Balance Sheet as liabilities subject to compromise.

Litigation and Contingencies

In accordance with guidance now codified under ASC Topic 450, Contingencies, the Company records in its Consolidated Financial Statements amounts representing the Company’s estimated liability for claims, guarantees and litigation.  As information about current or future litigation or other contingencies becomes available, management assesses whether such information warrants the recording of additional expenses relating to those contingencies.  See Note 21 — Legal Proceedings and Contingencies for further details.

Stock-Based Compensation

In December 2004, the FASB issued guidance now codified under ASC Topic 718, Compensation — Stock Compensation.  ASC 718 requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair value beginning with the first annual period after June 15, 2005.  Effective January 1, 2006, the Company adopted the provisions of ASC 718 using the modified prospective method. Under the modified prospective method, the compensation cost for all new awards and awards modified, repurchased or cancelled after the date of adoption of ASC 718, as well as the unrecognized compensation cost of unvested awards as of the date of adoption, are recognized in earnings based on the grant-date fair value of those awards.

The Company recognizes compensation cost for stock-based awards issued after January 1, 2006 over the requisite service period for each separately vesting tranche, as if multiple awards were granted.  Stock-based compensation expense recognized was $3 million, $5 million, and $10 million for the years ended December 31, 2009, 2008, and 2007, respectively, primarily attributable to the Company’s stock option program.

Derivative Instruments

Derivative instruments are presented in the accompanying Consolidated Financial Statements at fair value as required by GAAP.  See Note 18 - Derivative Instruments and Hedging Activities for further details.

Translation of Foreign Currencies

Balance sheet accounts denominated in foreign currencies are translated at the current rate of exchange as of the balance sheet date, while revenues and expenses are translated at average rates of exchange during the periods presented.  The cumulative foreign currency adjustments resulting from such translation are included in accumulated other comprehensive income (loss).

Cash Flows

Cash and cash equivalents include bank term deposits with original maturities of three months or less.  Included in the Company’s cash balance at December 31, 2009 and 2008, are $2 million and $1 million, respectively, of restricted cash that is required to be on deposit to support certain letters of credit and performance guarantees, the majority of which will be settled within one year.

Cash payments included interest payments of $45 million in 2009, $80 million in 2008, and $85 million in 2007. Cash payments also included income tax payments (net of refunds) of $33 million in 2009, $60 million in 2008, and $52 million in 2007.

73

Accounting Developments

Recently Implemented

Effective January 1, 2007, the Company adopted guidance now codified within Accounting Standards Codification (“ASC”) 740 — Income Taxes (“ASC 740”), which clarifies the accounting for uncertainty in income taxes recognized in accordance with ASC 740.  Under ASC 740, the Company may recognize a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position.  ASC 740 also provides guidance on derecognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.  As a result of adopting the provisions of ASC 740, the Company recognized a $2 million decrease in the income tax payable liability for unrecognized tax benefits which was accounted for as a $6 million increase in non-current deferred tax assets and an $8 million decrease in goodwill.

In December 2007, the FASB issued guidance now codified as ASC Section 810-10-65, Consolidations — Transition and Open Effective Date Information (“ASC 810-10-65”), which requires companies to treat non-controlling interests (commonly referred to as minority interests) as a separate component of shareholders’ equity and not as a liability.  The provisions of ASC 810-10-65 are effective as of the beginning of the Company’s 2009 fiscal year.  The presentation and disclosure requirements of ASC 810-10-65 were applied on a retrospective basis for all periods presented.

In December 2007, the FASB issued guidance now codified as ASC Topic 805, Business Combinations (“ASC 805”), which requires, among other items, that identifiable assets, liabilities, non-controlling interests and goodwill acquired in a business combination be recorded at full fair value.  The provisions of ASC 805 are effective as of the beginning of the Company’s 2009 fiscal year.  The adoption of ASC 805 did not have a material impact on the Company’s consolidated financial condition and results of operations.  Future adjustments made to valuation allowances on deferred taxes and acquired tax contingencies associated with acquisitions made prior to 2009 will impact the statement of operations based on the provisions of ASC 805.

Effective January 1, 2008, the Company adopted ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”) with respect to its financial assets and liabilities.  In February 2008, the FASB issued updated guidance related to fair value measurements, which is included in ASC 820.  The updated guidance provided a one year deferral of the effective date of ASC 820 for non-financial assets and non-financial liabilities, except those that are recognized or disclosed in the financial statements at fair value at least annually.  Therefore, the Company adopted the provisions of ASC 820 for non-financial assets and non-financial liabilities effective January 1, 2009, and such adoption did not have a material impact on the Company’s consolidated financial condition and results of operations.

In March 2008, the FASB issued guidance now codified as ASC Topic 815, Derivatives and Hedging (“ASC 815”), which requires companies with derivative instruments to disclose information about how and why a company uses derivative instruments, how derivative instruments and related hedged items are accounted for under ASC 815, and how derivative instruments and related hedged items affect a company’s financial condition, financial performance, and cash flows.  The provisions of ASC 815 are effective as of the beginning of the Company’s 2009 fiscal year.  The Company has adopted the provisions of ASC 815 as of December 31, 2009 and its adoption did not have a material impact on its results of operation, financial condition or disclosures.

In December 2008 the FASB issued guidance now codified as ASC Topic 715, Compensation - Retirement Benefits (“ASC 715”) which requires additional disclosures about plan assets of defined benefit pension and other postretirement benefit plans. The provisions of ASC 715 are effective for fiscal years ending after December 15, 2009.   The Company has adopted the provisions of ASC 715 as of December 31, 2009 and its adoption did not have a material impact on its results of operation, financial condition or disclosures.

In May 2009, the FASB issued guidance now codified as ASC Topic 855, Subsequent Events (“ASC 855”), which provides authoritative accounting literature related to evaluating subsequent events.  ASC 855 is similar to the current guidance with some exceptions that are not intended to result in significant change to current practice.  ASC 855 defines subsequent events and also requires the disclosure of the date through which an entity has evaluated subsequent events and the basis for that date.  The provisions of ASC 855 are effective for interim or annual financial periods ending after June 15, 2009. The Company has adopted the provisions of ASC 855 effective as of June 30, 2009 and its adoption did not have a material impact on its results of operations, financial condition or its disclosures.

74

In June 2009, FASB issued guidance now codified as ASC Topic 105, Generally Accepted Accounting Principles (“ASC 105”).  ASC 105 establishes only two levels of GAAP, authoritative and non-authoritative.  The FASB Accounting Standards Codification (the “Codification”) is the source of authoritative, nongovernmental GAAP, except for rules and interpretive releases of the Securities and Exchange Commission (“SEC”), which are sources of authoritative GAAP for SEC registrants.  All other non-grandfathered, non-SEC accounting literature not included in the Codification will become non-authoritative.  The standard is effective for financial statements for interim or annual reporting periods ending after September 15, 2009.  As the Codification was not intended to change or alter existing GAAP, it will not have any impact on the Company’s financial condition and results of operations.  References made to FASB guidance throughout this document have been updated for the Codification.

Future Implementations

In June 2009, the FASB issued guidance now codified as ASC Topic 810, Consolidation (“ASC 810”), which amends certain guidance for determining whether an entity is a variable interest entity (“VIE”).  ASC 810 requires an enterprise to perform an analysis to determine whether the Company’s variable interests give it a controlling financial interest in a VIE.  A company would be required to assess whether it has an implicit financial responsibility to ensure that a VIE operates as designed when determining whether it has the power to direct the activities of the VIE that most significantly impact the entity’s economic performance.  In addition, ASC 810 requires ongoing reassessments of whether an enterprise is the primary beneficiary of a VIE.  The standard is effective for financial statements for interim or annual reporting periods that begin after November 15, 2009.  Earlier application is prohibited.  The Company is currently evaluating the impact of ASC 810.

Risks and Uncertainties

As the Company currently operates its business as debtors-in-possession under the jurisdiction of the Bankruptcy Court, and in accordance with the applicable provisions of the Bankruptcy Code, it is subject to the risks and uncertainties associated with its’ Chapter 11 cases which include the following:

·The ability to obtain and maintain normal terms with customers’ vendors and service providers;

·The ability to obtain approval by the Bankruptcy Court for transactions outside the ordinary course of business;

·Limitations on our ability to obtain Bankruptcy Court approval with respect to motions in the Chapter 11 cases; and

·Limitations on our ability to avoid or reject executory contracts and real property leases that are burdensome or uneconomical.

In order to successfully emerge from Chapter 11, the Company must develop, obtain requisite Bankruptcy Court and creditor approval of, and consummate a Plan.  If a Plan is not confirmed or if the Company is unable to successfully consummate a Plan after confirmation, it is unclear whether it would be able to reorganize the business and what if any distribution would be made to claimants.

The Company’s revenues are largely dependent on the continued operation of its manufacturing facilities.  There are many risks involved in operating chemical manufacturing plants, including the breakdown, failure or substandard performance of equipment, operating errors, natural disasters, the need to comply with directives of, and maintain all necessary permits from, government agencies and potential terrorist attacks.  The Company’s operations can be adversely affected by raw material shortages, labor force shortages or work stoppages and events impeding or increasing the cost of transporting its raw materials and finished products.  The occurrence of material operational problems, including but not limited to the events described above, may have a material adverse effect on the productivity and profitability of a particular manufacturing facility.  With respect to certain facilities, such events could have a material effect on the Company as a whole.

The Company’s operations are also subject to various hazards incident to the production of industrial chemicals.  These include the use, handling, processing, storage and transportation of certain hazardous materials.  Under certain circumstances, these hazards could cause personal injury and loss of life, severe damage to and destruction of property and equipment, environmental damage and suspension of operations.  Claims arising from any future catastrophic occurrence at any one of its facilities may result in the Company being named as a defendant in lawsuits asserting potential claims.

75

The Company performs ongoing credit evaluations of its customers’ financial condition including an assessment of the impact, if any, of prevailing economic conditions.  The Company generally does not require collateral from its customers.  The Company is exposed to credit losses in the event of nonperformance by counterparties on derivative instruments when utilized.  The counterparties to these transactions are major financial institutions, which may be adversely affected by the current global credit crisis.  However, the Company considers the risk of default to be minimal.

International operations are subject to various risks which may or may not be present in U.S. operations.  These risks include political instability, the possibility of expropriation, restrictions on dividends and remittances, instabilities of currencies, requirements for governmental approvals for new ventures and local participation in operations such as local equity ownership and workers’ councils.  Currency fluctuations between the U.S. dollar and the currencies in which the Company conducts business have caused and will continue to cause foreign currency transaction gains and losses, which may be material.  Any of these events could have an adverse effect on the Company’s international operations.

3) CONDENSED DEBTOR COMBINED FINANCIAL STATEMENTS

Condensed Combined Financial Statements for the Debtors as of and for the year-ended December 31, 2009 are presented below.  These Condensed Combined Financial Statements include investments in subsidiaries carried under the equity method.

Condensed Combined Statement of Operations

(Debtor-in-Possession)

(In millions)

	Year Ended
	December 31, 2009
Net sales	$	1,958
Cost of goods sold	1,589
Selling, general and administrative	183
Depreciation and amortization	113
Research and development	21
Antitrust costs	9
Changes in estimates related to expected allowable claims	73
Impairment of long-lived assets	54
Operating loss	(84		)
Interest expense	(77		)
Other expense, net	(18		)
Reorganization items, net	(96		)
Equity in net loss of subsidiaries	(43		)
Loss before income taxes	(318		)
Income tax benefit	25
Net loss	$	(293	)

76

Condensed Combined Balance Sheet

(Debtor-in-Possession)

as of December 31, 2009

(In millions)

ASSETS
Current assets	$	706
Intercompany receivables	538
Investment in subsidiaries	1,942
Property, plant and equipment	422
Goodwill	149
Other assets	397
Total assets	$	4,154
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities	$	395
Intercompany payables	65
Other long-term liabilities	73
Total liabilities not subject to compromise	533
Liabilities subject to compromise (a)	3,449
Total stockholders’ equity	172
Total liabilities and stockholders’ equity	$	4,154

(a) Includes inter-company payables of $1,447 million.

77

Condensed Combined Statement of Cash Flows

(Debtor-in-Possession)

Year ended December 31, 2009

(In millions)

Increase (decrease) to cash
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(293	)
Adjustments to reconcile net loss to net cash used in operating activities:
Impairment of long-lived assets	54
Depreciation and amortization	113
Stock-based compensation expense	3
Changes in estimates related to expected allowable claims	73
Reorganization items, net	34
Changes in assets and liabilities, net	(64		)
Net cash used in operating activities	(80		)
CASH FLOWS FROM INVESTING ACTIVITIES
Net proceeds from divestments	3
Payments for acquisitions, net of cash acquired	(5		)
Capital expenditures	(34		)
Net cash used in investing activities	(36		)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from debtor-in-possession facility, net	250
Payments on credit facility, net	(28		)
Payments on long term borrowings	(18		)
Payments for debt issuance costs	(30		)
Net cash provided by financing activities	174
CASH AND CASH EQUIVALENTS
Change in cash and cash equivalents	58
Cash and cash equivalents at beginning of period	23
Cash and cash equivalents at end of period	$	81

4) LIABILITIES SUBJECT TO COMPROMISE AND REORGANIZATION ITEMS, NET

As a consequence of the Chapter 11cases, substantially all claims and litigation against the Debtors in existence prior to the filing of the petitions for relief or relating to acts or omissions prior to the filing of the petitions for relief are stayed.  These estimated claims are reflected in the Consolidated Balance Sheet as liabilities subject to compromise as of December 31, 2009.  These amounts represent the Company’s best estimate of known or potential pre-petition liabilities that are probable of resulting in an allowed claim against the Debtors in connection with the Chapter 11 cases and are recorded at the estimated amount of the allowed claim which may be different from the amount for which the liability will be settled.  Such claims remain subject to future adjustments.  Adjustments may result from actions of the Bankruptcy Court, negotiations, rejection or acceptance of executory contracts and real property leases, determination as to the value of any collateral securing claims, proofs of claim or other events.

The Bankruptcy Court established October 30, 2009 as the Bar Date for filing proofs of claim against the Debtors.  The Debtors have received approximately 15,300 proofs of claim covering a broad array of areas.  The Company is in the process of evaluating the amounts asserted in and the factual and/or legal basis of the proofs of claim filed against the Debtors.  These proofs of claim may result in additional liabilities, some or all of which may be subject to compromise, and the amounts of which may be material.  See Note — 21 Legal Proceedings and Contingencies for further discussion of the Company’s Chapter 11 claims assessment.

78

Liabilities subject to compromise consist of the following:

	As of
(In millions)	December 31, 2009
6.875% Notes due 2016 (a)	$	500
7% Notes due July 2009 (a)	370
6.875% Debentures due 2026 (a)	150
2007 Credit Facility (a)	152
Other borrowings	3
Total debt subject to compromise	1,175
Pension and post-retirement health care liabilities	410
Accounts payable	130
Environmental reserves	42
Litigation reserves	125
Unrecognized tax benefits and other taxes	78
Accrued interest expense	7
Other miscellaneous liabilities	35
Total liabilties subject to compromise	$	2,002

Reorganization items are presented separately in the Consolidated Statements of Operations on a net basis and represent items realized or incurred by the Company as a direct result of the Debtors’ Chapter 11 cases.

The reorganization items, net recorded in the Consolidated Statements of Operations consists of the following:

	Year-Ended
(In millions)	December 31, 2009
Professional fees	$	60
Write-off of debt discounts and premiums (a)	24
Write-off of debt issuance costs (a)	7
Write-off of deferred charges related to termination of U.S. accounts receivable facility	4
Rejections or terminations of lease and other contract agreements (b)	9
Severance - closure of manufacturing plants and warehouses (b)	1
Claim settlements (c)	(8		)
Total reorganization items, net	$	97

(a)The carrying value of pre-petition debt has been adjusted to its respective face value as this represents the expected allowable claim in the Chapter 11 cases.  As a result, unamortized debt issuance costs, discounts and premiums were charged to reorganization items, net on the Consolidated Statements of Operations.

(b)Represents charges for cost savings initiatives for which Bankruptcy Court approval has been obtained or requested.  For additional information see Note 6 — Restructuring and Asset Impairment Activities.

(c)Represents the difference between the settlement amount of certain pre-petition obligations and the corresponding carrying value of the recorded liabilities.

79

5) ACQUISITIONS AND DIVESTMENTS

Acquisitions

GLCC Laurel, LLC

On March 12, 2008, the Company purchased the remaining interest in GLCC Laurel, LLC for a note payable of $11 million.  The note was paid in September 2008.  As GLCC Laurel, LLC was already being consolidated by the Company in its financial statements, the purchase price was allocated to reduce the non-controlling interest by $23 million.  The value of the long-lived assets was reduced by $14 million (as the fair value of the assets exceeded the purchase price) with the residual amounts allocated to other assets.

Baxenden

On February 29, 2008, the Company acquired the remaining stock of Baxenden Chemicals Limited Plc for approximately $26 million.  The purchase price was allocated to goodwill of $9 million; intangible assets of $ 7 million; property, plant, and equipment of $5 million; and other net assets of $5 million.

Kaufman

On January 31, 2007, the Company acquired the stock of Kaufman Holdings Corporation (“Kaufman”).  In 2007, the Company paid the sellers $160 million plus an additional $5 million for working capital adjustments and transaction costs.  Additionally, a final payment of $5 million was made in 2009 to the sellers in accordance with the sale agreement.

The acquired assets and assumed liabilities have been recorded at their fair value and the excess cost of the acquired net assets over their fair value has been recorded as goodwill.  The total purchase price has been allocated to the acquired net tangible and intangible assets and assumed liabilities based upon valuations and estimates of fair value.

The total Kaufman purchase price of $170 million included $61 million of goodwill; $58 million of intangible assets; $45 million of net working capital; $42 million of property, plant and equipment and $2 million of other assets offset by $38 million of other long-term liabilities.

Discontinued Operations

The Company has classified the following transactions as discontinued operations in the Consolidated Statements of Operations for all periods presented.  The Company determined the cash flows associated with the continuation of activities are deemed indirect and the Company evaluated whether it had significant continued involvement in the operations of the disposed businesses.  Accordingly, the Company did not deem its involvement with the disposed businesses subsequent to sale to be significant.

Earnings from discontinued operations for periods with activities consists of the following:

	2007
(In millions)	Net Sales		Pre-tax Earnings from Discontinued Operations		Income Tax Expense			Earnings from Discontinued Operations
Fluorine	$	49	$	14	$	(5	)	$	9
Optical Monomers	31		3		—			3
EPDM	99		8		(3		)	5
OrganoSilicones	—		2		(1		)	1
Total	$	179	$	27	$	(9	)	$	18

80

Fluorine Divestiture

On January 31, 2008, the Company completed the sale of its fluorine chemical business located at the Company’s El Dorado, Arkansas facility for an immaterial net loss.  The assets sold consisted of patents and intangible assets of $12 million, inventory of $8 million, fixed assets of $8 million and other current liabilities of $1 million.

Optical Monomers Divestiture

On October 31, 2007, the Company completed the sale of its optical monomers business, which included its Ravenna, Italy manufacturing facility, for cash proceeds of $24 million.  The Company reported a net of tax loss of $1 million (a loss of $2 million related to the sale of its optical monomers business in discontinued operations and a gain of $1 million related to the sale of certain antioxidants assets in COGS).  The net assets sold included $8 million of accounts receivable, $9 million of inventories, $5 million of intangible assets, $5 million of assets at the Company’s manufacturing facilities and $2 million of current liabilities.

EPDM Divestiture

On June 29, 2007, the Company completed the sale of its EPDM business, the Celogen® foaming agents product line related to rubber chemicals, and its Geismar, Louisiana facilities for cash proceeds of $137 million, plus $16 million in promissory notes paid in installments between closing and September 30, 2007. The Company reported a net of tax gain of $8 million (a gain of $23 million related to the sale of the EPDM business in discontinued operations and a loss of $15 million related to the sale of foaming agents in loss on sale of business). The assets sold included $23 million of accounts receivable, $36 million of inventories and $63 million of assets at the Company’s manufacturing facilities.  In connection with this sale, the Company entered into certain transitional service and supply agreements for periods initially ranging from 90 days to six months which may be extended at the mutual consent of both parties. Since June 30, 2007, the Company did not have any continuing involvement in the EPDM business.

OrganoSilicones Divestiture

On July 31, 2003, the Company sold certain assets and assigned certain liabilities of its OrganoSilicones business unit to the Specialty Materials division of General Electric Company (“GE”) and acquired GE’s Specialty Chemicals business.  As a result of this transaction, the Company was to receive quarterly earn-out payments through December of 2006 based on the minimum required payments and additional payments contingent on the combined performance of GE’s existing Silicones business and the OrganoSilicones business that GE acquired from the Company through September of 2006.  The total of such earn-out proceeds was for a minimum of $105 million and a maximum of $250 million, of which the Company received a total of $175 million over the term of the agreement ($9 million in 2007, $54 million in 2006, $63 million in 2005, $40 million in 2004 and $9 million in 2003).

Upon the expiration of the performance contingency on September 30, 2006 and the expiration of the earn-out period, the total cumulative additional expected contingent earn-out of $67 million ($46 million, net of taxes) was recognized as a gain on the sale of discontinued operations for the year ended December 31, 2006 in the Consolidated Statement of Operations.  Included in this amount was a receivable of $6 million related to the contingent payout received in 2007.  During the first quarter of 2007, the Company received its final earn-out payment from GE of $9 million.  As a result, the Company recorded a gain on sale of discontinued operations of $3 million ($2 million, net of taxes) for the year ended December 31, 2007 in the Consolidated Statement of Operations. During 2007, the Company also recorded earnings from discontinued operations of $2 million ($1 million, net of taxes) for adjustments related to the sale of the OrganoSilicones business.

During 2009, the Company recorded an accrual of $4 million ($3 million, net of taxes) related to the divestiture of its OrganoSilicones business.  This accrual related to a loss contingency for information that became available during 2009.

81

Other Dispositions

Oleochemical Divestiture

On February 29, 2008, the Company completed the sale of its oleochemicals business which included the Company’s Memphis, Tennessee facility and recorded a net loss of $26 million.  The assets sold included inventory of $26 million, accounts receivable of $23 million, goodwill of $13 million, net fixed assets of $7 million and intangible assets of $1 million.  The oleochemicals business had revenues of approximately $160 million in 2007.  As the Company does not capture fully absorbed costs, and certain assets and liabilities at the level of an individual product line (such as oleochemicals), cash flows for this business were determined not to be clearly distinguishable from the rest of the Company and therefore the operational results for oleochemicals were not classified as a discontinued operation.

Organic Peroxides Divestiture

On July 31, 2007, the Company completed the sale of its organic peroxides business located at the Company’s Marshall, Texas facility. As a result, the Company recorded a pre-tax asset impairment charge of $3 million in the quarter ended June 30, 2007, to reduce the carrying value of the property, plant and equipment to be sold to its estimated fair value prior to the sale.  This sale transaction did not have a material impact on the Company’s earnings, financial condition or cash flows.

Proposed Divestiture

PVC Additives Sale

On December 23, 2009, the Company entered into a Share and Asset Purchase Agreement with SK, New York-based private equity concerns focusing on the specialty materials, chemicals and healthcare industries, whereby SK has agreed to acquire the Company’s global PVC additives business.  The sale will include certain assets, the stock of a European subsidiary and the assumption by SK of certain liabilities.

On December 23, 2009, the Company filed a motion with the Bankruptcy Court (the “Sale Motion”), pursuant to Section 363 of the Bankruptcy Code, seeking, among other things, approval of an auction process and bidding procedures that would govern the sale of the PVC additives business to SK or another bidder with the highest or otherwise best offer and approval of the sale of the PVC additives business in accordance with the auction process and bidding procedures.  On January 14, 2010, the Bankruptcy Court entered an order (the “Bidding Procedures Order”) establishing an auction process and bidding procedures (the “Auction”) to govern the sale of the PVC additives business.  On January 15, 2010, the Company entered into Amendment No. 3 of the DIP Credit Facility that provided for, among other things, the consent of its DIP lenders to the sale of the PVC additives business.  The lenders under the Amended and Restated DIP Credit Agreement also consented to this transaction.  Pursuant to the Bidding Procedures Order, the Auction was held on February 22, 2010.  At the Auction, Artek Aterian Holding Company and its sponsors, Aterian Investment Partners Distressed Opportunities, LP and Artek Surfin Chemicals Ltd. (collectively, “Artek”), emerged as the bidder with the highest and otherwise best bid for the PVC additives business.

On February 23, 2010, pursuant to the Bidding Procedures Order and following the Auction, the Company entered into a Share and Asset Purchase Agreement (“Artek SAPA”) with Artek whereby Artek agreed to acquire the Company’s PVC additives business for cash consideration of $16 million and to assume certain liabilities, including certain pension and environmental liabilities.  The purchase price is subject to certain adjustments including a post-closing net working capital adjustment.  On February 23, 2010, the Bankruptcy Court held a hearing on the Sale Motion pursuant to Section 363 of the Bankruptcy Code and issued an order approving, among other things, the sale of the PVC additives business to Artek.  The transaction is expected to close in the second quarter of 2010.  The Artek SAPA resulted in an incremental $14 million of cash proceeds and favorable sales contract modifications compared to the initial share and asset purchase agreement with SK.

The PVC additives business subject to the Artek SAPA had net sales of $236 million in 2009, $374 million in 2008 and $357 million in 2007.

82

6) RESTRUCTURING AND ASSET IMPAIRMENT ACTIVITIES

Restructuring Activities

During 2009, the Company obtained approval of the Bankruptcy Court to implement certain cost savings and growth initiatives and filed motions to obtain approval for additional initiatives.  These initiatives included the closure of a manufacturing plant in Ashley, Indiana, the consolidation of warehouses related to its Consumer Performance Products business, the reduction of leased space at two of its U.S. office facilities, and the rejection of various unfavorable real property leases and executory contracts.  As a result of these initiatives, the Company recorded pre-tax charges of $9 million ($4 million was recorded to reorganization items, net for severance and real property lease rejections, $3 million was recorded to depreciation and amortization expense for accelerated depreciation, $1 million was recorded to COGS and $1 million was recorded to SG&A for asset disposals and accelerated asset retirement obligations).

On December 11, 2008, the Company announced a worldwide restructuring program to reduce cash fixed costs.  This initiative involved a worldwide reduction in the Company’s professional and administrative staff by approximately 500 people.  The Company recorded a pre-tax severance charge of $26 million for this program during the fourth quarter of 2008 to facility closures, severance and related costs in the Consolidated Statement of Operations.  In 2009, the Company recorded an additional $3 million of pre-tax charges primarily for severance related to this program.

On June 4, 2007, the Company announced its plan to close the antioxidant facilities at Pedrengo and Ravenna, Italy, and two intermediate chemical product lines at Catenoy, France.  These actions resulted in the reduction of approximately 190 positions.  The Company recorded pre-tax charges of $49 million during 2007 ($33 million of accelerated depreciation was recorded to depreciation and amortization expense; $11 million primarily for severance was recorded to facility closures, severance and related costs; a $4 million asset impairment charge was recorded to impairment of long-lived assets and $1 million of accelerated asset retirement obligations were recognized in COGS).  In 2008, the Company recorded an additional $1 million of pre-tax charges primarily for severance related to this program.

On April 4, 2007, the Company announced the realignment of its business segments, streamlining of the organization, reevaluation of its manufacturing footprint and the redirection of efforts to focus on end-use markets.  In June 2007, the Company identified more than 600 positions for reduction and approved several locations for closure.  The Company recorded pre-tax charges relating to these actions, primarily for severance totaling $28 million in 2007 to facility closures, severance and related costs in the Consolidated Statement of Operations.  In 2008, the Company recorded an additional $1 million of pre-tax charges primarily for severance related to this program.

In addition, during 2008 and 2007, the Company recorded pre-tax credits of $2 million and $4 million, respectively, primarily to adjust the reserve for unrecoverable future lease costs at the Tarrytown, NY facility and for other reserves no longer deemed necessary.

A summary of the charges and adjustments related to these restructuring programs is as follows:

(In millions)	Severance and Related Costs			Other Facility Closure Costs		Total
Balance at January 1, 2007	$	9		10		19
2007 charge (credit)	37			(1	)	36
Cash payments	(24		)	(3	)	(27		)
Non-cash charges and accretion	1			—		1
Balance at December 31, 2007	23			6		29
2008 charge (credit)	27			(1	)	26
Cash payments	(24		)	(2	)	(26		)
Non-cash charges and accretion	3			(1	)	2
Balance at December 31, 2008	29			2		31
Facility closure, severance and related costs	2			1		3
Reorganization initiatives, net	1			3		4
Cash payments	(23		)	(2	)	(25		)
Balance at December 31, 2009	$	9		4		$	13

83

At December 31, 2009, $4 million of the reserve was included in accrued expenses on the Consolidated Balance Sheet and $9 million was recorded in liabilities subject to compromise on the Consolidated Balance Sheet.  At December 31, 2008, the reserve of $31 million was included in accrued expenses.

Proposed Restructuring Initiatives

On January 25, 2010, the Company’s Board of Directors approved a restructuring plan involving the consolidation and idling of certain assets within the flame retardants business operations in El Dorado, Arkansas.  The restructuring plan was approved by the Bankruptcy Court on February 23, 2010.  The restructuring plan is expected to be completed by the fourth quarter of 2010.  As a result of the restructuring plan, the Company expects to record costs of approximately $40 million, primarily in the first half of 2010, consisting of approximately $35 million in accelerated depreciation of property, plant and equipment and approximately $5 million in other facility-related shutdown costs, which include accelerated recognition of asset retirement obligations, decommissioning of wells and pipelines and severance.  In addition to the aforementioned costs, the Company expects cash costs, including capital costs, to be approximately $20 million primarily in 2010 in order to execute the consolidation of operations into remaining facilities.

Asset Impairment Activities

In accordance with ASC Topic 350, Intangibles — Goodwill and Other (“ASC 350”) and ASC Topic 360, Property, Plant and Equipment (“ASC 360”), the Company recorded pre-tax charges totaling $104 million, $986 million, and $19 million in 2009, 2008 and 2007, respectively as an impairment of long-lived assets in the Consolidated Statements of Operations, which include the following items:

·In the fourth quarter of 2009, the Company recorded an impairment of long-lived assets of $7 million primarily related to further reducing the carrying value of property, plant and equipment of its PVC additives business, a component of the Industrial Engineered Products reporting segment, to reflect the revised estimated fair value of the assets.  The decrease in fair value is the result of the definitive agreement entered into with SK Atlas, LLC and SK Capital Partners II, LP (collectively “SK”) in December 2009, whereby they will acquire the PVC additives business from the Company.

·In the second quarter of 2009, the Company experienced continued year-over-year revenue reductions from the impact of the global recession in the electronic, building and construction industries.  In addition, the Consumer Performance Products segment revenues were impacted by cooler and wetter than normal weather in the northeastern and mid-western regions of the United States.  Based on these factors, the Company reviewed the recoverability of the long-lived assets of its segments in accordance with ASC Section 360-10-35, Property, Plant, and Equipment — Subsequent Measurements (“ASC 360-10-35”).  The Company evaluates the recoverability of the carrying value of its long-lived assets, excluding goodwill, whenever events or changes in circumstances indicate that the carrying value may not be recoverable. The Company realizes that events and changes in circumstances can be more frequent in the course of a U.S. bankruptcy process.  Under such circumstances, the Company assesses whether the projected undiscounted cash flows of its businesses are sufficient to recover the existing unamortized carrying value of its long-lived assets. If the undiscounted projected cash flows are not sufficient, the Company calculates the impairment amount by several methodologies, including discounting the projected cash flows using its weighted average cost of capital and valuation estimates from third parties.  The amount of the impairment is written-off against earnings in the period in which the impairment has been determined in accordance with ASC 360-10-35.

For the PVC additives business, a component of the Industrial Engineered Products reporting segment, the carrying value of the long-lived assets was in excess of the undiscounted cash flows.  As a result, the Company recorded a pre-tax impairment charge of $60 million in the second quarter of 2009 to write-down the value of property, plant and equipment, net by $48 million and intangible assets, net by $12 million.  The $60 million charge was included in impairment of long-lived assets in the Consolidated Statements of Operations.

Due to the factors cited above, the Company also concluded it was appropriate to perform a goodwill impairment review as of June 30, 2009.  The Company used the updated projections in its long-range plan to compute estimated fair values of its reporting units.  These projections indicated that the estimated fair value of the Consumer Performance Products reporting unit was less than its carrying value.  Based on the Company’s preliminary analysis, an estimated goodwill impairment charge of $37 million was recorded for this reporting unit in the second quarter of 2009 (representing the remaining goodwill in this reporting unit).  The Company finalized its analysis of the goodwill impairment charge in the third quarter of 2009 and no change to the estimated charge was required (see Note 10 - Goodwill and Intangible Assets for further information).

84

·In the fourth quarter of 2008, the Company recorded an impairment of long-lived assets of $665 million related to reducing the carrying value of goodwill in the Company’s Consumer Performance Products, Industrial Performance Products and Industrial Engineered Products segments (see Note 10 — Goodwill and Intangible Assets).

·In the third quarter of 2008, the Company recorded an impairment of long-lived assets of $1 million related to reducing the carrying value of property, plant and equipment at the Company’s Catenoy, France facility, which was the result of the product line closures previously announced.

·In the second quarter of 2008, the Company recorded an impairment of long-lived assets of $320 million related to reducing the carrying value of goodwill in the Company’s Consumer Performance Products segment (see Note 10 — Goodwill and Intangible Assets).

·In the fourth quarter of 2007, the Company recorded an impairment charge of $3 million related to the write-off of construction in progress costs associated with software that will no longer be utilized due to the Company’s plan to consolidate its multiple enterprise resource planning (“ERP”) systems onto a single SAP platform.

·In the third quarter of 2007, the Company recorded an impairment charge of $9 million, related to the reduction in the value of certain assets at the Company’s Ravenna, Italy facility, which was the result of the closure of the antioxidant facility at this site and the plan to sell the remaining assets at this site as part of the sale of the optical monomers business that was completed in October 2007.

·In the second quarter of 2007, the Company recorded an impairment charge of $3 million to reduce the carrying value of the property, plant and equipment to be sold to its estimated fair value related to its organic peroxides business located at the Company’s Marshall, Texas facility.  Such sale was completed on July 31, 2007 (see Note 5 — Acquisitions and Divestments for further details).

·In the second quarter of 2007, the Company recorded an impairment charge of $4 million related to the write-off of construction in progress at certain facilities affected by the restructuring program announced on June 4, 2007.

7) SALE OF ACCOUNTS RECEIVABLE

At December 31, 2008, the Company had a committed U.S. Facility which provided funding for the sale of up to $100 million of its eligible U.S. receivables to certain purchasers.  On January 23, 2009, the Company entered into the 2009 U.S. Facility with up to $150 million of capacity and a three-year term with certain lenders under its 2007 Credit Facility.  Lenders who participated reduced their commitments to the 2007 Credit Facility pro-rata to their commitments to purchase U.S. eligible accounts receivable under the 2009 U.S. Facility.  At December 31, 2008, $36 million of domestic accounts receivable had been sold under the former U.S. Facility, representing the maximum amount permitted under the terms of this facility, at an average cost of approximately 3.52%.  The former U.S. Facility was terminated upon the effectiveness of the 2009 U.S. Facility.

Under the respective U.S. facilities, certain subsidiaries of the Company were able to sell their accounts receivable to a special purpose entity (“SPE”) that was created for the purpose of acquiring such receivables and selling an undivided interest therein to certain purchasers.  In accordance with the receivables purchase agreements, the purchasers were granted an undivided ownership interest in the accounts receivable owned by the SPE.  The amount of such undivided ownership interest will vary based on the level of eligible accounts receivable as defined in the agreement.  In addition, the purchasers retain a security interest in all the receivables owned by the SPE, which was $209 million as of December 31, 2008.  The balance of the unsold receivables owned by the SPE was included in the Company’s accounts receivable balance on the Consolidated Balance Sheet.

The 2009 U.S. Facility was terminated on March 23, 2009 as a condition of the Debtors entering into the DIP Credit Facility.  All accounts receivable was were sold back by the purchasers and the SPE to their original selling entity using proceeds of $117 million from the DIP Credit Facility.

85

Certain of the Company’s European subsidiaries maintained a separate European Facility to sell up to approximately $244 million (€175 million) of the eligible accounts receivable directly to a purchaser as of December 31, 2008.  At December 31, 2008, $67 million of international accounts receivable had been sold under this facility at an average cost of approximately 6.16%.  This facility terminated during the second quarter and there were no outstanding accounts receivable that had been sold as of June 30, 2009.  The availability and access to the European Facility was restricted by the purchaser in late December 2008 in light of the Company’s financial performance.  As a result, the Company was unable to sell additional accounts receivable under this program during the first and second quarters of 2009.  Despite good faith discussions, the Company was unable to conclude an agreement to resume sales of accounts receivable under the European Facility either prior to the Chapter 11 filing or thereafter.  During the second quarter of 2009, with no agreement to restart the European Facility, the remaining balance of the accounts receivable previously sold under this facility was settled and the facility was terminated.

The costs associated with these facilities of $2 million, $16 million and $21 million for 2009, 2008, and 2007, respectively, are included in other income (expense), net in the Consolidated Statements of Operations.

Additionally, following the termination of the 2009 U.S. Facility, deferred financing costs of approximately $4 million related to this facility were charged to reorganization items, net in the Consolidated Statements of Operations.

8) INVENTORIES

(In millions)	2009		2008
Finished goods	$	350	$	401
Work in process	46		49
Raw materials and supplies	144		161
	$	540	$	611

Included in the above net inventory balances are inventory obsolescence reserves of approximately $36 million and $31 million at December 31, 2009 and 2008, respectively.

9) PROPERTY, PLANT AND EQUIPMENT

(In millions)	2009		2008
Land and improvements	$	81	$	83
Buildings and improvements	242		248
Machinery and equipment	1,238		1,233
Information systems and equipment	225		190
Furniture, fixtures and other	26		30
Construction in progress	63		80
	1,875		1,864
Less: accumulated depreciation	1,125		1,002
	$	750	$	862

Depreciation expense from continuing operations amounted to $134 million, $192 million and $229 million for 2009, 2008 and 2007, respectively.  Depreciation expense from continuing operations includes accelerated depreciation of certain fixed assets associated with the Company’s restructuring programs and the consolidations of its legacy ERP systems of $5 million, $47 million and $70 million for 2009, 2008, and 2007, respectively.

Additionally, an impairment charge of $53 million to write-down the value of property, plant and equipment, net was recorded in 2009 related to the Company’s PVC additives business.  Refer to Note 6 — Restructuring and Asset Impairment Activities for further information on asset impairments.

86

10) GOODWILL AND INTANGIBLE ASSETS

Goodwill

Goodwill by reportable segment is as follows:

						Crop
	Consumer			Industrial		Protection	Industrial
	Performance			Performance		Engineered	Engineered
(In millions)	Products			Products		Products	Products		Total
Goodwill at December 31, 2007	$	584		275		57	543		$	1,459
Accumulated impairments at December 31, 2007	—			(8	)	—	(142	)	(150		)
Net Goodwill at December 31, 2007	584			267		57	401		1,309
Impairment charges	(540		)	(82	)	—	(363	)	(985		)
Acquisitions and dispositions	—			9		—	(13	)	(4		)
Foreign currency translation and other	(7		)	(23	)	—	(25	)	(55		)
Goodwill at December 31, 2008	577			261		57	—		895
Accumulated impairments at December 31, 2008	(540		)	(90	)	—	—		(630		)
Net Goodwill at December 31, 2008	37			171		57	—		265
Impairment charges	(37		)	—		—	—		(37		)
Foreign currency translation	—			7		—	—		7
Goodwill at December 31, 2009	—			268		57	—		325
Accumulated impairments at December 31, 2009	—			(90	)	—	—		(90		)
Net Goodwill at December 31, 2009	$	—		178		57	—		$	235

The Company has elected to perform its annual goodwill impairment procedures for all of its reporting units in accordance with ASC Subtopic 350-20, Intangibles — Goodwill and Other - Goodwill (“ASC 350-20”) as of July 31, or sooner, if events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.  The Company estimates the fair value of its reporting units utilizing income and market approaches through the application of discounted cash flow and market comparable methods (Level 3 inputs as described in Note 19 — Financial Instruments and Fair Value Measurements).  The assessment is required to be performed in two steps: step one to test for a potential impairment of goodwill and, if potential impairments are identified, step two to measure the impairment loss through a full fair valuing of the assets and liabilities of the reporting unit utilizing the acquisition method of accounting.

The Company continually monitors and evaluates business and competitive conditions that affect its operations and reflects the impact of these factors in its financial projections.  If permanent or sustained changes in business or, competitive conditions occur, they can lead to revised projections that could potentially give rise to impairment charges.

Year 2009

During the quarter ended March 31, 2009, there was continued weakness in the global financial markets, resulting in additional decreases in the valuation of public companies and restricted availability of capital.  Additionally, the Company’s stock price continued to decrease due to constrained liquidity, deteriorating financial performance and the Debtors filing of a petition for relief under Chapter 11 of the Bankruptcy Code.  These events were of sufficient magnitude to the Company to conclude it was appropriate to perform a goodwill impairment review as of March 31, 2009.  The Company used its own estimates of the effects of the macroeconomic changes on the markets it serves to develop an updated view of its projections.  Those updated projections have been used to compute updated estimated fair values of its reporting units.  Based on these estimated fair values used to test goodwill for impairment in accordance with ASC 350-20, the Company concluded that no impairment existed in any of its reporting units at March 31, 2009.

87

The financial performance of certain reporting units was negatively impacted versus expectations due to the cold and wet weather conditions during the first half of 2009.  This fact along with the continued macro economic factors cited above resulted in the Company concluding it was appropriate to perform a goodwill impairment review as of June 30, 2009.  The Company used the updated projections in their long-range plan to compute estimated fair values of its reporting units.  These projections indicated that the estimated fair value of the Consumer Performance Products reporting unit was less than its carrying value.  Based on the Company’s preliminary analysis, an estimated goodwill impairment charge of $37 million was recorded for this reporting unit in the second quarter of 2009 (representing the remaining goodwill in this reporting unit).  The Company finalized its analysis of the goodwill impairment charge in the third quarter of 2009 and no change to the estimated charge was required.

The Company concluded that no additional goodwill impairment existed in any of its reporting units based on the annual review as of July 31, 2009.

For the quarters ended September 30, 2009 and December 31, 2009, the Company’s consolidated performance was in line with expectations while the performance of the Company’s Crop Protection Engineered Products reporting unit was below expectations.  However, the longer-term forecasts for this reporting unit are still sufficient to support its level of goodwill.  As such, the Company concluded that no circumstances exist that would more likely than not reduce the fair value of any of its reporting units below their carrying amount and an interim impairment test was not considered necessary as of September 30, 2009 and as of December 31, 2009.

Year 2008

During the quarter ended June 30, 2008, the Company updated its long-term financial projections for each of its businesses.  The projections for the Consumer Performance Products segment indicated an inability to sustain the level of goodwill associated with that segment.  A goodwill impairment charge of $320 million was recorded in this reporting unit in the second quarter of 2008.

The Company concluded that no additional goodwill impairment existed in any of its reporting units based on the annual review as of July 31, 2008.

During the third quarter of 2008, significant weakness developed in global financial markets, resulting in decreases in the valuation of public companies and restricted availability of capital.  Further, it appeared that the global economy was entering into a recession.  During this period, the Company’s stock price fell to a value that was at a significant discount to the per share value of the Company’s book value.  These events were of sufficient magnitude for the Company to conclude that it was appropriate to perform a goodwill impairment review as of September 30, 2008.

With the speed of events, there was not yet a body of forecast information from which to assess the likely intensity or duration of the recession or quantify the likely impact on the industries the Company serves.  The Company therefore used its own estimates of the effects of the macroeconomic changes on the industries its serves to develop an updated view of its projections.  Those updated projections were used to compute updated estimated fair values of its reporting units.  Based on these estimated fair values used to test goodwill for impairment, the Company concluded that no impairment existed in any of its reporting units at September 30, 2008.

The Company saw order volumes decline sharply in November and December of 2008 as its customers experienced, or anticipated, reductions in demand from the industries they serve. These order reductions primarily related to the Company’s Industrial Performance Products and Industrial Engineered Products business segments in electronic, polyolefin, building and construction and general industrial applications.  The Company also adjusted its plant production rates to align with customer demand and its inventory reduction goals. As a result, a significant number of the Company’s facilities were idled during various times in the latter part of the fourth quarter of 2008.

88

The changes in financial performance during the fourth quarter of 2008 and the outlook for 2009, coupled with continuing adverse equity market conditions that caused a decrease in current market multiples and the Company’s stock price, were of sufficient magnitude for the Company to conclude that it was appropriate to perform a goodwill impairment analysis during the fourth quarter of 2008.  These updated projections, which estimate the effects and timing of the macroeconomic changes on the industries the Company serves, were used to compute updated estimated fair values of its reporting units.  Based on the estimated fair values, the Consumer Performance Products, Industrial Performance Products and Industrial Engineered Products segments indicated an inability to sustain the level of goodwill associated with each segment.  Goodwill impairment charges of $220 million, $82 million and $363 million were recorded in the Consumer Performance Products, Industrial Performance Products and Industrial Engineered Products reporting units, respectively, in the fourth quarter of 2008.

Intangible Assets

The Company’s intangible assets (excluding goodwill) are comprised of the following:

	2009							2008
(In millions)	Gross Cost		Accumulated Amortization			Net Intangibles		Gross Cost		Accumulated Amortization			Net Intangibles
Patents	$	127	$	(49	)	$	78	$	137	$	(50	)	$	87
Trademarks	273		(61		)	212		285		(51		)	234
Customer relationships	152		(38		)	114		155		(35		)	120
Production rights	45		(19		)	26		45		(15		)	30
Other	76		(32		)	44		73		(27		)	46
Total	$	673	$	(199	)	$	474	$	695	$	(178	)	$	517

The decrease in gross intangible assets since December 31, 2008 is primarily due to the write-off of $19 million related to fully amortized intangibles (offset within accumulated amortization) and a pre-tax impairment charge in the second quarter of 2009 of $12 million to write down the value of intangible assets, partially offset by foreign currency translation.  See Note 6 - Restructuring and Asset Impairment Activities for further information regarding the pre-tax impairment charge.

During 2008, the Company acquired the remaining stock of Baxenden Chemicals Limited Plc and accordingly recorded patents of $1 million (weighted average useful life of 7 years), trademarks of $1 million (useful life of 25 years) and customer relationships of $5 million (useful life of 30 years).

Amortization expense from continuing operations related to intangible assets including equity investments amounted to $39 million in 2009, $45 million in 2008, and $40 million in 2007.  Estimated amortization expense of intangible assets including equity investments for the next five fiscal years is as follows: $36 million (2010), $36 million (2011), $35 million (2012), $35 million (2013) and $28 million (2014).

89

11) DEBT

The Company’s debt is comprised of the following:

(In millions)	2009			2008
6.875 % Notes due 2016, net of unamortized discount of $2 million in 2008, with an effective interest rate of 6.93% in 2008 (a)	$	500		$	498
7% Notes due July 15, 2009, net of unamortized premium of $4 million in 2008, with an effective interest rate of 5.03% in 2008 (a)	370			374
6.875% Debentures due 2026, net of unamortized discount of $24 million in 2008, with an effective interest rate of 7.26% in 2008 (a)	150			126
2007 Credit Facility (a)	152			180
DIP Credit facility	250			—
Other borrowings (b)	8			26
Total Debt	1,430			1,204
Less: Short-term borrowings	(252		)	(3		)
Current portion of long-term debt	—			(1,178		)
Liabilities subject to compromise	(1,175		)	—
Total Long-Term Debt	$	3		$	23

(a)Outstanding balance is classified as liabilities subject to compromise on the Consolidated Balance Sheet at December 31, 2009.

(b)$3 million of other borrowings is classified as liabilities subject to compromise on the Consolidated Balance Sheet at December 31, 2009.

In March 2009, the carrying value of pre-petition debt was adjusted to its respective face value as this represented the expected allowable claim in the Chapter 11 cases.  As a result, discounts and premiums of $24 million were charged to reorganization items, net on the Consolidated Statements of Operations.

The Company’s financial performance deteriorated sharply in the fourth quarter of 2008 resulting in part in the Company’s inability to comply as of December 31, 2008 with the two financial maintenance covenants under its 2007 Credit Facility.  A default under the 2007 Credit Facility would have resulted in cross-defaults under the terms of the Company’s new U.S. accounts receivable facility, the 7% Notes due July 15, 2009 (“2009 Notes”), the 6.875% Notes due 2016 (“2016 Notes”) and the 6.875% Debentures due 2026 (“2026 Debentures”).  In light of the Company’s non-compliance with these financial maintenance covenants for which the Company received a 90-day waiver, and given that it was probable that the Company would not have been in compliance with these covenants after the expiration of the 90-day waiver period and for the balance of 2009, advances under the 2007 Credit Facility and other debt obligations that contain cross-default and acceleration provisions have been recorded as current.  Therefore, during the fourth quarter of 2008, the Company classified its debt obligations under the 2007 Credit Facility, the 2016 Notes and the 2026 Debentures as current liabilities.

In February 2008, the Company repurchased $30 million of its outstanding 2009 Notes.  The loss associated with the early extinguishment of the debt was less than $1 million for the year ended December 31, 2008.

Debtor-in-Possession Credit Facility

On March 18, 2009, the Debtors entered into a $400 million senior secured DIP Credit Facility arranged by Citigroup Global Markets Inc. with Citibank, N.A. as Administrative Agent, subject to approval by the Bankruptcy Court.  On March 20, 2009, the Bankruptcy Court entered an interim order approving the Debtors access to $190 million of the DIP Credit Facility in the form of a $165 million term loan and a $25 million revolving credit facility.  The DIP Credit Facility closed on March 23, 2009 with the drawing of the $165 million term loan.  The initial proceeds were used to fund the termination of the 2009 U.S. Facility, pay fees and expenses associated with the transaction and to fund business operations.

90

On April 28, 2009, the Company, certain of its subsidiaries that are guarantors under the DIP Credit Facility, the banks, financial institutions and other institutional lenders party to the DIP Credit Facility (the “Lenders”), and Citibank, N.A., as Administrative Agent for the Lenders, entered into Amendment No. 1 to the DIP Credit Facility.  Amendment No. 1 amended the DIP Credit Facility to provide for, among other things, (i) an increase in the outstanding amount of inter-company loans the Debtors could make to the non-debtor foreign subsidiaries of the Company from $8 million to $40 million; (ii) a reduction in the required level of borrowing availability under the minimum availability covenant; and (iii) the elimination of the requirement to pay additional interest expense if a specified level of accounts receivable financing was not available to the Company’s European subsidiaries.  On April 29, 2009, the Bankruptcy Court granted final approval of the DIP Credit Facility, as amended pursuant to Amendment No. 1 thereto.  On May 4, 2009, the Company drew the $85 million balance of the $250 million term loan and used the proceeds together with cash on hand to fund the $86 million “roll up” of certain outstanding secured amounts owed to certain lenders under the 2007 Credit Facility as approved by the final order.

The DIP Credit Facility is comprised of the following:  (i) a $250 million non-amortizing term loan; (ii) a $64 million revolving credit facility; and (iii) an $86 million revolving credit facility representing the “roll-up” of certain outstanding secured amounts owed to lenders under the prior 2007 Credit Facility who made commitments under the DIP Credit Facility.  In addition, a sub-facility for letters of credit (“Letters of Credit”) in an aggregate amount of $50 million was available under the unused commitments of the revolving credit facilities.

On July 13, 2009, the Company and the parties to the DIP Credit Facility entered into Amendment No. 2 to the DIP Credit Facility subject to approvals by the Bankruptcy Court and the Company’s Board of Directors which approvals were obtained on July 14 and July 15, 2009, respectively.  Amendment No. 2 amended the DIP Credit Facility to provide for, among other things, an option by the Company to extend the maturity of the DIP Credit Facility for two consecutive three month periods subject to the satisfaction of certain conditions.  Prior to Amendment No. 2, the DIP Credit Facility matured on the earlier of 364 days from the first borrowing, the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the DIP Credit Facility).

On January 15, 2010, the Company entered into Amendment No. 3 of the DIP Credit Facility that provided for, among other things, the consent of our DIP lenders to the sale of the PVC additives business.

On February 9, 2010, the Bankruptcy Court gave interim approval of the Amended and Restated DIP Credit Agreement by and among the Debtors, Citibank N.A. and the other lenders party thereto.  The Amended and Restated DIP Credit Agreement provides for a first priority and priming secured revolving and term loan credit commitment of up to an aggregate of $450 million.  The Amended and Restated DIP Credit Agreement consists of a $300 million term loan and a $150 million revolving credit facility.  The proceeds of the term loan under the Amended and Restated DIP Credit Agreement were used to, among other things, refinance the obligations outstanding under the DIP Credit Facility and provide working capital for general corporate purposes.  The Amended and Restated DIP Credit Agreement provided a substantial reduction in the Company’s financing costs through interest rate reductions and avoidance of the extension fees that would have been payable under the DIP Credit Facility in February and May 2010.  The Amended and Restated DIP Credit Agreement closed on February 12, 2010 with the drawings of the $300 million term loan.  On February 18, 2010, the Bankruptcy Court entered a final order providing full access to the Amended and Restated DIP Credit Agreement.  The Amended and Restated DIP Credit Agreement matures on the earlier of 364 days after the closing, the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the Amended and Restated DIP Credit Agreement).

The Amended and Restated DIP Credit Agreement, as did the DIP Credit Facility, is secured by a super-priority lien on substantially all of the Company’s U.S. assets, including (i) cash; (ii) accounts receivable; (iii) inventory; (iv) machinery, plant and equipment; (v) intellectual property; (vi) pledges of the equity of first tier subsidiaries; and (vii) pledges of debt and other instruments.

91

Availability of credit under the Amended and Restated DIP Credit Agreement, as did the DIP Credit Facility, is equal to (i) the lesser of (a) the Borrowing Base (as defined below) and (b) the effective commitments under the DIP Credit Facility minus (ii) the aggregate amount of the DIP Loans and any undrawn or unreimbursed Letters of Credit.  Borrowing Base is the sum of (i) 80% of the Debtors’ eligible accounts receivable, plus (ii) the lesser of (a) 85% of the net orderly liquidation value percentage (as defined in the DIP Credit Facility) of the Debtors’ eligible inventory and (b) 75% of the cost of the Debtors’ eligible inventory, plus (iii) $275 million ($125 million under the DIP Credit Facility), less certain reserves determined in the discretion of the Administrative Agent to preserve and protect the value of the collateral.  As of December 31, 2009, extensions of credit outstanding under the DIP Credit Facility consisted of the $250 million term loan and Letters of Credit of $19 million.

Borrowings under the DIP Credit Facility term loans and the $64 million revolving facility bore interest at a rate per annum equal to, at the Company’s election, (i) 6.5% plus the Base Rate (defined as the higher of (a) 4%; (b) Citibank N.A.’s published rate; or (c) the Federal Funds rate plus 0.5%) or (ii) 7.5% plus the Eurodollar Rate (defined as the higher of (a) 3% or (b) the current LIBOR rate adjusted for reserve requirements).  Borrowings under the $86 million revolving facility bore interest at a rate per annum equal to, at the Company’s election, (i) 2.5% plus the Base Rate or (ii) 3.5% plus the Eurodollar Rate.  Additionally, the Company paid an unused commitment fee of 1.5% per annum on the average daily unused portion of the revolving facilities and a letter of credit fee on the average daily balance of the maximum daily amount available to be drawn under Letters of Credit equal to the applicable margin above the Eurodollar Rate applicable for borrowings under the applicable revolving DIP Credit Facility.  Certain fees were payable to the lenders upon the reduction or termination of the commitment and upon the substantial consummation of a Plan as defined in the DIP Credit Facility including an exit fee payable to the Lenders of 2% of “roll-up” commitments and 3% of all other commitments.  These fees were paid upon the funding of the term loan under the Amended and Restated DIP Credit Agreement.

Borrowings under the Amended and Restated DIP Credit Agreement term loan bear interest at a rate per annum equal to, at the Company’s election, (i) 3.0% plus the Base Rate (defined as the higher of (a) 3%; (b) Citibank N.A.’s published rate; or (c) the Federal Funds rate plus 0.5%) or (ii) 4.0% plus the Eurodollar Rate (defined as the higher of (a) 2% or (b) the current LIBOR rate adjusted for reserve requirements).  Borrowings under the $150 million revolving facility bear interest at a rate per annum equal to, at the Company’s election, (i) 3.25% plus the Base Rate or (ii) 4.25% plus the Eurodollar Rate.  Additionally, the Company pays an unused commitment fee of 1.0% per annum on the average daily unused portion of the revolving facilities and a letter of credit fee on the average daily balance of the maximum daily amount available to be drawn under Letters of Credit equal to the applicable margin above the Eurodollar Rate applicable for borrowings under the applicable revolving 2007 Credit Facility.

The obligations of the Company as borrower under the Amended and Restated DIP Credit Agreement, as did the DIP Credit Facility, are guaranteed by the Company’s U.S. subsidiaries who are Debtors in the Chapter 11 cases, which, together with the Company, own substantially all of the Company’s U.S. assets.  The obligations must also be guaranteed by each of the Company’s subsidiaries that become party to the Chapter 11 cases, subject to specified exceptions.

All amounts owing by the Company and the guarantors under the Amended and Restated DIP Credit Agreement, as did the DIP Credit Facility, and certain hedging arrangements and cash management services are secured, subject to a carve-out as set forth in the Amended and Restated DIP Credit Agreement (the “Carve-Out”), for professional fees and expenses (as well as other fees and expenses customarily subject to such Carve-Out), by (i) a first priority perfected pledge of (a) all notes owned by the Company and the guarantors and (b) all capital stock owned by the Company and the guarantors (subject to certain exceptions relating to their respective foreign subsidiaries) and (ii) a first priority perfected security interest in all other assets owned by the Company and the guarantors, in each case, junior only to liens as set forth in the Amended and Restated DIP Credit Agreement and the Carve-Out.

The Amended and Restated DIP Credit Agreement, as did the DIP Credit Facility, requires the Company to meet certain financial covenants including the following: (a) minimum cumulative monthly earnings before interest, taxes, and depreciation (“EBITDA”), after certain adjustments, on a consolidated basis; (b) a maximum variance of the weekly cumulative cash flows of the Debtors, compared to an agreed upon forecast; (c) minimum borrowing availability of $20 million; and (d) maximum quarterly capital expenditures.  In addition, the Amended and Restated DIP Credit Agreement contains covenants which, among other things, limit the incurrence of additional debt, operating leases, issuance of capital stock, issuance of guarantees, liens, investments, disposition of assets, dividends, certain payments, mergers, change of business, transactions with affiliates, prepayments of debt, repurchases of stock and redemptions of certain other indebtedness and other matters customarily restricted in such agreements.  As of December 31, 2009, the Company was in compliance with the covenant requirements of the DIP Credit Facility.

92

The Amended and Restated DIP Credit Agreement contains events of default, including, among others, payment defaults and breaches of representations and warranties, (such as non-compliance with covenants and the existence of a material adverse effect (as defined in the agreement)).

Other Debt Obligations

The Chapter 11 filing constituted an event of default under, or otherwise triggered repayment obligations with respect to, several of the debt instruments and agreements relating to direct and indirect financial obligations of the Debtors (collectively “Pre-petition Debt”).  All obligations under the Pre-petition Debt have become automatically and immediately due and payable.  The Debtors believe that any efforts to enforce the payment obligations under the Pre-petition Debt have been stayed as a result of the Chapter 11 cases.  As a result, interest accruals and payments for the unsecured Pre-petition Debt have ceased as of the petition date.  The amount of contractual interest expense not recorded in 2009 was approximately $63 million.  The Pre-petition Debt as of December 31, 2009 consisted of $500 million of 2016 Notes, $370 million of 2009 Notes, $150 million of 2026 Debentures (collectively the “Notes”), $152 million due in 2010 under the 2007 Credit Facility and $3 million of other borrowings.  Pursuant to the final order of the Bankruptcy Court approving the DIP Credit Facility, the Debtors have acknowledged the pre-petition secured indebtedness associated with the 2007 Credit Facility to be no less than $139 million (now $53 million after the “roll-up” in connection with the Company’s entry into the DIP Credit Facility).

The 2007 Credit Facility is guaranteed by certain U.S. subsidiaries of the Company (the “Domestic Subsidiary Guarantors”).  Pursuant to a 2007 Credit Facility covenant, the Company and the Domestic Subsidiary Guarantors were, in June of 2007, required to provide a security interest in the equity of their first tier subsidiaries (limited to 66% of the voting stock of first-tier foreign subsidiaries).  Under the terms of the indentures for the Notes, the Company was required to provide security for the Notes on an equal and ratable basis if (and for so long as) the principal amount of secured debt exceeded certain thresholds related to the Company’s assets.  The thresholds varied under each of the indentures.  In order to avoid having the Notes become equally and ratably secured with the 2007 Credit Facility obligations, the lenders agreed to limit the amount secured by the pledged equity to the maximum amount that would not require the Notes to become equally and ratably secured (the “Maximum Amount”).  In connection with the amendment and waiver agreement dated December 30, 2008, the Company and the Domestic Subsidiary Guarantors entered into a Second Amended and Restated Pledge and Security Agreement.  In addition to the prior pledge of equity granted to secure the 2007 Credit Facility obligations, the Company and the Domestic Subsidiary Guarantors granted a security interest in their inventory.  The value of this security interest continues to be limited to the Maximum Amount.

Prior to December 30, 2008, borrowings under the 2007 Credit Facility incurred interest at the EURIBO Rate (as defined in the 2007 Credit Facility agreement) plus a margin ranging from 0% to 1.6%.  A facility fee was payable on unused commitments at a rate ranging from 0.125% to 0.4%.  During the waiver period, the margin added to calculate interest rates increased from 0.60% to 2.60% per annum for base rate advances and from 1.60% to 3.60% per annum for EURIBO Rate advances.  Additionally, the unused commitment fee increased from 0.40% to 1.00% per annum.

Borrowings under the 2007 Credit Facility at December 31, 2009 were $152 million.  During the second quarter of 2009, borrowings under the 2007 Credit Facility were reduced by $86 million following the entry of the final order of the DIP Credit Facility by the Bankruptcy Court approving the “roll-up” of these advances.  Further, following the drawing of certain letters of credit issued under the 2007 Credit Facility, borrowings increased during 2009 by $49 million.

The Company has standby letters of credit and guarantees with various financial institutions the majority of which were issued under the 2007 Credit Facility.  Any additional drawings of letter of credits issued under the 2007 Credit Facility will be classified as liabilities subject to compromise in the Consolidated Balance Sheet.  At December 31, 2009, the Company had $52 million of outstanding letters of credit and guarantees primarily related to liabilities for environmental remediation, vendor deposits, insurance obligations and European value added tax obligations.  The outstanding letters of credit include $33 million issued under the 2007 Credit Facility and are pre-petition liabilities and $19 million issued under the DIP Credit Facility letter of credit sub-facility.  The Company also had $17 million of third party guarantees at December 31, 2009 for which it has reserved $2 million at December 31, 2009, which represents the probability weighted fair value of these guarantees.

Maturities

At December 31, 2009, the scheduled maturities of debt not subject to compromise primarily related to borrowings under the DIP Credit Facility are as follows: 2010 - $252 million; 2011 - $0 million; 2012 - $1 million; 2013 - $0 million; 2014 - $1 million and thereafter $0 million.

93

The Amended and Restated DIP Credit Agreement closed on February 12, 2010 with the drawing of the $300 million term loan.  The proceeds from the term loan under the Amended and Restated DIP Credit Agreement were used among other things, to refinance the obligations outstanding under the DIP Credit Facility and provide working capital for general corporate purposes.  The Amended and Restated DIP Credit Agreement matures on the earlier of 364 days after the closing, the effective date of a Plan or the date of termination in whole of the Commitments (as defined in the Amended and Restated DIP Credit Agreement).

Debt maturities exclude $1,175 million of liabilities subject to compromise as the Company cannot accurately forecast the future level and timing of the repayments given the inherent uncertainties associated with the Chapter 11 cases.

12) LEASES

At December 31, 2009, minimum rental commitments, primarily for buildings, land and equipment under non-cancelable operating leases, net of sublease income, amounted to $17 million (2010), $10 million (2011), $8 million (2012), $6 million (2013), $6 million (2014), $32 million (2015 and thereafter) and $79 million in the aggregate.  Sublease income is not significant in future periods.  Rental expenses under operating leases were $31 million (2009), $31 million (2008), and $34 million (2007), net of sublease income of $1 million (2008) and $10 million (2007).

Future minimum rental commitments exclude real property leases that have been rejected with Bankruptcy Court approval on or before December 31, 2009.

Future minimum lease payments under capital leases at December 31, 2009 were not significant.

Real estate taxes, insurance and maintenance expenses generally are obligations of the Company and, accordingly, are not included as part of rental payments.  It is expected that in the normal course of business, leases that expire will be renewed or replaced by similar leases.

13) INCOME TAXES

The components of earnings (loss) from continuing operations before income taxes and the income tax provision (benefit) are as follows:

(In millions)	2009			2008			2007
Pre-tax (Loss) Earnings from Continuing Operations:
Domestic	$	(256	)	$	(721	)	$	(77	)
Foreign	(28		)	(277		)	44
	$	(284	)	$	(998	)	$	(33	)
Income Tax Provision (Benefit)
Domestic
Current	$	(3	)	$	4		$	(6	)
Deferred	(22		)	(82		)	(7		)
	$	(25	)	$	(78	)	$	(13	)
Foreign
Current	$	8		$	43		$	33
Deferred	22			8			(16		)
	$	30		$	51		$	17
Total
Current	$	5		$	47		$	27
Deferred	—			(74		)	(23		)
	$	5		$	(27	)	$	4

94

The provision (benefit) for income taxes from continuing operations differs from the Federal statutory rate for the following reasons:

(In millions)	2009			2008			2007
Income tax benefit at the U.S. statutory rate	$	(99	)	$	(349	)	$	(12	)
Antitrust legal settlements	1			2			4
Foreign rate differential	40			24			1
State income taxes, net of federal benefit	1			(1		)	7
Tax audit settlements	—			—			12
Valuation allowances	100			44			(1		)
U.S. tax on foreign earnings	(1		)	(11		)	28
Nondeductible reorganizational expenses	15			—			—
Nondeductible expenses, / (nonincludable income) other	(1		)	(3		)	1
Post-petition interest expense	(22		)	—			—
Goodwill	—			291			—
Income tax credits	(7		)	1			(4		)
Tax law changes	—			(1		)	(10		)
Surrender of insurance policies	—			—			7
Taxes attributable to prior periods	(21		)	(15		)	(26		)
Other, net	(1		)	(9		)	(3		)
Actual income tax provision (benefit)	$	5		$	(27	)	$	4

Deferred taxes are recorded based on differences between the book and tax basis of assets and liabilities using currently enacted tax rates and regulations. The components of the deferred tax assets and liabilities are as follows:

(In millions)	2009			2008
Deferred tax assets:
Pension and other post-retirement liabilities	$	211		$	203
Net operating loss carryforwards	229			168
Other accruals	58			77
Tax credit carryforwards	77			72
Accruals for environmental remediation	38			31
Inventories and other	31			23
Financial instruments	3			6
Total deferred tax assets	647			580
Valuation allowance	(380		)	(191		)
Net deferred tax assets after valuation allowance	267			389
Deferred tax liabilities:
Foreign earnings of subsidiaries	(153		)	(178		)
Property, plant and equipment	(67		)	(108		)
Intangibles	(32		)	(18		)
Other	(17		)	(94		)
Total deferred tax liabilities	(269		)	(398		)
Net deferred tax liability after valuation allowance	$	(2	)	$	(9	)

Net current and non-current deferred taxes from each tax jurisdiction are included in the following accounts:

95

(In millions)	2009			2008
Net current deferred taxes
Other current assets	$	27		$	10
Other current liabilities	—			(34		)
Net non-current deferred taxes
Other assets	59			58
Other liabilities	(62		)	(43		)
Liabilities subject to compromise	(26		)	—

The Company had valuation allowances related to U.S. operations of $310 million, $153 million and $69 million at December 31, 2009, 2008 and 2007, respectively.  The Company had valuation allowances related to foreign operations of $70 million, $38 million and $17 million at December 31, 2009, 2008 and 2007, respectively.  A valuation allowance has been provided for deferred tax assets where it is more likely than not these assets will expire before the Company is able to realize their benefit.  Of the $189 million change in the total valuation allowance during 2009, $142 million was recorded to the income tax provision in the Consolidated Statements of Operations and $47 million was recorded to other comprehensive income in the Consolidated Balance Sheet.  Of the $105 million change in the total valuation allowance during 2008 $44 million was recorded to the income tax provision in the Consolidated Statements of Operations and $56 million and $5 million was recorded to other comprehensive income and goodwill, respectively, in the Consolidated Balance Sheet.  The change in the valuation allowance was primarily related to management’s determination that the realization of its deferred tax assets is not more likely then not.  This valuation allowance will be maintained until it is more likely than not that remaining deferred assets will be realized.  When this occurs, the Company’s income tax expense will be reduced by a decrease in its valuation allowance, which could have a significant impact on the Company’s future earnings.

At December 31, 2009, the Company had gross federal, state, and foreign net operating loss (“NOL”) carryforwards of $385 million, $960 million, and $435 million, respectively.  The Company also had federal and state tax credit carryforwards of $74 million and $3 million, respectively.  State and foreign NOL’s and credits expire 2010-2029, federal credits expire 2010-2029 and federal NOL’s expire 2022-2029.

At December 31, 2008, the Company had gross federal, state, and foreign NOL carryforwards of $245 million, $812 million and $169 million, respectively.  The Company also has federal and state tax credits carry forwards of $68 million and $3 million, respectively.

The Company considers earnings of certain foreign subsidiaries to be indefinitely invested in their operations.  At December 31, 2009, such earnings amounted to $490 million.

The Company also has not recognized a deferred tax liability for the difference between the book basis and tax basis of investments in the common stock of foreign subsidiaries.  Such differences relate primarily to the unremitted earnings of both Witco’s and Great Lakes’ foreign subsidiaries prior to their mergers with the Company.  The basis difference in subsidiaries of Witco, acquired on September 1, 1999, is approximately $238 million and the basis difference in subsidiaries of Great Lakes, acquired on July 1, 2005, is approximately $67 million.  Estimating the tax liability that would arise if these earnings were repatriated is not practicable at this time.

During the year ended December 31, 2008, the Company recorded an increase to its liability for unrecognized tax benefits of approximately $19 million.  During the year ended December 31, 2009, the Company recorded a decrease to its liability for unrecognized tax benefits of approximately $9 million.  In accordance with ASC 740, the Company recognizes interest and penalties related to unrecognized tax benefits as a component of income tax expense.

96

The beginning and ending amount of unrecognized tax benefits reconciles as follows:

(In millions)	2009			2008			2007
Balance, January 1	$	85		$	66		$	56
Gross increases for tax positions taken during current year	2			16			—
Gross increases for tax positions taken during a prior period	45			29			21
Gross decreases for tax positions taken during a prior period	(44		)	(12		)	(10		)
Gross decreases due to bankruptcy claims adjustment	(5		)	—			—
Decreases from the expiration of the statute of limitations	(1		)	(7		)	(1		)
Settlements / payments	(8		)	(5		)	—
Foreign currency impact	2			(2		)	—
Balance, December 31	$	76		$	85		$	66

The Company recognized $1 million, $3 million and $4 million of interest related to unrecognized tax benefits within tax expense in its Consolidated Statements of Operations in 2009, 2008 and 2007, respectively.  The Company also recognized in its Consolidated Balance Sheets at December 31, 2009 and 2008 a total amount of $12 million and $11 million of interest, respectively, related to unrecognized tax benefits.

The Company and its subsidiaries file income tax returns in the U.S., various U.S. states and certain foreign jurisdictions.  The Company has completed its federal examination through December 31, 2005.  The tax years 2006-2008 remain open to examination.

Foreign and United States jurisdictions have statutes of limitations generally ranging from 3 to 5 years.  The Company has a number of state, local and foreign examinations currently in process.  Major foreign exams in process include Canada, the Netherlands and the United Kingdom.

The Company believes it is reasonably possible that its unrecognized tax benefits may decrease by less than $1 million within the next year.  This reduction may occur due to the statute of limitations expirations or conclusion of examinations by tax authorities.  The Company further expects that the amount of unrecognized tax benefits will continue to change as the result of ongoing operations, the outcomes of audits, and the expiration of the statute of limitations.  This change is not expected to have a significant impact on the results of operations or the financial condition of the Company.

14) EARNINGS (LOSS) PER COMMON SHARE AND CAPITAL STOCK

The computation of basic earnings (loss) per common share is based on the weighted average number of common shares outstanding.  The computation of diluted earnings (loss) per common share is based on the weighted average number of common and common share equivalents outstanding.  The computation of diluted earnings (loss) per share equals the basic earnings (loss) per common share calculation since common stock equivalents were antidilutive due to losses from continuing operations.  The Company had no common stock equivalents in 2009 and 2008 for purposes of computing diluted earnings (loss) per share.   Common stock equivalents amounted to 0.5 million in 2007.

The weighted average common shares outstanding are 242.9 million, 242.3 million and 241.6 million for the years ended December 31, 2009, 2008 and 2007, respectively.

The shares of common stock underlying the Company’s outstanding stock options of 6.8 million, 12.7 million and 6.3 million at December 31, 2009, 2008 and 2007, respectively, were excluded from the calculation of diluted earnings (loss) per share because the exercise prices of the stock options were greater than or equal to the average price of the common shares as of such dates.  These options could be dilutive if the average share price increases and is greater than the exercise price of these options.  The Company’s performance-based restricted stock units (“RSUs”) of 0.5 million, 1.2 million and 1.5 million at December 31, 2009, 2008 and 2007, respectively, were also excluded from the calculation of diluted earnings (loss) per share because the specified performance criteria for the vesting of these RSUs had not yet been met.  These RSUs could be dilutive in the future if the specified performance criteria are met.

97

The Company is authorized to issue 500 million shares of $0.01 par value common stock.  There were 254.4 million and 254.1 million shares issued at December 31, 2009 and 2008, respectively, of which 11.5 million were held as treasury stock at December 31, 2009 and 2008.

The Company is authorized to issue 0.3 million shares of $0.10 par value preferred stock, none of which are outstanding.  On September 3, 1999, the Company declared a dividend distribution of one Preferred Share Purchase Right (“Rights”) on each outstanding share of common stock.  These Rights entitle stockholders to purchase one one-hundredth of a share of a new series of junior participating preferred stock at an exercise price of $100.  The Rights are only exercisable if a person or group acquires 15% or more of the Company’s common stock or announces a tender offer which, if successful, would result in ownership of 15% or more of the Company’s common stock.

15) ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME

An analysis of the Company’s comprehensive (loss) income for the years ended 2009, 2008 and 2007 are as follows:

(In millions)	2009			2008			2007
Net (loss) earnings	$	(292	)	$	(971	)	$	5
Other comprehensive (loss) income, net of tax:
Foreign currency translation adjustments	51			(191		)	144
Unrecognized pension and other post-retirement benefit costs	(78		)	(186		)	53
Change in fair value of derivatives	1			(1		)	7
Comprehensive (loss) income	(318		)	(1,349		)	209
Comprehensive income attributable to the non-controlling interest	(1		)	—			(10		)
Comprehensive (loss) income attributable to Chemtura Corporation	$	(319	)	$	(1,349	)	$	199

The components of accumulated other comprehensive loss, net of tax at December 31, 2009 and 2008 is as follows:

(In millions)	2009			2008
Foreign currency translation adjustment	$	114		$	63
Unrecognized pension and other post retirement benefit costs	(348		)	(270		)
Change in fair value of derivatives	—			(1		)
Accumulated other comprehensive (loss) income	$	(234	)	$	(208	)

Reclassifications from other comprehensive (loss) income to COGS related to the Company’s natural gas price swap contracts aggregated to a $2 million pre-tax loss, $1 million pre-tax loss and $10 million pre-tax loss during 2009, 2008 and 2007, respectively.

16) STOCK INCENTIVE PLANS

The Company utilizes various employee stock-based compensation plans.  Awards under these plans are granted to eligible officers, management employees and non-employee directors.  Awards may be made in the form of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock and/or RSUs.  Under the plans, the Company issues additional shares of common stock upon the exercise of stock options or the vesting of RSUs.

All future issuances of shares of common stock under the Company’s stock-based compensation plans have been postponed as a result of the Chapter 11 cases.  Accordingly, the Company urges that appropriate caution be exercised with respect to existing and future investments in any of these securities.  Although the shares of the Company’s common stock continue to trade on the Pink Sheets, the trading prices may have little or no relationship to the actual recovery, if any, by the holders under any eventual Bankruptcy Court-approved Plan.  The opportunity for any recovery by holders of the Company’s common stock under such Plan is uncertain as all creditors’ claims must be met in full, with interest before value can be attributed to the common stock and, therefore, the shares of the Company’s common stock and certain employee stock based compensation plans, may be cancelled without any compensation pursuant to such Plan.

98

Description of the Plans

The Company has five plans that have been utilized to issue stock-based compensation awards to officers, management employees and non-employee directors, the 1988 Long-Term Incentive Plan (“1988 Plan”), the 1993 Stock Option Plan for Non-Employee Directors (“1993 Stock Option Plan”), the 1998 Long-Term Incentive Plan (“1998 Plan”), the 2001 Employee Stock Option Plan (“2001 Plan”) and the 2006 Chemtura Corporation Long-Term Incentive Plan (“2006 Plan”).  The 1988 Plan, the 1993 Stock Option Plan, the 1998 Plan and the 2001 Plan are closed to future equity grants.  The 2006 Plan permits the grant of various forms of stock-based compensation awards, including among other things, incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock and RSUs.  The 2006 Plan provides for the issuance of a maximum of 10.5 million shares, of which 4.0 million have been granted.  Shares granted under the 2006 Plan pursuant to awards other than stock options and stock appreciation rights are limited to one-third of the total maximum number of shares available for award under the 2006 Plan.  Non-qualified and incentive stock options may be granted under the 2006 plan at prices equal to the fair market value of the underlying common shares on the date of the grant.  All outstanding stock options will expire not more than ten years from the date of the grant.

On July 27, 2009, the Organization, Compensation and Governance Committee of the Board of Directors (the “Committee”) adopted the Emergence Incentive Plan (“EIP”), subject to the approval of the Bankruptcy Court, which approval was received on July 28, 2009.  The EIP provides the opportunity for participants to earn an award that will be granted upon the Company’s emergence from Chapter 11 in the form of time-based RSUs and/or stock options, if feasible, and/or in cash.  The form of consideration will be determined by the Company’s Board of Directors upon emergence from Chapter 11.  The number of employees included in the EIP and the size of the award pool are based upon specific consolidated EBITDA levels achieved during the twelve month period that will immediately precede the Company’s emergence from Chapter 11.  The maximum award pool could amount to $17 million.  No awards have been granted under the EIP since the Company has not emerged from Chapter 11.

Total stock-based compensation expense, including amounts for RSUs and stock options, was $3 million, $5 million and $10 million for the years ended December 31, 2009, 2008 and 2007, respectively.  Stock-based compensation expense was primarily reported in SG&A.  Approximately 80% of the compensation expense related to stock options was allocated to the operating segments in 2009, 2008 and 2007.  All other stock-based compensation expense has been allocated to Corporate.

Stock Option Plans

In February 2008 and December 2008, the Company’s Board of Directors approved the grant of stock options covering 2.7 million and 0.3 million shares, respectively, with an exercise price equal to the fair market value of the underlying common stock at the date of grant. These options vest ratably over a four year period.

In February 2007 and April 2007 the Board of Directors approved the grant of stock options covering 1.7 million and 0.1 million shares, respectively, with an exercise price equal to the fair market value of the underlying common stock at the date of grant.  These options vest ratably over a four year period.

The Company uses the Black-Scholes option-pricing model to determine the compensation expense related to stock options.  The Company has elected to recognize compensation cost for stock option awards granted equally over the requisite service period for each separately vesting tranche, as if multiple awards were granted.  Using this method, the weighted average fair value of stock options granted during the years ended December 31, 2008 and 2007 was $3.38 and $5.40, respectively.  No stock options were granted in 2009. The Black-Scholes option-pricing model requires the use of various assumptions.  The following table presents the weighted average assumptions used:

	Year Ended December 31,
	2009	2008		2007
Dividend yield	N/A	2.3	%	1.7	%
Expected volatility	N/A	46	%	48	%
Risk-free interest rate	N/A	3.2	%	4.6	%
Expected life (in years)	N/A	6		6

99

The weighted average expected life of six years for the 2008 and 2007 grants reflects the simplified method, which defines the expected life as the average of the contractual term of the options and the weighted average vesting period for all option tranches. The Company continues to use the simplified method because there is insufficient data to develop a justifiable expected term.  Expected volatility for the 2008 and 2007 option grants is based primarily on historical volatility over the six years prior to the option grant date.

Changes during 2009, 2008 and 2007 in shares under option are summarized as follows:

							Weighted
							Average	Aggregate
							Remaining	Intrinsic
	Price Per Share				Shares		Contractual	Value
	Range		Average		(in millions)		Life	(in millions)
Outstanding at 1/1/07	$	5.85-26.41	$	11.77	15.2
Granted	7.54-12.06		11.95		1.9
Exercised	5.85-11.26		7.85		(0.9	)		$	3
Lapsed	5.85-26.41		16.56		(4.6	)
Outstanding at 12/31/07	5.85-21.74		10.19		11.6		5.4	2
Granted	1.50-8.71		7.97		3.1
Exercised	5.85-8.34		8.13		(0.1	)		—
Lapsed	5.85-21.74		11.27		(2.7	)
Outstanding at 12/31/08	1.50-21.74		9.38		11.9		5.6	—
Lapsed	5.85-21.74		9.22		(5.5	)
Outstanding at 12/31/09	$	1.50-15.89	$	9.52	6.4		5.7	$	—
Exercisable at 12/31/07	$	5.85-21.74	$	9.71	8.7
Exercisable at 12/31/08	$	5.85-21.74	$	9.54	8.2
Exercisable at 12/31/09	$	1.50-15.89	$	10.05	4.4		4.6	$	—

During the year ended December 31, 2009 and 2008, the Company had 6.5 million and 5.4 million shares available for grant respectively.

Total remaining unrecognized compensation cost associated with unvested stock options at December 31, 2009 was $2 million, which will be recognized over the weighted average period of approximately one year.

Restricted Stock Plans

In February 2008, the Board of Directors granted long-term incentive awards of 0.4 million time-based RSUs, which will vest three and a half years from the date of grant.  The Board of Directors also granted in February 2008 long-term incentive awards in the form of performance-based RSU’S for the 2008 to 2010 performance period.  The RSUs vest on February 1, 2011 upon the achievement of certain levels of cumulative consolidated EBITDA during the three year performance period.  EBITDA is adjusted to exclude certain categories of income and expense as defined in the award.  The awards are for a maximum of 0.8 million shares.

In February 2007 and February 2008, 0.1 million RSUs were granted to non-employee directors, which are to be settled upon termination of service from the Board of Directors.

In February 2007, the Board of Directors granted long-term incentive awards of 0.1 million time-based RSUs, which vest three and a half years from the date of grant.  The Board of Directors also granted in February 2007 long-term incentive awards in the form of performance-based RSUs for the 2007 to 2009 performance period.  The RSUs vest upon the achievement of certain levels of cumulative, consolidated EBITDA during the three year performance period.  EBITDA is adjusted to exclude certain categories of income or expense as defined in the award.  The awards are for a maximum of 0.5 million shares.  In April 2007, the Board of Directors granted additional performance based RSUs for the 2007 to 2009 performance period for a maximum of 0.1 million shares.  The RSUs for the 2007 to 2009 performance period were cancelled as the performance criteria was not achieved.

100

In December 2007, the Board of Directors granted long-term incentive awards of 0.1 million time-based RSUs, which vest ratably on the first, second and third anniversary of the grant.

The fair value of RSUs without market conditions is determined based on the number of shares granted and the quoted closing price of the Company’s stock at the date of grant. To determine the fair value of RSUs with market conditions, the Company uses the Monte Carlo simulation method.  The Company’s determination of the fair value of RSUs with market conditions on the date of grant is affected by its stock price as well as assumptions regarding a number of highly complex and subjective variables, including expected volatility and risk-free interest rate.  If other reasonable assumptions are used, the results may differ.

The fair value of all RSUs with market conditions is amortized on a straight-line vesting basis over the derived service periods.  In the case of accelerated vesting based on the market performance of the Company’s common stock, the compensation costs related to the vested awards that have not previously been amortized are recognized upon vesting.

RSUs award activity for the years ended December 31, 2009, 2008 and 2007 is as follows:

			Weighted
			Average		Aggregate
	Shares		Grant Date		Fair Value
	(in millions)		Fair Value		(in millions)
Unvested RSU awards, January 1, 2007	2.3		$	8.70
Granted	1.0		11.25
Vested	(0.4	)	9.69		$	3
Canceled or expired	(0.7	)	10.21
Unvested RSU awards, December 31, 2007	2.2		9.24		17
Granted	1.3		8.57
Vested	(0.4	)	11.55		2
Canceled or expired	(1.1	)	8.90
Unvested RSU awards, December 31, 2008	2.0		8.58		3
Canceled or expired	(0.8	)	7.00
Unvested RSU awards, December 31, 2009	1.2		$	9.51	$	2

Total remaining unrecognized compensation expense associated with unvested RSUs at December 31, 2009 was $1 million, which will be recognized over the weighted average period of approximately one year.

Tax Benefits of Stock-Based Compensation Plans

Prior to the adoption ASC 718, any benefit the Company received from tax deductions resulting from the exercise of stock options and RSUs was presented in the cash flow from operations section of the Consolidated Statements of Cash Flows. ASC 718 requires the benefits of tax deductions in excess of grant-date fair value be presented in the cash flow from financing section of the Consolidated Statements of Cash Flows.  The Company did not obtain any cash tax benefit associated with shares exercised during the year ended December 31, 2009, 2008 and 2007 as the Company’s taxable income has been offset by net operating loss carry forwards and foreign tax credits. Cash proceeds received from option exercises during the years ended December 31, 2008 and 2007 were $1 million and $7 million, respectively.

The Company has an Employee Stock Purchase Plan (“ESPP”).  The ESPP permits eligible employees to annually elect to have up to 10% of their compensation withheld for the purchase of shares of the Company’s common stock at 85% of the average of the high and low sale prices on the date of purchase, up to a maximum of twenty five thousand dollars.  As of December 31, 2009, 0.5 million shares of common stock were available for future issuance under the ESPP.  The ESPP was suspended upon the Company’s Chapter 11 filing.

101

17) PENSION AND OTHER POST-RETIREMENT PLANS

The Company has several defined benefit and defined contribution pension plans covering substantially all of its domestic employees and certain international employees.  Benefits under the defined benefit plans are primarily based on the employees’ years of service and compensation during employment.  Effective January 1, 2006, the Company eliminated future earnings benefits to participants of its domestic defined benefit plans for non-bargained employees. All active non-bargained employees would subsequently earn benefits under defined contribution plans for all service incurred on or after January 1, 2006. The Company’s funding policy for the defined benefit plans is based on contributions at the minimum annual amounts required by law plus such amounts as the Company may deem appropriate.  Contributions for the defined con tribution plans are determined as a percentage of the covered employee’s salary.  Plan assets consist of publicly traded securities and investments in commingled funds administered by independent investment advisors.

International employees are covered by various pension benefit arrangements, some of which are considered to be defined benefit plans for financial reporting purposes.  Assets of these plans are comprised primarily of equity investments, fixed-income investments and insurance contracts.  Benefits under these plans are primarily based upon levels of compensation.  Funding policies are based on legal requirements, tax considerations and local practices.

The Company also provides health and life insurance benefits for substantially all of its active domestic employees and certain retired and international employees.  These plans are generally not prefunded and are paid by the Company as incurred.

The Company adopted the balance sheet recognition provisions of ASC 715 as of December 31, 2006.  The Company adopted the change to the December 31 measurement date (from November) in 2008 and adjusted beginning retained earnings by $1 million before tax ($1 million net of taxes) as of January 1, 2008 accordingly.

Benefit Obligations

	Defined Benefit Pension Plans
	Qualified						International and						Post-Retirement
	Domestic Plans						Non-Qualified Plans						Health Care Plans
(In millions)	2009			2008			2009			2008			2009			2008
Change in projected benefit obligation:
Projected benefit obligation at beginning of year	$	826		$	817		$	366		$	488		$	155		$	157
Effect of change in asset measurement date	—			(1		)	—			1			—			—
Service cost	1			1			3			4			1			1
Interest cost	50			49			22			25			8			9
Plan participants’ contributions	—			—			1			1			—			—
Actuarial (gains) losses	57			19			23			(21		)	9			6
Foreign currency exchange rate	—			—			30			(97		)	2			(4		)
Benefits paid	(60		)	(59		)	(21		)	(20		)	(16		)	(14		)
Plan amendments	—			—			—			—			(9		)	—
Curtailments	—			—			—			(6		)(a)	—			—
Settlements	—			—			(3		)(b)	(9		)(b)	—			—
Projected benefit obligation at end of year	$	874		$	826		$	421		$	366		$	150		$	155
Accumulated benefit obligation at end of year	$	873		$	824		$	410		$	355
Weighted-average year-end assumptions used to determine benefit obligations:
Discount rate	5.70		%	6.00		%	5.56		%	5.82		%	5.44		%	6.01		%
Rate of compensation increase	4.00		%	4.00		%	3.20		%	3.17		%
Rate of increase in the per capita cost of covered health care benefits													7.73		%	7.64		%

(a)A curtailment for international non-qualified plans was incurred due to the elimination of future benefit accruals for plans.

(b)Settlements are related to the impact of the Company’s restructuring programs on affected employees.

102

A 7.73% weighted-average rate of increase in the per capita cost of covered health care benefits was assumed for the accumulated post-retirement benefit obligation as of December 31, 2009.  The rate was assumed to decrease gradually to a weighted average rate of 5.0% over approximately the next 6 to 10 years.  Assumed health care cost trend rates have a significant effect on the post-retirement benefit obligation reported for the health care plans.  A one percentage point increase in assumed health care cost trend rates would increase the accumulated post-retirement benefit obligation by $7 million for health care benefits as of December 31, 2009.  A one percentage point decrease in assumed health care cost trend rates would decrease the accumulated post-retirement benefit obligation by $6 million for health care benefits as of December 31, 2009.

Plan Assets

	Defined Benefit Pension Plans
	Qualified						International and						Post-Retirement
	Domestic Plans						Non-Qualified Plans						Health Care Plans
(In millions)	2009			2008			2009			2008			2009			2008
Change in plan assets:
Fair value of plan assets at beginning of year	$	630		$	773		$	186		$	297		$	—		$	—
Effect of change in asset measurement date	—			—			—			9			—			—
Actual return on plan assets	55			(90		)	30			(44		)	—			—
Foreign currency exchange rate changes	—			—			23			(69		)	—			—
Employer contributions	—			6			13			22			15			14
Plan participants’ contributions	—			—			1			1			—			—
Benefits paid	(60		)	(59		)	(20		)	(21		)	(15		)	(14		)
Settlements	—			—			(3		)(a)	(9		)(a)	—			—
Fair value of plan assets at end of year	$	625		$	630		$	230		$	186		$	—		$	—

(a)  Settlements are primarily related to the impact of the Company’s restructuring programs on affected employees.

The Company’s pension plan assets are managed by outside investment managers.  Assets are monitored monthly to ensure they are within the range of parameters as set forth by the Company.  The Company’s investment strategy with respect to pension assets is to achieve the expected rate of return within an acceptable or appropriate level of risk.  The Company’s investment strategy is designed to promote diversification, to moderate volatility and to attempt to balance the expected return with risk levels. The target allocations for qualified domestic plans are 50% equity securities, 45% fixed income securities and 5% to all other types of investments.  The target allocations for international pension plans are 62% equity securities, 36% fixed income securities and 2% to all other types of investments.  Equity securities include Chemtura’s common stock in the amount of $7 million as of December 31, 2008.  The Plans’ investment in Chemtura stock was sold during 2009.

The fair values of the Chemtura Corporation’s defined benefit pension plan assets at December 31, 2009, by asset category are as follows:

	Fair Value Measurements at December 31, 2009
	Defined Benefit Pension Plans
	Qualified Domestic Plans								International and Non-Qualified Plans
(In millions)	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Equity securities:
U.S.equities (a)	$	65	$	65	$	—	$	—	$	—	$	—	$	—	$	—
International equities (a)	59		59		—		—		—		—		—		—
Pooled equity (b)	230		190		40		—		143		17		126		—
Preferred stock	1		—		1		—		—		—		—		—
Fixed income securities:
U.S. government bonds (c)	98		—		98		—		—		—		—		—
International government bonds (c)	—		—		—		—		1		—		1		—
U.S. corporate bonds (d)	125		—		125		—		—		—		—		—
International corporate bonds (d)	25		—		25		—		1		—		1		—
Pooled fixed income funds (e)	—		—		—		—		83		—		83		—
Private equity & other insturments (f)	—		—		—		—		1		—		—		1
Money market funds (g)	22		22		—		—		—		—		—		—
Cash & cash equivalents	—		—		—		—		1		1		—		—
	$	625	$	336	$	289	$	—	$	230	$	18	$	211	$	1

103

(a)U.S. and international equities are comprised of shares of common stock in various sized U.S. and international companies from a diverse set of industries.  Common stock is valued at the closing price reported on the U.S. and international exchanges where the security is actively traded.

(b)Pooled equity funds include mutual and collective funds that invest primarily in marketable equity securities of various sized companies in a diverse set of industries in various regions of the world.   Shares of publicly traded mutual funds are valued at the closing price reported on the U.S. and international exchanges where the underlying securities are actively traded.  Units of collective funds are valued at the per unit value determined by the fund manager, which in based on market price of the underlying securities.

(c) U.S. and international government bonds include U.S. treasury, municipal and agency obligations and international government debt.  Such instruments are valued at quoted market prices for those instruments or on institutional bid valuations.

(d)U.S. and international corporate bonds from a diverse set of industries and regions.  Such instruments are valued using similar securities in active markets and observable data or broker or dealer quotations.

(e)Pooled fixed income funds are fixed income funds that invest primarily in corporate and government bonds.  Such instruments are valued using similar securities in active markets and observable data or broker or dealer quotations.

(f)Private equity and other instruments include instruments for which there are significant unobservable inputs.  The decrease in the fair value of these assets was less than $1 million during 2009 and primarily relates to payments.

(g)Money market funds primarily includes high-grade money market instruments with short maturities (less than 90 days).

Funded Status

The funded status at the end of the year, and the related amounts recognized on the statement of financial condition, are as follows:

	Defined Benefit Pension Plans
	Qualified						International and						Post-Retirement
	Domestic Plans						Non-Qualified Plans						Health Care Plans
(In millions)	2009			2008			2009			2008			2009			2008
Funded status, end of year:
Fair value of plan assets	$	625		$	630		$	230		$	186		$	—		$	—
Benefit obligations	874			826			421			366			150			155
Net amount recognized	$	(249	)	$	(196	)	$	(191	)	$	(180	)	$	(150	)	$	(155	)
Amounts recognized in the statement of financial position at the end of year consist of:
Noncurrent assets	$	—		—			1			1			—			—
Current liability	—						(5		)	(9		)	(1		)	(13		)
Noncurrent liability	—			(196		)	(158		)	(172		)	(16		)	(142		)
Liabilities subject to compromise		(249	)		—			(29	)		—			(133	)		—
Net amount recognized	$	(249	)	$	(196	)	$	(191	)	$	(180	)	$	(150	)	$	(155	)
Amounts recognized in accumulated other comprehensive loss consist of:
Net actuarial loss/(gain)	$	343		$	288		$	63		$	54		$	50		$	44
Prior service cost/(credit)	1			2			—			—			(42		)	(39		)
	$	344		$	290		$	63		$	54		$	8		$	5

The estimated amounts that will be amortized from accumulated other comprehensive loss into net periodic benefit cost in 2010 are as follows:

(In millions)	Qualified Domestic Plans		International and Non- Qualified Plans		Other Post- Retirement Health Care Plans
Actuarial (gain)/loss	$	7	$	1	$	3
Prior service (credit)/cost	—		—		(4		)
Total	$	7	$	1	$	(1	)

104

The current liabilities positions are included in accrued expenses on the Company’s Consolidated Balance Sheets and the non-current liabilities positions are shown as pension and post-retirement health care liabilities.  Domestic liabilities are included in liabilities subject to compromise.

The Company made no discretionary contributions to its domestic qualified pension plans in 2009 and $6 million of discretionary contributions in 2008. The Company’s funding assumptions for its domestic pension plans assume no significant change with regards to demographics, legislation, plan provisions, or actuarial assumptions or methods to determine the estimated funding requirements. The Pension Protection Act, which was passed in 2006, extends interest rate relief for qualified domestic pension plans until 2008, at which time a new methodology for determining required funding amounts will be phased in.  The Company contributed approximately $28 million and $20 million to its international pension, domestic non-qualified pension and post retirement plans in 2009 and 2008, respectively.  There were no discretionary payments for the international plans during 2009 and 2008.

The projected benefit obligation and fair value of plan assets for pension and post-retirement plans with a projected benefit obligation in excess of plan assets at December 31, 2009 and 2008 were as follows:

(In millions)	2009		2008
Projected benefit obligation in excess of plan assets at end of year:
Projected benefit obligation	$	1,436	$	1,339
Fair value of plan assets	845		808

The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for pension and post-retirement plans with an accumulated benefit obligation in excess of plan assets at December 31, 2009 and 2008 were as follows:

(In millions)	2009		2008
Accumulated benefit obligation in excess of plan assets at end of year:
Projected benefit obligation	$	1,286	$	1,179
Accumulated benefit obligation	1,274		1,167
Fair value of plan assets	845		803

Expected Cash Flows

Information about the expected cash flows for the domestic qualified defined benefit plans, international and non-qualified defined benefit plans and post-retirement health care plans are as follows:

	Defined Benefit Pension Plans
(in millions)	Qualified Domestic Plans		International and Non-Qualified Plans		Post-Retirement Health Care Plans
Expected Employer Contributions:
2010	$	—	$	17	$	14
Expected Benefit Payments (a):
2010	59		19		14
2011	58		19		14
2012	59		21		14
2013	59		22		13
2014	59		25		13
2015-2019	303		132		59

(a)The expected benefit payments are based on the same assumptions used to measure the Company’s benefit obligation at the end of the year and include benefits attributable to estimated future employee service.

105

Net Periodic Cost

	Defined Benefit Pension Plans
	Qualified									International and									Post-Retirement
	Domestic Plans									Non-Qualified Plans									Health Care Plans
(In millions)	2009			2008			2007			2009			2008			2007			2009			2008			2007
Components of net periodic benefit cost (credit):
Service cost	$	—		$	1		$	1		$	3		$	4		$	7		$	—		$	1		$	1
Interest cost	50			49			46			22			25			25			9			9			9
Expected return on plan assets	(56		)	(63		)	(62		)	(18		)	(21		)	(20		)	—			—			—
Amortization of prior service cost	—			—			—			—			—			—			(6		)	—			—
Recognized actuarial (gains) losses	5			7			7			1			1			4			2			2			2
Curtailment gain recognized	—			—			—			—			(6		)	(1		)	—			(3		)	(3		)
Settlement loss recognized	—			—			—			—			2			—			—			—			—
Other	—			—			—			—			1			1			1			—			—
Net periodic benefit cost (credit)	$	(1	)	$	(6	)	$	(8	)	$	8		$	6		$	16		$	6		$	9		$	9

	Defined Benefit Plans
	Qualified						International and						Post-Retirement
	Domestic Plans						Non-Qualified Plans						Health Care Plans
	2009		2008		2007		2009		2008		2007		2009		2008		2007
Weighted-average assumptions used to determine net cost:
Discount rate	6.00	%	6.00	%	5.63	%	5.90	%	5.46	%	4.68	%	6.04	%	5.87	%	5.46	%
Expected return on plan assets	7.75	%	8.50	%	8.50	%	7.50	%	7.50	%	7.36	%
Rate of compensation increase	4.00	%	4.00	%	4.00	%	3.60	%	3.22	%	3.08	%

The expected return on pension plan assets is based on our investment strategy, historical experience, and our expectations for long term rates of return.  The Company determines the long-term rate of return assumptions for the domestic and international pension plans based on its investment allocation between various asset classes.  The expected rate of return on plan assets is derived by applying the expected returns on various asset classes to the Company’s target asset allocation.  The expected returns are based on the expected performance of the various asset classes and are further supported by historical investment returns. The Company utilized a weighted average expected long-term rate of 7.75% on all domestic assets and a weighted average rate of 7.50% for the international plan assets for the year ended December 31, 2009.

Assumed health care cost trend rates have a significant effect on the service and interest cost components reported for the health care plans. A one percentage point increase in assumed health care cost trend rates increases the service and interest cost components of net periodic post-retirement health care benefit cost by less than $1 million for 2009.  A one percentage point decrease in assumed health care cost trend rates decreases the service and interest cost components of net periodic post-retirement health care benefit cost by less than $1 million for 2009.

The Company’s cost of its defined contribution plans was $13 million for 2009 and $18 million for 2008 and 2007.

18) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The Company’s activities expose its earnings, cash flows and financial condition to a variety of market risks, including the effects of changes in foreign currency exchange rates, interest rates and energy prices.  The Company maintained a risk management strategy that used derivative instruments to mitigate risk against foreign currency movements and to manage energy price volatility.  In accordance with ASC Topic 815, Derivatives and Hedging (“ASC 815”), the Company recognizes in accumulated other comprehensive loss (“AOCL”) any changes in the fair value of all derivatives designated as cash flow hedging instruments.  The Company does not enter into derivative instruments for trading or speculative purposes.

106

The Company used price swap contracts as cash flow hedges to convert a portion of its forecasted natural gas purchases from variable price to fixed price purchases.  These contracts were designated as hedges of a portion of the Company’s forecasted natural gas purchases, and these contracts involve the exchange of payments over the life of the contracts without an exchange of the notional amount upon which the payments are based.  The differential paid or received as natural gas prices change is reported in AOCL.  These amounts are subsequently reclassified into COGS when the related inventory layer is sold.  These contracts have been terminated by the counterparties due to the Company’s Chapter 11 cases and have been classified as liabilities subject to compromise.  As of the termination date, the contracts were deemed to be effective and the Company has maintained hedge accounting given that the forecasted hedge transactions are probable.  At December 31, 2009, the Company had no outstanding price swaps since the contracts expired in December 2009.  At December 31, 2008, the Company had outstanding price swaps with an aggregate notional amount of approximately $6 million, based on the contract price and outstanding quantities of 910 million BTU’s at December 31, 2008.

All price swap contracts have been entered into with major financial institutions.  The risk associated with these transactions is the cost of replacing these agreements at current market rates in the event of default by the counterparties.  Management believes the risk of incurring such losses is remote.  In the fourth quarter of 2007, the Company ceased the purchase of additional price swap contracts as a cash flow hedge of forecasted natural gas purchases and established fixed price contracts with physical delivery with its natural gas vendor.  All price swap contracts have matured as of December 31, 2009.

The Company has exposure to changes in foreign currency exchange rates resulting from transactions entered into by the Company and its foreign subsidiaries in currencies other than their local currency (primarily trade payables and receivables).  The Company is also exposed to currency risk on intercompany transactions (including intercompany loans).  The Company manages these transactional currency risks on a consolidated basis, which allows it to net its exposure.  The Company has traditionally purchased foreign currency forward contracts, primarily denominated in Euros, British Pound Sterling, Canadian dollars, Mexican Pesos and Australian dollars to manage its transaction exposure.  These contracts are generally recognized in other income (expense), net to offset the impact of valuing recorded foreign currency trade payables, receivables and intercompany transactions.  The Company has not designated these derivatives as hedges, although it believes these instruments reduce the Company’s exposure to foreign currency risk.  The aggregate notional amount of these contracts at December 31, 2008 was approximately $520 million.  However, as a result of the changes in the Company’s financial condition, it no longer has financing arrangements that provide for the capacity to purchase foreign currency forward contracts or hedging instruments to continue its prior practice.  As a result, the Company’s ability to hedge changes in foreign currency exchange rates resulting from transactions was limited beginning in the first quarter of 2009.  The net effect of the realized and unrealized gains and losses on these derivatives and the underlying transactions resulted in a pre-tax loss of $23 million, a pre-tax gain of $25 million and a pre-tax gain of $11 million in 2009, 2008 and 2007, respectively.

The following table summarizes the fair value amounts of the Company’s derivative instruments by location on the balance sheet for the years ended December 31, 2009 and 2008:

	Asset Derivatives					Liability Derivatives
		2009		2008			2009			2008
(In millions)	Balance Sheet Classification	Fair Value		Fair Value		Balance Sheet Classification	Fair Value			Fair Value
Derivatives designated as hedging instruments:
Commodity contracts						Accrued expenses	$	—		$	(2	)
Derivatives not designated as hedging instruments:
Foreign exchange contracts	Other current assets	$	—	$	58	Accrued expenses	—			(24		)
Total derivatives		$	—	$	58		$	(2	)	$	(26	)

107

The following table summarizes the effect of derivative instruments on the Company’s Consolidated Statements of Operations for the years ended December 31, 2009 and 2008:

Derivatives in Cash Flow Hedging	Gain (Loss) Recognized in OCI (Effective Portion)			Classification of Derivative Gain (Loss) Reclassified from Accumulated OCI into Income	Gain (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)
Relationships	2009	2008		(Effective Portion)	2009		2008
Commodity contracts	—	(2	)	Cost of goods sold	(2	)	(1	)

Derivatives Not Designated as Hedging	Classification of Gain (Loss)	Amount of Gain (Loss) Recognized in Income
Relationships	Recognized in Income	2009		2008
Foreign exchange contracts	Other income (expense)	(26	)	(39	)

19) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS

Financial Instruments

The carrying amounts for cash and cash equivalents, accounts receivable, other current assets, accounts payable and other current liabilities, excluding liabilities subject to compromise, approximate their fair value because of the short-term maturities of these instruments.  The fair value of debt is based primarily on quoted market values.  For debt that has no quoted market value, the fair value is estimated by discounting projected future cash flows using the Company’s incremental borrowing rate.  The fair value of the foreign currency forward contracts is the amount at which the contracts could be settled based on current spot rates.  The fair value of price swap contracts is the amount at which the contracts could be settled based on independent quotes.

The following table presents the carrying amounts and estimated fair values of material financial instruments used by the Company in the normal course of its business:

	2009						2008
	Carrying			Fair			Carrying			Fair
(In millions)	Amount			Value			Amount			Value
Total debt	$	(1,430	)	$	(1,459	)	$	(1,204	)	$	(850	)
Foreign currency forward contracts	$	—		$	—		$	34		$	34
Price swap contracts	$	—		$	—		$	(2	)	$	(2	)

Total debt includes liabilities subject to compromise with a carrying amount of $1.2 billion (fair value of $1.2 billion).

Fair Value Measurements

Effective January 1, 2008, the Company adopted the provisions of guidance now codified under ASC 820 with respect to its financial assets and liabilities that are measured at fair value within the financial statements on a recurring basis.  ASC 820 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable.  Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions.  The fair value hierarchy specified by ASC 820 is as follows:

·Level 1 — Quoted prices in active markets for identical assets and liabilities.

·Level 2 — Quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active or other inputs that are observable or can be corroborated by observable market date.

·Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities.

108

The following table presents the Company’s assets and liabilities that are measured and carried at fair value on a recurring basis.

	2009				2008
(In millions)	Level 1		Level 2		Level 1		Level 2
Assets
Derivative instruments (a)	$	—	$	—	$	—	$	58
Investments held in trust related to a nonqualified deferred compensation plan (b)	1		—		1		—
Assets at fair value	$	1	$	—	$	1	$	58
Liabilities
Derivative instruments (a)	$	—	$	—	$	—	$	26
Deferred compensation liability (b)	1		—		1		—
Liabilities at fair value	$	1	$	—	$	1	$	26

(a)Derivative instruments include foreign currency forward contracts and commodity price swaps.  These fair values were measured based upon quoted prices for similar assets and liabilities in active markets.

(b)Represents the deferral of compensation, the Company’s match and investment earnings related to the Company’s Supplemental Savings Plan. These securities are considered general assets of the Company until distributed to the participant and are included in other assets in the Consolidated Balance Sheets. A corresponding liability is included in liabilities subject to compromise at December 31, 2009 and other liabilities at December 31, 2008 in the Consolidated Balance Sheets. Quoted market prices were used to determine fair values of the investments held in a trust with a third-party brokerage firms.

Level 3 fair value measurements are utilized by the Company in its impairment reviews of Goodwill (see Note 10 — Goodwill and Intangible Assets).  Fair value measurements of benefit plan assets included in net benefit plan liabilities are discussed in Note 17 — Pension and Other Post-Retirement Plans.

20) ASSET RETIREMENT OBLIGATIONS

The Company applies the provisions of guidance now codified under ASC Topic 410, Asset Retirements and Environmental Obligations (“ASC 410”), which require companies to make estimates regarding future events in order to record a liability for asset retirement obligations in the period in which a legal obligation is created.  Such liabilities are recorded at fair value, with an offsetting increase to the carrying value of the related long-lived assets.  The fair value is estimated by discounting projected cash flows over the estimated life of the assets using the Company’s credit adjusted risk-free rate applicable at the time the obligation is initially recorded.  In future periods, the liability is accreted to its present value and the capitalized cost is depreciated over the useful life of the related asset.  The Company also adjusts the liability for changes resulting from revisions to the timing or the amount of the original estimate.  Upon retirement of the long-lived asset, the Company either settles the obligation for its recorded amount or incurs a gain or loss.

The Company’s asset retirement obligations include estimates for all asset retirement obligations identified for its worldwide facilities.  The Company’s asset retirement obligations are primarily the result of legal obligations for the removal of leasehold improvements and restoration of premises to their original condition upon termination of leases at approximately 22 facilities, legal obligations to close approximately 95 brine supply, brine disposal, waste disposal, and hazardous waste injection wells and the related pipelines at the end of their useful lives, and decommissioning and decontamination obligations that are legally required to be fulfilled upon closure of approximately 37 of the Company’s manufacturing facilities.

109

The following is a summary of the change in the carrying amount of the asset retirement obligations during 2009 and 2008, the net book value of assets related to the asset retirement obligations at December 31, 2009 and 2008 and the related depreciation expense recorded in 2009 and 2008.

(In millions)	2009			2008
Asset retirement obligation balance at beginning of year	$	23		$	26
Liabilities assumed (includes purchase accounting adjustments)	—			2
Accretion expense — cost of goods sold (a)	4			4
Payments	(2		)	(8		)
Foreign currency translation	1			(1		)
Asset retirement obligation balance at end of year	$	26		$	23
Net book value of asset retirement obligation assets at end of year	$	2		$	2
Depreciation expense	$	1		$	1

(a) The 2009 and 2008 accretion expense included $1 million and $3 million, respectively, primarily due to the acceleration of the recognition of asset retirement obligations for several of the Company’s leased sites and manufacturing facilities resulting from revisions to the estimated lease termination or closure dates.

At December 31, 2009, $9 million of the asset retirement obligation balance was included in accrued expenses, $15 million was included in other liabilities and $2 million was included in liabilities subject to compromise on the Consolidated Balance Sheet.  At December 31, 2008, $7 million was included in accrued expenses and $16 million was included in other liabilities on the Consolidated Balance Sheet.

21) LEGAL PROCEEDINGS AND CONTINGENCIES

The Company is involved in claims, litigation, administrative proceedings and investigations of various types in a number of jurisdictions.  A number of such matters involve, or may involve, claims for a material amount of damages and relate to or allege environmental liabilities, including clean-up costs associated with hazardous waste disposal sites, natural resource damages, property damage and personal injury.  As a result of the Chapter 11 cases, substantially all pre-petition litigation and claims against the Debtors have been stayed.  Accordingly, unless indicated otherwise, each case described below is stayed.

Chapter 11 Claims Assessment

The Bankruptcy Court established October 30, 2009 as the Bar Date.  Under certain limited circumstances, some creditors may be permitted to file proofs of claim after the Bar Date.  Accordingly, it is possible that not all potential proofs of claim were filed as of the filing of this Annual Report.

As of March 5, 2010, the Debtors have received approximately 15,300 proofs of claim covering a broad array of areas.  Approximately 8,000 proofs of claim have been asserted in “unliquidated” amounts or contain an unliquidated component that are treated as being asserted in “unliquidated” amounts.  Excluding proofs of claim in “unliquidated” amounts, the aggregate amount of proofs of claim filed totaled approximately $23.6 billion.  The table below summarizes the proofs of claim by type and amount (in millions) as of the filing of this Annual Report.

Claim Type	No. of Claims	Amount
Environmental	254	$	247
Litigation	10,742	9,361
PBGC	324	13,634
Employee, Benefits & Wages	1,115	43
Bond	32	152
Trade	1,985	154
503(b)(9)	68	6
Other	783	41
Total	15,303	$	23,638

110

The Company is in the process of evaluating the amounts asserted in and the factual and legal basis of the proofs of claim filed against the Debtors.  Based upon the Company’s initial review and evaluation, which is continuing, a significant number of proofs of claim are duplicative and/or legally or factually without merit.  As to those claims, the Company has filed or intends to file objections with the Bankruptcy Court.  On February 23, 2010, in response to the Company’s omnibus objections filed on February 2, 2010 to approximately 4,300 proofs of claim, the Bankruptcy Court expunged 4,147 proofs of claim totaling approximately $46 million.  Since the Bar Date and as of March 5, 2010, 883 proofs of claim have been withdrawn totaling approximately $12 million.  The Pension Benefit Guaranty Corporation (“PBGC”) filed 324 proofs of claim totaling $13.6 billion.  The Company believes that these proofs of claim are duplicative as 12 proofs of claim have been filed against each of the 27 Debtors.   Excluding the duplicative proofs of claim, the PBGC filed 12 proofs of claim totaling approximately $500 million.

The Company has recognized $73 million as changes in estimates related to expected allowable claims in liabilities subject to compromise in the Consolidated Financial Statements.  As the Debtors complete the process of evaluating and/or resolving the proofs of claim, appropriate adjustments to the Consolidated Financial Statements will be made.  Adjustments may also result from actions of the Bankruptcy Court, settlement negotiations, rejection of executory contracts and real property leases, determination as to the value of any collateral securing claims and other events.  For additional information on liabilities subject to compromise, see Note 4 — Liabilities Subject to Compromise and Reorganization Items, Net in the Notes to Consolidated Financial Statements.

Environmental Liabilities

The Company is involved in environmental matters of various types in a number of jurisdictions.  A number of such matters involve claims for material amounts of damages and relate to or allege environmental liabilities, including clean up costs associated with hazardous waste disposal sites and natural resource damages.  As part of the Chapter 11 cases, the Debtors expect to retain responsibility for environmental cleanup liabilities relating to currently owned or operated sites (i.e., sites that remain part of the Debtors’ estate) and discharge in the Chapter 11 cases liabilities relating to formerly owned or operated sites and third-party sites (i.e., sites that are no longer or never were part of the Debtors’ estate).  To that end, on November 3, 2009, the Debtors initiated an Adversary Proceeding against the United States and various States seeking a ruling from the Bankruptcy Court that the Debtors’ liabilities with respect to formerly owned or operated sites and third-party sites are dischargeable in the Chapter 11 cases.  On January 19, 2010, the Debtors filed an amended complaint.  In view of the issues of law raised in the pleadings, estimates relating to environmental liabilities with respect to formerly owned or operated sites and third-party sites, or offers made to settle such liabilities, are classified as liabilities subject to compromise in the Company’s Consolidated Balance Sheet.  See Note 4 — Liabilities Subject to Compromise and Reorganization Items, Net.

Each quarter, the Company evaluates and reviews estimates for future remediation and other costs to determine appropriate environmental reserve amounts.  For each site where the cost of remediation is probable and reasonably estimable, the Company determines the specific measures that are believed to be required to remediate the site, the estimated total cost to carry out the remediation plan, the portion of the total remediation costs to be borne by the Company and the anticipated time frame over which payments toward the remediation plan will occur. At sites where the Company expects to incur ongoing operation and maintenance expenditures, the Company accrues on an undiscounted basis for a period of generally 10 years those costs which the Company believes are probable and reasonably estimable.  In addition, where settlement offers have been extended to resolve an environmental liability as part of the Chapter 11 cases, the amounts of those offers have been accrued and are reflected in the Consolidated Balance sheet as liabilities subject to compromise.  See Note 4 — Liabilities Subject to Compromise and Reorganization Items, Net.

111

The total amount accrued for such environmental liabilities as of December 31, 2009 and December 31, 2008, was $122 million and $107 million, respectively.  At December 31, 2009 and December 31, 2008, $16 million and $12 million, respectively, of these environmental liabilities were reflected as accrued expenses, $64 million and $95 million, respectively, were reflected as other liabilities and as of December 31, 2009, $42 million was classified as liabilities subject to compromise on the Consolidated Balance Sheets.  The Company estimates that environmental liabilities could range up to $164 million at December 31, 2009.  The Company’s accruals for environmental liabilities include estimates for determinable clean-up costs.  The Company recorded a pre-tax charge of $20 million in 2009, $5 million in 2008 and $4 million in 2007, to increase its environmental liabilities and made payments of $9 million in 2009 and $15 million in 2008 for clean-up costs, which reduced its environmental liabilities.  At certain sites, the Company has contractual agreements with certain other parties to share remediation costs.  The Company has a receivable of $12 million at December 31, 2009 and December 31, 2008 to reflect probable recoveries.  At a number of these sites, the extent of contamination has not yet been fully investigated or the final scope of remediation is not yet determinable. The Company intends to assert all meritorious legal defenses and will pursue other equitable factors that are available with respect to these matters. However, the final cost of clean-up at these sites could exceed the Company’s present estimates, and could have, individually or in the aggregate, a material adverse effect on the Company’s financial condition, results of operations or cash flows.  The Company’s estimates for environmental remediation liabilities may change in the future should additional sites be identified, further remediation measures be required or undertaken, current laws and regulations be modified or additional environmental laws and regulations be enacted, and as negotiations with respect to certain sites continue or as certain liabilities relating to such sites are resolved as part of the Chapter 11 cases.

The Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended (“CERCLA”), and comparable state statutes, impose strict liability upon various classes of persons with respect to the costs associated with the investigation and remediation of waste disposal sites.  Such persons are typically referred to as “Potentially Responsible Parties” or PRPs.  The Company and several of its subsidiaries have been identified by federal, state or local governmental agencies or by other PRPs, as a PRP at various locations in the United States.  Because in certain circumstances these laws have been construed to authorize the imposition of joint and several liability, the Environmental Protection Agency (“EPA”) and comparable state agencies could seek to recover all costs involving a waste disposal site from any one of the PRPs for such site, including the Company, despite the involvement of other PRPs.  In many cases, the Company is one of a large number of PRPs with respect to a site.  In a few instances, the Company is the sole or one of only a handful of PRPs performing investigation and remediation.  Where other financially responsible PRPs are involved, the Company expects that any ultimate liability resulting from such matters will be apportioned between the Company and such other parties.  The Company presently anticipates that many, if not all, of the Debtors’ CERCLA and comparable liabilities with respect to pre-petition activities and relating to third-party waste sites will be resolved as part of the Chapter 11 cases.  In addition, the Company is involved with environmental remediation and compliance activities at some of its current and former sites in the United States and abroad.  The more significant of these matters are described below.  As discussed above, the Debtors presently intend to retain environmental clean up responsibility at currently owned or operated sites and discharge in the Chapter 11 cases liabilities relating to formerly owned or operated sites and third-party sites.

Governmental Investigation Alleging Violations of Environmental Laws

Conyers - Clean Air Act Investigation — The U.S. EPA is investigating alleged violations of law by the Company arising out of the General Duty Clause of the Clean Air Act, the emergency release notification requirements of CERCLA and/or the Emergency Planning and Community Right to Know Act, and the Clean Water Act and is seeking a penalty and other relief in excess of one hundred thousand dollars. The Company intends to assert all meritorious legal defenses to these alleged violations and will continue to assess relevant facts and attempt to negotiate an acceptable resolution with the EPA. The Company does not believe that the resolution of this matter will have a material adverse effect on the Company’s financial condition, results of operation or cash flows.

112

Litigation and Claims

Tricor

This case involves two related properties in Bakersfield, California; the Oildale Refinery (the “Refinery”) and the Mt. Poso Tank Farm (“Mt. Poso”). The Refinery and Mt. Poso were previously owned and operated by a division of Witco Corp., a predecessor of the Company. In 1997, the Refinery and portions of Mt. Poso were sold to Golden Bear Acquisition Corp. Under the terms of sale, Witco retained certain environmental obligations with respect to the Refinery and Mt. Poso. Golden Bear operated the refinery for several years before filing bankruptcy in 2001. Tricor Refining LLC (“Tricor”) purchased the Refinery and related assets out of bankruptcy. In 2004, Tricor commenced an action against the Company alleging that the Company failed to comply with its obligations under an environmental agreement that was assumed by Tricor when it acquired the assets of Golden Bear.

The case was bifurcated and in July 2007, the California Superior Court, Kern County, entered an interlocutory judgment finding liability against the Company based on breach of contract.  Thereafter, Tricor elected to terminate the contract and seek monetary damages in the amount of $31 million (plus attorneys fees) based on the alleged cost of cleaning up the Refinery.  The damages phase of the trial began in November 2008 and the testimony phase of the trial was completed on March 16, 2009.  The Company calculated cleanup costs at approximately $2 million.  Post-trial briefing of the case was stayed by the Chapter 11 cases, but the stay was subsequently lifted by stipulation of the parties and approval of the Bankruptcy Court.  Briefing was concluded on November 3, 2009.  On January 28, 2010, the California Superior Court rendered a judgment awarding damages to Tricor in the amount of approximately $3 million including interest and costs.  Tricor did not seek damages with respect to Mt. Poso, and the parties have entered into a tolling agreement relating to this aspect of the case.  The California Court’s decision relieved Tricor of any obligation to take title to any portion of Mt. Poso.  While Tricor has a right to appeal, the Company does not believe that the resolution of this matter will have a material adverse effect on the Company’s results of operations, financial condition or cash flows.

Conyers

The Company and certain of its former officers and employees were named as defendants in five putative state class action lawsuits filed in three counties in Georgia and one putative class action lawsuit filed in the United States District Court for the Northern District of Georgia pertaining to the fire at the Company’s Conyers, Georgia warehouse on May 25, 2004.  Of the five putative state class actions, two were voluntarily dismissed by the plaintiffs, leaving three such lawsuits, all of which are now pending in the Superior Court of Rockdale County, Georgia.  These remaining putative state class actions, as well as the putative class action pending in federal district court, seek recovery for economic and non-economic damages allegedly arising from the fire.  Punitive damages are sought in the Davis case in Rockdale County, Georgia and in the Martin case in the United States District Court for the Northern District of Georgia.  The Martin case also seeks a declaratory judgment to reform certain settlements, as well as medical monitoring and injunctive relief.

The Company was also named as a defendant in fifteen lawsuits filed by individual or multi-party plaintiffs in the Georgia and Federal courts pertaining to the May 25, 2004 fire at its Conyers, Georgia warehouse.  Eight of these lawsuits remain.  The plaintiffs in these remaining lawsuits seek recovery for economic and non-economic damages, including punitive damages in five of the eight remaining lawsuits.  One of the lawsuits, the Diana Smith case, was filed in the United States District Court for the Northern District of Georgia against the Company, as well as the City of Conyers and Rockdale County, and included allegations similar to those in the other lawsuits noted above, but adding claims for alleged civil rights violations, federal Occupational Safety and Health Administration violations, Georgia Racketeer Influenced and Corrupt Organizations Act violations, criminal negligence, reckless endangerment, false imprisonment, and kidnapping, among other claims.  The federal law claims were dismissed with prejudice and the state law claims were dismissed without prejudice.  The Court has also dismissed without prejudice the plaintiffs’ claims against the City of Conyers and Rockdale County. The Diana Smith case was subsequently refiled.  In 2008, the Company moved to dismiss certain of the refiled claims.  The court granted the Company’s motion in March of 2008.  Plaintiffs have appealed the dismissal of these claims.  The remainder of the plaintiffs’ claims are proceeding.

The Debtors are currently in discussions with the claimants to resolve their claims amicably.  In addition, at the time of the fire, the Company maintained, and continues to maintain, property and general liability insurance.  The Company believes that its general liability policies will adequately cover any third-party claims and legal and processing fees in excess of the amounts that were recorded through December 31, 2009.

113

Albemarle Corporation

In May 2002, Albemarle Corporation filed two complaints against the Company in the United States District Court for the Middle District of Louisiana, one alleging that the Company infringed three process patents held by Albemarle Corporation relating to bromine vacuum tower technology, and the other alleging that the Company infringed or contributed to or induced the infringement of a patent relating to the use of decabromodiphenyl ethane as a flame retardant in thermoplastics. On a motion by the Company and over Albemarle’s objection, the cases were consolidated.  In addition, the Company filed a counterclaim with the District Court in the flame retardant cases, alleging, among other things, that the Albemarle patent is invalid or was obtained as a result of inequitable conduct from the United States Patent and Trademark Office.  In March 2004, Albemarle amended its consolidated complaint to add additional counts of patent infringement and trade secret violations.  On October 25, 2005, Albemarle filed a complaint against the Company and Great Lakes Chemical Corporation in the United States District Court for the Middle District of Louisiana alleging that the Company and Great Lakes infringed a recently granted U.S. patent held by Albemarle relating to a decabromodiphenyl ethane “wet cake” intermediate product.  On December 24, 2009, the Company and Abemarle reached a settlement agreement whereby each company granted cross-licenses to the other with respect to each other’s decabromodiphenyl ethane products, as well as other terms and conditions.  On January 21, 2010, the settlement was approved by the Bankruptcy Court.  On January 29, 2010, the two complaints in the Middle District of Louisiana were dismissed with prejudice.  This matter is now concluded.

Diacetyl Litigation

Beginning in 2004, food industry factory workers began alleging that exposure to diacetyl, a butter flavoring ingredient widely used in the food industry between 1982 and 2005, caused respiratory illness.  Product liability actions were filed throughout the United States alleging that diacetyl was defectively designed and manufactured and that diacetyl manufacturers and distributors had failed to properly warn the end users of diacetyl’s dangers.  Currently, there are eighteen diacetyl lawsuits pending against the Company and/or Chemtura Canada Co./Cie (“Chemtura Canada”), a wholly-owned subsidiary, among others.

On June 17, 2009, the Company filed an Adversary Proceeding in the Bankruptcy Court seeking to extend the automatic stay to Chemtura Canada, a non-debtor, and Citrus & Allied Essences, Ltd. (“Citrus”), Chemtura Canada’s exclusive reseller in North America, in connection with all current and future product liability actions involving diacetyl.  The Bankruptcy Court granted the Company’s request for a temporary restraining order on June 23, 2009.  The Company also filed a motion seeking to transfer existing diacetyl-related claims against the Company, Chemtura Canada and Citrus to the U.S. District Court for the Southern District of New York, with the goal of resolving the diacetyl litigation as effectively and expeditiously as possible.  That motion was granted by Order dated January 22, 2010 and the District Court referred all transferred and consolidated claims to the Bankruptcy Court for resolution.

The Company believes that it and Chemtura Canada have significant insurance coverage with respect to these claims, subject to various self-insured retentions, limits and terms of coverage.  The first layer carriers who issued “occurrence” based policies to the Company and Chemtura Canada, which policies should provide coverage for these diacetyl claims, are all American International Group (“AIG”) companies.  AIG has reserved its rights to deny coverage under those policies with respect to the Company and Chemtura Canada.  On February 4, 2010, AIG filed a lawsuit against Chemtura Canada and Zurich Insurance Company in the Supreme Court of New York seeking, among other things, a declaration relieving AIG of its coverage obligations with respect to Chemtura Canada.  In addition, AIG filed a motion to lift the automatic stay seeking to add the Company to its state court lawsuit so that AIG could seek a determination of its coverage obligations as to the Company.  The Company has opposed that motion.  On February 25, 2010, Chemtura Canada filed a notice of removal of the AIG lawsuit to the US District Court for the Southern District of New York.  On March 3, 2010, the Company and Chemtura Canada filed an Adversary Proceeding in the Bankruptcy Court against AIG, seeking a declaration of AIG’s obligations to indemnify and defend both Chemtura and Chemtura Canada, subject to various self-insured retentions, limits and terms of coverage.  While the Company believes that the issues concerning insurance coverage for these matters should be resolved in the Bankruptcy Court, no determination has yet been made by the court concerning which action shall proceed or in which such action will proceed.

The diacetyl claims could, either individually or in the aggregate, have a material adverse effect on the Company’s financial condition, results of operations or cash flows.  The Company has developed a range of the estimated loss for diacetyl-related claims.  As of December 31, 2009, the Company has recorded a liability related to these claims at the minimum of this range.

114

Biolab UK

This matter involves a criminal prosecution by United Kingdom (“UK”) authorities against Biolab UK Limited (“Biolab UK”) arising out of a September 4, 2006 fire at Biolab UK’s warehouse in Andoversford Industrial Estate near Cheltenham.  The exact cause of the fire has not been determined.  In this matter, it is alleged that the fire caused a water main at the warehouse to melt, and that the combination of contaminated fire suppression water and water from the melted water main overloaded the facility’s water containment system, causing that water to flow off the warehouse property and into the River Coln, a public river.  The event is alleged to have caused a fish kill and environmental damage.  The fire is also alleged to have caused a plume of smoke to travel from the facility, resulting in the evacuation of nearby residences and businesses, as well as a small property damage claim which has been resolved, and one personal injury claim which is pending.  On July 14, 2009, the UK Environmental Agency (“EA”) commenced a criminal action against Biolab UK.  The EA brought 5 charges, one charge alleging pollution of controlled waters (the River Coln) in violation of the Water Resources Act 1991 (“WRA”), a strict liability statute, and four charges alleging various violations of the Control of Major Accident Hazards Regulations 1999 (“COMAH”).  This matter is currently pending in the Magistrate’s Court in Gloucester County.  The Company is defending this action, and expert evaluation is currently in progress.

Each quarter the Company evaluates and reviews pending claims and litigation to determine the amount, if any, that should be accrued with respect to such matters.  As of December 31, 2009 and December 31, 2008, the Company’s accrual for probable and reasonably estimable liabilities in the legal proceedings described above is immaterial.  In addition, the related receivable to reflect probable insurance recoveries is also immaterial.

The Company intends to assert all meritorious legal defenses and will pursue other equitable factors that are available with respect to these matters.  The resolution of the legal proceedings now pending or hereafter asserted against the Company could require the Company to pay costs or damages in excess of its present estimates, and as a result could, either individually or in the aggregate, have a material adverse effect on the Company’s financial condition, results of operations or cash flows.

In addition to the matters referred to above, the Company is subject to routine litigation in connection with the ordinary course of its business.  These routine matters have not had a material adverse effect on the Company, its business or financial condition in the past, and the Company does not expect these litigations, individually or in the aggregate, to have a material adverse effect on its business or its financial condition in the future, but it can give no assurance that such will be the case.

Antitrust Investigations and Related Matters

Rubber Chemicals

On May 27, 2004, the Company pled guilty to one-count charging the Company with participating in a combination and conspiracy to suppress and eliminate competition by maintaining and increasing the price of certain rubber chemicals sold in the United States and elsewhere during the period July 1995 to December 2001.  The U.S. federal district court imposed a fine of $50 million, payable in six annual installments, without interest, beginning in 2004.  In light of the Company’s cooperation with the U.S. Department of Justice (“DOJ”), the court did not impose any period of corporate probation.  On May 28, 2004, the Company pled guilty to one count of conspiring to lessen competition unduly in the sale and marketing of certain rubber chemicals in Canada.  The Canadian federal court imposed a sentence requiring the Company to pay a fine of CDN $9 million (approximately U.S. $7 million), payable in six annual installments, without interest, beginning in 2004.  The Company paid (in U.S. dollars) $2 million in 2005, $7 million in 2006, $12 million in 2007 and $17 million in 2008.  A reserve of $10 million was included in liabilities subject to compromise at December 31, 2009 and a reserve of $18 million was included in accrued expenses at December 31, 2008.  On May 26, 2009, the U.S. District Court for the Northern District of California signed a joint stipulation and order modifying the fine and the payment schedule for the final installment of $16 million of the original $50 million due to be paid on May 27, 2009.  Under the court’s order, the Company will pay a total of $10 million in four installments: $2.5 million on or before June 30, 2009; $2.5 million on or before December 31, 2009; $2.5 million on or before June 30, 2010; and $2.5 million on or before December 31, 2010.  The Company also negotiated an agreement with Canadian authorities whereby the Company would pay a total of CDN $1.8 million (approximately U.S. $1.6 million) in satisfaction of the outstanding amount on the Canadian fine according to the following schedule:  CDN $450,000 (approximately U.S. $390,000) on or before June 30, 2009; CDN $450,000 (approximately U.S. $390,000) on or before December 31, 2009; CDN $450,000 (approximately U.S. $390,000) on or before June 30, 2010; and CDN $450,000 (approximately U.S. $390,000) on or before December 31, 2010.  After receiving Bankruptcy Court approval, the Company paid the first and second installments of $5 million and CDN $0.9 million (approximately U.S. $0.8 million) in July 2009 and December 2009.

115

European Union (“EU”) Investigations

The Company and certain of its subsidiaries (collectively referred to as the “Company” in this paragraph) were subjects of an investigation conducted by the European Commission (“EC”) with respect to possible antitrust violations relating to the sale and marketing of various classes of heat stabilizers. Such investigations concerned anticompetitive practices, including price fixing and customer or market allocations, undertaken by the Company and certain of its officers and employees.  The Company cooperated with the EC’s investigation.  As a result, the Company received from the EC written assurances of conditional amnesty with respect to certain classes of heat stabilizers. The assurances of amnesty were conditioned upon several factors, including continued cooperation with the EC.  The Company continued to actively cooperate with the EC regarding the heat stabilizer investigation.  On November 11, 2009, the EC issued a final decision, imposing fines totaling €173 million (approximately $260 million) on ten different companies that were found to have engaged in illegal cartel activities between 1987 and 2001, and confirming that the Company, although found to have participated in the cartel, would not be subject to any fine as a result of the immunity granted to the Company.  This matter is now concluded.

Civil Lawsuits

The actions described below under “U.S. Civil Antitrust Actions” are in various procedural stages of litigation. Although the actions described below have not had a material adverse impact on the Company, the Company cannot predict the outcome of any of those actions. The Company will seek cost-effective resolution of the various pending and threatened legal proceedings against the Company; however, the resolution of any civil claims now pending or hereafter asserted against the Company could have a material adverse effect on the Company’s financial condition, results of operations or cash flows.  The Company has established as of December 31, 2009 reserves for all direct and indirect purchaser claims, as further described below.

U.S. Civil Antitrust Actions

Direct and Indirect Purchaser Lawsuits - The Company, individually or together with its subsidiary Uniroyal Chemical Company, Inc., now merged into Chemtura Corporation (referred to as “Uniroyal” for the purpose of the descriptions below), and other companies, are defendants in various proceedings filed in state and federal courts, as described below.

Federal Lawsuits - The Company and certain of its subsidiaries are defendants in two lawsuits pending in the federal courts.  One of these suits is a Massachusetts indirect purchaser claim premised upon violations of state law.  The suit was originally filed in Massachusetts state court in May 2005 as an indirect purchaser action, and was subsequently removed to the United States District Court, District of Massachusetts.  The complaint initially related to purchases of any product containing rubber and urethane products, defined to include EPDM, nitrile rubber and urethanes, but is now limited to urethanes only.  On September 12, 2008, the Company received final court approval of a settlement agreement covering this action.  The other suit, described separately below under the sub-heading “Bandag,” was originally filed as a direct purchaser suit on June 29, 2006 in the United States District Court, Middle District of Tennessee and was subsequently transferred to the United States District Court, Northern District of California.  In both of these actions, and in all actions pending in state courts (further described below), the plaintiffs seek, among other things, treble damages, costs (including attorneys’ fees) and injunctive relief preventing further violations of the improper conduct alleged in the complaint.  Neither of these federal suits is expected to have a material adverse effect on the Company’s financial condition, results of operations or cash flows.

Bandag - This suit was originally brought by Bridgestone Americas Holding, Inc, Bridgestone Firestone North American Tire, LLC, and Pirelli Tire, LLC (all of whom have since settled) along with the remaining plaintiff, Bandag Incorporated (n/k/a/ Bridgestone Bandag, LLC), with respect to purchases of rubber chemicals from the Company, Uniroyal and several of the world-wide leading suppliers of rubber chemicals.  This suit alleges that the Company and Uniroyal, along with other rubber chemical manufacturers, conspired to fix the prices of rubber chemicals, and to divide the rubber chemicals markets in violation of Section 1 of the Sherman Act.  Bandag Incorporated, a designer and manufacturer of tire re-treading, directly purchased from the Company and from the other defendants to this suit, and in doing so, claims to have paid artificially inflated prices for rubber chemicals. Bandag has requested treble damages, costs (including attorneys’ fees) and such other relief as the court may deem appropriate.  The Company has agreed to utilize binding arbitration to try the claims at issue in this action.  The arbitration hearings were held on March 4 through March 6, 2009.  On May 5, 2009, the Bankruptcy Court entered an order modifying the automatic stay to allow the arbitration to proceed in order to liquidate the amount of this pre-petition claim.  On July 28, 2009, the arbitration panel issued its decision, awarding Bandag damages in the amount of $8 million and attorneys’ fees in the amount of $6 million.  On September 4, 2009, the District Court for the Northern District of California confirmed the arbitration panel’s award and entered a judgment against the Company in the amount of $14 million.  This judgment is subject to compromise in the Company’s Chapter 11 cases.

116

State Lawsuits - The Company, individually or together with Uniroyal, are defendants in certain indirect purchaser antitrust class action lawsuits filed in state courts involving the sale of urethanes and urethane chemicals.  The complaints in these actions principally allege that the defendants conspired to fix, raise, maintain or stabilize prices for urethanes and urethane chemicals, sold in the United States in violation of certain antitrust statutes and consumer protection and unfair or deceptive practices laws of the relevant jurisdictions and that this caused injury to the plaintiffs who paid artificially inflated prices for such products as a result of such alleged anticompetitive activities.  There are currently 13 state complaints pending.  On September 12, 2008, the Company received final court approval of a settlement agreement covering one of these actions.  In addition, on December 23, 2008, the Company received preliminary court approval of a settlement agreement covering the remaining 12 complaints, all of which are pending in a coordinated proceeding in the Superior Court of the State of California for the County of San Francisco.  None of these state lawsuits individually or in the aggregate are expected to have a material adverse effect on the Company financial condition, results of operations or cash flows.

Australian Civil Antitrust Matters

On September 27, 2007, the Company and one of its subsidiaries (collectively referred to as the “Company” in this paragraph) were sued in the Federal Court of Australia for alleged price fixing violations with respect to the sale of rubber chemicals in Australia.  The applicant filed an amended Statement of Claim on November 21, 2008.  The Company’s application to have the amended Statement of Claim struck was granted on November 6, 2009.  The applicant has lodged an application for leave to appeal that decision which is scheduled to be heard on March 4, 2010.  The Company has also lodged an application to have the proceeding dismissed on the basis that, at this stage, there is no statement of claim before the Federal Court.  The Company’s application is scheduled to be heard on February 10, 2010.  The Company does not expect this matter to have a material adverse effect on its financial condition, results of operations or cash flows.

Federal Securities Class Action

The Company, certain of its former officers and directors (the “Crompton Individual Defendants”), and certain former directors of the Company’s predecessor Witco Corp. are defendants in a consolidated class action lawsuit, filed on July 20, 2004, in the United States District Court, District of Connecticut (the “Federal District Court”), brought by plaintiffs on behalf of themselves and a class consisting of all purchasers or acquirers of the Company’s stock between October 1998 and October 2002 (the “Federal Securities Class Action”).  The consolidated amended complaint principally alleges that the Company and the Crompton Individual Defendants caused the Company to issue false and misleading statements that violated the federal securities laws by reporting inflated financial results resulting from an alleged illegal, undisclosed price-fixing conspiracy.  The putative class includes former Witco Corp. shareholders who acquired their securities in the Crompton-Witco merger pursuant to a registration statement that allegedly contained misstated financial results.  The complaint asserts claims against the Company and the Crompton Individual Defendants under Section 11 of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 promulgated thereunder.  Plaintiffs also assert claims for control person liability under Section 15 of the Securities Act of 1933 and Section 20 of the Securities Exchange Act of 1934 against the Crompton Individual Defendants. The complaint also asserts claims for breach of fiduciary duty against certain former directors of Witco Corp. for actions they allegedly took as Witco Corp. directors in connection with the Crompton-Witco merger. The plaintiffs seek, among other things, unspecified damages, interest, and attorneys’ fees and costs. The Company and the Crompton Individual Defendants filed a motion to dismiss the complaint on September 17, 2004 and the former directors of Witco Corp. filed a motion to dismiss the complaint in February 2005.  On November 28, 2008, the parties signed a settlement agreement (the “November 2008 Settlement Agreement”).  The Federal District Court granted preliminary approval of the November 2008 Settlement Agreement on December 12, 2008 and scheduled a June 12, 2009 final approval hearing which hearing was subsequently rescheduled for November 11, 2009.  The November 2008 Settlement Agreement provided for payment by or on behalf of defendants of $21 million.

On September 17, 2009, the Federal District Court entered an order cancelling the final approval hearing of the November 2008 Settlement Agreement due to the automatic stay resulting from Chapter 11 cases.  The Federal District Court also denied on December 31, 2009 the motions to dismiss the complaint filed by the Company, the Crompton Individual Defendants and the former directors of Witco Corp.  The motions to dismiss were denied without prejudice to renew following resolution of the Chapter 11 cases.  In October 2009, the Bankruptcy Court issued an Order authorizing the Company to enter into a settlement stipulation requiring the return of $9 million that the Company transferred to the plaintiffs prior to its Chapter 11 filing in connection with the November 2008 Settlement Agreement (the “Pre-Petition Payment”).  The Company entered into such settlement stipulation, and $9 million was returned to the Company.  On October 20, 2009, the Federal District Court granted defendants’ uncontested motion to extend their time to respond to the complaint in the Federal Securities Class Action until twenty-one days after a Plan for the Company confirmed in the Chapter 11 cases becomes effective.

117

Legal Accruals

At December 31, 2009, the Company had an accrual of $125 million which was classified as liabilities subject to compromise for the litigation and claims described above and at December 31, 2008, the Company had an accrual of $30 million which was classified as accrued expenses, relating to the remaining U.S. direct and indirect purchaser lawsuits, and the federal securities class action lawsuit described under “Federal Securities Class Action.”  The Company periodically reviews its accruals as additional information becomes available, and may adjust its accruals based on actual settlement offers and other later occurring events.

The reserve activity for antitrust related litigation is summarized as follows:

										Civil Case Reserves
	Governmental Reserves									U.S. Civil
(In millions)	U.S. DOJ Fines			Canada Federal Fines			Total U.S and Canada Fines			and Securities Matters
Balance January 1, 2007	$	37		$	6		$	43		$	102
Antitrust costs, excluding legal fees	—			—			—			24
Payments	(10		)	(2		)	(12		)	(83		)
Accretion - Interest	2			—			2			—
Foreign currency translation	—			1			1			—
Balance December 31, 2007	29			5			34			43
Antitrust costs, excluding legal fees	—			—			—			7
Payments	(14		)	(3		)	(17		)	(20		)
Accretion - Interest	1			—			1			—
Balance December 31, 2008	16			2			18			30
Antitrust costs, excluding legal fees	(2		)	—			(2		)	6
Payments	(5		)	(1		)	(6		)	—
Balance December 31, 2009	$	9		$	1		$	10		$	36

Other

The Company is routinely subject to other civil claims, litigation and arbitration, and regulatory investigations, arising in the ordinary course of its business, as well as in respect of its divested businesses. Some of these claims and litigations relate to product liability claims, including claims related to the Company’s current products and asbestos-related claims concerning premises and historic products of its corporate affiliates and predecessors. The Company believes that it has strong defenses to these claims. These claims have not had a material impact on the Company to date and the Company believes the likelihood that a future material adverse outcome will result from these claims is remote. However, the Company cannot be certain that an adverse outcome of one or more of these claims would not have a material adverse effect on its financial condition, results of operations or cash flows.

Internal Review of Customer Incentive, Commission and Promotional Payment Practices

The Company is in the process of reviewing various customer incentive, commission and promotional payment practices of the Crop Protection Engineered Products segment in its Europe, Middle East and Africa region, with particular emphasis on certain Central Asian countries that are considered part of that region.  The review is being conducted under the oversight of the Audit Committee of the Board of Directors and with the assistance of outside counsel and forensic accounting consultants.  While the review is not yet complete, substantial progress has been made, but it has not yet been possible to determine whether all such practices or payments were consistent with applicable U.S. or international laws and regulations that apply to these operations. The Company cannot currently predict the timing or the outcome of this review, nor can it reasonably estimate the likelihood, nature or amount of monetary or other sanctions, if any, that might be imposed should the review identify that certain payments were inconsistent with applicable laws or regulations.  The Company believes that there is no matter connected with this review that would lead to a material change to the financial statements included in this report on Form 10-K.

Guarantees

The Company has standby letters of credit and guarantees with various financial institutions.  At December 31, 2009 and 2008, the Company had $64 million and $107 million, respectively, of outstanding letters of credit and guarantees primarily related to its liabilities for environmental remediation, vendor deposits, insurance obligations and European value added tax (VAT) obligations.

118

The Company has applied the disclosure provisions of ASC Topic 460, Guarantees (“ASC 460”), to its agreements that contain guarantee or indemnification clauses.  The Company is a party to several agreements pursuant to which it may be obligated to indemnify a third party with respect to certain loan obligations of joint venture companies in which the Company has an equity interest.  These obligations arose to provide initial financing for a joint venture start-up, fund an acquisition and/or provide project capital.  Such obligations mature through February 2015.  In the event that any of the joint venture companies were to default on these loan obligations, the Company would indemnify the other party up to its proportionate share of the obligation based upon its ownership interest in the joint venture.  At December 31, 2009, the maximum potential future principal and interest payments due under these guarantees were $17 million and $1 million, respectively.  In accordance with ASC 460, the Company has accrued $2 million in reserves, which represents the probability weighted fair value of these guarantees at December 31, 2009. The reserve has been included in long-term liabilities on the Consolidated Balance Sheet at December 31, 2009 with an offset to the investment included in other assets.

The Company also has a customer guarantee, in which the Company has contingently guaranteed certain debt obligations of one of its customers.  The amount of this guarantee was $2 million at December 31, 2009 and December 31, 2008.  Based on past experience and on the underlying circumstances, the Company does not expect to have to perform under this guarantee.

At December 31, 2009, unconditional purchase obligations were insignificant.  Unconditional purchase obligations exclude liabilities subject to compromise as the Company cannot accurately forecast the future level and timing of the repayments given the inherent uncertainties associated with the Chapter 11 cases.

In the ordinary course of business, the Company enters into contractual arrangements under which the Company may agree to indemnify a third party to such arrangement from any losses incurred relating to the services they perform on behalf of the Company or for losses arising from certain events as defined within the particular contract, which may include, for example, litigation, claims or environmental matters relating to the Company’s past performance.  For any losses that the Company believes are probable and which are estimable, the Company has accrued for such amounts in its Consolidated Balance Sheets.

22) BUSINESS SEGMENTS

The Company evaluates a segment’s performance based on several factors, of which the primary factor is operating profit (loss).  In computing operating profit (loss) by segment, the following items have not been deducted:  (1) general corporate expense; (2) amortization; (3) facility closures, severance and related costs; (4) antitrust costs; (5) certain accelerated depreciation; (6) loss on sale of business; (7) impairment of long-lived assets; and (8) changes in estimates related to expected allowable claims.  These items have been excluded from the Company’s presentation of segment operating profit (loss) because they are not reported to the chief operating decision maker for purposes of allocating resources among reporting segments or assessing segment performance.  The accounting policies of the reporting segments are the same as those described in Note 2 — Basis of Presentation and Summary of Significant Accounting Policies included herein.

Effective for the quarter ended March 31, 2009, the Company made component realignments within its reporting segments, which were also renamed.  These modifications reflect the changes to its organizational structure announced on January 19, 2009.  The renamed reporting segments are: Consumer Performance Products, Industrial Performance Products, Crop Protection Engineered Products and Industrial Engineered Products.  Industrial Engineered Products is the former Polymer Additives segment excluding the Company’s antioxidant product line and Industrial Performance Products is the former Performance Specialties segment now including the Company’s antioxidant product line.  The Other segment has been eliminated and absorbed into the Industrial Performance Products and Industrial Engineered Products segments.  The presentation of the Consumer Products and Crop Protection segments is unchanged.  Prior period segment data has been restated to conform to the current period presentation.

Consumer Performance Products

Consumer Performance Products are performance chemicals that are sold to consumers for in-home and outdoor use.  Consumer Performance Products include a variety of a) branded recreational water purification products sold through local dealers and large retailers to assist consumers in the maintenance of their pools and spas and b) branded cleaners and degreasers sold primarily through mass merchants to consumers for home cleaning.

119

Industrial Performance Products

Industrial Performance Products are engineered solutions of customers’ specialty chemical needs.  Industrial Performance Products include petroleum additives that provide detergency, friction modification and corrosion protection in motor oils, greases, refrigeration and turbine lubricants; castable urethane prepolymers engineered to provide superior abrasion resistance and durability in many industrial and recreational applications; polyurethane dispersions and urethane prepolymers used in various types of coatings such as clear floor finishes, high-gloss paints and textiles treatments; and antioxidants that improve the durability and longevity of plastics used in food packaging, consumer durables, automotive components and electrical components.  These products are sold directly to manufacturers and through distribution channels.

Crop Protection Engineered Products

Crop Protection Engineered Products develops, supplies, registers and sells agricultural chemicals formulated for specific crops in various geographic regions for the purpose of enhancing quality and improving yields.  The business focuses on specific target markets in six major product lines: seed treatments, fungicides, miticides, insecticides, growth regulators and herbicides.  These products are sold directly to growers and to major distributors in the agricultural sector.

Industrial Engineered Products

Industrial Engineered Products are chemical additives designed to improve the performance of polymers in their end-use applications.  Industrial Engineered Products include brominated performance products, flame retardants, fumigants, organometallics and PVC additives.  The products are sold across the entire value chain ranging from direct sales to monomer producers, polymer manufacturers, compounders and fabricators, fine chemical manufacturers and oilfield service companies to industry distributors.

General Corporate Expense and Other Charges

General corporate expense includes costs and expenses that are of a general corporate nature or managed on a corporate basis, including amortization expense.  These costs are primarily for corporate administration services net of costs allocated to the business segments, costs related to corporate headquarters and management compensation plan expenses for executives and corporate managers.  Facility closures, severance and related costs are primarily for severance costs related to the Company’s cost savings initiatives.  The antitrust costs are primarily for settlements and legal costs associated with antitrust investigations and related civil lawsuits.  Accelerated depreciation relates to certain assets affected by the Company’s restructuring programs, divestitures and legacy ERP systems.  The loss on sale of business in 2008 relates primarily to the sale of the oleochemicals business and the loss in 2007 relates primarily to the sale of the Celogen® product line.  Impairment of long-lived assets in 2009 is related to reducing the carrying value of goodwill and intangibles in the Consumer Performance Products segment and property, plant and equipment, net and intangible assets, net in the Industrial Engineered Products segment.  Impairment of long-lived assets in 2008 is related primarily to reducing the carrying value of goodwill in the Consumer Performance Products, Industrial Performance Products and Industrial Engineered Products segments.  The impairment of long-lived assets in 2007 includes impairments associated with the sale of the Company’s Marshall, Texas facility, the write-off of construction in progress associated with certain facilities affected by the 2007 restructuring programs, the reduction in the value of certain assets at the Company’s Ravenna, Italy facility and write-off of construction in progress software costs that no longer will be utilized.  Changes in estimates related to expected allowable claims relates to adjustments to liabilities subject to compromise (primarily legal and environmental reserves) as a result of the proofs of claim evaluation process.  Corporate assets are principally cash and cash equivalents, intangible assets (including goodwill) and other assets (including deferred tax assets) maintained for general corporate purposes.

120

A summary of business data for the Company’s reportable segments for the years 2009, 2008 and 2007 is as follows:

Information by Business Segment

(In millions)

	2009		2008		2007
Net Sales
Consumer Performance Products	$	457	$	516	$	567
Industrial Performance Products	999		1,465		1,513
Crop Protection Engineered Products	332		394		352
Industrial Engineered Products	753		1,171		1,315
Net Sales	$	2,541	$	3,546	$	3,747

	2009			2008			2007
Operating (Loss) Profit
Consumer Performance Products	$	63		$	50		$	62
Industrial Performance Products	91			105			140
Crop Protection Engineered Products	42			78			58
Industrial Engineered Products	(11		)	17			36
Segment Operating Profit	185			250			296
General corporate expense	(56		)	(53		)	(52		)
Amortization	(39		)	(45		)	(40		)
Change in useful life of property, plant and equipment	—			(32		)	(40		)
Facility closures, severance and related costs	(3		)	(26		)	(36		)
Antitrust costs	(10		)	(12		)	(35		)
Loss on sale of business	—			(25		)	(15		)
Impairment of long-lived assets	(104		)	(986		)	(19		)
Changes in estimates related to expected allowable claims	(73		)	—			—
Total Operating (Loss) Profit	(100		)	(929		)	59
Interest expense	(70		)	(78		)	(87		)
Other (expense) income, net	(17		)	9			(5		)
Reorganization items, net	(97		)	—			—
Loss from continuing operations before income taxes	$	(284	)	$	(998	)	$	(33	)

	2009		2008		2007
Depreciation and Amortization
Consumer Performance Products	$	13	$	11	$	13
Industrial Performance Products	41		44		47
Crop Protection Engineered Products	8		7		4
Industrial Engineered Products	68		91		103
	130		153		167
Corporate	43		84		102
Total continuing operations	173		237		269
Discontinued operations	—		—		6
	$	173	$	237	$	275

	2009			2008		2007
Equity Income (Loss)
Industrial Performance Products	(1		)	2		2
Industrial Engineered Products	1			2		1
	$	—		$	4	$	3

121

	2009		2008		2007
Segment Assets
Consumer Performance Products	$	272	$	270	$	292
Industrial Performance Products	717		744		834
Crop Protection Engineered Products	311		229		189
Industrial Engineered Products	631		744		803
	1,931		1,987		2,118
Discontinued operations	—		—		22
Corporate	1,187		1,070		2,276
	$	3,118	$	3,057	$	4,416

	2009		2008		2007
Capital Expenditures
Consumer Performance Products	$	4	$	6	$	7
Industrial Performance Products	16		27		27
Crop Protection Engineered Products	8		4		4
Industrial Engineered Products	19		51		64
	47		88		102
Corporate	9		33		13
Total continuing operations	56		121		115
Discontinued operations	—		—		2
	$	56	$	121	$	117

	2009		2008		2007
Equity Method Investments
Industrial Performance Products	$	19	$	21	$	16
Crop Protection Engineered Products	2		2		2
Industrial Engineered Products	8		14		11
	29		37		29
Corporate	—		—		4
	$	29	$	37	$	33

Information by Geographic Area

(In millions)

Net sales are based on location of customer.

	2009		2008		2007
Net sales
United States	$	1,195	$	1,611	$	1,878
Canada	43		76		103
Latin America	135		190		158
Europe/Africa	799		1,141		1,103
Asia/Pacific	369		528		505
	$	2,541	$	3,546	$	3,747

	2009		2008		2007
Property, Plant and Equipment
United States	$	422	$	523	$	603
Canada	59		53		63
Latin America	16		12		28
Europe/Africa	219		246		300
Asia/Pacific	34		28		38
	$	750	$	862	$	1,032

122

23) SUMMARIZED UNAUDITED QUARTERLY FINANCIAL DATA

	2009
(In millions, except per share data)	First			Second			Third			Fourth
Net sales	$	517		$	687		$	681		$	656
Gross profit	$	99		$	152		$	168		$	175
AMOUNTS ATTRIBUTABLE TO CHEMTURA CORPORATION COMMON SHAREHOLDERS:
(Loss) earnings from continuing operations, net of tax	$	(94	)	$	(118	)	$	12		$	(90	)
Loss on sale of discontinued operations, net of tax	—			—			(4		)	1
Net (loss) earnings attributable to Chemtura Corporation	$	(94	)(a)	$	(118	)(b)	$	8	(c)	$	(89	)(d)
EARNINGS (LOSS) PER SHARE - BASIC AND DILUTED - ATTRIBUTABLE TO CHEMTURA CORPORATION (h):
(Loss) earnings from continuing operations, net of tax	$	(0.39	)	$	(0.49	)	$	0.05		$	(0.36	)
Loss on sale of discontinued operations, net of tax	—			—			(0.02		)	—
Net (loss) earnings attributable to Chemtura Corporation	$	(0.39	)	$	(0.49	)	$	0.03		$	(0.36	)

	2008
	First			Second			Third		Fourth
Net sales	$	909		$	1,023		$	924	$	690
Gross profit	$	184		$	248		$	193	$	111
Net (loss) earnings attributable to Chemtura Corporation	$	(21	)(e)	$	(273	)(f)	$	11	$	(690	)(g)
EARNINGS (LOSS) PER SHARE - BASIC AND DILUTED - ATTRIBUTABLE TO CHEMTURA CORPORATION (h):
Net (loss) earnings attributable to Chemtura Corporation	$	(0.09	)	$	(1.13	)	$	0.05	$	(2.84	)

(a)The net loss for the first quarter of 2009 included pre-tax charges for reorganization items, net of $40 million, facility closures of $3 million and antitrust costs of $2 million.

(b)The net loss for the second quarter of 2009 included pre-tax charges for asset impairments of $97 million ($48 million for property, plant and equipment and $12 million for intangible assets, net in the Industrial Engineered Products segment and $37 million relating to goodwill in the Consumer Performance Products segment), antitrust costs of $8 million and reorganization item, net of $6 million.

(c)Earnings from continuing operations for the third quarter of 2009 included pre-tax charges for reorganization items, net of $20 million.

(d)The net loss for the fourth quarter of 2009 included pre-tax charges for changes in estimates related to expected allowable claims of $73 million, reorganization items, net of $31 million and impairment of long lived assets of $7 million relating primarily to property, plant and equipment for the Industrial Engineered Products segment.

(e)The net loss for the first quarter of 2008 included pre-tax charges for loss on sale of business related to oleochemicals of $23 million.

(f)The net loss for the second quarter of 2008 included pre-tax charges for goodwill impairment of $320 million relating to the Consumer Performance Products segment and antitrust costs of $11 million.

(g)The net loss for the fourth quarter of 2008 included pre-tax charges for goodwill impairment of $665 million relating to the Consumer Performance Products, Industrial Performance Products and Industrial Engineered Products segments, and facility closure of $26 million.

(h)The sum of the earnings per common share for the four quarters may not equal the total earnings per common share for the full year due to quarterly changes in the average number of shares outstanding.

123

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

Chemtura Corporation:

We have audited the accompanying consolidated balance sheets of Chemtura Corporation and subsidiaries (Debtor-In Possession) (the “Company”) as of December 31, 2009 and 2008, and the related consolidated statements of operations, stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2009.  In connection with our audits of the consolidated financial statements, we also have audited the financial statement Schedule II, Valuation and Qualifying Accounts.  We also have audited Chemtura Corporation’s internal control over financial reporting as of December 31, 2009, based on criteria established in Internal Control  — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for these consolidated financial statements and financial statement schedule, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting (Item 9A(b)). Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedule and an opinion on the Company’s internal control over financial reporting based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation.  Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.  Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Chemtura Corporation and subsidiaries as of December 31, 2009 and 2008, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2009, in conformity with U.S. generally accepted accounting principles.   Also, in our opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects the information set forth therein.  Also, in our opinion, Chemtura Corporation maintained, in all material respects,  effective internal control over financial reporting as of December 31, 2009, based on criteria established in Internal Control—Integrated Framework issued by COSO.

124

The accompanying consolidated financial statements and financial statement schedule have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements, on March 18, 2009, Chemtura Corporation and 26 of its subsidiaries organized in the United States filed for relief under Chapter 11 of Title 11 of the United States Bankruptcy Code and there are uncertainties inherent in the bankruptcy process.  The Company also has suffered recurring losses from continuing operations.  These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 1. The consolidated financial statements and financial statement schedule do not include any adjustments that might result from the outcome of this uncertainty.

As discussed in Note 2 to Notes to Consolidated Financial Statements, the Company, due to the adoption of new accounting principles, in 2009, changed its method of accounting for fair value measurements for non-financial assets and liabilities, and non-controlling interests; in 2008, changed its method of accounting for fair value measurements for financial assets and liabilities; and in 2007, changed its method of accounting for uncertainty in income taxes.

/s/ KPMG LLP

Stamford, Connecticut

March 12, 2010

125

Item 9.  Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Not applicable.

Item 9A.  Controls and Procedures

(a) Disclosure Controls and Procedures

As of December 31, 2009, our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), have conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, as amended.  Based on that evaluation, our CEO and CFO concluded that our disclosure controls and procedures as of December 31, 2009 were effective.

(b) Management’s Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended.  Under the supervision of management and with the participation of our management, including our CEO and CFO, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2009 based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.  Based on our evaluation, we concluded that our internal control over financial reporting was effective as of December 31, 2009.

KPMG LLP, the independent registered public accounting firm that audited the financial statements included in this Annual Report on Form 10-K, has issued an attestation report, which is included elsewhere within this Form 10-K, on the effectiveness of Chemtura’s internal control over financial reporting.

(c) Remediation of Previously Disclosed Material Weakness

As of December 31, 2008, management identified that the Company did not provide adequate oversight to ensure a timely and effective review of its income tax accounts.  In particular, the Company did not maintain effective monitoring of key review controls in its income tax process.  This deficiency resulted in the failure to detect breakdowns in its review controls over the intra-period tax allocation process and the appropriate balance sheet classification of deferred income taxes and led to a material misstatement in the Company’s income tax accounts in its preliminary financial statements as of December 31, 2008 that were included in its press release dated February 25, 2009.  These misstatements were corrected prior to the filing of the 2008 Annual Report on Form 10-K.

As a result of the material weakness described above, management concluded that our internal control over financial reporting was not effective as of December 31, 2008.

During 2009, management took various actions to strengthen internal controls and improve its disclosure controls over its income tax accounts.  As a result, we remediated the previously reported material weakness by performing the following remediation activities:

·Implemented additional procedures that include strengthened review procedures over the tax accounts and additional interim review procedures at September 30, 2009 to ensure early identification of year end issues.

·Assigned additional resources to our tax department, including additional tax consultants.

·Enhanced accounting and tax training for the US and international teams.

With the implementation of the above measures, the Company believes that it has improved internal controls over financial reporting and that our internal control over financial reporting was effective as of December 31, 2009.

(d) Changes in Internal Control over Financial Reporting

Other than the remediation of the 2008 material weakness addressed under Item 9A. (c) above, there were no changes in the Company’s internal control over financial reporting that occurred in the fourth quarter ended December 31, 2009, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

126

Item 9B.  Other Information

Not Applicable.

PART III.

Item 10.  Directors, Executive Officers and Corporate Governance

Except as set forth herein, the information requested by this item will be filed with the SEC as an amendment to this Form 10-K in accordance with General Instruction G (3).

EXECUTIVE OFFICERS OF THE REGISTRANT

The executive officers of Chemtura Corporation are as follows:

Craig A. Rogerson, 53, has served as Chairman, President and Chief Executive Officer of the Company since December 2008.  Previously, Mr. Rogerson served as President, Chief Executive Officer and director of Hercules Incorporated from December 2003 until its acquisition by Ashland, Incorporated on November 13, 2008.

Chet H. Cross, 51, has served as Executive Vice President and Group President - Engineered Products since January 2010.  From December 2008 to January 2010, Mr. Cross was Vice President of Operations of Ashland Inc’s Ashland Hercules Water Technologies division.  Previously, Mr. Cross served for over 20 years with Hercules Incorporated in a variety of positions of increasing responsibility, most recently as General Manager of Hercules’ Americas pulp and paper business and President of Hercules Canada.

David G. Dickey, 40, has served as Executive Vice President and Group President - Performance Products since January 2009 and previously served as Chief Functional and Services Officer from December 2007 to December 2008.  Mr. Dickey joined Chemtura in March 2006 as Vice President, Global Supply Chain, Non-Manufacturing.  Previously, Mr. Dickey served as General Manager for Carrier, a division of United Technologies Corporation.

Stephen C. Forsyth, 54, has served as Executive Vice President and Chief Financial Officer since April 2007.  Mr. Forsyth was also Treasurer from June 2007 to November 2008.  Previously, Mr. Forsyth served for 26 years with Hexcel Corporation in a variety of executive capacities, most recently as Executive Vice President and Chief Financial Officer.

Billie S. Flaherty, 52, has served as Senior Vice President, General Counsel and Secretary since January 2009.  Previously, Ms. Flaherty served as Associate General Counsel for Chemtura, having joined the Company in October 2005.  Prior to joining Chemtura, she served as Vice President, Environmental, Health and Safety for Pitney Bowes Inc.

Kevin V. Mahoney, 55, has served as Senior Vice President and Corporate Controller since October 2006.  Previously, Mr. Mahoney spent 18 years with American Express Company, most recently as Senior Vice President of Corporate Reporting, responsible for financial reporting globally.

Alan M. Swiech, 51, has served as Senior Vice President, Human Resources since January 2009.  Previously Mr. Swiech served as Vice President, Human Resources for Chemtura, having joined the Company in April 2006.  Prior to joining Chemtura Mr. Swiech served as Vice President - Administration for Akebono Corporation NA, and President of AMAK LLC.

Carol V. Anderson, 45, has served as Vice President and Treasurer since November 2008.  Since joining Chemtura in 2000, Ms. Anderson has served as Director of Treasury Operations and most recently as Assistant Treasurer.  Prior to joining Chemtura, Ms. Anderson spent 14 years with International Paper Company in various international financial functions.

Raymond E. Dombrowski, 55, has served as Chief Restructuring Officer since March 2009 responsible for overseeing restructuring activities and communicating Chemtura’s restructuring progress to the board of directors, creditor groups and other interested parties.  Mr. Dombrowski is a managing director with Alvarez & Marsal North America, LLC with more than 15 years of financial restructuring experience.

There is no family relationship between any of such officers, and there is no arrangement or understanding between any of them and any other person pursuant to which any such officer was selected as an officer.

127

Item 11. Executive Compensation

The information requested by this item will be filed with the SEC as an amendment to this Form 10-K in accordance with General Instruction G (3).

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information requested by this item will be filed with the SEC as an amendment to this Form 10-K in accordance with General Instruction G (3).

Item 13.  Certain Relationships and Related Transactions, and Director Independence

The information requested by this item will be filed with the SEC as an amendment to this Form 10-K in accordance with General Instruction G (3).

Item 14.  Principal Accountant Fees and Services

The information requested by this item will be filed with the SEC as an amendment to this Form 10-K in accordance with General Instruction G (3).

128

PART IV.

Item 15.  Exhibits and Financial Statement Schedules

(a)  The following documents are filed as part of this report:

1.Financial statements and Report of Independent Registered Public Accounting Firm, as required by Item 8 of this form.

(i)     Consolidated Statements of Operations for the years ended December 31, 2009, 2008, and 2007;

(ii)    Consolidated Balance Sheets as of December 31, 2009 and 2008;

(iii)   Consolidated Statements of Cash Flows for the years ended December 31, 2009, 2008, and 2007;
(iv)   Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2009, 2008 and 2007;

(v)    Notes to Consolidated Financial Statements; and

(vi)   Report of Independent Registered Public Accounting Firm.

2.Financial Statement Schedule II, Valuation and Qualifying Accounts, required by Regulation S-X is included herein.

3.The following exhibits are either filed herewith or incorporated herein by reference to the respective reports and registration statements identified in the parenthetical clause following the description of the exhibit:

Exhibit No.	Description
3(i)(a)	Amended and Restated Certificate of Incorporation of the Registrant dated September 1, 1999 (incorporated by reference to Exhibit 3(i)(a) to the Registrant’s Form 10-K for the fiscal year ended December 31, 2001 (“2001 Form 10-K”)).
3(i)(b)	Certificate of Amendment of Amended and Restated Certificate of Incorporation of the Registrant dated April 27, 2000 (incorporated by reference to Exhibit 3(i)(b) to the Registrant’s 2001 Form 10-K).
3(i)(c)	Certificate of Change of Location of Registered Office and of Registered Agent dated May 18, 2000 (incorporated by reference to Exhibit 3(i)(c) to the Registrant’s 2001 Form 10-K).
3(i)(d)	Certificate of Amendment of Amended and Restated Certificate of Incorporation of the Registrant dated July 1, 2005 (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K dated July 1, 2005 (“July 1, 2005 8-K”)).
3(i)(e)	Certificate of Amendment of Amended and Restated Certificate of Incorporation of the Registrant dated May 2, 2006 (incorporated by reference to Exhibit 3(i)(e) to the Registrant’s Form 10-Q for the period ended March 31, 2006 (“March 31, 2006 10-Q”)).
3(ii)	By-laws of the Registrant (incorporated by reference to Exhibit 3(ii) to the Registrant’s March 31, 2006 10-Q).
3(iii)	Amendment to the By-laws of the Registrant (incorporated by reference to Exhibit 3(ii) to the Registrant’s Form 8-K dated April 30, 2007 (“April 30, 2007 8-K”)).
4.1	Indenture, dated as of February 1, 1993, between Witco Corporation and The Chase Manhattan Bank, N.A. relating to $150 million of 6.875% debentures due 2026 (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 10-K for the fiscal year ended December 31, 2008, as amended (“2008 Form 10-K/A”)).
4.2	Indenture, dated as of July 16, 1999, between Great Lakes Chemical Corporation and The First National Bank of Chicago relating to $400 million of 7% notes due July 15, 2009 (incorporated by reference to Exhibit 4.2 to the 2008 Form 10-K/A).
4.3	Rights Agreement, dated as of September 2, 1999, by and between the Registrant and ChaseMellon Shareholder Services, L.L.C., as Rights Agent (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-A dated September 28, 1999).
4.4	Form of First Supplemental Indenture, dated February 1, 1996, by and among Witco Corporation, Chase Manhattan Bank, N.A., the Initial Trustee, and Fleet National Bank of Connecticut, the Note Trustee, relating to the 6 1/8% Notes due 2006 and 6 7/8% Notes due 2026 (incorporated by reference to Exhibit 4.4 to the 2008 Form 10-K/A).
4.5	Second Supplemental Indenture, dated as of August 5, 2004, between Crompton Corporation and U.S. Bank, National Association, to the 1993 Indenture (incorporated by reference to Exhibit 4.4 of the Company’s Registration Statement on Form S-4 Registration Number 333-119641, filed on October 8, 2004 (“2004 Form S-4”)).

129

4.6	Fourth Supplemental Indenture, dated as of July 1, 2005. to the Indenture dated as of February 1, 1993, among the Registrant, the Guarantors signatory thereto, Manufacturers and Traders Trust Company, as trustee, and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 10.4 to the Registrant’s July 1, 2005 Form 8-K (“July 1, 2005 8-K”)).
4.7	Indenture, dated as of August 16, 2004, among Crompton Corporation, the Guarantors listed on Schedule A thereto, Wells Fargo Bank, National Association, as trustee and Deutsche Bank Trust Company Americas as Note Custodian, Paying Agent and Registrar, relating to the Registrant’s 9 7/8% Senior Notes due 2012 (incorporated by reference to Exhibit 4.5 of the 2004 S-4).
4.8	Indenture, dated as of August 16, 2004, among Crompton Corporation, the Guarantors listed on Schedule A thereto, Wells Fargo Bank, National Association, as trustee and Deutsche Bank Trust Company Americas as Note Custodian, Paying Agent and Registrar, relating to the Registrant’s Senior Floating Rate Notes due 2010 (incorporated by reference to Exhibit 4.6 of the 2004 S-4).
4.9	Supplemental Indenture dated as of May 31, 2005, by and between Crompton Corporation and Wells Fargo Bank, National Association, as Trustee, relating to Crompton Corporation Senior Floating Rate Notes due 2010 (incorporated by reference to Exhibit 4.1 to the Registrant’s Form 8-K dated June 1, 2005 (“June 1, 2005 8-K”).
4.10	Supplemental Indenture dated as of May 31, 2005, by and between Crompton Corporation and Wells Fargo Bank, National Association, as Trustee, relating to Crompton Corporation 9 7/8% Senior Notes due 2012 (incorporated by reference to Exhibit 4.2 to the June 1, 2005 8-K).
4.11	Indenture dated as of April 24, 2006, by and among the Registrant as Issuer, the Guarantors named therein and Wells Fargo Bank, N.A., as Trustee relating to the Registrant’s 6.875% Notes due 2016 (incorporated by reference to Exhibit 10.1 to the Registrant’s March 31, 2006 Form 10-Q).
4.12	Supplemental Indenture, dated as of February 11, 2009, among GLCC LAUREL, LLC, BIOLAB COMPANY STORE, LLC and BIOLAB FRANCHISE COMPANY, LLC, each an indirect subsidiary of Registrant, and Wells Fargo Bank, N.A., as Trustee (incorporated by reference to Exhibit 10.61 to Registrant’s Form 10-K for the fiscal year ended December 31, 2008 (“2008 Form 10-K”)).
4.13	Supplemental Indenture, dated as of July 1, 2005, to the Indenture dated as of July 16, 1999, among Great Lakes Chemical Corporation, the Registrant, the Guarantors signatory thereto and J.P. Morgan Trust Company, National Association, as Trustee (incorporated by reference to Exhibit 10.5 to the July 1, 2005 8-K).
10.1	Supplement No. 1, dated as of March 26, 2004, to the Security Agreement dated as of December 21, 2001, among the Registrant, various subsidiaries of the Registrant, and Citicorp USA, Inc., as Collateral Agent (incorporated by reference to Exhibit 10.3 to the Registrant’s Form 10-Q for the period ended March 31, 2004).
10.2	Credit Agreement, dated as of August 16, 2004, among Crompton Corporation, the Lenders from time to time party thereto, Deutsche Bank AG, Cayman Islands Branch, as Deposit Bank and Deutsche Bank AG New York Branch, as Administrative Agent (incorporated by reference to Exhibit 10.43 to the 2004 Form S-4).
10.3	Security Agreement, dated as of August 16, 2004, among Crompton Corporation, certain of its subsidiaries from time to time party thereto and Deutsche Bank AG New York Branch as Collateral Agent (incorporated by reference to Exhibit 10.47 of the 2004 Form S-4).
10.4	Pledge Agreement, dated as of August 16, 2004, among Crompton Corporation, certain of its subsidiaries from time to time party thereto and Deutsche Bank AG New York Branch, as Pledgee (incorporated by reference to Exhibit 10.48 to the 2004 Form S-4).
10.5	Subsidiaries Guaranty, dated as of August 16, 2004, among certain subsidiaries of Crompton Corporation and Deutsche Bank AG New York Branch, as Administrative Agent (incorporated by reference to Exhibit 10.49 of the 2004 form S-4).
10.6+	Form of Supplemental Savings Plan, effective January 1, 2005, by and between the Registrant and various key management personnel (incorporated by reference to Exhibit 10.1 to the February 28, 2005 8-K).
10.7+	2005 Crompton Corporation Short-Term Incentive Plan, effective January 1, 2005 (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K dated April 27, 2005).

130

10.8	Credit Agreement, dated as of July 1, 2005, among the Registrant, the Lenders listed therein, Citibank, N.A., as Agent, and Bank of America, N.A., as Syndication Agent (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K dated July 1, 2005 (“July 1, 2005 8-K”)).
10.9	Amendment No. 1 to the Credit Agreement by and among the Registrant, various lenders and Citibank, N.A., as Agent, dated as of December 12, 2005 (the “2005 Credit Agreement”) (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K dated December 15, 2005 (“December 15, 2005 8-K”)).
10.10	Amended and Restated Credit Agreement by and among the Registrant, various lenders and Citibank, N.A., as Agent, dated as of December 12, 2005 (incorporated by reference to Exhibit 10.2 to the December 15, 2005 8-K).
10.11	Amendment No. 2, dated as of December 31, 2005, to the 2005 Credit Agreement by and among the Registrant, various lenders and Citibank N.A., as Agent, dated as of July 1, 2005, as amended and restated by Amendment No. 1 dated as of December 12, 2005 (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K dated February 15, 2006).
10.12	Amendment No. 3, dated as of December 31, 2005, to the Credit Agreement by and among the Registrant, various lenders and Citibank N.A., as Agent, dated as of July 1, 2005, as amended and restated by Amendment No. 1 dated as of December 12, 2005 (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K dated March 20, 2006.)
10.13+	Chemtura Corporation 2006 Long-Term Incentive Plan, effective April 27, 2006 (incorporated by reference to Exhibit 10.1 to the Registrant’s April 27, 2006 Form 8-K).
10.14	Form of Amendment No. 4 to the Credit Agreement by and among the Registrant, various lenders and Citibank, N.A., as Agent, dated as of May 9, 2006 (incorporated by reference to Exhibit 10.1 to the Registrant’s May 26, 2006 Form 8-K).
10.15+	Employment Agreement dated as of June 13, 2006, by and between the Registrant and Robert L. Wood (incorporated by reference to Exhibit 10.1 to the Registrant’s June 19, 2006 Form 8-K).
10.16	Form of Amendment No. 5 to the Credit Agreement by and among the Registrant, various lenders and Citibank, N.A., as Agent, dated as of December 14, 2006 (incorporated by reference to Exhibit 10.1 to the Registrant’s December 15, 2006 Form 8-K).
10.17	Form of Amendment No. 6 to the Credit Agreement by and among the Registrant, various lenders and Citibank, N.A., as Agent, dated as of February 27, 2007 (incorporated by reference to Exhibit 10.1 to the Registrant’s February 28, 2007 Form 8-K).
10.18+	Employment of Stephen C. Forsyth was accompanied by a sign-on bonus, performance-based restricted stock, restricted stock grant, stock options, participation in the Management Incentive Plan, Key Executive and Key Employee Severance Plan, Supplemental Savings Plan, and the “Flexperq” Program (incorporated by reference to the Registrant’s April 9, 2007 Form 8-K (“April 9, 2007 8-K”)).
10.19+	2007-2009 Chemtura Corporation Long-Term Incentive Plan, effective March 28, 2007 (incorporated by reference to Exhibit 10.2 to the March 29, 2006 Form 8-K).
10.20+	Agreement dated November 28, 2007 by and between the Registrant and David G. Dickey, (incorporated by reference to Exhibit 10.84 to the Registrant’s Form 10-K for the fiscal year ended December 31, 2007 (“2007 10-K”)).
10.21+	Separation Agreement and General Release dated January 21, 2008, by and between Gary P. Yeaw and the Registrant (incorporated by reference to Exhibit 99.1 to the Registrant’s January 23, 2008 Form 8-K (“January 23, 2008 8-K”)).
10.22+	2008 Chemtura Corporation Management Incentive Program, effective February 28, 2008 (incorporated by reference to Exhibit 10.1 to the Registrant’s March 3, 2008 Form 8-K (“March 3, 2008 8-K”)).
10.23+	2008-2010 Chemtura Corporation Long-Term Incentive Plan, effective February 28, 2008 (incorporated by reference to Exhibit 10.2 to the March 3, 2008 8-K).
10.24+	The Board of Directors of the Registrant adopted a new compensation schedule (dated as of October 28, 2008) for non-employee members of the Board of Directors, (reported the Registrant’s October 31, 2008 Form 8-K (“October 31, 2008 8-K”)).

131

10.25	Amendment Number 1 to Receivables Purchase Agreement (dated as of May 31, 2007), (incorporated by reference to Exhibit 10.86 to the Registrant’s September 30, 2006 Form 10-Q (“September 30, 2006 10-Q”)).
10.26	Letter Agreement Regarding Receivables Purchase Agreement (dated as of May 31, 2007) (incorporated by reference to Exhibit 10.87 to the September 30, 2006 10-Q).
10.27	Amendment Number 2 to Amended and Restated Receivables Purchase Agreement (dated as of June 28, 2007), (incorporated by reference to Exhibit 10.88 to the September 30, 2006 10-Q).
10.28	First Amendment, dated as of May 31, 2007 to Fourth Amended and Restated Receivables Sale Agreement Dated as of September 28, 2006, (incorporated by reference to Exhibit 10.89 to the September 30, 2006 10-Q).
10.29	Amendment No. 2 to Fourth Amended and Restated Receivables Sale Agreement (dated as of June 28, 2007), (incorporated by reference to Exhibit 10.90 to the September 30, 2006 10-Q).
10.30	Third Amendment, dated as of August 31, 2007 to Fourth Amended and Restated Receivables Sale Agreement Dated as of September 28, 2006, (incorporated by reference to Exhibit 10.91 to the September 30, 2006 10-Q).
10.31+	Employment Agreement dated as of December 8, 2008, by and between the Registrant and Craig A. Rogerson (incorporated by reference to Exhibit 10.86 to the Registrant’s December 9, 2008 Form 8-K (“December 9, 2008 8-K”)).
10.32+	Separation Agreement and General Release, dated as of December 8, 2008, by and between Mr. Robert L. Wood and the Registrant (incorporated by reference to Exhibit 99.1 to the Registrant’s December 16, 2008 Form 8-K (“December 16, 2008 8-K”)).
10.33+	Separation Agreement and General Release dated January 19, 2009, by and between Lynn A. Schefsky and the Registrant (incorporated by reference to Exhibit 99.1 to the Registrant’s February 5, 2009 Form 8-K (“February 5, 2009 8-K”)).
10.34	Sixth Amendment and Waiver Agreement, dated as of December 30, 2008, to the Fourth Amended and Restated Receivables Sale Agreement dated as of September 28, 2006, by and among Crompton & Knowles Receivables Corporation, as seller (“Seller”), Chemtura Corporation, as the initial collection agent, The Royal Bank of Scotland plc (as successor to ABN AMRO Bank N.V.), as agent, and various other banks and liquidity providers (incorporated by reference to Exhibit 10.1 to the Registrant’s December 30, 2008 Form 8-K/A filed on January 2, 2009 (“December 30, 2008 8-K/A”)).
10.35	Form of Amended and Restated Supplemental Savings Plan, effective January 1, 2009, by and between the Registrant and various eligible employees (incorporated by reference to Exhibit 10.1 to the January 2, 2009 8-K)).
10.36	Form of Receivables Purchase Agreement, dated as of January 23, 2009, by and among Registrant, as Seller, Registrant as the Servicer, Citicorp USA, Inc., as Agent, Citigroup Global Markets Inc., as Arranger and The Royal Bank of Scotland Plc, as Syndication Agent (incorporated by reference to Exhibit 10.92 to the Registrant’s January 27, 2009 Form 8-K (“January 27, 2009 8-K”)).
10.37	Form of Receivables Sale Agreement, dated as of January 23, 2009, by and among Registrant, Great Lakes Chemical Corporation, GLCC Laurel, LLC, and BioLab, Inc. as Sellers, Chemtura Receivables LLC, as Buyer, Registrant as Buyer’s Servicer, and Citicorp USA, Inc., as Agent, (incorporated by reference to Exhibit 10.93 to the Registrant’s January 27, 2009 Form 8-K (“January 27, 2009 8-K”)).
10.38	Addendum, dated as of February 13, 2009, to Separation Agreement and General Release, dated as of December 8, 2008, by and between Mr. Robert L. Wood and the Registrant (Separation Agreement and General Release incorporated by reference to Exhibit 99.1 to the Registrant’s December 16, 2008 Form 8-K (“December 16, 2008 8-K”)).
10.39	Amended and Restated Pledge Agreement from the pledgors referred to therein to Citibank, N.A., as agent, dated as of July 31, 2007 (incorporated by reference to Exhibit 10.2 to the Registrant’s Form 8-K dated August 6, 2007 (“August 6, 2007 8-K”)).
10.40	Amendment No. 1, dated as of September 30, 2007, to the Amended and Restated Credit Agreement dated as of July 31, 2007, with its lenders (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 8-K dated November 5, 2007 (“November 5, 2007 8-K”)).

132

10.41	Waiver and Amendment No. 2, dated as of December 30, 2008, to the Amended and Restated Credit Agreement dated July 31, 2007 (the “2007 Credit Agreement”) with Citibank, N.A., as agent, and the other lenders and agents party thereto )incorporated by reference to Exhibit 10.2 to the Registrant’s December 30, 2008 Form 8-K/A filed on January 2, 2009 (“December 30, 2008 8-K/A”), previously filed with the referenced report on Form 8-K filed by Registrant on December 31, 2008.
10.42	Second Amended and Restated Pledge and Security Agreement, dated as of December 30, 2008, among Chemtura Corporation, certain domestic subsidiaries of Chemtura Corporation, and Citibank, N.A., as agent (incorporated by reference to Exhibit 10.3 to the December 30, 2008 8-K/A).
10.43+	Chemtura Corporation Supplemental Savings Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s January 2, 2009 Form 8-K).
10.44	Receivables Purchase Agreement dated as of January 23, 2009 (incorporated by reference to Exhibit 10.92 to the Registrant’s January 26, 2009 Form 8-K (“January 26, 2009 8-K”)).
10.45	Receivables Sales Agreement dated as of January 23, 2009 (incorporated by reference to Exhibit 10.93 to the January 26, 2009 8-K).
10.46	Separation Agreement and General Release, dated as of January 19, 2009, between Chemtura Corporation and Lynn A. Schefsky (incorporated by reference to Exhibit 99.1 to the Registrant’s February 5, 2009 Form 8-K).
10.47+	2009 Chemtura Corporation Management Incentive Program (incorporated by reference to Exhibit 10.1 to the Registrant’s March 10, 2009 Form 8-K).
10.48+	Chemtura Corporation Executive and Key Employee Severance Plan (incorporated by reference to Exhibit 10.1 to the Registrant’s March 13, 2009 Form 8-K).
10.49	Senior Secured Superpriority Debtor-in-Possession Credit Agreement, dated as of March 18, 2009 (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-Q for the period ended March 31, 2009 (“March 31, 2009 10-Q”).
10.50	Amendment No. 1, dated as of April 29, 2009, to the Senior Secured Superpriority Debtor-in-Possession Credit Agreement, dated as of March 18, 2009 (incorporated by reference to Exhibit 10.2 to the March 31, 2009 10-Q”)).
10.51	Letter Agreement, dated March 18, 2009, between the Company and Alvarez & Marsal North America, LLC (incorporated by reference to Exhibit 10.3 to the March 31, 2009 10-Q).
10.52	Separation Agreement and General Release, dated as of July 1, 2009, between Chemtura Corporation and Robert Wedinger (incorporated by reference to Exhibit 99.1 to the Registrant’s July 9, 2009 Form 8-K).
10.53	Amendment No. 2, dated as of July 13, 2009, to the Senior Secured Superpriority Debtor-in-Possession Credit Agreement, dated as of March 18, 2009 (incorporated by reference to Exhibit 10.1 to the Registrant’s July 16, 2009 Form 8-K).
10.54	2009 Chemtura Corporation Management Incentive Program (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-Q for the period ended June 30, 2009).
10.55	Share and Asset Purchase Agreement, dated December 23, 2009, among Chemtura Corporation, SK Atlas, LLC and SK Capital Partners II, LP (incorporated by reference to Exhibit 2.1 to the Registrant’s December 23, 2009 Form 8-K).
10.56	Senior Secured Superpriority Debtor-in-Possession Credit Agreement, dated as of March 18, 2009, including Schedules and Exhibits (incorporated by reference to Exhibit 10.1 to the Registrant’s Form 10-Q for the period ended September 30, 2009).
10.57	Amendment No. 3, dated as of January 15, 2010, to the Senior Secured Superpriority Debtor-in Possession Credit Agreement, dated as of March 18, 2009.*
10.58	Share and Asset Purchase Agreement between Chemtura Corporation and SK Atlas, LLC and SK Capital Partners II, LLP, dated December 15, 2010.*

133

10.59	Amended and Restated Senior Secured Superpriority Debtor-in-Possession Credit Agreement, dated February 4, 2010.*
10.60	Share and Asset Purchase Agreement by and among Artek Aterian Holding Company, LLC, Aterian Investment Partners Distressed Opportunities, LP, Artek Surfin Chemicals Ltd. and Chemtura Corporation, dated February 23, 2010 (incorporated by reference to Exhibit 2.1 to the Registrant’s February 24, 2010 Form 8-K).
18	Independent Registered Public Accounting Firm’s Preferability Letter concerning the change in the measurement date for the Company’s defined benefit and other post-retirement benefit plans from December 31 to November 30 (incorporated by reference to Exhibit 18 to the Registrant’s 2005 Form 10-K).
21	Subsidiaries of the Registrant.*
23	Consent of Independent Registered Public Accounting Firm. *
24	Form of Power of Attorney from directors and executive officers of the Registrant authorizing signature of this report.* (Original on file at principal executive offices of Registrant).
31.1	Certification of Periodic Financial Reports by the Registrant’s Chief Executive Officer (Section 302).*
31.2	Certification of Periodic Financial Reports by the Registrant’s Chief Financial Officer (Section 302).*
32.1	Certification of Periodic Financial Reports by the Registrant’s Chief Executive Officer (Section 906).*
32.2	Certification of Periodic Financial Reports by the Registrant’s Chief Financial Officer (Section 906).*

*   Copies of these Exhibits are filed with this Annual Report on Form 10-K.

+  This Exhibit is a compensatory plan, contract or arrangement in which one or more directors or executive officers of the Registrant participate.

PLEASE NOTE:  Readers should not rely upon any covenants, representations, or warranties that may be contained in agreements or other documents filed as Exhibits to, or incorporated by reference in, this Annual Report on Form 10-K.  Any such covenants, representations, or warranties may have been qualified or superseded in separate schedules or exhibits not filed with or incorporated by reference herein, may reflect the parties’ negotiated risk allocation in the particular transaction, may be qualified by materiality standards that differ from those applicable for securities law purposes, and may not be true as of the date of this Annual Report on Form 10-K or any other date and may be subject to waivers by any or all of the parties.  Where exhibits and schedules to agreements filed or incorporated by reference as Exhibits hereto are not included in these exhibits, such exhibits and schedules to agreements are not included or incorporated by reference herein.

134

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	CHEMTURA CORPORATION
	(Registrant)
Date: March 12, 2010	By:	/s/ Stephen C. Forsyth
	Stephen C. Forsyth
	Executive Vice President and Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.

Name	Title
Craig A. Rogerson *	Chairman of the Board, President, Chief Executive Officer and Director (Principal Executive Officer)
Stephen C. Forsyth	Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Kevin V. Mahoney	Senior Vice President and Corporate Controller (Principal Accounting Officer)
Nigel D. T. Andrews*	Director
James W. Crownover*	Director
Martin M. Hale*	Director
Roger L. Headrick*	Lead Director
Burton M. Joyce*	Director
Bruce F. Wesson*	Director
John K. Wulff*	Director

Date:  March 12, 2010	*By:	/s/ Stephen C. Forsyth
	Stephen C. Forsyth
	as attorney-in-fact

135

Schedule II

Valuation and Qualifying Accounts

(In millions of dollars)

			Additions
	Balance at		charged to					Balance
	beginning		costs and					at end
	of year		expenses	Deductions		Other		of year
2009:
Allowance for doubtful accounts	$	26	5	(2	)(a)	3	(c)	32
Reserve for customer rebates	21		27	(31	)(b)	2	(c)	19
2008:
Allowance for doubtful accounts	$	32	3	(4	)(a)	(5	)(c)	26
Reserve for customer rebates	27		30	(36	)(b)	—		21
2007:
Allowance for doubtful accounts	$	32	4	(7	)(a)	3	(c)	32
Reserve for customer rebates	29		45	(48	)(b)	1	(c)	27

(a)   Represents primarily accounts written off as uncollectible (net of recoveries).

(b)   Represents primarily payment to the customers.

(c)   Represents primarily the translation effect of balances denominated in foreign currencies.

136

EX-10.57

Exhibit 10.57

AMENDMENT NO. 3 TO THE
CREDIT AGREEMENT

Dated as of January 15, 2010

AMENDMENT NO. 3 TO THE CREDIT AGREEMENT (this “Amendment”) among Chemtura Corporation, a Delaware corporation (the “Borrower”), the guarantors party thereto (the “Guarantors”), the banks, financial institutions and other institutional lenders party to the Credit Agreement referred to below (collectively, the “Lenders”) and Citibank, N.A., as administrative agent (the “Administrative Agent”) for the Lenders.

PRELIMINARY STATEMENTS:

(1)           The Borrower, the Guarantors, the Lenders and the Administrative Agent have entered into the Senior Secured Superpriority Debtor-in-Possession Credit Agreement dated as of March 18, 2009 (as heretofore amended or otherwise modified, the “Credit Agreement”).  Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Credit Agreement.

(2)           The Borrower has requested that the Lenders amend certain provisions of the Credit Agreement.  The Lenders party hereto are, on the terms and conditions stated below, willing to grant the request of the Borrower.

SECTION 1.           Amendments to the Credit Agreement.  The Credit Agreement is, effective as of the date hereof and subject to the satisfaction of the applicable conditions precedent set forth in Section 2 of this Amendment, hereby amended as follows:

(a)   Section 1.01 of the Credit Agreement is hereby amended by inserting the following new definitions in the appropriate alphabetical position:

“Albemarle Settlement and Cross License” means, collectively, (a) the mutual release by the Borrower and Great Lakes Chemical Corporation (“GLCC”), on the one hand, and Albemarle Corporation, on the other hand, of claims and counterclaims raised or that could be raised (i) in Albemarle Corporation v. Great Lakes Chemical Corporation, Civil Action Nos. 02-505-JVP-DLD and 02-506-JVP-DLD, consolidated, pending on the Third Amendment Effective Date in the United States District Court for the Middle District of Louisiana; (ii) in Albemarle Corporation v. Chemtura Corporation and Great Lakes Chemical Corporation, Civil Action No. 05-1239-JJB-SCR, pending on the Third Amendment Effective Date in the United States District Court for the Middle District of Louisiana; and (iii) in Chemtura Corporation v. Albemarle Corporation, Civil Action No. 3:09cv143-JRS, pending on the Third Amendment Effective Date in the United States District Court for the Eastern District of Virginia, (iv) in controversies relating to the Borrower’s and GLCC’s concerns that former employees of the Borrower or GLCC made available to Albemarle certain of the Borrower’s and/or GLCC’s trade secrets, confidential information and/or know-how, and/or (v) under U.S. Patent Numbers 4,719096, 4,725,425, 4,978518, 5,008,477, 5,030,778, 5,053,447, 5,077,334, 5,124,496, 5,302,768, 5,387,636, 5,457,248 and 6,958,423; and (b) the grant by the Borrower and/or GLCC to Albemarle Corporation of a nonexclusive, fully paid-up, royalty-free, irrevocable, world-wide license

to manufacture, use, sell, offer for sale and import FM 2100 or any other products under the claims of U.S. Patent Number 5,457,248 and its respective foreign counterparts and continuations, including reissue patents, reexamined patents, as well as all of the applications to which this patent claims priority, the patents claiming priority from it, including continuation applications, continuation-in-part applications, CPA and RCE applications, divisional applications, and any patent that issues from a patent application that is subject to this clause (b), in consideration of the grant by Albemarle Corporation of certain licenses to the Borrower and GLCC with respect to certain of Albemarle Corporation’s intellectual property, in each case on substantially the terms set forth in the Settlement and Cross-License Agreement signed on December 24, 2009 among Albemarle Corporation, the Borrower and GLCC.

“PVC Additives Sale” means the sale of all or substantially all of the assets of the business of the Borrower and its Subsidiaries known as the “PVC Additives business”, consisting primarily of (a) the ownership interest in Chemtura Vinyl Additives GmbH (“Chemtura Vinyl”) and (b) certain assets used in the manufacture and distribution of tin and mixed metal stabilizers and related intermediates, organic based stabilizers, epoxidized soybean oil, liquid phosphate esters, chemical foaming agents and impact modifiers, as engaged in by the Borrower at its Taft, Louisiana facility and by Chemtura Vinyl to (a) SK Atlas, LLC and certain of its affiliates on substantially the terms set forth in (or on terms taken as a whole more favorable to the Borrower than those set forth in) the Share and Asset Purchase Agreement dated as of December 23, 2009 among SK Atlas, LLC, SK Capital Partners II, LP and the Borrower or (b) another third-party purchaser, in each case pursuant to auction procedures approved by the Bankruptcy Court, for consideration consisting of cash and/or the assumption of certain liabilities by the buyer thereof.

“Third Amendment” means Amendment No. 3 to this Agreement dated as of January 15, 2010 by and among the Borrower, the Guarantors and the Lenders party thereto.

“Third Amendment Effective Date” means the “Effective Date” as defined in the Third Amendment.

(b)   Section 5.02(a) of the Credit Agreement is hereby amended by (i) deleting the “and” immediately preceding clause (ix) thereof and (ii) adding immediately prior to the “.” at the end thereof the following new clause (x):

“; and (x) the Albemarle Settlement and Cross License, so long as the same is approved by the Bankruptcy Court”.

(c)   Section 5.02(h) of the Credit Agreement is hereby amended by (i) deleting the “and” immediately preceding clause (xv) thereof and (ii) adding immediately prior to the “.” at the end thereof the following new clauses (xvi) and (xvii):

“; (xvi) the PVC Additives Sale, so long as the same is approved by the Bankruptcy Court; and (xvii) the Albemarle Settlement and Cross License, so long as the same is approved by the Bankruptcy Court”.

2

SECTION 2.           Conditions to Effectiveness.

(a)   This Amendment shall become effective as of the date first above written (the “Effective Date”) when, and only when the Administrative Agent shall have received counterparts of this Amendment executed by the Borrower, each Guarantor and the Required Lenders or, as to any such Lenders, advice satisfactory to the Administrative Agent that such Lender has executed this Amendment.

(b)   This Amendment is subject to the provisions of Section 10.01 of the Credit Agreement.

SECTION 3.           Reference to and Effect on the Credit Agreement and the Loan Documents.  (a)  On and after the effectiveness of this Amendment, each reference in the Credit Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Credit Agreement, and each reference in the Notes and each of the other Loan Documents to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to the Credit Agreement, as further amended by this Amendment.

(b)   The Credit Agreement and the Notes and each of the other Loan Documents, as specifically amended by this Amendment, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed.

(c)   The execution, delivery and effectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under the Credit Agreement or any other Loan Document, nor constitute a waiver of any provision of the Credit Agreement or any other Loan Document.

SECTION 4.           Costs and Expenses.  The Borrower agrees to pay within 10 Business Days of demand all reasonable costs and expenses of the Administrative Agent in connection with the preparation, execution, delivery and administration, modification and amendment of this Amendment and the other instruments and documents to be delivered hereunder in accordance with the terms of Section 10.04 of the Credit Agreement.

SECTION 5.           Execution in Counterparts.  This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute but one and the same agreement.  Delivery of an executed counterpart of a signature page to this Amendment by telecopier shall be effective as delivery of a manually executed counterpart of this Amendment.

SECTION 6.           Governing Law.  This Amendment shall be governed by, and construed in accordance with, the laws of the State of New York.

[Remainder of Page Intentionally Left Blank]

3

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized, as of the date first above written.

CHEMTURA CORPORATION
By:
	Name:
	Title:
A & M CLEANING PRODUCTS, LLC
AQUA CLEAR INDUSTRIES, LLC
ASCK, INC.
ASEPSIS, INC.
BIOLAB TEXTILE ADDITIVES, LLC
BIO-LAB, INC.
CNK CHEMICAL REALTY CORPORATION
CROMPTON COLORS INCORPORATED
CROMPTON HOLDING CORPORATION
CROMPTON MONOCHEM, INC.
GREAT LAKES CHEMICAL CORPORATION
GREAT LAKES CHEMICAL GLOBAL, INC.
GT SEED TREATMENT, INC.
HOMECARE LABS, INC.
ISCI, INC.
LAUREL INDUSTRIES HOLDINGS, INC.
KEM MANUFACTURING CORPORATION
MONOCHEM, INC.
NAUGATUCK TREATMENT COMPANY
RECREATIONAL WATER PRODUCTS, INC.
UNIROYAL CHEMICAL COMPANY LIMITED (DELAWARE)
WEBER CITY ROAD LLC
WRL OF INDIANA, INC.
By:
		Name:
		Title:

SIGNATURE PAGE TO AMENDMENT NO. 3 TO THE CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG CHEMTURA CORPORATION, THE GUARANTORS PARTY THERETO, THE VARIOUS LENDERS PARTY THERETO AND CITIBANK. N.A., AS ADMINISTRATIVE AGENT
BIOLAB COMPANY STORE, LLC
By:
	Name:
	Title:
BIOLAB FRANCHISE COMPANY, LLC
By:
	Name:
	Title:
GLCC LAUREL, LLC
By:
	Name:
	Title:

SIGNATURE PAGE TO AMENDMENT NO. 3 TO THE CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG CHEMTURA CORPORATION, THE GUARANTORS PARTY THERETO, THE VARIOUS LENDERS PARTY THERETO AND CITIBANK. N.A., AS ADMINISTRATIVE AGENT

Accepted and agreed:

CITIBANK, N.A.,
as Administrative Agent and as a Lender

By:

Name:

Title:

SIGNATURE PAGE TO AMENDMENT NO. 3 TO THE CREDIT AGREEMENT, DATED AS OF THE DATE FIRST WRITTEN ABOVE, AMONG CHEMTURA CORPORATION, THE GUARANTORS PARTY THERETO, THE VARIOUS LENDERS PARTY THERETO AND CITIBANK. N.A., AS ADMINISTRATIVE AGENT
Accepted and agreed:
	,
as a Lender
By:
Name:
Title:

EX-10.58

Exhibit 10.58

SHARE AND ASSET PURCHASE AGREEMENT

by and among

SK Atlas, LLC

SK Capital Partners II, LP

and

Chemtura Corporation

December 23, 2009

TABLE OF CONTENTS

			Page
ARTICLE 1	DEFINITIONS AND CONSTRUCTION		1
Section 1.1		Definitions	1
Section 1.2		Additional Defined Terms	9
Section 1.3		Construction	12
ARTICLE 2	THE TRANSACTION		12
Section 2.1		Sale and Purchase of Shares and Purchased Assets	12
Section 2.2		Excluded Assets	13
Section 2.3		Assumed Liabilities	15
Section 2.4		Excluded Liabilities	16
Section 2.5		Consideration	17
Section 2.6		Post-Closing Adjustment Net Working Capital Adjustment	18
Section 2.7		Allocation of Purchase Price	20
Section 2.8		Closing	21
Section 2.9		Closing Deliveries	21
Section 2.10		Certain Foreign Purchased Assets	23
ARTICLE 3	REPRESENTATIONS AND WARRANTIES OF THE SELLER		24
Section 3.1		Organization and Good Standing	24
Section 3.2		Authority and Enforceability	24
Section 3.3		No Conflict	24
Section 3.4		Capitalization and Ownership	25
Section 3.5		Financial Statements	25
Section 3.6		Operation of the Business	26
Section 3.7		Absence of Certain Changes and Events	26
Section 3.8		Personal Property	27
Section 3.9		Real Property	27
Section 3.10		Intellectual Property	28
Section 3.11		Contracts	29
Section 3.12		Tax Matters	30
Section 3.13		Employee Benefit Matters	31
Section 3.14		Employment and Labor Matters	31
Section 3.15		Environmental, Health and Safety Matters	32
Section 3.16		Governmental Authorizations	33

i

TABLE OF CONTENTS

(continued)

			Page
Section 3.17		Compliance with Laws	33
Section 3.18		Permits	34
Section 3.19		Legal Proceedings	34
Section 3.20		Insurance	34
Section 3.21		Brokers Fees	34
Section 3.22		REACH	34
Section 3.23		Disclaimer of Other Representations and Warranties	34
ARTICLE 4	REPRESENTATIONS AND WARRANTIES OF THE PURCHASER		35
Section 4.1		Organization and Good Standing	35
Section 4.2		Authority and Enforceability	35
Section 4.3		No Conflict	35
Section 4.4		Legal Proceedings	36
Section 4.5		Investment Intent	36
Section 4.6		Brokers Fees	36
Section 4.7		Financial Capacity	36
Section 4.8		Independent Investigation	36
ARTICLE 5	COVENANTS		37
Section 5.1		Access and Investigation	37
Section 5.2		Operation of the Business	37
Section 5.3		Bankruptcy Actions	39
Section 5.4		Exclusivity; No Solicitation of Transactions	39
Section 5.5		Consents and Filings	40
Section 5.6		Supplements to Disclosure Schedules	41
Section 5.7		Assignment of Contracts; Cure of Defaults	41
Section 5.8		Financing	41
Section 5.9		Confidentiality	41
Section 5.10		Public Announcements	42
Section 5.11		Further Actions	43
Section 5.12		Indemnification and Insurance	43
Section 5.13		Bulk Transfer Laws	43
Section 5.14		Designated Affiliate	43
Section 5.15		Use of Seller’s Name; Seller Marks	43

ii

TABLE OF CONTENTS

(continued)

			Page
Section 5.16		Refunds and Remittances	44
Section 5.17		Litigation Support	44
Section 5.18		Intercompany Accounts	45
Section 5.19		Assistance with Preparation of Financial Statements	45
Section 5.20		Trade Accounts Payable, Shared Accounts Payable and Accrued Payroll and Benefits	45
Section 5.21		Certain Commercial Arrangements	45
Section 5.22		German Corporate Group Arrangements	46
Section 5.23		Restrictive Covenants	47
Section 5.24		Transition Services Agreement	49
Section 5.25		REACH	50
ARTICLE 6	CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE		50
Section 6.1		Conditions to the Obligation of the Purchaser	50
Section 6.2		Conditions to the Obligation of the Seller	51
ARTICLE 7	TERMINATION		51
Section 7.1		Termination Events	51
Section 7.2		Effect of Termination	52
Section 7.3		Certain Effects of Termination	53
ARTICLE 8	INDEMNIFICATION		54
Section 8.1		Indemnification by the Seller	54
Section 8.2		Indemnification by the Purchaser	54
Section 8.3		Claim Procedure	54
Section 8.4		Survival	55
Section 8.5		Limitations on Liability	56
Section 8.6		Exclusive Remedy	56
ARTICLE 9	TAX MATTERS		57
Section 9.1		Liability and Indemnification for Taxes	57
Section 9.2		Tax Return Filing; Audit Responsibilities	58
Section 9.3		Cooperation	59
Section 9.4		No Code Section 338 Election	59
ARTICLE 10	EMPLOYEE MATTERS		59
Section 10.1		Employees	59

iii

TABLE OF CONTENTS

(continued)

			Page
Section 10.2		Defined Benefit Plans	61
Section 10.3		Defined Contribution Plan	62
Section 10.4		Welfare Arrangements	62
Section 10.5		WARN Act	62
Section 10.6		No Third-Party Beneficiaries	63
Section 10.7		Negotiations with Employees	63
ARTICLE 11	ENVIRONMENTAL MATTERS		63
Section 11.1		Indemnification by the Seller	63
Section 11.2		Survival	63
Section 11.3		Limitations on Liability	64
Section 11.4		Procedure for Indemnification For Environmental Losses	66
Section 11.5		Taft Air Issue	69
ARTICLE 12	GENERAL PROVISIONS		69
Section 12.1		Notices	69
Section 12.2		Amendment	70
Section 12.3		Specific Performance	70
Section 12.4		Waiver and Remedies	71
Section 12.5		Entire Agreement	71
Section 12.6		Assignment, Successors and No Third Party Rights	71
Section 12.7		Severability	71
Section 12.8		Exhibits and Schedules	71
Section 12.9		Interpretation	72
Section 12.10		Expenses	72
Section 12.11		Governing Law	72
Section 12.12		Limitation on Liability	72
Section 12.13		Jurisdiction and Service of Process	72
Section 12.14		Waiver of Jury Trial	72
Section 12.15		No Joint Venture	73
Section 12.16		Counterparts	73

iv

Exhibits
Exhibit A	Deposit Agreement
Exhibit B	Bill of Sale
Exhibit C	Assignment and Assumption Agreement
Exhibit D	Share Transfer Agreement
Exhibits E-1, E-2 and E-3	IP Assignments and IP License Agreement
Exhibit F	Transition Services Agreement
Exhibit G	TBT Supply Agreement
Exhibit H	TOT Supply Agreement
Exhibit I	TPP/LPE Supply Agreement
Exhibit J	Ciba Environmental Indemnity Assignment
Exhibit K	Bidding Procedures Order
Exhibit L	Approval Order

i

SHARE AND ASSET PURCHASE AGREEMENT

This Share and Asset Purchase Agreement (the “Agreement”) is made as of December 23, 2009, by and among Chemtura Corporation, a Delaware corporation (the “Seller”), SK Atlas, LLC, a Delaware limited liability company (the “Purchaser”) and SK Capital Partners II, LP, a Delaware limited liability company (“SK”).  Capitalized terms used in this Agreement shall have the meanings given to such terms in Article 1.

The Seller and the Acquired Company (as defined below) are engaged in the Business.  This Agreement contemplates the sale and transfer to the Purchaser of certain of the assets and liabilities relating to the Business, including the shares of the capital stock of the Acquired Company.

The Seller and certain of its Subsidiaries have filed voluntary petitions initiating cases under Chapter 11 of the Bankruptcy Code in the Bankruptcy Court and intend that the transactions contemplated by this Agreement, insofar as they relate to the Purchased Assets and the Assumed Liabilities, shall be implemented through the filing of the Sale Motion, subject to better and higher bids, pursuant to Section 363 of the Bankruptcy Code seeking approval of the transactions contemplated by this Agreement.

NOW, THEREFORE, intending to be legally bound and in consideration of the mutual provisions set forth in this Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

ARTICLE 1
DEFINITIONS AND CONSTRUCTION

Section 1.1             Definitions.  For the purposes of this Agreement and the Ancillary Agreements:

“Accrued Payroll and Benefits Adjustment Payment” means an amount equal to the outstanding payroll and benefits to be paid to Employees or their benefit provider(s) for services rendered through the Closing Date, which amount the Purchaser has received written notice of at least five (5) Business Days prior to the Closing Date.

“Acquired Company” means Chemtura Vinyl Additives GmbH, a company duly organized and existing in accordance with the laws of the Federal Republic of Germany, registered with the commercial register of the local court (Amtsgericht) Darmstadt under HRB 61629.

“Acquired Company Employee” means any individual who, as of the Closing Date, is an employee of the Acquired Company.

“Affiliate” means, with respect to a specified Person, a Person that directly, or indirectly through one or more intermediaries, controls, is controlled by or is under common control with, the specified Person.  For purposes of this definition, the term “control” (including the terms “controlling,” “controlled by” and “under common control with”) means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

“Affiliated Group” means a group of corporations with which the Acquired Company has filed consolidated, combined, unitary or similar Tax Returns.

“Alternative Transaction” means, in accordance with the Bid Procedures Order or such other bidding procedures order or other order as may be approved by the Bankruptcy Court, the sale, transfer, lease or other disposition, whether through an asset sale, stock sale, merger or similar transaction, of all or substantially all the Purchased Assets or the Shares in a transaction or series of transactions with a party or parties other than the Purchaser.

“Ancillary Agreements” means, collectively, the Deposit Agreement, the Bill of Sale, the Assignment and Assumption Agreement, the Share Transfer Agreement, the IP Assignments, the Transition Services Agreement, the TBT Supply Agreement, the TOT Supply Agreement, the Weston 705 Supply Agreement, the IP License Agreement, the TPP/LPE Supply Agreement, the TNPP Supply Agreement and the Isopetronate HL-44 Toll Manufacturing Agreement.

“Antitrust Laws” means any antitrust, competition or trade regulatory Laws.

“Bankruptcy Code” means 11 U.S.C. Section 101, et. seq., as it may be amended during the Case.

“Bankruptcy Court” means the United States Bankruptcy Court for the Southern District of New York, or any other court having jurisdiction over the Case from time to time.

“Bankruptcy Court Orders” means the Bidding Procedures Order and the Approval Order.

“Base Working Capital” means an amount equal to the sum of (i) €24,363,000 for the Acquired Company (as converted to U.S. dollars based on the euro foreign exchange reference rate published in the Wall Street Journal on the Closing Date) and (ii) $35,432,930 for the Business (other than the Acquired Company).

“Business” means the design, manufacture, assembly, marketing, sale and distribution of tin and mixed metal stabilizers, organic based stabilizers (OBS), epoxidized soybean oil, liquid phosphite esters, chemical foaming agents and impact modifiers, and related intermediates of each of the foregoing, as engaged in by the Seller at its Taft, Louisiana facility, and by the Acquired Company, in each case prior to the Closing.

“Business Day” means any day other than Saturday, Sunday or any day on which banking institutions in New York, New York are closed either under applicable Law or action of any Governmental Authority.

“Case” means the bankruptcy case arising from the filing under Chapter 11 of the Bankruptcy Code of the Seller and certain of its Subsidiaries, jointly administered as Case No. 09-11233 in the Bankruptcy Court.

“Cash Equivalents” means checks, money orders, marketable securities, short-term instruments, prepaid expenses (except prepayments for the Prepaid Inventory), security deposits and other cash equivalents, funds in time and demand deposits or similar accounts and any evidence of indebtedness issued or guaranteed by any Governmental Authority.

“Ciba” means Ciba Spezialitätenchemie Lampertheim GmbH (or its successors in interest).

2

“Ciba Basic Agreement” means that certain swap agreement between Ciba, the Seller (at that time named Witco Corporation) and the Share Selling Affiliate (at that time named Witco GmbH), dated May 29, 1998.

“Claims” means any charges, mortgages, pledges, security interests, escrows, options, rights of first refusal, indentures, security agreements or other encumbrances, claims, agreements, arrangements or commitments of any kind or character and whether or not relating in any way to credit or the borrowing of money.

“Closing Net Working Capital” means (a) the sum of (i) the Accounts Receivable plus the notes and trade accounts receivable of the Acquired Company, and (ii) the Inventory, the Prepaid Inventory plus the inventory of the Acquired Company, minus (b) the accounts payable and other current liabilities of the Acquired Company, in each case calculated as of the close of business on the Closing Date, in accordance with the Calculation Principles and with the line items contained in the sample of the Final Closing Net Working Capital set forth in Schedule 2.6(h).

“Code” means the Internal Revenue Code of 1986, as amended from time to time, or any successor statute.  Any reference herein to a particular provision of the Code shall mean, where appropriate, the corresponding provision in any successor statute.

“Consignment Raw Material Inventory” means inventory physically present at any Real Property of the Business, which is owned by a third party subject to purchase on consignment by the Business.

“Contract” means any contract, agreement, lease, license, commitment, understanding, franchise, warranty, guaranty, mortgage, note, bond or other instrument or consensual obligation that is legally binding.

“Cure Costs” means the amount to cure any payment or other default under any Included Contract assumed by the Purchaser pursuant to Section 365 of the Bankruptcy Code.

“Designated Affiliate” means an Affiliate of the Purchaser which is designated by the Purchaser as the purchaser of the Acquired Company and such designation (a) is reasonably acceptable to the Seller, (b) does not impede or delay in any way the ability of the parties to close the transactions contemplated by this Agreement, (c) does not directly or indirectly prejudice or increase the costs (including any Taxes) to the Seller or the Share Selling Affiliate and (d) is made in accordance with Section 5.14.  The Purchaser acknowledges and agrees that any delay in any attempt to make such a designation will be considered in determining whether such designation is made in compliance with clauses (b) and (c) of this definition.

“Employee” means any individual who, as of the Closing Date, is an employee of the Seller, or an Affiliate of the Seller (other than the Acquired Company) on the date hereof or hired after the date hereof, who performs services primarily on behalf of the Business.  An individual who would otherwise satisfy this definition but who is absent from active employment on the Closing Date on account of vacation, sick leave, disability leave, leave under any local Law which preserves employment or reemployment rights for the individual, or any other similar reason, shall nonetheless be an “Employee” hereunder.

“Encumbrance” means (a) any lien, mortgage, deed of trust, deed to secure debt, pledge, restriction on transfer, proxy and voting or other agreement, claim, charge, security interest,

3

easement, right of way, encroachment, servitude, right of first option, right of fast refusal, preemptive right or similar restriction, or other encumbrance, option or defect on title of every type and description, whether imposed by law, agreement, understanding or otherwise, including all liens, encumbrances, and interests in property as set forth in Section 363 of the Bankruptcy Code, (b) violations of set-back requirements or similar violations, or (c) any other issues related to title, survey or zoning with respect to the Real Property; but does not include (u) carrier’s, warehousemen’s, mechanic’s, materialman’s and other similar liens with respect to amounts that are not yet due and payable or that are being contested in good faith, (v) liens for Taxes that are not yet due and payable or that are being contested in good faith, (w) liens securing rental payments under capital lease arrangements, (x) restrictions on the transferability of securities arising under applicable securities Laws (to the extent enforceable pursuant to applicable bankruptcy Law), (y) restrictions arising under applicable zoning and other land use Laws that do not, individually or in the aggregate, have a material adverse effect on the present use or occupancy of the property subject thereto, or (z) defects, easements, rights of way, restrictions, covenants, claims, subleases or similar items relating to real property that do not, individually or in the aggregate, have a material adverse effect on the present use or occupancy of the real property subject thereto.

“Environmental Law” means any Law concerning (a) the treatment, disposal, emission, discharge, Release or threatened Release of, or exposure to, any Hazardous Material or (b) the protection of health (including worker health and safety) and the environment (including natural resources, air and surface or subsurface land or waters).

“ERISA” means the Employee Retirement Income Security Act of 1974.

“European Trade Accounts Payable Adjustment Payment” means an amount equal to the outstanding European Trade Accounts Payable which are not past due, which amount the Purchaser has received written notice of at least one (1) Business Day prior to the Closing Date.

“Final Order” means an order of the Bankruptcy Court or other court of competent jurisdiction:  (a) as to which no appeal, notice of appeal, motion to amend or make additional findings of fact, motion to alter or amend judgment, motion for rehearing or motion for new trial, request for stay, motion or petition for reconsideration, application or request for review, or other similar motion, application, notice or request (collectively, a “Challenge”) has been timely filed, or, if any of the foregoing has been timely filed, it has been disposed of in a manner that upholds and affirms the subject order in all respects without the possibility for further Challenge thereon; (b) as to which the time for instituting or filing a Challenge shall have expired; and (c) as to which no stay is in effect.

“GAAP” means United States generally accepted accounting principles.

“Governmental Authority” means any (a) nation, region, state, county, city, town, village, district or other jurisdiction, (b) federal, state, local, municipal, foreign or other government, (c) governmental or quasi-governmental authority of any nature (including any governmental agency, branch, department or other entity and any court or other tribunal), (d) multinational organization exercising judicial, legislative or regulatory power or (e) body exercising, or entitled to exercise, any administrative, executive, judicial, legislative, police, regulatory or taxing authority or power of any nature of any federal, state, local, municipal, foreign or other government.

4

“Governmental Authorization” means any approval, consent, ratification, waiver, license, permit, registration or other authorization issued or granted by any Governmental Authority.

“Hazardous Material” means any waste, chemical, material or other substance that is listed, defined, designated or classified as hazardous, radioactive or toxic or a pollutant or a contaminant under any Environmental Law, including any mixture or solution thereof, and including petroleum and all derivatives thereof, asbestos or asbestos-containing materials in any form or condition, polychlorinated biphenyls and any other waste, chemical, material or other substance in any amount or concentration that is regulated or for which liability can be imposed under any Environmental Law.

“Initial Consideration” means the sum of the Initial Cash Consideration, the Trade Accounts Payable Adjustment Payment, the European Trade Accounts Payable Adjustment Payment, the Shared Accounts Payable Adjustment Payment, the Accrued Payroll and Benefits Adjustment Payment and the Assumed Liabilities.

“Intellectual Property” means all of the following anywhere in the world and all legal rights, title or interest in the following arising under Law: (a) all patents and applications for patents and all related reissues, reexaminations, divisions, renewals, extensions, provisionals, continuations and continuations in part; (b) all copyrights, copyright registrations and copyright applications, copyrightable works and all other corresponding rights; (c) all mask works, mask work registrations and mask work applications and all other corresponding rights; (d) all trade dress and trade names, logos, Internet addresses and domain names, trademarks and service marks and related registrations and applications, including any intent to use applications, supplemental registrations and any renewals or extensions, all other indicia of commercial source or origin and all goodwill associated with any of the foregoing; (e) all inventions (whether patentable or unpatentable and whether or not reduced to practice), know how, technology, technical data (including lab notebooks), trade secrets, confidential business information, manufacturing and production processes and techniques, product formulations, chemical formulations, research and development information, REACH reformulation data and results, experimentation data and results, product development information and application data sheets including testing procedures, financial, marketing and business data, pricing and cost information, business and marketing plans, advertising and promotional materials, customer, distributor, reseller and supplier lists and information including pricing terms and history, correspondence, records, and other documentation, and other proprietary information of every kind; (f) all computer software (including source and object code), firmware, development tools, algorithms, files, records, technical drawings and related documentation, process flow diagrams, material of construction information, bill of materials, piping and information diagrams, front end engineering and design (FEED) studies, material safety data sheets (MSDS) and tech service data, data and manuals; (g) all strategy and marketing data and marketing studies, advertisements, trade ads and tradeshow materials; (h) all databases and data collections, including customer contact data and customer call reports; and (i) all other intellectual property rights.

“Intermediate Products” means those products that are the subject of the Supply Agreements.

“IRS” means the United States Internal Revenue Service and, to the extent relevant, the United States Department of Treasury.

“Judgment” means any order, injunction, judgment, decree, ruling, assessment or arbitration award of any Governmental Authority or arbitrator.

5

“Knowledge” or “Known” means, with respect to the Seller, the actual knowledge, following reasonable inquiry (which shall consist of the level of inquiry set forth in Section 1.1(a) of the Seller Disclosure Schedule), of any of the executive officers or senior managerial employees of the Seller listed in Section 1.1(a) of the Seller Disclosure Schedule.

“Known Environmental Liability” means any Liability under Environmental Laws related to the Taft, Louisiana facility arising from (a) any Proceeding pending or threatened on or before the date hereof, (b) any Release of or any exposure of any Person to any Hazardous Materials at, on, in, to, from or under the Owned Real Property identified on or before the date hereof, including the subsequent migration of such Hazardous Materials from the Owned Real Property, (c) any environmental fact or condition that occurred or existed and is identified on or before the date hereof, and (d) any violation of Environmental Law or Environmental Authorization by the Business or Seller that occurred on or before the date hereof, until such violation is resolved pursuant to the terms of Article 11, in each case of (a) through (d), only to the extent identified on Schedule 1.1(a).

“Law” means any federal, state, local, municipal, foreign, international, multinational, or other constitution, law (including common law), statute, treaty, rule, regulation, ordinance or code.

“Liability” means any liability or obligation, whether known or unknown, absolute or contingent, accrued or unaccrued, liquidated or unliquidated, due or to become due.

“Loss” means any direct and actual Liabilities, losses, damages, Judgments, fines, penalties, costs or expenses (including reasonable attorney’s or other professional fees and expenses) but excluding any special, incidental, indirect, exemplary, punitive or consequential damages (including lost profits, loss of revenue or lost sales, or amounts calculated as a multiple of earnings, profits, revenue, sales or other measure).

“Material Adverse Effect” means any event, change, circumstance, effect or other matter that has a material adverse effect on the financial condition, results of operations or business prospects of the Business, taken as a whole; provided, however, that none of the following, either alone or in combination, will constitute, or be considered in determining whether there has been, a Material Adverse Effect:  any event, change, circumstance, effect or other matter resulting from or related to (i) any outbreak or escalation of war or major hostilities or any act of terrorism, (ii) changes in Laws, GAAP or enforcement or interpretation thereof, (iii) changes that generally affect the industries and markets in which the Business operates, (iv) changes in financial markets, general economic conditions (including prevailing interest rates, exchange rates, commodity prices and fuel costs) or political conditions, (v) any failure, in and of itself, of the Business to meet any published or internally prepared projections, budgets, plans or forecasts of revenues, earnings or other financial performance measures or operating statistics (it being understood that the facts and circumstances underlying any such failure that are not otherwise excluded from the definition of a “Material Adverse Effect” may be considered in determining whether there has been a Material Adverse Effect), (vi) any action taken or failed to be taken pursuant to or in accordance with this Agreement or at the request of, or consented to by, the Purchaser, or (vii) the execution or delivery of this Agreement, the consummation of the transactions contemplated by this Agreement or the public announcement or other publicity with respect to any of the foregoing.

6

“Person” means an individual or an entity, including a corporation, share company, limited liability company, partnership, trust, association or other business or investment entity, or any Governmental Authority.

“Petition Date” means March 18, 2009.

“Post-Closing Period” means any taxable period or portion of a period that begins after the Closing Date.

“Pre-Closing Period” means any taxable period or portion of a period that ends on or before the Closing Date, including that portion of any Straddle Period ending on the Closing Date.

“Prepaid Inventory” means goods not received by the Business on or before the Closing Date that have been paid for by the Seller on or before the Closing Date.

“Proceeding” means any action, arbitration, audit, examination, investigation, hearing, litigation or suit (whether civil, criminal, administrative, judicial or investigative, whether formal or informal, and whether public or private) commenced, brought, conducted or heard by or before, or otherwise involving, any Governmental Authority or arbitrator.

“Purchaser Deemed Entity Value” means $38,000,000.

“Purchaser Intermediate Products” means those products that are the subject of the Supply Agreements and which were sold by the Business at any time from January 1, 2008 until the Closing Date.

“Real Property” means, collectively, the Owned Real Property, the Acquired Company Owned Real Property and the Acquired Company Leased Real Property.

“Release” means the release, spill, emission, leaking, pumping, pouring, emptying, escaping, dumping, injection, deposit, disposal, discharge, dispersal, leaching or migrating of any Hazardous Material into the environment.

“Remediation” and “Remediate” mean investigation, testing, analysis, monitoring, risk assessment, removal, remedial action, cleanup, installation and implementation of institutional, engineering or other controls, and any other actions reasonably necessary to address or resolve a Release of Hazardous Material.

“Retained Business Product” means any product manufactured and sold by the Seller or any of its Affiliates from January 1, 2008 until the Closing Date and which relate to Seller’s Antioxident/Ultra Violet Stabilizer business, Petroleum Additives business or Organometallic Specialties business but shall explicitly exclude any products exclusively manufactured by the Business on or before Closing.

“Schedule” means the Seller Disclosure Schedule or the SAPA Disclosure Schedule, as the context requires.

“Seller Intermediate Products” means those products that are the subject of the Supply Agreements and which were sold by the Seller’s Antioxident/Ultra Violet Stabilizer business or its Organometallic Specialties business at any time from January 1, 2008 until the Closing Date.

7

“Seller Plan” means any Contract, plan, commitment, fund or program maintained, sponsored, owed, adopted, contributed to, or followed by the Seller, any Selling Affiliate, the Acquired Company or any of their respective Affiliates, providing compensation (other than salary), benefits, pension, retirement, superannuation, profit sharing, stock bonus, stock option, stock purchase, phantom or stock equivalent, bonus, incentive, deferred compensation, hospitalization, medical, dental, vision, vacation, life insurance, death benefit, sick pay, disability, severance, termination indemnity, redundancy pay, educational assistance, holiday pay, housing assistance, moving expense reimbursement, fringe benefit or similar employee benefits to Employees or Acquired Company Employees Company and former directors, officers, employees or agents employed or formerly employed or otherwise retained or formerly retained primarily in the operation of the Business or by the Acquired Company, but excluding (a) any Contract, plan, fund or program required to be maintained by the Laws of the jurisdiction in which the Employee or Acquired Company Employee is working and (b) any governmental plan or program requiring the mandatory payment of social insurance Taxes or similar contributions to a governmental fund with respect to the wages of an employee.

“Share Selling Affiliate” means Chemtura Organometallics GmbH, a company duly organized and existing in accordance with the laws of the Federal Republic of Germany, registered with the commercial register of the local court (Amtsgericht) Hamm under HRB 4711.

“Shared Accounts Payable Adjustment Payment” means an amount equal to $200,000.

“Shared Intellectual Property” means registered trademarks used by the Business and also used by the Seller or any Affiliate of the Seller in the ordinary course of business and all other Intellectual Property used by both the Seller or any Affiliate of the Seller and by the Business, and not used exclusively by the Business, which are retained by the Seller and its relevant Affiliates and licensed to the Purchaser pursuant to Exhibit E-3.

“Shares” means all of the issued and outstanding capital stock of the Acquired Company.

“Straddle Period” means any taxable period that begins before and ends after the Closing Date.

“Subsidiary” means, with respect to a specified Person, any corporation or other Person of which securities or other interests having the power to elect a majority of that corporation’s or other Person’s board of directors or similar governing body, or otherwise having the power to direct the business and policies of that corporation or other Person (other than securities or other interests having such power only upon the happening of a contingency that has not occurred) are held by the specified Person or one or more of its Subsidiaries.

“Supply Agreements” means the TBT Supply Agreement, the TOT Supply Agreement, the TPP/LPE Supply Agreement, the Weston 705 Supply Agreement, the Isopetronate HL-44 Supply Agreement and the TNPP Supply Agreement.

“Taft Air Issue” means any emissions from and operational parameters of Emission Point No. 001-05GP (Thermal Oxidizer UB-1300 Control Device) in excess of emission limits or operational requirements established by any Governmental Authorization or Environmental Law.

“Tax” means (a) any federal, state, local, foreign or other tax, charge, fee, duty (including customs duty), levy or assessment, including any income, gross receipts, net proceeds, alternative or add-on minimum, corporation, ad valorem, turnover, real property, personal property (tangible

8

or intangible), sales, use, franchise, excise, escheat, abandoned or unclaimed property, VAT, stamp, leasing, lease, user, transfer, fuel, excess profits, profits, occupational, premium, interest equalization, windfall profits, severance, license, registration, payroll, environmental, capital stock, capital duty, disability, estimated, gains, wealth, welfare, employee’s income withholding, other withholding, unemployment or social security or other tax of whatever kind (including any fee, assessment or other charges in the nature of or in lieu of any tax) that is imposed by any Governmental Authority, (b) any interest, fines, penalties or additions resulting from, attributable to, or incurred in connection with any items described in this paragraph or any related contest or dispute and (c) any Liability for the Taxes of another Person.

“Tax Attributes” means any net operating loss, net capital loss, investment tax credit, foreign tax credit, charitable deduction or any other tax credit or tax attribute that could be carried forward or back to reduce Taxes (including deductions and credits relating to alternative minimum Taxes).

“Tax Contest” means an audit, claim, dispute or controversy relating to Taxes.

“Tax Return” means any report, return, declaration, claim for refund, or information return or statement related to Taxes, including any schedule or attachment thereto, and including any amendment thereof, required to be filed with a Governmental Authority.

“Trade Accounts Payable Adjustment Payment” means an amount equal to $7,156,610.

“Unknown Environmental Liability” means any Liability under Environmental Laws related to the Taft, Louisiana facility (excluding any Known Environmental Liability) arising from (a) any Release of or any exposure of any Person to any Hazardous Materials at, on, in, to, from or under the Owned Real Property that occurred on or before the Closing Date, including the subsequent migration of such Hazardous Materials from the Owned Real Property, (b) any environmental fact or condition that occurred or existed on or before the Closing Date; (c) any violation of Environmental Law or Environmental Authorization by the Business or the Seller that occurred on or before the Closing Date, until such violation is resolved pursuant to the terms of Article 11; or (d) any Proceeding asserted in response to (a) through (c) above.

“VAT” means any value-added Tax, goods and services Tax or similar Tax, including such Tax as may be levied in accordance with (but subject to derogation from) EEC Directive 77/388/EEC.

“WARN Act” means the Worker Adjustment and Retraining Notification Act of 1988, and any similar foreign, state or local Law.

Section 1.2Additional Defined Terms.  For purposes of this Agreement and the Ancillary Agreements, the following terms have the meanings specified in the indicated Section of this Agreement:

Defined Term	Section
Accounts Receivable	2.1(b)(ii)
Accrued Payroll and Benefits	2.4(e)
Acquired Company Intellectual Property	3.10
Acquired Company Leased Real Property	3.9(b)
Acquired Company Real Property	3.9(a)
Adjustment Calculation	2.6(a)

9

Defined Term	Section
Adjustment Notice	2.6(a)
Affiliate Indemnified Party	5.12
Agreement	Preamble
Approval Notification	11.4(f)
Approval Order	5.3(a)
Assignment and Assumption Agreement	2.9(a)(ii)
Assumed Liabilities	2.3
Bankruptcy Avoidance Actions	2.2(m)
Bidding Procedures Order	5.3(a)
Bill of Sale	2.9(a)(i)
Bonus Payments	10.1(e)
Breakup Fee	7.2(b)
Business Information	5.9(b)
Business Intellectual Property Rights	3.10
Calculation Principles	2.6(a)
Chosen Court	12.13
Ciba Environmental Indemnity Assignment	2.9(a)(xiii)
Claim Notice	8.3(a)
Closing	2.8
Closing Allocation Schedule	2.7(a)
Closing Date	2.8
Commitment Letters	4.7
Confidentiality Agreement	5.9(a)
Continuation Period	10.1(c)
Controlling Party	8.3(d)
Control Notice	11.4(b)
Deposit Agent	2.5(b)(i)
Deposit Agreement	2.5(b)(i)
Deposit Amount	2.5(b)(i)
Dispute Notice	2.6(c)(ii)
Dispute Notification	11.4(f)
Environmental Authorizations	3.15(a)
Environmental Claim	11.4(a)
Environmental Claim Notice	11.4(a)
Environmental Response Action	11.4(b)
Environmental Investigation	11.3(b)
Environmental Losses	11.3(b)
Environmental Response Action	11.4(b)
Environmental Response Action Proposal	11.4(e)
European Trade Accounts Payable	2.4(c)
Excluded Assets	2.2
Excluded Intellectual Property	2.2(h)
Excluded Liabilities	2.4
Final Cash Consideration	2.5(a)
Final Closing Net Working Capital	2.6(a)
Financial Statements	3.5
German GAAP Financial Statements	5.22(b)
Governmental Antitrust Authority	5.5(a)
Initial Allocation Schdule	2.7(a)
Included Contracts	2.1(b)(iii)

10

Defined Term	Section
Income Statement	3.5
Indemnified Party	8.3(a)
Indemnifying Party	8.3(a)
Independent Accounting Firm	2.6(f)
Independent Consultant	11.4(g)
Initial Allocation Schedule	2.7(a)
Initial Cash Consideration	2.5(a)
Inventory	2.1(b)(i)
Inventory Cap	2.6(b)
IP Assignments	2.9(a)(v)
IP License Agreement	2.9(a)(v)
Isopetronate HL-44 Toll Manufacturing Agreement	5.21
Known Environmental Liability Indemnity Period	11.2(b)
Known Environmental Liability Losses	11.1(b)
Known Losses Termination Date	11.2(b)
Latin American Purchased Assets	2.10(d)
Lease	3.9(b)
Loss Compensation Claim	5.22(b)
Marked Assets	5.15(b)
Material Contracts	3.11(a)
New Defined Benefit Plan	10.2(a)
Non-Controlling Party	8.3(d)
Off-Site Liabilities	2.4(k)
Other Purchased Assets	2.10(a)
Owned Real Property	2.1(b)(v)
Pension Plan	10.2(a)
Plan Assets Amount	10.2(b)
Profit Transfer Claim 2009	5.22(b)
Purchase Price	2.5(a)
Purchased Assets	2.1(b)
Purchased Intellectual Property	2.1(b)(vi)
Purchaser	Preamble
Purchaser Indemnified Parties	8.1
Regulation	3.22
Reimbursement	7.2(b)
Sale Motion	5.3(a)
Savings Plan	10.3(a)
Seller	Preamble
Seller Disclosure Schedule	Article 3
Seller Indemnified Parties	8.2
Seller Information	5.15(f)
Seller Marks	5.15(a)
September ‘09 Net Assets Statement	3.5
Share Transfer Agreement	2.9(a)(iii)
Shared Accounts Payable	2.4(d)
SK	Preamble
TBT Supply Agreement	2.9(a)(x)
TOT Supply Agreement	2.9(a)(xi)
TNPP Supply Agreement	5.21(a)
TPP/LPE Supply Agreement	2.9(a)(xii)

11

Defined Term	Section
Third Party Claim	8.3(b)
Third Party Environmental Claim	11.3(b)
Threshold	8.5(a)(ii)
Trade Accounts Payable	2.4(b)
Transferred Employee	10.1(b)
Transfer Taxes	9.1(e)
Transferred Employee	10.1(b)
Transferred Former Employee	10.1(c)
Transition Services Agreement	2.9(a)(ix)
Unknown Environmental Liability Indemnity Period	10.2(a)
Unknown Environmental Liability Losses	11.1(a)
Unknown Losses Termination Date	11.2(a)
Welfare Plan	10.4
Weston 705 Supply Agreement	5.21

Section 1.3Construction.  Any reference in this Agreement to an “Article,” “Section,” “Exhibit” or “Schedule” refers to the corresponding Article, Section, Exhibit or Schedule of or to this Agreement, unless the context indicates otherwise.  The table of contents and the headings of Articles and Sections are provided for convenience only and are not intended to affect the construction or interpretation of this Agreement.  All words used in this Agreement are to be construed to be of such gender or number as the circumstances require.  The words “including,” “includes,” or “include” are to be read as listing non-exclusive examples of the matters referred to, whether or not words such as “without limitation” or “but not limited to” are used in each instance.  Where this Agreement states that a party “shall”, “will” or “must” perform in some manner or otherwise act or omit to act, it means that the party is legally obligated to do so in accordance with this Agreement.  Any reference to a statute is deemed also to refer to any amendments or successor legislation as in effect at the relevant time.  Any reference to a Contract or other document as of a given date means the Contract or other document as amended, supplemented and modified from time to time through such date.

ARTICLE 2

THE TRANSACTION

Section 2.1Sale and Purchase of Shares and Purchased Assets.

(a)In accordance with the provisions of this Agreement, at the Closing, the Seller will cause the Share Selling Affiliate to sell and transfer to the Designated Affiliate and the Purchaser will cause its Designated Affiliate to purchase and acquire from the Share Selling Affiliate, all of the Shares, free and clear of all Claims.

(b)In accordance with the provisions of this Agreement and except as set forth in Section 2.2, at the Closing, the Seller will, and the Seller will cause the Seller Affiliates (solely with respect to any inventory or receivables of the Business located in Europe or Latin America as set forth in Section 2.10) to, sell, convey, assign, transfer and deliver to the Purchaser, free and clear of all Encumbrances, and the Purchaser will purchase and acquire from the Seller and such Seller Affiliate, if applicable, all of the right, title and interest of the Seller and such Seller Affiliate, if applicable, in and to all of the following assets (collectively, the “Purchased Assets”):

(i)all finished goods inventory, goods-in-transit, raw materials and work-in-process and packaging materials used or held for use solely and exclusively in the

12

Business including those on consignment or held in the possession of any third party (the “Inventory”);

(ii)all trade accounts receivable and other rights to payment from third-party customers of the Business to the extent allocable to the Business and not to the Seller or its Affiliates’ unrelated operations, and the full benefit of all security for such accounts receivable or rights to payment, including all trade accounts receivable representing amounts receivable in respect of goods shipped or products sold or services rendered to customers of the Business and all other accounts or notes receivable to the extent allocable to the Business and the full benefit of all security for such accounts or notes (the “Accounts Receivable”);

(iii)all of the rights of the Seller under all Contracts exclusively relating to the Business , including those Contracts set forth on Schedule 2.1(b)(iii) (collectively, the “Included Contracts”);

(iv)all machinery, equipment, furniture, office supplies, motor vehicles, spare parts, maintenance, repair and overhaul (MRO) inventories, tools, and other items of tangible personal property used or held for use by the Seller exclusively in the Business, and the related interests of the Seller therein;

(v)(A) the real property set forth on Schedule 2.1(b)(v)(A) (collectively, the “Owned Real Property”);

(vi)all Intellectual Property owned by the Seller and used exclusively by the Business, including the Intellectual Property set forth on Schedule 2.1(b)(vi) (collectively, the “Purchased Intellectual Property”);

(vii)all goodwill of the Seller exclusively relating to the Business or the Purchased Assets, other than goodwill associated with the corporate name of the Seller;

(viii)to the extent transferable under applicable Law, all Governmental Authorizations held by the Seller to the extent necessary for and exclusively relating to the operation of the Business;

(ix)to the extent transferable under applicable Law, all books, records, studies, reports, files and papers, exclusively used in the Business (and copies of all books, records, files and papers used both in the Business and in other Seller operations) to the extent used in the Business, including all advertising materials, client and customer lists, supplier and vendor lists, purchase orders, sales and purchase invoices, production reports, health and safety studies, toxicology studies, personnel and employment records, and financial and accounting records other than the corporate books and records of the Seller;

(x)all of the Seller’s claims, rights, credits, causes of action, defenses and rights of set-off against third parties relating to or arising from any of the Purchased Assets or Assumed Liabilities, including unliquidated rights under manufacturers’ and vendors’ warranties; and

(xi)all of the Seller’s Prepaid Inventory.

For purposes of clarity, the Purchased Assets do not include the Shares or any assets of the Acquired Company, it being understood that the Designated Affiliate will acquire all of the Shares pursuant to Section 2.1(a).

Section 2.2Excluded Assets.  Notwithstanding the terms of Section 2.1 the Seller will not sell, convey, assign, transfer or deliver to the Purchaser, and the Purchaser will not purchase or acquire, and the Purchased Assets do not include, any assets other than the Purchased

13

Assets, including any assets to related to the Seller’s other business lines and any of the following assets (the “Excluded Assets”):

(a)all cash and Cash Equivalents;

(b)all assets, business lines, properties located at the real property set forth on Schedule 2.2(b);

(c)all minute books, records, stock ledgers, Tax records and all other materials that the Seller is required by Law to retain;

(d)the shares of the capital stock of the Seller and all of the Seller’s or any of its Affiliate’s ownership interest in any Person (other than the Acquired Company);

(e)all insurance policies, binders and claims and rights thereunder and proceeds thereof;

(f)all rights under all Contracts of the Seller other than the Included Contracts, including the shared Contracts set forth on Schedule 2.2(f);

(g)all rights to refunds, credits or similar benefits relating to Taxes and other governmental charges of whatever nature attributable to the Pre-Closing Period;

(h)all intellectual property rights of the Seller and its Affiliates other than the Purchased Intellectual Property, including the Shared Intellectual Property (the “Excluded Intellectual Property”);

(i)all real property and rights in respect of real property, other than as described in Section 2.1(b)(v);

(j)other than the rights to receive the services pursuant to the terms of the Transition Services Agreement, all rights to receive services and benefits of the kind provided to the Business by the Seller or any Affiliate of the Seller, either directly or indirectly through third-party service providers, prior to the Closing Date, including (A) computer and information processing services, (B) finance, accounting and payroll services, (C) facilities management services (including environmental, health and safety), (D) treasury services (including banking, insurance, administration, taxation and internal audit), (E) general and administrative services, (F) executive and management services, (G) legal services, (H) human resources services, (I) risk management services, (J) group purchasing services, (K) corporate marketing, strategy and development services, (L) corporate travel and aircraft services and (M) investor relation services;

(k)all rights in connection with and assets of any Seller Plan, except as otherwise expressly provided in Article 10;

(l)all intercompany receivables, loans and investments (i) between Seller or any of its Subsidiaries, on the one hand, and Seller or any of its Subsidiaries, on the other hand, or (ii) required to be settled in accordance with Section 5.19;

(m)any and all avoidance or other causes of action arising under Sections 510, 544 through 550 and 553 of the Bankruptcy Code or under similar state laws (collectively, the “Bankruptcy Avoidance Actions”);

(n)all rights arising under any Excluded Liability;

(o)all assets and other rights relating to the Business sold or otherwise transferred or disposed of during the period from the date of this Agreement through and including the Closing Date, in any event in accordance with the provisions of this Agreement; and

14

(p)all rights of the Seller or any of its Affiliates under this Agreement or any of the Ancillary Agreements to which the Seller or any of its Affiliates is a party.

For purposes of clarity, the Excluded Assets do not include the Shares or any assets of the Acquired Company.

Section 2.3Assumed Liabilities.  In accordance with the provisions of this Agreement, at the Closing, subject to Article 11, the Purchaser will assume and pay or perform and discharge when due any and all of the Liabilities of the Seller to the extent relating to the Business or the Purchased Assets, whether arising on, prior to or following the Closing Date, in each case other than the Excluded Liabilities (the “Assumed Liabilities”).  Subject to Article 11, the Assumed Liabilities include the following:

(a)To the extent reflected in the Final Closing Net Working Capital, all Liabilities arising after the filing by the Seller of the Case and prior to the Closing, including all Liabilities reserved or accrued within the “Other Accrued Expenses” line item for the Taft facility on the Final Closing Net Working Capital (other than (i) Taxes for any Pre-Closing Period or otherwise allocated to the Pre-Closing Period pursuant to Section 9.1(c), (ii) the Trade Accounts Payable, (iii) the European Trade Accounts Payable, (iv) the Shared Accounts Payable and (v) the Accrued Payroll and Benefits);

(b)all Liabilities for Taxes imposed on the Purchaser pursuant to Section 9.1 or otherwise allocated to the Post-Closing Period pursuant to Section 9.1(c);

(c)all Liabilities of the Seller and the Selling Affiliates arising on, prior to or following the Closing Date under the Included Contracts and the Governmental Authorizations included in the Purchased Assets, including payment of the Cure Costs;

(d)all pension obligations, accrued vacation and sick time relating to the employment of Transferred Employees on or prior to the Closing Date and all Liabilities relating to the employment of the Transferred Employees arising after the Closing Date;

(e)all Liabilities arising out of or relating to the termination by the Seller in connection with the transactions contemplated by this Agreement of, or failure by the Purchaser to hire, any Employees, including any Liabilities to provide benefits or severance with respect to any Employee or any of their dependents, beneficiaries and joint annuitants and any Liabilities arising under the WARN Act and any other Laws requiring notification to or consultation with Employees or their representatives as a result of the transactions contemplated by this Agreement;

(f)all Liabilities assumed by the Purchaser and its Affiliates pursuant to Article 10;

(g)all Liabilities associated with the Owned Real Property first arising on or following the Closing Date;

(h)all Liabilities relating to or arising out of Environmental Laws or Hazardous Materials, including, except as provided in Article 11, any Known Environmental Liability and any Unknown Environmental Liability, relating to the Business, the Purchased Assets, or the Owned Real Property, arising on, prior to or following the Closing Date, other than the Off-Site Liabilities (as defined below);

(i)all Liabilities with respect to any return, rebate, recall, warranty or similar liabilities relating to products of the Business;

(j)all Liabilities associated with the Consignment Raw Material Inventory; and

15

(k)all other Liabilities arising out of, relating to or incurred in connection with the Business or the Purchased Assets following the Closing Date, including (i) the operation of the Business after the Closing Date, (ii) the use by the Purchaser or its permitted licensees of Purchased Intellectual Property and (iii) any other condition arising following the Closing Date with respect to the Purchased Assets.

For purposes of clarity, the Assumed Liabilities do not include any Liabilities of the Acquired Company, all of which will remain Liabilities of the Acquired Company before, on and after Closing.

Section 2.4Excluded Liabilities.  Notwithstanding any other provision of this Agreement or any other writing to the contrary, the Purchaser and its Designated Affiliates are assuming only the Assumed Liabilities and are not assuming any other Liability of the Seller or any Selling Affiliate of whatever nature, whether presently in existence or arising hereafter.  Such Liabilities include the following (the “Excluded Liabilities”):

(a)any Liability for Taxes of the Seller or any Affiliate of the Seller arising or related to any pre-Closing period or attributable to the Business or the Purchased Assets for a Pre-Closing Period or otherwise allocated to a Pre-Closing Period pursuant to Section 9.1(c) (but specifically excluding (i) Taxes, if any, imposed on the Seller or any Affiliate or the Seller and arising out of the operation of the Business or with respect to the Purchased Assets after the Closing Date, and (ii) Taxes imposed on the Purchaser pursuant to Section 9.1);

(b)all trade accounts payable to third parties and other accrued expenses for the procurement of goods and services arising from the conduct of the Business after the Petition Date and prior to the Closing (the “Trade Accounts Payable”);

(c)all trade accounts payable to third parties and other accrued expenses for the procurement of goods and services arising from the conduct of Seller Affiliates located in Europe or Asia (other than the Acquired Company) after the Petition Date and prior to the Closing that are attributable to the Business (the “European Trade Accounts Payable”)

(d)all shared accounts payable to third parties for the procurement of goods and services arising from the conduct of both the Business and the Seller or any Affiliate of the Seller after the Petition Date and prior to the Closing (the “Shared Accounts Payable”);

(e)all accrued payroll and accrued benefits relating to the employment of Transferred Employees on or prior to the Closing Date (the “Accrued Payroll and Benefits”);

(f)any Liability arising in connection with any Seller Plan, other than those Liabilities assumed by the Purchaser and its Affiliates pursuant to Article 10;

(g)any Liability arising out of or related to any Excluded Asset;

(h)all intercompany payables, loans and investments (i) between Seller or any of its Subsidiaries, on the one hand, and Seller or any of its Subsidiaries, on the other hand, or (ii) required to be settled in accordance with Section 5.19; and

(i)all Encumbrances of which the Purchased Assets are being sold free and clear under the Approval Order;

16

(j)            any Proceedings set forth in Schedule 2.4(j) or filed after the date hereof relating exclusively to pre-Closing activity of the Business (other than a Proceeding to the extent relating to Assumed Liabilities);

(k)           all Liabilities arising out of or relating to the off-site transportation, handling, treatment, storage or disposal of any Hazardous Material (other than migration of a Hazardous Material from any Owned Real Property) or the arrangement for the same by or on behalf of the Seller, its Affiliates or their respective predecessors in connection with the Purchased Assets or the operation of the Business at the Taft, Louisiana facility prior to Closing (the “Off-Site Liabilities”); and

(l)            all Liabilities relating to the employment of employees and former employees of the Business who are not Transferred Employees.

For purposes of clarity, the Excluded Liabilities do not include any Liabilities of the Acquired Company, all of which will remain Liabilities of the Acquired Company before, or and after Closing.

Section 2.5             Consideration.

(a)           The consideration for the Purchased Assets and the Shares (the “Purchase Price”) consists of (a) two million fifty six thousand dollars (U.S. $2,056,000) in cash (the “Initial Cash Consideration”), subject to adjustment in accordance with Section 2.6 (the Initial Cash Consideration, as adjusted, the “Final Cash Consideration”), (b) the Trade Accounts Payable Adjustment Payment, (c) the European Trade Accounts Payable Adjustment Payment, (d) the Shared Accounts Payable Adjustment Payment, (e) the Accrued Payroll and Benefits Adjustment Payment and (f) the assumption of the Assumed Liabilities, including the on-site environmental and pension Liabilities assumed pursuant to Section 2.3.

(b)           The Initial Cash Consideration, the Trade Accounts Payable Adjustment Payment, the European Trade Accounts Payable Adjustment Payment, the Shared Accounts Payable Adjustment Payment and the Accrued Payroll and Benefits Adjustment Payment shall be paid as follows:

(i)            within five (5) Business Days after the date hereof, in accordance with the deposit agreement (the form of which is attached as Exhibit A hereto, the “Deposit Agreement”), the Purchaser will deliver to Wells Fargo Bank, National Association, as deposit agent (the “Deposit Agent”), five hundred thousand dollars (U.S. $500,000) (such amount, together with the interest and income thereon, the “Deposit Amount”), to be held in an interest-bearing account by the Deposit Agent and to be distributed in accordance with the terms of the Deposit Agreement;

(ii)           at the Closing, the Purchaser shall pay, by wire transfer of immediately available funds in U.S. dollars, the Initial Cash Consideration, plus fifty percent (50%) of the aggregate amount of the Trade Accounts Payable Adjustment Payment and the Shared Accounts Payable Adjustment Payment, plus the Accrued Payroll and Benefits Adjustment Payment, plus any applicable Transfer Taxes imposed on, or required to be remitted by, the Seller or any applicable Subsidiary or Subsidiaries as a result of the transactions contemplated hereby, less the Deposit Amount, to an account or accounts designated by the Seller, such designation to be made in writing at least three (3) Business Days prior to the Closing Date;

(iii)          on the Business Day following the 15th day following the Closing Date, the Purchaser shall pay, by wire transfer of immediately available funds in U.S.

17

dollars, an amount equal to fifty percent (50%) of the European Trade Accounts Payable Adjustment Payment; and

(iv)          on the Business Day following the 30th day following the Closing Date, the Purchaser shall pay, by wire transfer of immediately available funds in U.S. dollars, an amount equal to fifty percent (50%) of the aggregate amount of the Trade Accounts Payable Adjustment Payment, the European Trade Accounts Payable Adjustment Payment and the Shared Accounts Payable Adjustment Payment.

Section 2.6             Post-Closing Closing Net Working Capital Adjustment.

(a)           Within ninety (90) days after the Closing Date, the Seller will prepare and deliver to the Purchaser a written notice (the “Adjustment Notice”) containing (i) the Seller’s calculation of the Closing Net Working Capital (the “Final Closing Net Working Capital”) and (ii) the Seller’s calculation of the amount of any payments required pursuant to Section 2.6(h) (the “Adjustment Calculation”).  The Final Closing Net Working Capital and the Adjustment Calculation, if any, shall be set forth in U.S. dollars after any applicable portion thereof has been converted from euros at the euro foreign exchange reference rate published in the Wall Street Journal on the Closing Date.  The Adjustment Notice will be prepared in accordance with the accounting methods and practices set forth in Schedule 2.6(a) (the “Calculation Principles”).

(b)           The parties agree that, for purposes of calculating the Final Closing Net Working Capital, the value of the Inventory shall be capped at an amount (the “Inventory Cap”) equal to fifty million dollars ($50,000,000); provided, however, that the Seller and the Purchaser shall negotiate in good faith prior to Closing to seek to agree a methodology for adjusting the Inventory Cap upwards or downwards, and to set forth such agreement on a Schedule 2.6(b), based on fluctuations in the prices of (i) the metal tin, as quoted on the London Metal Exchange, (ii) soy bean oil, as quoted on the Chicago Board of Trade, and (iii) Butadiene, as quoted from Chemical Market Associates, Inc.  If prior to Closing Seller determines in good faith that it is in the interest of the Business to pre-buy raw materials for the manufacture of Inventory, Seller shall so notify Purchaser and Seller and Purchaser shall negotiate in good faith to increase the Inventory Cap as appropriate, to reflect the Closing Date impact of such pre-buy on the Closing Date Inventory.  Any dispute relating to the new Inventory Cap shall be resolved in accordance with Section 2.6(f).

(c)           During the preparation of the Adjustment Notice, the Purchaser will, and will cause each of its Affiliates to, (i) provide the Seller and the Seller’s representatives with full access to the books, records, facilities and employees of the Business, (ii) provide the Seller, within thirty (30) days after the Closing Date, with normal month-end closing financial information for the period ending as of the close of business on the Closing Date and (iii) reasonably cooperate with the Seller and the Seller’s representatives, including by providing on a timely basis all information reasonably necessary or useful in preparing the Adjustment Notice.

(d)           Within forty-five (45) days after delivery of the Adjustment Notice, the Purchaser will either:

(i)            agree in writing with the Adjustment Calculation, in which case such calculation will be final and binding on the parties for purposes of Section 2.6(h); or

(ii)           dispute the Adjustment Calculation by delivering to the Seller a written notice (a “Dispute Notice”) setting forth in reasonable detail the basis for each such disputed item and certifying that all such disputed items are being disputed in good faith.

18

During the review of the Adjustment Notice, the Seller will, and will cause each of its Affiliates to, (i) provide the Purchaser and the Purchaser’s representatives with full access to the supporting documentation used to prepare the Adjustment Notice, and (ii) reasonably cooperate with the Purchaser and the Purchaser’s representatives, including by providing on a timely basis all information reasonably necessary or useful in reviewing the Adjustment Notice.  For purposes of this Section 2.6(d), the Purchaser may not deliver a Dispute Notice unless the aggregate value of all such disputed items exceeds five hundred thousand dollars ($500,000).

(e)           If the Purchaser fails to take either of the foregoing actions within forty-five (45) days after delivery of the Adjustment Notice, and the Seller and each of its Affiliates have provided the Purchaser with all reasonably requested supporting documentation to review the Adjustment Notice within such forty-five (45) day period, then the Purchaser will be deemed to have irrevocably accepted the Adjustment Calculation, in which case, the Adjustment Calculation will be final and binding on the parties for purposes of Section 2.6(h).

(f)            If the Purchaser timely delivers a Dispute Notice to the Seller, then the Purchaser and the Seller will attempt in good faith, for a period of thirty (30) days, to agree on the Adjustment Calculation for purposes of Section 2.6(h).  Any resolution by the Purchaser and the Seller during such 30-day period as to any disputed items will be final and binding on the parties for purposes of Section 2.6(h).  If the Purchaser and the Seller do not resolve all disputed items by the end of thirty (30) days after the date of delivery of the Dispute Notice, then the Purchaser and the Seller will submit the remaining items in dispute to Ernst & Young, LLP for resolution, or if that firm is unwilling or unable to serve, the Purchaser and the Seller will engage another mutually agreeable independent accounting firm of recognized national standing, which firm is not the regular auditing firm of the Purchaser or the Seller.  If the Purchaser and the Seller are unable to jointly select such independent accounting firm within ten (10) days after such 30-day period, the Purchaser, on the one hand, and the Seller, on the other hand, will each select an independent accounting firm of recognized national standing and such selected accounting firms will select a third independent accounting firm of recognized national standing, which firm is not the regular auditing firm of the Purchaser or the Seller; provided, however, that if either the Purchaser, on the one hand, or the Seller, on the other hand, fail to select such independent accounting firm during this 10-day period, then the parties agree that the independent accounting firm selected by the other party will be the independent accounting firm selected by the parties for purposes of this Section 2.6 (such selected independent accounting firm, whether pursuant to this sentence or the preceding sentence, the “Independent Accounting Firm”).  The Purchaser and the Seller will instruct the Independent Accounting Firm to render its determination with respect to the items in dispute in a written report that specifies the conclusions of the Independent Accounting Firm as to each item in dispute and the resulting Adjustment Calculation.  The Purchaser and the Seller will each use their commercially reasonable efforts to cause the Independent Accounting Firm to render its determination within thirty (30) days after referral of the items to such firm or as soon thereafter as reasonably practicable.  The Independent Accounting Firm’s determination of the Adjustment Calculation as set forth in its report will be final and binding on the parties for purposes of Section 2.6(h).  The Seller will revise the calculation of the Final Closing Net Working Capital as appropriate to reflect the resolution of the items in dispute pursuant to this Section 2.6(f).  The fees and expenses of the Independent Accounting Firm will be shared by the Purchaser and the Seller in inverse proportion to the relative amounts of the disputed amount determined to be for the account of the Purchaser and the Seller, respectively.

19

(g)           For purposes of complying with this Section 2.6, the Purchaser and the Seller (i) may mutually agree in writing to extend any time restriction set forth herein in ten (10) day increments, (ii) will furnish to each other and to the Independent Accounting Firm such work papers and other documents and information relating to the disputed items as the Independent Accounting Firm may request and are available to that party (or its independent public accountants) and (iii) will be afforded the opportunity to present to the Independent Accounting Firm any material related to the disputed items and to discuss the items with the Independent Accounting Firm.

(h)           If the Final Closing Net Working Capital as finally determined pursuant to this Section 2.6 is less than Base Working Capital, then the Seller will pay to the Purchaser the amount of such difference in cash plus interest thereon (calculated based on the actual number of days elapsed in a year consisting of 365 days) from the Closing Date through and including the date of such payment at a rate of six percent (6%) per annum.  If the Final Closing Net Working Capital as finally determined pursuant to this Section 2.6 is greater than the Base Working Capital, then the Purchaser will pay to the Seller the amount of such difference in cash plus interest thereon (calculated based on the actual number of days elapsed in a year consisting of 365 days) from the Closing Date through and including the date of such payment at a rate of six percent (6%) per annum.  For purposes of clarity, a sample of the Final Closing Net Working Capital as of September 30, 2009, as determined in accordance with the Calculation Principles, is set forth in Schedule 2.6(h).

(i)            Any payment to the Purchaser pursuant to Section 2.6(h) will be effected by wire transfer of immediately available funds from the Seller to an account designated by the Purchaser, and any payment to the Seller pursuant to Section 2.6(h) will be effected by wire transfer of immediately available funds to an account designated by the Seller.  Such payments will be made within five (5) Business Days following the final determination of the Final Closing Net Working Capital in accordance with this Section 2.6.

(j)            The purpose of this Section 2.6 is to determine the final consideration to be paid by the Purchaser under this Agreement.  Any payment made pursuant to this Section 2.6 will be treated by the parties for all purposes as an adjustment to the consideration and will not be subject to offset for any reason.

Section 2.7             Allocation of Purchase Price.

(a)           At least twenty (20) Business Days prior to the Closing, the Seller and the Purchaser shall have agreed to allocate the Initial Cash Consideration, the Trade Accounts Payable Adjustment Payment, the European Trade Accounts Payable Adjustment Payment, the Shared Accounts Payable Adjustment Payment and the Accrued Payroll and Benefits Adjustments Payment among the Shares on the one hand and the Purchased Assets on the other hand, and to set forth such allocation on a Schedule 2.7(a) (the “Initial Allocation Schedule”).  The cash amounts allocated on Schedule 2.7(a) shall not be adjusted after the date thereof, except to take into account any adjustment to the Initial Cash Consideration in accordance with this Agreement. Prior to Closing and consistently with Schedule 2.7(a), the Seller and the Purchaser shall in good faith agree how to allocate the Initial Consideration (taking into account Assumed Liabilities to the extent they are included in the amount realized for income tax purposes) among the Shares and the Purchased Assets consistent with the principles set forth on Schedule 2.7(a), and such agreement shall be set forth on a schedule to be delivered at or prior to Closing (the “Closing Allocation Schedule”). The Purchaser shall initially propose the content of the Closing Allocation Schedule and if the Purchaser does so, such proposal shall be subject to the Seller’s review and reasonable objection, to be resolved by good-faith negotiations

20

between the Purchaser and the Seller.  Except as otherwise required by Law or pursuant to a “determination” under Section 1313(a) of the Code (or any comparable provision of state, local or foreign Law), Purchaser and Seller agree to act, and to cause their Affiliates to act, in accordance with the allocations contained in the Closing Allocation Schedule, for all Tax purposes and that neither of them will (or will permit its Affiliates to) take any position inconsistent therewith in any Tax Returns or similar filings (including IRS Form 8594 or any similar form required to be filed under state, local or foreign Law), any refund claim, litigation, audit or otherwise.  The Purchaser and the Seller each agree to provide the other party with any additional information reasonably required to complete and file IRS Form 8594 (or any similar form required to be filed under state, local or foreign Law) and with completed copies of such forms.  Each party will, subject to confidentiality obligations, provide to the other party a copy of any appraisal obtained by such party in connection with the allocation under this Section 2.7. Where a confidentiality obligation would otherwise prohibit a party from so providing a copy of any such appraisal, such party shall use its commercially reasonable efforts to obtain a waiver of such confidentiality obligations.

Section 2.8             Closing.   The closing of the transactions contemplated by this Agreement (the “Closing”) will take place at the offices of Baker & McKenzie LLP, 1114 Avenue of the Americas, New York, New York 10036, at 10:00 a.m., local time, on the last Business Day of the calendar month in which the later of the following occurs: (i) thirty (30) Business Days following the approval of the Approval Order or (ii) the date in which the last of the conditions set forth in Article 6 has been satisfied or waived (other than those conditions that by their nature can only be satisfied at the Closing), or at such other time and place as the Seller and the Purchaser may agree in writing.  The date on which the Closing actually occurs is referred to in this Agreement as the “Closing Date.”  For all purposes under this Agreement and each of the Ancillary Agreements, all matters at Closing will be considered to take place simultaneously, no delivery of any document will be deemed complete until all transactions and deliveries of documents are completed, and the Closing will be deemed to have occurred at 12:01 a.m., Eastern Standard Time, on the Closing Date irrespective of the actual occurrence of the Closing at any particular time on the Closing Date.

Section 2.9             Closing Deliveries.

(a)           At the Closing, the Seller will deliver or cause to be delivered to the Purchaser, for itself and as agent for the Designated Affiliates:

(i)            a bill of sale in the form of Exhibit B (the “Bill of Sale”), duly executed by the Seller;

(ii)           an assignment and assumption agreement in the form of Exhibit C (the “Assignment and Assumption Agreement”), duly executed by the Seller;

(iii)          a share sale and transfer agreement in respect of the Shares in the form of Exhibit D (the “Share Transfer Agreement”), duly executed and notarized by the Share Selling Affiliate;

(iv)          such deeds, documents, instruments and actions as are necessary or appropriate to effect the valid sale and transfer of  the Shares to the Purchaser or its Designated Affiliate, duly executed by the Share Selling Affiliate, and/or the managing director or the Acquired Company, as required pursuant to German Law;

(v)           assignments of all Purchased Intellectual Property in the forms of Exhibit E-1 and E-2 (collectively, the “IP Assignments”) and License of Shared Intellectual Property in the form of Exhibit E-3 (the “IP License Agreement”), duly executed by the Seller;

21

(vi)          for each parcel of Owned Real Property, a recordable warranty deed or such other appropriate document or instrument of transfer in accordance with local custom, each in form and substance reasonably satisfactory to the Purchaser and its counsel and executed by the Seller;

(vii)         a certificate, dated as of the Closing Date, executed by the Seller confirming the satisfaction of the conditions specified in Section 6.1(a) and 6.1(b);

(viii)        the resignations of the managing directors of the Acquired Company set forth on Schedule 2.9(a)(viii), to the extent that such resignations have been requested in writing by the Purchaser not less than two (2) Business Days prior to Closing;

(ix)           a transition services agreement in the form of Exhibit F (the “Transition Services Agreement”), duly executed by the Seller;

(x)            a supply agreement in the form of Exhibit G (the “TBT Supply Agreement”), duly executed by the Seller;

(xi)           a supply agreement in the form of Exhibit H (the “TOT Supply Agreement”), duly executed by the Seller;

(xii)          a supply agreement in the form of Exhibit I (the “TPP/LPE Supply Agreement”), duly executed by the Seller;

(xiii)         an assignment of the environmental indemnity from Ciba contained in the Ciba Basic Agreement in the form of Exhibit J (the “Ciba Environmental Indemnity Assignment”);

(xiv)        a copy of the Approval Order; and

(xv)         evidence that notice of termination of the Acquired Company’s participation in the domination and profit and loss pooling agreements has been made in accordance with German Law.

(b)           At the Closing, the Purchaser will, for itself and as agent for its Designated Affiliate, deliver or cause to be delivered to the Seller, for itself and as agent for the Share Selling Affiliate:

(i)            the Initial Cash Consideration, fifty percent (50%) of the aggregate amount of the Trade Accounts Payable Adjustment Payment and the Shared Accounts Payable Adjustment Payment, and the Accrued Payroll and Benefits Adjustment Payment by wire transfer of immediately available funds in U.S. dollars in the amount and manner specified in Section 2.5(b);

(ii)           the Assignment and Assumption Agreement, duly executed by the Purchaser;

(iii)          the Bill of Sale, duly executed by the Purchaser;

(iv)          the Share Transfer Agreement, duly executed and notarized by the Purchaser or its Designated Affiliate, as applicable;

(v)           the IP Assignments, if any, that call for a signature by the Purchaser and/or its Designated Affiliates, duly executed by the Purchaser and/or such Designated Affiliates, as applicable, and the IP License Agreement, duly executed by the Purchaser;

(vi)          a certificate, dated as of the Closing Date, duly executed by the Purchaser confirming the satisfaction of the conditions specified in Sections 6.2(a) and 6.2(b);

22

(vii)         the Transition Services Agreement, duly executed by the Purchaser;

(viii)        the TBT Supply Agreement, duly executed by the Purchaser;

(ix)           the TOT Supply Agreement, duly executed by the Purchaser;

(x)            the TPP/LPE Supply Agreement, duly executed by the Purchaser; and

(xi)           the Ciba Environmental Indemnity Assignment, duly executed by the Acquired Company.

Section 2.10           Certain Foreign Purchased Assets.

(a)           The Seller shall cause all Purchased Assets currently located in Europe and Asia (other than Included Contracts with any Seller Affiliate other than the Seller, which shall be assigned directly to the Purchaser  at Closing ) (the “Other Purchased Assets”) to be transferred to the Acquired Company prior to the Closing.

(b)           The Seller shall cause the book value of the Other Purchased Assets in the books and records of the Acquired Company immediately after the transfer pursuant to Section 2.10(a) above to be equal to the book value of the Other Purchased Assets as set forth in the books and records of the relevant Seller Affiliates immediately prior to such transfer.

(c)           To the extent that any VAT is payable by the Acquired Company in respect of the transfers to it of the Other Purchased Assets prior to Closing, the Seller shall cause the Acquired Company to pay such VAT upon transfer to the relevant Governmental Authority or the relevant transferor Seller Affiliate for payment to the relevant Government Authority, and the Seller shall thereupon pay or cause to be paid to the Acquired Company at or prior to Closing an amount equal to the aggregate amount of all such VAT payments made by the Acquired Company. Following Closing, the Purchaser shall cause the Acquired Company to reimburse to the Seller, or as the Seller may direct in writing, an amount equal to such VAT payments within five (5) Business Days after the receipt by the Acquired Company of credit or repayment from the applicable Governmental Authority in respect of the relevant VAT.

(d)           All Purchased Assets currently located in Latin America (the “Latin American Purchased Assets”) shall be sold by the Seller or a Seller Affiliate to the Purchaser, except that if the Purchaser instead requests in writing that such Latin American Purchased Assets be assigned to a Purchaser Affiliate, the Seller shall transfer such assets to such Purchaser Affiliate at the Closing or as soon as practicable thereafter. The Purchaser shall take such steps as are necessary to be able to, or to cause a Purchaser Affiliate to be able to, take title to the Latin American Purchased Assets at, or as soon as practicable after, Closing. The parties acknowledge and agree that (i) transfer of title to the Latin American Purchased Assets may not, for reasons of local Law and regulation, occur at the Closing, (ii) any such delay will not affect the Initial Consideration payable at Closing, and (iii) the parties will take such steps as are necessary to transfer title to the Latin American Purchased Assets, to the extent the same is not transferred at Closing, to the Purchaser or its designated Affiliate as soon as practicable after Closing.

23

ARTICLE 3

REPRESENTATIONS AND WARRANTIES OF THE SELLER

The Seller represents and warrants to the Purchaser as follows, except as set forth on the disclosure schedule delivered by the Seller to the Purchaser concurrently with the execution and delivery of this Agreement and dated as of the date of this Agreement (the “Seller Disclosure Schedule”):

Section 3.1             Organization and Good Standing.  Each of the Seller and the Acquired Company is a corporation duly organized, validly existing and in good standing (to the extent such concept is applicable in the relevant jurisdiction) under the Laws of the jurisdiction of its organization, and has all requisite corporate power and authority to conduct its business as presently conducted.

Section 3.2             Authority and Enforceability.

(a)           Upon entry of the Approval Order and subject to it becoming a Final Order, the Seller will have all requisite corporate power and authority to execute and deliver this Agreement and to perform its obligations under this Agreement.  The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated by this Agreement by the Seller have been duly authorized by all necessary corporate action on the part of the Seller.  Upon entry of the Approval Order and subject to it becoming a Final Order, and assuming the due authorization, execution and delivery of this Agreement by the Purchaser, this Agreement will constitute the valid and binding obligation of the Seller, enforceable against the Seller in accordance with its terms, subject to (i) Laws of general application relating to bankruptcy, insolvency and the relief of debtors and (ii) Laws governing specific performance, injunctive relief and other equitable remedies.

(b)           Subject to the entry of the Approval Order and such other authorization as may be required by the Bankruptcy Court and assuming the due authorization, execution and delivery of the Ancillary Agreements by the Purchaser and/or the Designated Affiliates and the other parties thereto, (i) the execution, delivery and performance of each Ancillary Agreement and the consummation of the transactions contemplated thereby by the Seller and the Share Selling Affiliate party thereto have been duly authorized by all necessary corporate action on the part of the Seller and the Share Selling Affiliate and (ii) and at the Closing each Ancillary Agreement to which the Seller or the Share Selling Affiliate is a party will constitute the valid and binding obligation of the Seller or the Share Selling Affiliate that is party thereto, enforceable against the Seller or the Share Selling Affiliate in accordance with its terms, subject to (A) Laws of general application relating to bankruptcy, insolvency and the relief of debtors and (B) Laws governing specific performance, injunctive relief and other equitable remedies.

Section 3.3             No Conflict.  Except as set forth on Section 3.3 of the Seller Disclosure Schedule and subject to entry of the Approval Order, except for the requirements of applicable Antitrust Law, neither the execution, delivery and performance of this Agreement by the Seller and any Ancillary Agreement by the Seller or the Share Selling Affiliate party thereto, nor the consummation by the Seller of the transactions contemplated by this Agreement, will (a) conflict with or violate the certificate of incorporation or bylaws or other applicable charter or organizational documents of the Seller, the Share Selling Affiliate or the Acquired Company, (b) result in a breach or default under, or create in any Person the right to terminate, cancel, accelerate or modify, or require any notice, consent or waiver under, any Material Contract, (c) violate any Law or Judgment applicable to the Seller, the Share Selling Affiliate or the Acquired

24

Company (to the extent it relates exclusively to the Business), the Business or the Purchased Assets, (d) require the Seller, the Share Selling Affiliate or the Acquired Company to obtain any Governmental Authorization or make any filing with any Governmental Authority, or (e) result in the creation of an Encumbrance on any of the Purchased Assets.

Section 3.4             Capitalization and Ownership.

(a)           Section 3.4(a) of the Seller Disclosure Schedule sets forth an accurate and complete list of all the issued and outstanding shares of the capital stock of the Acquired Company. Section 3.4(a) of the Seller Disclosure Schedule includes an up-to-date excerpt from the commercial register and no material filings to the commercial register have been made, or should have been made, that have not been registered. The Shares represent all of the issued and outstanding shares of the capital stock of the Acquired Company.  The Share Selling Affiliate is the sole record holder and beneficial owner of all of the Shares, free and clear of all Encumbrances, in the respective amounts set forth in Section 3.4(a) of the Seller Disclosure Schedule.  Upon payment in full of the Purchase Price, good and valid title to the Shares will pass to the Purchaser (or its Designated Affiliate), free and clear of any Encumbrances, and with no restrictions on the voting rights or other incidents of record and beneficial ownership of such Shares.  All of the Shares are duly authorized, validly issued, fully paid and nonassessable.  There are no Contracts to which the Share Selling Affiliate or any other Person, is a party or bound with respect to the voting (including voting trusts or proxies) of the Shares.  Other than the Shares, there are no outstanding or authorized options, warrants, rights, agreements or commitments to which the Acquired Company is a party or which are binding upon the Acquired Company providing for the issuance or redemption of any shares of the Acquired Company’s capital stock.

(b)           The Acquired Company does not own or have any rights to acquire, directly or indirectly, any capital stock or other equity interests of any Person.

(c)           No bankruptcy, insolvency or dissolution proceedings are applied for, pending or, to the Seller’s Knowledge, threatened with respect to the Acquired Company or the Share Selling Affiliate. Neither the Acquired Company nor the Share Selling Affiliate is required under the Laws of its jurisdiction of organization to file for bankruptcy, insolvency or dissolution.

Section 3.5             Financial Statements.The Seller has made available to the Purchaser copies of the unaudited pro forma statement of net assets and liabilities (the “September ‘09 Net Assets Statement”) of the Business as at September 30, 2009 and the unaudited pro forma consolidated statement of income (the “Income Statement”, together with the September ‘09 Net Assets Statement, the “Financial Statements”) of the Business for the period ended September 30, 2009, in each case prepared in accordance with GAAP as set forth in Section 3.5 of the Seller Disclosure Schedule and consistent with the Calculation Principles.  The Financial Statements were prepared based on the Seller’s normal quarter end closing procedures, which are consistent in all material respects with normal year end closing procedures, other than preparation of footnotes.  The Financial Statements (i) were prepared in accordance with GAAP from the books and records of the Seller and Business and (ii) fairly present, in all material respects, the assets to be sold, the liabilities to be assumed and the revenues and direct expenses of the Business as of the dates and for the periods indicated herein, except as otherwise indicated in the Financial Statements and Calculation Principles.  Notwithstanding any reference in the Financial Statements to the inclusion of certain assets to be sold and liabilities to be transferred, the only assets to be sold are the Purchased Assets and the Shares and only the liabilities to be assumed by the Purchaser are the Assumed Liabilities.

25

There are no material known liabilities, whether actual or contingent, arising out of the Business other than (i) future obligations under the Included Contracts, (ii) liabilities set forth on the Financial Statements or incurred in the ordinary course of the Business since September 30, 2009, (iii) liabilities listed on Section 3.5 of the Seller Disclosure, and (iv) liabilities that, individually or in the aggregate, do not have a Material Adverse Effect.

Section 3.6             Operation of the Business.  Except as set forth on Section 3.6 of the Seller Disclosure Schedule, the Seller has conducted the Business only through the Seller and the Acquired Company and not through any Subsidiary or Affiliate (other than the Acquired Company) of the Seller and no part of the Business is operated by the Seller through any Person other than the Seller and the Acquired Company. Since the date of the Financial Statements, the Seller has operated only in ordinary course of business (other than as impacted by the Bankruptcy) and has not disposed of any material assets set forth in the Financial Statements other than sales of inventory in ordinary course of the Business.

Section 3.7             Absence of Certain Changes and Events.  From the date of the Financial Statements to the date of this Agreement, there has not been any Material Adverse Effect.  Without limiting the generality of the foregoing, since the date of the Financial Statements, there has not been any:

(a)           amendment or authorization of any amendment to the articles of incorporation or bylaws or other applicable charter or organizational documents of the Seller or the Acquired Company in a manner that could be expected to delay or otherwise interfere with the consummation of the transactions contemplated by this Agreement;

(b)           declaration, setting aside or payment of any dividend or other distribution (other than in cash) in respect of the capital stock of the Acquired Company;

(c)           except as set forth on Section 3.7(c) of the Seller Disclosure Schedule, sale, lease, license, pledge or other disposition of, or Encumbrance on, any of the properties or assets of the Acquired Company or the Seller used or held for use in connection with, necessary for or relating to the Business (other than sales of inventory for fair consideration and in the ordinary course of the Business);

(d)           acquisition of any properties or assets that are material to the Business individually or in the aggregate, except purchases of inventory for fair consideration and in the ordinary course of the Business;

(e)           damage to, or destruction or loss of, any of the properties or assets of the Acquired Company or of the Seller used or held for use in connection with, necessary for or relating to the Business with an aggregate value in excess of two hundred and fifty thousand ($250,000), whether or not covered by insurance;

(f)            settlement or compromise with a value in excess of one hundred thousand ($100,000) in connection with any Proceeding involving the Seller and the Acquired Company and arising in connection with the operation of the Business or otherwise relating to the Business, the Purchased Assets or the Assumed Liabilities;

(g)           except as set forth on Section 3.7(g) of the Seller Disclosure Schedule, rejection, termination, expiration or adverse amendment to any Material Contract,

(h)           except as set forth on Section 3.7(h) of the Seller Disclosure Schedule, capital expenditure or other expenditure with respect to property, plant or equipment used in or held for use in connection with, necessary for or relating to the Business in excess of two hundred and fifty thousand ($250,000) individually or one million ($1,000,000) in the aggregate;

26

(i)            change in the Seller’s accounting principles, methods or practices or investment practices in connection with or relating to the Business, including any changes as were necessary to conform with GAAP;

(j)            material acceleration or delay in the payment of accounts payable or other Liabilities or in the collection of notes or accounts receivable in connection with or relating to the Business; or

(k)           agreement by the Seller, whether in writing or otherwise, to do any of the foregoing.

Section 3.8             Personal Property.

(a)           After giving effect to the entry of the Approval Order and subject to it becoming a Final Order, the Seller has good and marketable title to, or in the case of leased assets, valid leasehold interests in, all of the tangible personal property included in the Purchased Assets, and the Acquired Company has good and marketable title to, or in the case of leased assets, valid leasehold interests in, all of their tangible personal property, free and clear of all Encumbrances.

(b)           Except as set forth on Section 3.8 of the Seller Disclosure Schedule, the Purchased Assets and the assets of the Acquired Company, taken as a whole, constitute all of the assets used exclusively in the Business and constitute all of the assets that are necessary to conduct the Business as conducted immediately prior to Closing (except assets sold, cash disposed of, accounts receivable collected, prepaid expenses realized, Contracts fully performed, properties or assets replaced by equivalent or superior properties or assets, in each case in the ordinary course of the Business, employees not to be hired by the Purchaser, the Excluded Assets and any assets to be made available under the Transition Services Agreement).

(c)           Each tangible asset included in the Purchased Assets is in all material respects in satisfactory operating condition and repair, ordinary wear and tear excepted, is suitable for the purposes for which it is being used by the Seller or the Acquired Company and has been maintained in accordance with normal industry practice.

Section 3.9             Real Property.

(a)           Section 3.9(a) of the Seller Disclosure Schedule sets forth an accurate and complete list (by street address and current owner) (i) of all real property in which the Acquired Company has fee title (or equivalent) interest (collectively, the “Acquired Company Real Property”) and (ii) of all Owned Real Property.  Section 3.9(a) of the Seller Disclosure Schedule includes up-to-date excerpts from the land register for each parcel of the Acquired Company Real Property.  After giving effect to the entry of the Approval Order and subject to it becoming a Final Order, the current owner has good and marketable title in fee simple to each parcel of Acquired Company Real Property and each parcel of Owned Real Property, free and clear of any Encumbrance.

(b)           The Seller has no leasehold interest in any real property related to the Business.  Section 3.9(b) of the Seller Disclosure Schedule sets forth an accurate and complete description (by street address of the subject leased real property, the date and term of the lease, the name of the parties thereto and the aggregate annual rent payable thereunder) (i) of all real property that is leased by the Acquired Company (collectively, the “Acquired Company Leased Real Property”).  The Acquired Company holds valid leasehold interests in the Acquired Company Leased Real Property, free and clear of any Encumbrances.  The Seller has made available to the Purchaser complete copies of the

27

leases, together with any amendments thereto, in effect as of the date hereof relating to the Acquired Company Leased Real Property (collectively, the “Leases” and each a “Lease”) and there has not been any sublease or assignment entered into by the Acquired Company in respect of the Leases.  Each Lease is enforceable as to the Acquired Company and, to the Seller’s Knowledge, the other party thereto, in accordance with its terms except to the extent it has previously expired in accordance with its terms and subject to (i) Laws of general application relating to bankruptcy, insolvency and the relief of debtors, and (ii) rules of Law governing specific performance, injunctive relief and other equitable remedies.  All material obligations and conditions under the Leases to be performed to date by the Acquired Company and, to the Seller’s Knowledge, the landlords thereunder have been satisfied.

(c)           Except as set forth on Section 3.9(c) of the Seller Disclosure Schedule, the Seller and the Acquired Company are in peaceful and undisturbed possession of the Real Property, and there are no contractual or legal restrictions or other Encumbrances that preclude or restrict the ability of the Seller and the Acquired Company to use the Real Property for the purposes for which it is currently being used or in order to affect the transactions contemplated by this Agreement.  Neither the Seller nor the Acquired Company has subleased, licensed or otherwise granted to any Person the right to use or occupy any portion of the Real Property, and neither the Seller nor the Acquired Company has received notice, of any claim of any Person to the contrary.

(d)           Use of the Real Property for the various purposes for which it is presently being used is permitted as of right under applicable zoning Laws and is not subject to “permitted non-conforming” use or structure classifications.  The Real Property is supplied with utilities and other services necessary for the operation of the Business and each parcel of Real Property abuts on and has direct vehicular access to an improved public road or access to an improved public road via a permanent, irrevocable appurtenant easement improved with a road benefiting the parcel of Real Property.

Section 3.10           Intellectual Property.  Section 3.10 of the Seller Disclosure Schedule sets forth all registered Purchased Intellectual Property (including registration applications) that the Seller owns or otherwise has the right to use in its operation of the Business and all registered Intellectual Property that the Acquired Company owns or otherwise has the right to use in its operation of the Business as presently conducted (together with all unregistered Intellectual Property that the Acquired Company owns or otherwise has the right to use in its operation of the Business as presently conducted, the “Acquired Company Intellectual Property” and together with the Purchased Intellectual Property, the “Business Intellectual Property Rights”).  To the Seller’s Knowledge, none of the activities or business presently conducted by the Business infringes or violates, or constitutes a misappropriation of, any Intellectual Property rights of any Person.  The Business Intellectual Property Rights are not subject to any Encumbrance (other than an Encumbrance that will be removed and stricken as against the Purchased Assets pursuant to the Approval Order), and are not subject to any restrictions or limitations regarding use or disclosure other than pursuant to a written license agreement set forth on Section 3.10 of the Seller Disclosure Schedule.  Since the date of the Financial Statements, neither the Seller nor the Acquired Company has received written notification from any third party alleging that the Seller or Acquired Company infringes any Intellectual Property of such third party. To the Knowledge of Seller, no third party is infringing, misappropriating or otherwise conflicting with any of the Business Intellectual Property Rights. No compensation claims under any employee invention Laws are pending or, to the Seller’s Knowledge, threatened in respect of the Business Intellectual Property Rights.

28

Section 3.11           Contracts.

(a)           Section 3.11(a) of the Seller Disclosure Schedule sets forth an accurate and complete list as of the date hereof of each written Included Contract to which the Seller is a party and each written Contract to which the Acquired Company is a party, which:

(i)            is for the purchase or sale of materials, supplies, goods, equipment or services that involves the payment by or to the Seller or the Acquired Company of more than two hundred and fifty thousand ($250,000) over the life of the Contract;

(ii)           is for capital expenditures in excess of one hundred thousand ($100,000);

(iii)          is a mortgage, indenture, guarantee, loan or credit agreement, security agreement or other Contract relating to indebtedness for borrowed money, other than accounts receivables and payables in the ordinary course of the Business, and in each case having an outstanding principal amount in excess of one hundred thousand ($100,000);

(iv)          is a material license or other material Contract under which the Seller or the Acquired Company has obtained a license to use the Intellectual Property of another Person (except for any license implied by the sale of a product and perpetual, paid-up licenses for commonly available software programs with a value of less than fifty thousand ($50,000) under which the Seller or the Acquired Company is the licensee);

(v)           is a material employment Contract that is not terminable by the Seller or the Acquired Company without penalty or further payment and without more than sixty (60) days’ notice;

(vi)          is a material contract that provides for the Seller or the Acquired Company to act as a distributor, dealer, sales representative or authorized service Person;

(vii)         is a material Contract that limits or purports to limit the ability of the Business or the Acquired Company to compete in any line of business or with any Person or in any geographic area;

(viii)        is a material Contract between or among the Business (as conducted through the Seller or the Acquired Company, as applicable), on the one hand, and the Seller or the Acquired Company or their respective Affiliates, on the other hand; or

(ix)           is entered into with a Governmental Authority.

The Contracts listed in Section 3.11(a) of the Seller Disclosure Schedule are referred to in this Agreement as the “Material Contracts.”

(b)           The Seller has made available to the Purchaser an accurate and complete copy of each Material Contract.  With respect to each such Material Contract, neither the Seller nor the Acquired Company party to the Material Contract, nor, to the Seller’s Knowledge, any other party to the Material Contract is in material breach or material default under the Material Contract.  Each Material Contract is enforceable as to the Seller or the Acquired Company party thereto and, to the Seller’s Knowledge, the other party thereto, in accordance with its terms except to the extent it has previously expired in accordance with its terms and subject to (i) Laws of general application relating to bankruptcy, insolvency and the relief of debtors, and (ii) rules of Law governing specific performance, injunctive relief and other equitable remedies.

29

(c)           Section 3.11(c) of the Seller Disclosure Schedule sets forth a list of Contracts with third parties relating to the Business which are not Included Contracts because they are shared with other Seller operations, but would have otherwise been considered Material Contracts pursuant to Section 3.11(a).

(d)           Section 3.11(d) of the Seller Disclosure Schedule identifies which Material Contracts require third party consent to assign in accordance with their terms, subject to the provisions of the Bankruptcy Code in respect thereof or, with respect to Material Contracts involving the Acquired Company, require third party consent in connection with a stock transfer or other change of control.

Section 3.12           Tax Matters.

(a)           All material Tax Returns required to be filed by the Seller with respect to the Purchased Assets or by the Acquired Company have been timely filed and all such Tax Returns are true, complete and accurate in all material respects.  All material Taxes due and payable by the Seller with respect to the Purchased Assets, or by the Acquired Company whether or not shown on such Tax Returns, have been paid, except for any payments by the Seller which have been stayed by the filing of the Case under Section 362 of the Bankruptcy Code.  No Governmental Authority has proposed formally in writing to make or has made any material adjustment with respect to Taxes primarily attributable to the Purchased Assets or such Tax Returns of the Acquired Company.  The Acquired Company does not have any Liability for any Tax obligation of any other taxpayer, including any obligation under any Tax sharing agreement.  The Seller has made available to the Purchaser accurate and complete copies of all Tax Returns filed by the Seller with respect to the Purchased Assets and all Tax Returns filed by the Acquired Company for the years ended December 31, 2006, 2007 and 2008, respectively.

(b)           All material Taxes that the Acquired Company is required by Law to withhold or collect, and all material Taxes that the Seller is required by Law to withhold or collect in respect of Taxes primarily relating to the Purchased Assets, have been properly withheld or collected, and, to the extent required by applicable Law, have been paid over to the proper Governmental Authority.

(c)           No audits or other Proceedings are pending or being conducted, nor has the Seller or the Acquired Company received any written notice from any Governmental Authority that any such audit or other Proceeding is pending or, to the Seller’s Knowledge, threatened in any case with respect to Taxes attributable to the Purchased Assets or the Acquired Company.  Neither the Seller nor the Acquired Company has waived any statute of limitations with respect to Taxes or agreed to an extension of time with respect to a Tax assessment or deficiency in any case with respect to Taxes attributable to the Purchased Assets or the Acquired Company, which waiver or extension of time is currently outstanding.

(d)           The Acquired Company (i) is a disregarded entity for U.S. federal income Tax purposes, (ii) is not, and has never been, a passive foreign investment company within the meaning of Section 1296 of the Code, and (iii) is not, and has never been, engaged in the conduct of a trade or business within the United States within the meaning of Section 864(b) of the Code.

(e)           This Section 3.12 constitutes the sole and exclusive representations and warranties of the Seller with respect to any matters relating to Taxes.

30

Section 3.13           Employee Benefit Matters.

(a)           Section 3.13(a) of the Seller Disclosure Schedule sets forth an accurate and complete list of all Seller Plans.

(b)           The Seller has made available to the Purchaser an accurate written summary of each Seller Plan.

(c)           No Proceeding with respect to the administration or the investment of the assets of any Seller Plan (other than routine claims for benefits) is pending or, the Seller’s Knowledge, threatened.  All contributions, including all social security contributions, required to be made by the Seller or the Acquired Company to each Seller Plan under the terms of such Seller Plan or applicable Law have been timely made.  Each Seller Plan materially complies and is operated in accordance with the requirements of applicable Law.

(d)           Section 3.13(d) of the Seller Disclosure Schedule sets forth an accurate and complete list of: (i) any employment, severance and change of control agreement with any executive officer or other senior managerial employee of the Acquired Company (A) the benefits of which are contingent upon the occurrence of a transaction involving the Acquired Company of the nature of the transactions contemplated by this Agreement (either alone or upon termination of employment following such transactions), or (B) providing any guarantee of employment or compensation; and (ii) any agreement or plan binding upon the Acquired Company, including, any Seller Plan, any of the benefits of which will be increased, or the vesting of the benefits of which will be accelerated, by the consummation of the transactions contemplated by this Agreement (either alone or upon the termination of employment following such transactions).

(e)           Each Seller Plan that intended to be tax-qualified under Code Section 401(a) has received a favorable determination or opinion letter from the IRS that it is qualified under Code Section 401(a)  and that its related trust is exempt from federal income Tax under Section 501(a) of the Code.  To Seller’s Knowledge, no event has occurred or circumstance exists that could reasonably be expected to give rise to disqualification or loss of Tax-exempt status of any such Seller Plan or trust.

(f)            With respect to the Chemtura Corporation Retirement Plan, the Seller has made available to the Purchaser correct and complete copies of the two (2) most recent annual valuations as certified by Seller’s actuaries and the certified financial audit prepared for the most recently filed Form 5500 annual return/report by the auditors of such plan.

(g)           This Section 3.13 constitutes the sole and exclusive representations and warranties of the Seller with respect to any matters relating to employee benefits.

Section 3.14           Employment and Labor Matters.

(a)           Section 3.14(a) of the Seller Disclosure Schedule sets forth an accurate and complete list of all Employees and Acquired Company Employees as of the date of this Agreement, along with the position of such Persons.

(b)           Except as set forth on Section 3.14(b) of the Seller Disclosure Schedule, neither the Seller nor the Acquired Company is a party to or bound by any collective bargaining agreement applicable to, and, to the Seller’s Knowledge, no petition has been filed or Proceedings instituted by, any Employee or Acquired Company Employee or group of Employees or Acquired Company Employees with any labor relations board seeking recognition of a bargaining representative.  The Acquired Company has a works

31

council. There is no organizational effort currently being made or, to the Seller’s Knowledge, threatened by or on behalf of any labor union to organize any Employees or Acquired Company Employees.  There is no labor strike, picketing, slowdown, lockout, employee grievance process or other work stoppage or labor dispute pending or, to the Seller’s Knowledge, threatened between the Seller or the Acquired Company, on the one hand, and any of its Employees or Acquired Company Employees, on the other hand, except for such disputes with individual Employees or Acquired Company Employees arising in the ordinary course of the Business.  The Seller and the Acquired Company are in compliance with all applicable Laws pertaining to the employment of their Employees and Acquired Company Employees, including all such Laws relating to fair employment practices, equal employment opportunities, prohibited discrimination and other similar employment activities, except where the failure to so comply would not have a Material Adverse Effect.

(c)           There is no Proceeding pending or, to the Seller’s Knowledge, threatened against or affecting the Seller or the Acquired Company relating to the alleged violation by the  Seller or the Acquired Company (or their directors or officers) of any Law pertaining to labor relations or employment matters in connection with the Business.  There has within the two (2) years prior to the date of this Agreement been no complaint, claim or charge of discrimination filed or, to the Seller’s Knowledge, threatened, against any member of the Seller Group with the Equal Employment Opportunity Commission or any other Governmental Authority in connection with the Business.

(d)           Since December 31, 2008, the Seller has not implemented any plant closing or layoff of employees in connection with the Business that could implicate the WARN Act or similar legislation in other jurisdictions of the Business.

(e)           Except as set forth on Section 3.14(e) of the Seller Disclosure Schedule, all the Employees of the Business are employees “at-will” and no Employee is employed pursuant to a written employment agreement.

(f)            This Section 3.14 constitutes the sole and exclusive representations and warranties of the Seller with respect to any matters relating to employment and labor matters.

Section 3.15           Environmental, Health and Safety Matters.

(a)           With respect to the Business, the Purchased Assets and the Owned Real Property, except as set forth on Section 3.15(a) of the Seller Disclosure Schedule: (i) to the Seller’s Knowledge, the Seller is in material compliance with all applicable Environmental Laws and all Governmental Authorizations required of the Seller under Environmental Laws (“Environmental Authorizations”) to conduct the Business as presently conducted including the obligations imposed on the Business under Regulation (EC) 1907/2006 governing the registration of chemicals in the European Union; (ii) the Seller has not received any written notice stating that the conduct of the Business or the condition of any Owned Real Property or Purchased Assets is or may be currently in violation of any Environmental Law or that Seller may have a liability under Environmental Laws with respect to the Business, the Purchased Assets, or the Owned Real Property; (iii) no Proceeding is pending or, to the Seller’s Knowledge, threatened against the Seller that alleges a violation by or Liability of the Seller under any applicable Environmental Laws or Environmental  Authorizations; (iv) to the Seller’s Knowledge, there have been no Releases at, to, from, in, on, to or under the Purchased Assets or Owned Real Property in violation of Environmental Laws or Environmental Authorizations or that could reasonably be expected to result in Liability under Environmental Laws; (v) the Seller holds all Environmental

32

Authorizations required to be held by the Seller in connection with the Business, the Purchased Assets and the Owned Real Property; and (vi) Section 3.15(a)(vi) of the Seller Disclosure Schedule sets forth an accurate and complete list of all Environmental Authorizations held by the Seller in connection with the Business, the Purchased Assets and the Owned Real Property.

(b)           Except as set forth on Section 3.15(b) of the Seller Disclosure Schedule: (i) to the Seller’s Knowledge, the Acquired Company is in material compliance with all applicable Environmental Laws and all Environmental Authorizations; (ii) neither the Seller nor the Acquired Company has received any written notice stating that the Acquired Company is or may be currently in violation of or have a Liability under any Environmental Law; (iii) no Proceeding is pending or, to the Seller’s Knowledge or the Knowledge of the Acquired Company, threatened against the Acquired Company that alleges a violation by or Liability of the Acquired Company under any applicable Environmental Laws or Environmental  Authorizations; (iv) to the Seller’s Knowledge or the Knowledge of the Acquired Company, there have been no Releases at, to, from, in, on, to or under the Acquired Company Real Property or Acquired Company Leased Property in violation of Environmental Laws or Environmental Authorizations or that could reasonably be expected to result in Liability under Environmental Laws; (v) the Acquired Company holds all Environmental Authorizations required to be held by the Acquired Company; and (vi) Section 3.15(b)(vi) of the Seller Disclosure Schedule sets forth an accurate and complete list of all Environmental Authorizations held by the Acquired Company.

(c)           This Section 3.15 constitutes the sole and exclusive representations and warranties of the Seller with respect to any matters relating to Environmental Laws.

Section 3.16           Governmental Authorizations.   The Seller and the Acquired Company have all material Governmental Authorizations that are necessary for them to conduct the Business in the manner in which it is presently conducted.  The Seller and the Acquired Company are in compliance in all material respects with all material Governmental Authorizations that are necessary for them to conduct the Business in the manner in which it is presently conducted.  The Seller and the Acquired Company have not received any public grants or subsidies from any Governmental Authority, and there are no public grants or subsidies that are repayable by the Acquired Company to any Governmental Authority.

Section 3.17           Compliance with Laws.

(a)           Except as set forth on Section 3.17(a) of the Seller Disclosure Schedule, the Seller and the Acquired Company, and the conduct of the Business by the Seller and the Acquired Company, are in material compliance with all Laws applicable to the conduct of the Business or the ownership or use of the Purchased Assets or the assets of the Acquired Company. Neither the Seller nor the Acquired Company has received at any time since December 31, 2006 any notice or other communication from any Governmental Authority or any other Person regarding any actual, alleged or potential violation of, or failure to comply with, any applicable Law, Judgment or Governmental Authorization, or any actual or threatened revocation, withdrawal, suspension, cancellation, termination or modification of any Governmental Authorization in connection with the conduct of the Business or the ownership or use of any of its properties or assets used or held for use in connection with, necessary for or relating to the Business.

(b)           Section 3.17(b) of the Seller Disclosure Schedule sets forth an accurate and complete list of all material Judgments to which the Business, any of the properties or assets used or held for use in connection with, necessary for or relating to the

33

Business, or the Acquired Company or the Seller in connection with the Business is or has been subject within the three (3) years prior to the date of this Agreement.

Section 3.18           Permits.  Section 3.18 of the Seller Disclosure Schedule sets forth a complete list of all material permits and all pending applications therefore obtained by the Seller in connection with the operation of the Business or the Purchased Assets.  As of the date of this Agreement, each such permit is valid and in full force and effect, and is not subject to any pending or, to the Knowledge of the Seller, threatened administrative or judicial proceeding to revoke, cancel, suspend or declare such permit invalid in any respect.

Section 3.19           Legal Proceedings.  Section 3.19 of the Seller Disclosure Schedule sets forth a complete list of all outstanding Proceedings against the Seller or any Affiliate of the Seller relating to the Business or the Acquired Company.  There is no Proceeding pending or, to the Seller’s Knowledge, threatened against the Acquired Company or against the Seller with respect to the Business or any Purchased Asset that, if adversely determined, would have a Material Adverse Effect.

Section 3.20           Insurance.  The Acquired Company maintains, and through the Closing will continue to maintain, in full force and effect, policies of insurance against fire, theft and other casualties, and covering such other Liabilities and business risks and properties of the Acquired Company.  A list and brief description of such policies, including the policy number, the coverage, names of insurance carrier, principal amount or limit, annual premium and date of expiration of each policy is set forth in Section 3.20 of the Seller Disclosure Schedule.

Section 3.21           Brokers Fees.  None of the Seller, any Affiliate of the Seller or the Acquired Company has incurred any Liability to pay any fees or commissions to any broker, finder or agent in connection with any of the transactions contemplated by this Agreement for which the Purchaser would become liable or obligated.

Section 3.22           REACH.  Section 3.22 of the Seller Disclosure Schedule sets forth a complete and accurate list of all of chemical substances that (a) the Seller in respect of the Business and (b) the Acquired Company, have pre-registered under Regulation (EC) 1907/2006 governing the registration of chemicals in the European Union (the “Regulation”).  Each of the Seller and the Acquired Company has pre-registered by the due date any substance which is placed on the market in the European Union and comprises or is incorporated in products manufactured by the Business and which falls within the definition of a “phase in substance” under the Regulation.

Section 3.23           Disclaimer of Other Representations and Warranties.  The representations and warranties set forth in this Article 3 are the only representations and warranties made by the Seller with respect to the Business, the Purchased Assets, the Assumed Liabilities, the Shares, the Acquired Company or any other matter relating to the transactions contemplated by this Agreement.  Except as specifically set forth in this Article 3, (a) the Seller is selling the Purchased Assets and the Shares to the Purchaser “as is” and “where is” and with all faults, and makes no warranty, express or implied, as to any matter whatsoever relating to the Business, the Purchased Assets, the Assumed Liabilities, the Shares, the Acquired Company or any other matter relating to the transactions contemplated by this Agreement including as to (i) merchantability or fitness for any particular use or purpose, (ii) the operation of the Business by the Purchaser after the Closing in any manner or (iii) the probable success or profitability of the Business after the Closing, and (b) none of the Seller, the Acquired Company, any of their Affiliates, or any of their respective officers, directors, employees, agents, representatives or stockholders will have, or will be subject to, any Liability or indemnification obligation to the Purchaser or any other Person resulting from the distribution to the Purchaser or its Affiliates or representatives of, or the Purchaser’s use of, any information relating to the Business, the

34

Acquired Company or any other matter relating to the transactions contemplated by this Agreement, including any descriptive memoranda, summary business descriptions or any information, documents or material made available to the Purchaser or its Affiliates or representatives, whether orally or in writing, in certain “data rooms,” management presentations, functional “break-out” discussions, responses to questions submitted on behalf of the Purchaser or in any other form in expectation of the transactions contemplated by this Agreement.

ARTICLE 4
REPRESENTATIONS AND WARRANTIES OF THE PURCHASER

The Purchaser represents and warrants to the Seller as follows:

Section 4.1             Organization and Good Standing.  The Purchaser and any Designated Affiliate is a corporation or other legal entity duly organized, validly existing and in good standing under the Laws of its jurisdiction of organization, and has all requisite corporate power and authority to conduct its business as it is presently conducted.

Section 4.2             Authority and Enforceability.  The Purchaser has all requisite corporate power and authority to execute and deliver this Agreement and the Purchaser and any Designated Affiliate have all requisite corporate power and authority to execute and deliver each Ancillary Agreement to which it is a party and to perform its respective obligations under this Agreement and each such Ancillary Agreement.  The execution, delivery and performance of this Agreement and each Ancillary Agreement to which the Purchaser and any Designated Affiliate is a party and the consummation of the transactions contemplated hereby and thereby have been duly authorized by all necessary action on the part of the Purchaser and such Designated Affiliate party thereto.  The Purchaser has duly and validly executed and delivered this Agreement and, on or prior to the Closing, the Purchaser and any Designated Affiliate will have duly and validly executed and delivered each Ancillary Agreement to which it is a party.  Assuming the due authorization, execution and delivery of this Agreement and the Ancillary Agreements by the Seller and the other parties thereto, this Agreement constitutes, and at the Closing each Ancillary Agreement to which the Purchaser or any Designated Affiliate is a party will constitute, the valid and binding obligation of the Purchaser and any Designated Affiliate, enforceable against the Purchaser and any Designated Affiliate in accordance with its terms, subject to (a) Laws of general application relating to bankruptcy, insolvency and the relief of debtors and (b) Laws governing specific performance, injunctive relief and other equitable remedies.

Section 4.3             No Conflict.  Upon entry of the Approval Order and subject to it becoming a Final Order, except for the requirements of applicable Antitrust Laws, and except in any case that would not have a material adverse effect on the ability of the Purchaser to perform its obligations under this Agreement or on the ability of the Purchaser to consummate the transactions contemplated by this Agreement, neither the execution, delivery and performance by the Purchaser of this Agreement and by the Purchaser or any Designated Affiliate of any Ancillary Agreement to which the Purchaser or any Designated Affiliate is a party, nor the consummation by the Purchaser or any Designated Affiliate of the transactions contemplated by this Agreement, will (a) conflict with or violate the certificate of incorporation, bylaws or other applicable charter or organizational documents of the Purchaser or any Designated Affiliate, (b) result in a breach or default under or create in any Person the right terminate, cancel, accelerate or modify, or require any notice, consent or waiver under, any Contract to which the Purchaser or any Designated Affiliate is a party or by which the Purchaser or any Designated Affiliate is bound, in any case with or without due notice or lapse of time or both, (c) result in the imposition of any lien or other encumbrance on any of the assets of the Purchaser or any Designated Affiliate, (d) violate any Law or Judgment applicable to the Purchaser or any Designated Affiliate

35

or (e) require the Purchaser or any Designated Affiliate to obtain any Governmental Authorization or make any filing with any Governmental Authority.

Section 4.4             Legal Proceedings.  There is no Proceeding pending or, to the Purchaser’s knowledge, threatened against the Purchaser or any Designated Affiliate that questions or challenges the validity of this Agreement or that may prevent, delay, make illegal or otherwise interfere with the ability of the Purchaser or any Designated Affiliate to consummate any of the transactions contemplated by this Agreement.

Section 4.5             Investment Intent.  The Purchaser and any Designated Affiliate are acquiring the Shares for the Purchaser’s and the Designated Affiliate’s own account and investment purposes and are not acquiring the Shares with a view to, or for sale in connection with, any distribution thereof within the meaning of any securities Laws.

Section 4.6             Brokers Fees.  Neither the Purchaser nor any Designated Affiliate nor any Person acting on their behalf has incurred any Liability to pay any fees or commissions to any broker, finder or agent in connection with any of the transactions contemplated by this Agreement.

Section 4.7             Financial Capacity.   The Purchaser has immediately available cash in an amount sufficient to pay the Purchase Price or, if some or all of the Purchase Price will be obtained from external financing sources, the Purchaser has delivered to the Seller executed commitments, including bridge commitments (collectively, the “Commitment Letters”), if necessary, for all such funds, in form and substance satisfactory to the Seller, and the Purchaser will have available as of the Closing Date (either from its immediately available cash or from the financing contemplated by the Commitment Letters, or a combination thereof) funds sufficient to pay the Purchase Price.  The Purchaser knows of no circumstance or condition that it expects will prevent the availability at the Closing of the requisite financing to consummate the transactions contemplated by this Agreement on the terms set forth in this Agreement.

Section 4.8             Independent Investigation.  The Purchaser has conducted its own independent investigation, review and analysis of the business, operations, assets, liabilities, results of operations, financial condition and prospects of the Business and the Acquired Company as it has deemed appropriate, which investigation, review and analysis was done by the Purchaser and its Affiliates and representatives.  The Purchaser hereby acknowledges and agrees that (a) other than the representations and warranties set forth in Article 3, none of the Seller, the Share Selling Affiliate, the Acquired Company, any of their Affiliates, or any of their respective officers, directors, employees, agents, representatives or stockholders make or have made any representation or warranty, express or implied, at law or in equity, as to any matter whatsoever relating to the Business, the Purchased Assets, the Assumed Liabilities, the Shares, the Acquired Company or any other matter relating to the transactions contemplated by this Agreement including as to (i) merchantability or fitness for any particular use or purpose, (ii) the operation of the Business by the Purchaser after the Closing in any manner or (iii) the probable success or profitability of the Business after the Closing, and (b) none of the Seller, the Share Selling Affiliate, the Acquired Company, any of their Affiliates, or any of their respective officers, directors, employees, agents, representatives or stockholders will have or will be subject to any Liability or indemnification obligation to the Purchaser or any other Person resulting from the distribution to the Purchaser or its Affiliates or representatives of, or the Purchaser’s use of, any information relating to the Business, the Acquired Company or any other matter relating to the transactions contemplated by this Agreement, including any descriptive memoranda, summary business descriptions or any information, documents or material made available to the Purchaser or its Affiliates or representatives, whether orally or in writing, in certain “data rooms,” management presentations, functional “break-out” discussions, responses to questions submitted

36

on behalf of the Purchaser or in any other form in expectation of the transactions contemplated by this Agreement.

ARTICLE 5

COVENANTS

Section 5.1             Access and Investigation.

(a)           Until the Closing and upon reasonable advance notice from the Purchaser, the Seller will, and will cause the Acquired Company to, allow the Purchaser and its representatives reasonable access during normal business hours and without unreasonable interference with the operation of the Business to (a) such materials and information about the Business and the properties of the Business and the Acquired Company as the Purchaser may reasonably request and (b) specified members of management of the Business as the parties may reasonably agree. The foregoing covenant will not require the Seller to provide the Purchaser or its representatives with access to any document or other communication that the Seller believes in good faith may be subject to any contractual confidentiality obligation or that may be covered by any attorney-client, work product or similar legal privilege or to permit the Purchaser or its representatives to conduct any Phase II or other invasive environmental testing procedures, including conducting soil, ground water, air emissions or other testing relating to any of the assets, property or facilities of the Seller or the Acquired Company.

(b)           Without the prior written consent of the Seller, which may be withheld for any reason or no reason, the Purchaser shall not contact any suppliers to, or customers of, the Business or any Employees or Acquired Company Employees in connection with or pertaining to any subject matter of this Agreement or the Ancillary Agreements.

Section 5.2             Operation of the Business.

Unless otherwise ordered by the Bankruptcy Court sua sponte or on motion by a third party, and provided that no provision of this Section 5.2 shall require the Seller to make any payment to any of its creditors with respect to any amount owed to such creditors on the Petition Date or which would otherwise violate the Bankruptcy Code, until the Closing, except as otherwise set forth in this Agreement or the Seller Disclosure Schedule or as otherwise consented to by the Purchaser (which consent will not be unreasonably withheld, conditioned or delayed), the Seller will, and will cause the Acquired Company to:

(a)           conduct the Business in the ordinary course of the Business in all material respects, taking into account that the Seller is in bankruptcy proceedings and use its commercially reasonable efforts to keep available the services of the Employees and Acquired Company Employees and to preserve the Business’ relationships with its customers and others doing business with it;

(b)           not amend the articles of incorporation or bylaws or other applicable charter or organizational documents of the Acquired Company;

(c)           not issue, sell or pledge additional shares of the capital stock of the Acquired Company or securities convertible into any such shares, or any options, warrants or rights to acquire any such shares or other convertible securities;

(d)           not purchase, redeem or otherwise acquire any outstanding shares of the capital stock of the Acquired Company;

(e)           not declare, set aside or pay any dividend or other distribution in respect of the capital stock of the Acquired Company, other than in cash;

37

(f)            not incur any indebtedness for borrowed money of the Acquired Company or that constitutes an Assumed Liability, in either case in amounts in excess of one hundred thousand ($100,000) individually or five hundred thousand ($500,000) in the aggregate;

(g)           not reject, terminate, permit to expire (to the extent the Seller is able to prevent such expiration by giving notice to renew to the relevant counterparty) or adversely amend any Material Contract;

(h)           not settle or compromise with a value in excess of one hundred thousand ($100,000) in connection with any Proceeding involving the Seller or arising in connection with the operation of the Business or otherwise relating to the Business, the Purchased Assets or the Assumed Liabilities;

(i)            except as set forth on Schedule 5.2(i), not incur any capital expenditure or other expenditure with respect to property, plant or equipment used in or held for use in connection with, necessary for or relating the Business in excess of two hundred and fifty thousand ($250,000) individually or one million ($1,000,000) in the aggregate;

(j)            not waive or release any right or claim of a material value to the Business other than in the ordinary course of the Business;

(k)           not sell, lease, license, pledge or otherwise dispose of, or permit any Encumbrance on, any of the properties or assets of the Acquired Company or the Seller used or held for use in connection with, necessary for or relating to the Business (other than sales of inventory for fair consideration and in the ordinary course of the Business);

(l)            not (i) acquire, by merger or consolidation with, or by purchase of all or a substantial portion of the assets or stock of, or by any other manner, any business or entity, by the Acquired Company or which would constitute a Purchased Asset or Assumed Liability, or (ii) enter into any joint venture, partnership or other similar arrangement for the conduct of the Business;

(m)          not materially change the remuneration or terms of employment of any Employee or Acquired Company Employee other than (A) in the ordinary course of the Business, (B) as required by Law or (C) for retention, incentive and similar payments relating to the consummation of the transactions contemplated by this Agreement that will be paid by the Seller prior to or on the Closing Date;

(n)                not make, revoke or change any Tax election, adopt or change any Tax accounting method or period, file any amended Tax Return or settle any Tax claim or assessment, in each case with respect to the Acquired Company or the Business, that, individually or in the aggregate, are material to the Acquired Company or the Business;

(o)                not change the Seller’s accounting principles, methods or practices or investment practices in connection with or relating to the Business, other than changes that are necessary to conform with GAAP or, in the case of the Acquired Company, German generally accepted accounting principles;

(p)                not take any action to accelerate the payment of accounts receivable or delay the billing or payment of accounts payable, outside of the ordinary course of business consistent with past practice;

(q)           not effect any material change in the practices of (i) ordering supplies and raw materials or (ii) manufacturing work in process or finished goods Inventory beyond the normal requirements of the Business to meet ordinary customer demands taking into account current Inventory levels for such product; provided, however,

38

that if the Seller determines in good faith that it is in the best interest of the Business to make such change prior to the Closing, the Seller shall so notify the Purchaser in writing prior to making such change and the Purchaser shall not unreasonably withhold or delay its consent for these purposes; or

(r)            not agree in writing to take any of the action or actions prohibited by any of the foregoing clauses (b) through (q).

Section 5.3             Bankruptcy Actions.

(a)           Prior to or within five (5) Business Days after the execution of this Agreement, the Seller shall file with the Bankruptcy Court a motion (the “Sale Motion”) seeking, among other things, entry of (i) an order approving (A) the bidding protections described and/or set forth in Section 7.2 of this Agreement or otherwise set forth in the Sale Motion, and (B) certain bidding procedures for alternative offers for the Shares and Purchased Assets, which proposed order shall be substantially in the form of Exhibit K hereto (the “Bidding Procedures Order”), and (ii) an order approving this Agreement and the transactions contemplated thereby (including the sale of the Purchased Assets to the Purchaser free and clear of all Encumbrances) should the purchase offer made by this Agreement constitute the highest and best offer for the Shares and Purchased Assets pursuant to the Bidding Procedures Order, which order shall be substantially in the form of Exhibit L hereto (the “Approval Order”); provided, however, that the Bidding Procedures Order and the Approval Order may include changes and amendments as agreed to by the Seller and the Purchaser.

(b)           The Seller shall provide Purchaser with advance drafts of all Bankruptcy Court filings relating to the Sale Motion and shall comply with the notice requirements set forth in the Bidding Procedures Order for providing notice of the entry of the Bidding Procedures Order and the hearing on the Approval Order.  The Seller shall promptly provide the Purchaser with copies of all communications from the Bankruptcy Court or third parties relating to the Sale Motion..

(c)           The Purchaser shall use its reasonable best efforts to assist the Seller in obtaining entry of the Bankruptcy Court Orders, including providing testimony as required at any hearing before the Bankruptcy Court.

Section 5.4             Exclusivity; No Solicitation of Transactions.

(a)           The Seller represents that, other than the transactions contemplated by this Agreement, neither the Seller nor any of its Affiliates is party to or bound by any agreement with respect to a possible merger, sale, restructuring, refinancing or other disposition of all or any material part of the Business or the Purchased Assets or the Shares.

(b)           Prior to the entry of the Bidding Procedures Order on the Bankruptcy Courts docket, the Seller agrees that it shall not (i) execute an agreement with respect to an Alternative Transaction or (ii) except as provided in this Agreement, seek or support Bankruptcy Court approval of a motion or order inconsistent in any material respect with the transactions contemplated in this Agreement.  The Seller agrees that it shall not, and shall cause its Affiliates not to, directly or indirectly, through any officer director, employee, agent, professional or advisor, solicit any bid with respect to an Alternative Transaction or participate in any negotiations or discussions with respect to any Alternative Transaction except as contemplated by the Bidding Procedures Order; provided, however, that nothing herein shall preclude the Seller from taking any action in the Case seeking to sell, pursuant to the process contemplated by the Bidding Procedures Order, the Purchased Assets.

39

(c)           Purchaser acknowledges that the Seller will solicit bids from other prospective purchasers for the sale of the Purchased Assets, on terms and conditions substantially the same in all respects to this Agreement and in accordance with the procedures set forth in the proposed Bidding Procedures Order prior to entry thereof on the Bankruptcy Court’s docket, or pursuant to the Bidding Procedures Order after entry thereof on the Bankruptcy Court’s docket.  For the avoidance of doubt, prior to the entry of the Bidding Procedures Order on the Bankruptcy Court’s docket, the Seller shall not execute an agreement with respect to an Alternative Transaction.

Section 5.5             Consents and Filings.

(a)           Subject to the terms and conditions of this Agreement, and except with respect to approval by the Bankruptcy Court, each of the parties will use their respective commercially reasonable efforts (i) to take promptly, or cause to be taken, all actions, and to do promptly, or cause to be done, all things necessary, proper or advisable to consummate and make effective the transactions contemplated by this Agreement and (ii) as promptly as practicable after the date of this Agreement, to obtain all Governmental Authorizations (including Environmental Authorizations) from, and make all filings with, all Governmental Authorities (including any other national antitrust authorities with mandatory pre-merger filing requirements that are deemed by the Seller and the Purchaser, after consulting with one another, to be applicable to the transactions contemplated by this Agreement (each “Governmental Antitrust Authority”)), and to obtain all other consents, waivers, approvals and other authorizations from, all other third parties, that are necessary or advisable in connection with the authorization, execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement.

(b)           The Seller and the Purchaser agree to file with the applicable Governmental Antitrust Authority, as soon as reasonably practicable following the date of this Agreement, any filings or similar information submissions required under applicable antitrust or other competition Laws of jurisdictions outside of the United States of America, including the Federal Republic of Germany.  Notwithstanding the foregoing, the Purchaser will be solely responsible for all filing fees due under the HSR Act and any non-US applicable Laws in connection with the filings described above and neither the Seller nor any of its Affiliates will have any Liability with respect to the payment of such filing fees.

(c)           The Seller and the Purchaser will promptly notify the other of any communication it or any of its Affiliates receives from any Governmental Antitrust Authority relating to the transactions contemplated by this Agreement, and will permit the other party to review in advance any proposed communication by such party to any Governmental Antitrust Authority.  Neither party will agree to participate in any meeting with any Governmental Antitrust Authority in respect of any filings, investigation or other inquiry unless it consults with the other party in advance and, to the extent permitted by such Governmental Antitrust Authority, gives the other party the opportunity to attend and participate at such meeting.  The Seller and the Purchaser will coordinate and cooperate fully with each other in exchanging such information and providing such assistance as the other party may reasonably request in connection with the foregoing and in seeking early termination of any applicable waiting periods including under the HSR Act.  The Seller and the Purchaser will provide each other with copies of all correspondence, filings or communications between them or any of their representatives, on the one hand, and any Governmental Antitrust Authority or members of its staff, on the other hand, with respect to this Agreement and the transactions contemplated by this Agreement.

40

Section 5.6             Supplements to Disclosure Schedules.   The Seller shall promptly, from time to time prior to the Closing by written notice to the Purchaser, supplement the Seller Disclosure Schedule or add a schedule to the Seller Disclosure Schedule (such added schedule to be deemed a supplement hereunder) in order to disclose any matter which, if occurring prior to the date of this Agreement, would have been required to be set forth or described in the Seller Disclosure Schedule or to correct any inaccuracy or breach in the representations and warranties made by the Seller in this Agreement.  Subject to this Section 5.6, none of such supplements to the Seller Disclosure Schedule will be deemed to cure the representations and warranties to which such matters relate with respect to satisfaction of the conditions set forth in Section 6.1(a) or otherwise affect any other term or condition contained in this Agreement; provided, however, that unless the Purchaser will have delivered a notice of termination with respect to such matter as contemplated by Section 7.1(b) (to the extent the Purchaser is entitled to deliver such notice pursuant to Section 7.1(b)) within fifteen (15) Business Days of the receipt by the Purchaser of any supplement to the Seller Disclosure Schedule pursuant to this Section 5.6, then the Purchaser will have waived any and all rights to terminate this Agreement pursuant to Section 7.1(b) or otherwise arising out of or relating to the contents of such supplement and the resulting breach or breaches of the representations and warranties and the Purchaser will be deemed to have accepted the contents of such supplement for all purposes of this Agreement.

Section 5.7             Assignment of Contracts; Cure of Defaults.

(a)           The Seller and the Purchaser shall use commercially reasonable efforts to have included in the Approval Order an authorization for the Seller to assume the Included Contracts and assign to the Purchaser all Included Contracts.

(b)           Subject to entry of the Approval Order and it becoming a Final Order, at the Closing the Purchaser shall at its expense cure any and all Cure Costs with respect to the Included Contracts that will be transferred to the Purchaser at Closing as and in the amounts required by the Bankruptcy Court to assume and assign the Included Contracts under Section 365 of the Bankruptcy Code; provided, however, that, notwithstanding the foregoing, the Purchaser shall be responsible for such cure whether such defaults occur or arise prior to or after commencement of the Case.

Section 5.8             Financing.   Notwithstanding anything contained in this Agreement to the contrary, the Purchaser expressly acknowledges and agrees that the Purchaser’s obligations under this Agreement are not conditioned in any manner whatsoever upon the Purchaser or any Designated Affiliate obtaining any financing.  The Purchaser will keep the Seller apprised of all developments or changes relating to the financing contemplated by the Commitment Letters.  In the event that the Commitment Letters cease to be in full force and effect at any time or the lenders party thereto indicate any unwillingness to provide the financing contemplated thereby, or for any reason the Purchaser otherwise no longer believes in good faith that it or any Designated Affiliate will be able to obtain the financing contemplated thereby, then the Purchaser will promptly notify the Seller and use best efforts to obtain replacement financing arrangements or commitment letters as soon as reasonably practicable.  The Purchaser will not, and will not permit any of its Subsidiaries or Affiliates to, without the prior written consent of the Seller, take any action or enter into any transaction, including any merger, acquisition, joint venture, lease or other Contract or debt or equity financing that would reasonably be expected to impair, delay or prevent the financing contemplated by the Commitment Letters.

Section 5.9             Confidentiality.

(a)           The parties agree to continue to abide by that certain Confidentiality Agreement between the Seller and the Purchaser dated August 12, 2009 (the “Confidentiality Agreement”), which will survive until the Closing, at which time the

41

Confidentiality Agreement will terminate; provided, however, that if this Agreement is, for any reason, terminated prior to the Closing, the Confidentiality Agreement will continue in full force and effect in accordance with its terms; provided, further, that the Confidentiality Agreement shall not apply to the Seller’s obligations under Section 5.3 of this Agreement and any ancillary actions necessary to effectuate the transaction contemplated in this Agreement.

(b)           After the Closing, the Seller will, and will cause its Affiliates to, hold in confidence, unless compelled to disclose by judicial or administrative process or by other requirements of Law, all non-public documents and information to the extent relating to the Business (the “Business Information”), except to the extent that such Business Information (i) must be disclosed in connection with the obligations of the Seller or its Affiliates pursuant to this Agreement and the Ancillary Agreements, (ii) can be shown to have been in the public domain through no fault of the Seller or any of its Affiliates or (iii) was later lawfully acquired by the Seller or any of its Affiliates from sources other than those related to its prior ownership of the Business.  Notwithstanding the foregoing, in no event will this Section 5.9(b) limit or otherwise restrict the right of the Seller or any of its Affiliates to disclose such Business Information (w) to its and its Affiliates’ respective directors, officers, employees, agents and advisors to the extent reasonably required to facilitate the negotiation, execution, delivery or performance of this Agreement and the Ancillary Agreements, (x) to any Governmental Authority or arbitrator to the extent reasonably required in connection with any Proceeding, (y) in connection with its indemnification obligations under this Agreement, including the defense of any Third Party Claim, and (z) as permitted in accordance with Section 5.10.

(c)           After the Closing, the Purchaser will, and will cause its Affiliates to, hold in confidence, unless compelled to disclose by judicial or administrative process or by other requirements of Law, all Seller Information, except to the extent that such Seller Information (i) must be disclosed in connection with the obligations of the Purchaser or its Affiliates pursuant to this Agreement and the Ancillary Agreements, (ii) can be shown to have been in the public domain through no fault of the Purchaser or any of its Affiliates or (iii) was later lawfully acquired by the Purchaser or any of its Affiliates from sources other than those related to the transactions contemplated by this Agreement.  Notwithstanding the foregoing, in no event will this Section 5.9(c) limit or otherwise restrict the right of the Purchaser or any of its Affiliates to disclose such Seller Information (w) to its and its Affiliates’ respective directors, officers, employees, agents and advisors to the extent reasonably required to facilitate the negotiation, execution, delivery or performance of this Agreement and the Ancillary Agreements, (x) to any Governmental Authority or arbitrator to the extent reasonably required in connection with any Proceeding, (y) in connection with its indemnification obligations under this Agreement, including the defense of any Third Party Claim, and (z) as permitted in accordance with Section 5.10.

Section 5.10           Public Announcements.  Prior to the Closing, each party agrees not to issue any press release or make any other public announcement relating to this Agreement without the prior written approval of the other party, unless required by applicable securities Law, securities listing standards (in the reasonable opinion of counsel to the disclosing party), the applicable provisions of the Bankruptcy Code, or the Bankruptcy Court, in which case the non-disclosing party will, to the extent permitted by Law, have the right to review such press release or other announcement prior to issuance, distribution or publication; provided, however, that each party acknowledges that the Seller shall take the bankruptcy actions described in Section 5.3; provided, further, that the parties have agreed that the Seller shall be entitled to issue a press release on signing of this Agreement in a form that has been reviewed by the Purchaser prior to

42

the date hereof.  Notwithstanding the foregoing, the Seller shall be entitled to issue communications to its employees (including the employees of the Business) and to customers and suppliers of the Business, informing them of the transaction contemplated by this Agreement.

Section 5.11           Further Actions.  Subject to the other express provisions of this Agreement, upon the request of either party to this Agreement, the other party will execute and deliver such other documents, instruments and agreements as the requesting party may reasonably require for the purpose of carrying out the intent of this Agreement and the transactions contemplated by this Agreement.

Section 5.12           Indemnification and Insurance.  The Purchaser will not, for a period of six (6) years after the Closing, take or permit any action to alter or impair any exculpatory or indemnification provisions now existing in the certificate of incorporation or bylaws or other applicable charter or organizational documents of the Acquired Company for the benefit of any individual who served as a director or officer of the Acquired Company at any time prior to the Closing (each an “Affiliate Indemnified Party”), except for any changes which may be required to conform with changes in applicable Law and any changes which do not affect the application of such provisions to acts or omissions of such individuals prior to the Closing.

Section 5.13           Bulk Transfer Laws.  The Purchaser hereby waives compliance by the Seller and/or the Share Selling Affiliate with any applicable bulk sale or bulk transfer Laws of any jurisdiction in connection with the transactions contemplated by this Agreement.

Section 5.14           Designated Affiliate.  The Purchaser will use its commercially reasonable efforts to designate a Designated Affiliate as soon as practicable following the date of this Agreement and, in any event, will make such designation not less than ten (10) days prior to the Closing.  The Purchaser acknowledges and agrees that any representation, warranty or covenant of the Seller which is breached or not true and correct, shall be deemed not breached and true and correct to the extent such breach or inaccuracy resulted solely from the designation of a Designated Affiliate.

Section 5.15           Use of Seller’s Name; Seller Marks. The Purchaser agrees that:

(a)           Within ninety (90) days after the Closing, the Purchaser will, and will cause its Affiliates to, (i) remove or cause to be removed “Chemtura” or other similar mark and any other trademark, design or logo previously or currently used by the Seller or any of its Affiliates (the “Seller Marks”) from all buildings, signs and vehicles of the Business, (ii) change the name of the Acquired Company to a name not including any Seller Mark, and (iii) cease using the Seller Marks in electronic databases, web sites, product instructions, packaging and other materials, printed or otherwise (all such materials, together with buildings, signs and vehicles, the “Marked Assets”).

(b)           Immediately after the Closing, the Purchaser will, and will cause its Affiliates to, cease using the Seller Marks in all invoices, letterhead, advertising and promotional materials, office forms and business cards.

(c)           From and after the Closing, the Purchaser will use commercially reasonable efforts to remove or cause to be removed the Seller Marks from all inventory sold by the Business (including all Marked Assets); provided, however, that in no event will the Purchaser or any of its Affiliates use the Seller Marks after the six-month anniversary of the Closing Date, other than pursuant to the IP License Agreement.

(d)           The Purchaser acknowledges and agrees that the Seller or an Affiliate of the Seller is the owner of the Seller Marks and all goodwill attached thereto.  This Agreement does not give the Purchaser or any of its Affiliates the right to use the Seller

43

Marks except in accordance with this Agreement.  The Purchaser will not, and will not cause or permit any of its Affiliates to, attempt to register the Seller Marks nor to register anywhere in the world a mark that is the same as or similar to the Seller Marks.

(e)           In no event will the Purchaser or any of its Affiliates advertise or hold itself out as the Seller or any of its Affiliates after the Closing.

(f)            If, at any time after the Closing, the Purchaser or any of its Affiliates possesses any information belonging to or concerning the Seller or any of its Affiliates that is not necessary for the operation of the Business (such information, the “Seller Information”), the Purchaser will promptly transfer, or cause to be transferred, such Seller Information to the Seller (without retaining a copy thereof).  The Purchaser will not, and will not allow any of its Affiliates to, use any Seller Information or disclose such information to any Person.  For the purposes of this Agreement, Seller Information includes written, graphical or machine-readable information that relates to trade secrets, product plans, software, vendor and customer information, business plans and data stored electronically which are not Business Intellectual Property Rights.  The Seller acknowledges that following the Closing it will possess certain material Business Intellectual Property Rights.  If, at any time after the Closing, the Seller or any of its Affiliates possesses any information constituting Business Intellectual Property Rights, the Seller will promptly transfer, or cause to be transferred, such Business Intellectual Property Rights to the Purchaser (without retaining a copy thereof).  The Seller will not, and will not allow any of its Affiliates to, use any Business Intellectual Property Rights or disclose Business Intellectual Property Rights to any Person.  Following the fifth anniversary of the Closing Date, the Seller shall no longer be presumed to possess any material Business Intellectual Property Rights.  Each party will use commercially reasonable efforts to cooperate with the other party to identify any information to be provided to the other party in accordance with the foregoing.

Section 5.16           Refunds and Remittances.  If the Seller or any of its Affiliates, on the one hand, or the Purchaser or any of its Affiliates, on the other hand, after the Closing Date receives any funds properly belonging to the other party in accordance with the terms of this Agreement, the receiving party will promptly so advise such other party and will promptly deliver such funds to an account or accounts designated in writing by such other party.

Section 5.17           Litigation Support.

(a)           In the event and for so long as the Seller actively is contesting or defending against any action, investigation, charge, claim, or demand by a third party in connection with (a) any transaction contemplated by this Agreement or (b) any fact, situation, circumstance, status, condition, activity, practice, plan, occurrence, event, incident, action, failure to act, or transaction on or prior to the Closing Date involving the Business, the Acquired Company or the Seller and its Affiliates, the Purchaser will cooperate with the Seller and its counsel in the contest or defense, make available its personnel, and provide such testimony and access to its books, records and other materials as shall be reasonably necessary in connection with the contest or defense, all at the sole control, cost and expense of the Seller (unless the Seller is entitled to indemnification therefor under Article 8).

(b)           In the event and for so long as the Purchaser actively is contesting or defending against any action, investigation, charge, claim, or demand by a third party in connection with (a) any transaction contemplated by this Agreement or (b) any fact, situation, circumstance, status, condition, activity, practice, plan, occurrence, event, incident, action, failure to act, or transaction involving the Business, the Seller will

44

cooperate with the Purchaser and its counsel in the contest or defense, make available its personnel, and provide such testimony and access to its books, records and other materials as shall be reasonably necessary in connection with the contest or defense, all at the sole control, cost and expense of the Purchaser (unless the Purchaser is entitled to indemnification therefor under Article 8).

Section 5.18           Intercompany Accounts.  Effective prior to or at the Closing Date and subject to the Bankruptcy Court Orders, except as otherwise contemplated hereby or by any Ancillary Agreement, all intercompany receivables, payables, loans and investments then existing between or among the Seller and/or any of its Subsidiaries other than the Acquired Company, on the one hand, and the Acquired Company, on the other hand, shall be forgiven or settled, including by way of capital contribution or by way of dividend in kind or otherwise as appropriate.

Section 5.19           Assistance with Preparation of Financial Statements.  On or after the Closing Date, at the reasonable request of the Purchaser and subject to customary confidentiality restrictions, the Seller will cooperate with the Purchaser, and provide reasonable assistance to the Purchaser (including causing its personnel to be available for interviews during normal working hours), in connection with the Purchaser’s preparation of any historical or pro forma financial statements relating to the conduct of the Business prior to the Closing; provided, however, that no such cooperation or provision of assistance will unreasonably interfere with the conduct of the businesses of the Seller and its Affiliates, nor will the covenant set forth in this Section 5.19 be deemed to grant to the Purchaser any right of access to the books and records of the Seller and its Affiliates.  In addition to the services provided in the Transition Services Agreement, the Purchaser will compensate the Seller based on an hourly rate to be agreed by the parties in good faith prior to making any Seller personnel available, and the Purchaser will also reimburse the Seller for all out-of-pocket costs and expenses incurred in connection therewith.

Section 5.20           Trade Accounts Payable, Shared Accounts Payable and Accrued Payroll and Benefits.  The Seller agrees that it will pay any and all outstanding Trade Accounts Payable, Shared Accounts Payable and Accrued Payroll and Benefits following the Closing in accordance with their terms, but in all circumstances within one hundred twenty (120) days following the Closing.

Section 5.21           Certain Commercial Arrangements.

(a)           Prior to and if necessary after Closing, the Seller and Purchaser shall negotiate in good faith to agree terms for (i) a toll manufacturing agreement (the “Isopetronate HL-44 Toll Manufacturing Agreement”) pursuant to which the Purchaser would after Closing supply Isopetronate HL-44 manufactured at the Taft, Louisiana facility to the Seller, (ii) a supply agreement (the “TNPP Supply Agreement”) pursuant to which the Purchaser and the Purchaser would cause the Acquired Company to supply to an Affiliate of Seller, and the Seller would supply to Purchaser from Seller’s Morgantown facility, the product tris(nonylphenyl) phosphite, and (iii) a supply agreement (the “Weston 705 Supply Agreement”) pursuant to which the Seller would supply to the Purchaser, from Seller’s Morgantown facility, the product Weston 705.

(b)           Prior to and if necessary after Closing, the Seller and Purchaser shall negotiate in good faith to agree terms for a distribution agreement or agreements (the “Distribution Agreement(s)”), pursuant to which Affiliates of Seller located in Mexico and certain South American countries would act as distributors for the Business in Mexico and those South American countries.

45

(c)           Prior to Closing, the Seller and the Purchaser shall in good faith agree upon the terms of those parts of the TBT Supply Agreement, the TOT Supply Agreement and the TPP/LPE Supply Agreement that are expressed to be subject to further discussion in Exhibits G, H and I respectively.

Section 5.22           German Corporate Group Arrangements.

(a)           Without limiting any claims under this Agreement (in particular any claims pursuant to Section 9.1(a)), the Purchaser shall cause the Acquired Company  not to, at any time after the Closing, raise any claim against the Seller or any Affiliate of the Seller or any of their respective directors, officers, employees, agents, or other representatives, or assign any such claim to a third party, arising from or in connection with:

(i)            any enterprise agreement (Unternehmensverträge) or equivalent agreement, or any cash pooling arrangement, in each case that was in effect between the Seller (or its legal predecessor) or any Seller’s Affiliate on the one hand and the Acquired Company (or its legal predecessor) on the other hand at any time prior to the Closing Date, or from the amendment or termination of any such agreement,

(ii)           any comfort letter or liquidity commitment provided by the Seller (or its legal predecessor) or any of Seller’s Affiliates in connection with, or for the benefit of, the Acquired Company at any time prior to the Closing Date, or from the amendment or termination of any such letter or commitment,

(iii)          any existence-destroying intervention or omission (existenzvernichtender Eingriff) by the Seller (or its legal predecessor) any of Seller’s Affiliates or any of their respective directors, officers, employees, agents, or other representatives at any time prior to the Closing Date,

(iv)          any re-payments of equity replacing shareholder loans or securities (eigenkapitalersetzende Gesellschafterdarlehen oder -sicherheiten), or any other action taken or failure to act by the Seller (or its legal predecessor) or any of the Seller’s Affiliates or any of their respective directors, officers, employees, agents, or other representatives at any time prior to the Closing Date that infringes the rules of capital maintenance (Kapitalerhaltungsvorschriften) pursuant to German Law; or

(v)           the shareholder relationship or any transaction between the Seller (or its legal predecessor) and the Acquired Company.

(b)           The Parties agree that the domination agreement and the profit and loss pooling agreement currently in effect between the Share Selling Affiliate and the Acquired Company will be terminated prior to Closing by termination agreement with effect as of December 31, 2009. In order to determine for the fiscal year ending December 31, 2009 the Share Selling Affiliate’s claim, if any, against the Acquired Company for transfer of the Acquired Company’s profit (the “Profit Transfer Claim”) or, if any, the Acquired Company’s claim against the Share Selling Affiliate for compensation of the Acquired Company’s loss (the “Loss Compensation Claim”), as soon as reasonably practical after December 31, 2009, Seller will prepare financial statements of the Acquired Company pursuant to German GAAP for the fiscal year ending December 31, 2009 (the “German GAAP Financial Statements”). The financial statement  principles set forth in Section 2.6 shall apply to the German GAAP Financial Statements except that any caps or other financial limitations set forth therein shall not apply for purposes of this Section 5.22(b). For the determination of adjustments to the consideration pursuant to Section 2.5 and 2.6, the Profit Transfer Claim shall qualify as an account payable of the Acquired Company reducing the Final Closing Net Working Capital by an amount equal to such payable, and

46

the Loss Compensation Claim shall qualify as an account receivable of the Acquired Company increasing the Final Closing Net Working Capital by an amount equal to such receivable. Contemporaneously with the determination of the Final Closing Net Working Capital, if the German GAAP Financial Statements reflect a profit, Purchaser shall pay on behalf of the Acquired Company the amount of the Profit Transfer Claim to the Share Selling Affiliate at the same time as any Final Net Working Capital adjustment payment pursuant to Section 2.6 (which Final Net Working Capital adjustment shall be reduced by the Profit Transfer Claim).  If the German GAAP Financial Statements reflect a loss, Seller shall satisfy on behalf of the Share Selling Affiliate the Loss Compensation Claim by paying an amount equal to the Loss Compensation Claim to the Acquired Company, which payment shall be satisfied at the same time as any Final Closing Net Working Capital adjustment payment pursuant to Section 2.6 (which Final Net Working Capital adjustment shall be increased by the Loss Compensation Claim).  For the avoidance of doubt, Purchaser’s indemnification obligation pursuant to Section 8 for breaches of Section 5.22(a) and Seller’s responsibility for pre-Closing Taxes in accordance with Section 9 shall remain unaffected by this Section 5.22(b).  Section 9.2(d) shall apply mutatis mutandis for any Tax Contest relating to any periods prior to the Closing in which the tax unit between the Share Selling Affiliate and the Acquired Company has been in place.

(c)           From and after the Closing, the Purchaser will indemnify and hold harmless the Seller Indemnified Parties from and against any and all Losses incurred by the Seller Indemnified Parties arising or resulting from collateral claims asserted by creditors of the Acquired Company against the Share Selling Affiliate as a result of, and within six (6) months after the electronic publication of, the termination of the domination agreement and the profit and loss pooling agreement currently in effect between the Share Selling Affiliate and the Acquired Company.

(d)           Prior to the Closing, title to all inventory of the Business in Europe currently owned by the Seller or any Seller Affiliates shall be transferred to the Acquired Company, and all VAT required to be paid in connection with such transfer shall be attributed to the period prior to the Closing and shall be treated in accordance with Section 9.1(f) of this Agreement.

(e)           The Seller agrees that neither the Seller nor any Seller Affiliate, at any time after Closing, will raise any claim against the Acquired Company relating to the shareholder relationship or any transaction between the Seller or any Seller Affiliate and the Acquired Company.

Section 5.23           Restrictive Covenants.

(a)           For a period of five (5) years following the Closing Date, the Seller shall not, and shall ensure that none of its Affiliates will, directly or indirectly (including as a stockholder, member or partner), solicit any customer of the Business existing from January 1, 2008 through the Closing Date for the purposes of sale to that customer of any product (i) manufactured or sold by the Business at the Closing or (ii) competitive with any product manufactured or sold by the Business at the Closing.

(b)           Notwithstanding the foregoing, this Section 5.23 will not prohibit the Seller or any of its Affiliates, directly or indirectly, from (i) conducting any business activities conducted by them as of the date of this Agreement (other than the Business), including the manufacture and sale of Seller Intermediate Products to entities which are not customers of the Business from January 1, 2008 through the Closing Date through the Closing; (ii) investing in or holding not more than ten percent (10%) of the outstanding voting stock or other ownership interests of any Person; or (iii) acquiring any ownership

47

interest in any business or conducting any business activities of such acquired business (including the manufacture or sale of Purchaser Intermediate Products) in which the products of such acquired business that are competitive with the Business or the Purchaser Intermediate Products represent less than twenty-five percent (25%) of revenues of such acquired business so long as no Business Information is disclosed to such acquired business; so long as such acquired business does not violate Section 5.23(a) following such acquisition.

(c)           For a period of five (5) years following the Closing Date, the Purchaser shall not and shall ensure that none of its subsidiaries will, directly or indirectly (including as a stockholder, member or partner):

(i)            solicit any Retained Business Products customer of the Seller existing from January 1, 2008 through the Closing Date for the purposes of sale to that customer of any (a) Retained Business Product or (b) any product competitive with any Retained Business Product; or

(ii)           provide or make available, whether by sale, lease, transfer, loan, gift or otherwise, and whether on a temporary or permanent basis, any of the Purchased Intellectual Property or the Shared Intellectual Property to any Affiliate of the Purchaser for the purpose of producing or selling any Retained Business Product, or any product competitive with any Retained Business Product, to any Retained Business Product customer of the Seller existing from January 1, 2008 through the Closing Date.

(d)           Notwithstanding the foregoing, this Section 5.23 will not prohibit the Purchaser or any of its subsidiaries, directly or indirectly, from (i) conducting any business activities conducted by them as of the date of this Agreement or engaging in the Business activities as conducted at the date of this Agreement or engaging in the manufacture and sale of Purchaser Intermediate Products; (ii) investing in or holding not more than ten percent (10%) of the outstanding voting stock or other ownership interests of any Person; or (iii) acquiring any ownership interest in any business or conducting any business activities of such acquired business (including the manufacture or sale of Retained Business Products) in which Retained Business Products represent less than twenty-five percent (25%) of revenues of such business; so long as such acquired business does not violate Section 5.23(c) following such acquisition. In addition, nothing herein shall prohibit SK from making any other investments or any such investment entity (other than the Purchaser or any of the Purchaser’s subsidiaries) from competing with the Retained Business Products, provided, however, that SK shall not provide or make available, whether by sale, lease, transfer, loan, gift or otherwise, and whether on a temporary or permanent basis, any of the Purchased Intellectual Property or the Shared Intellectual Property to any such investment entity for the purpose of producing or selling any Retained Business Product, or any product competitive with any Retained Business Product, to any Retained Business Product customer of the Seller existing from January 1, 2008 through the Closing Date; and provided further that SK and the Purchaser comply at all times with the confidentiality obligations set forth in Section 5.9 of this Agreement.

(e)           The Seller and the Purchaser acknowledge and agree that the Supply Agreements contain certain restrictions on the supply of Intermediate Products and the provisions of this Section 5.23 shall not be construed to amend, waive or contradict the relevant provisions of the Supply Agreements.

(f)            If either party discovers a potential breach of the foregoing provisions (a) through (d) of this Section 5.23, prior to bringing a claim or action against

48

such party, the discovering party shall provide the potential breaching party with notice of such alleged breach and a reasonable opportunity, not to exceed thirty (30) days, to cease the conduct giving rise to the potential breach.

(g)           Unless otherwise agreed to in writing by the Purchaser, during the period commencing on the date of this Agreement and ending on the one-year anniversary of the Closing Date, the Seller will not, directly or indirectly, for itself or on behalf of or in conjunction with any other Person (other than in its capacity as a holder of not more than twenty-five percent (25%) of the outstanding voting stock of a Person or as a passive investor in a privately-held Person), nor will it permit any of its Affiliates or their respective directors, officers, employees, agents, advisors or representatives to, directly or indirectly, employ or offer employment to any Transferred Employee unless such Transferred Employee will have ceased to be employed by the Purchaser for a period of at least six (6) months prior thereto.

(h)           Unless otherwise agreed to in writing by the Seller, during the period commencing on the date of this Agreement and ending on the one-year anniversary of the Closing Date (or, if this Agreement is terminated prior to the Closing, ending six (6) months after the date of termination), the Purchaser will not, directly or indirectly, for itself or on behalf of or in conjunction with any other Person (other than in its capacity as a holder of not more than twenty-five percent (25%) of the outstanding voting stock of a Person or as a passive investor in a privately-held Person), nor will it permit any of its subsidiaries, Affiliates, directors, officers, employees, agents, advisors or representatives to, directly or indirectly, call upon any Person who is, at the time the Person is called upon, an employee of the Seller or any Affiliate of the Seller, for the purpose or with the intent of soliciting such employee away from or out of the employ of the Seller or such Affiliate of the Seller, or employ or offer employment to any Person who was or is employed by the Seller or any Affiliate of the Seller unless such Person will have ceased to be employed by Seller and the its Affiliates for a period of at least six (6) months prior thereto.

(i)            This Section 5.23 will not be deemed to prohibit the Seller or the Purchaser from engaging in general media advertising or solicitation that may be targeted to a particular geographic or technical area but that is not targeted towards employees of the Purchaser or the Seller or their Affiliates or hiring any individuals who respond to such advertising or solicitation.

Section 5.24           Transition Services Agreement.

(a)           Prior to the Closing, the Seller shall, at the Seller’s expense, use commercially reasonable efforts to facilitate the Business being operated in the ordinary course of business on the Seller’s information technology platform following the Closing as contemplated by the Transition Services Agreement. Any fees or other amounts charged by third party service providers before the Closing Date in connection with Seller’s preparation for provision of the information technology services after Closing pursuant to the Transition Services Agreement shall not be included in Out-of-Pocket Expenses (as such term is defined in the Transition Services Agreement) and charged as such after Closing pursuant to the provisions of the Transition Services Agreement (other than any fees or other amounts charged by third party service providers before the Closing Date for rebranding or as a one-time fee for set up and acquisition of space for hosting hardware, each to the extent approved in advance by the Purchaser, such approval not to be unreasonably withheld or delayed).

(b)           Between the date hereof and Closing, the Seller and Purchaser shall work in good faith to prepare the services schedule to the Transition Services Agreement,

49

which shall set forth a Schedule of Services currently performed by Seller and Seller Affiliates (other than by Transferred Employees) for the benefit of the Business in the ordinary course of the Business, it being acknowledged and agreed that such services will not include Tax or accounting services.

Section 5.25           REACH. Prior to and after the Closing, the Seller shall cooperate with and provide reasonable assistance to the Purchaser, including without limitation, providing documents, studies and other data in Seller’s possession that are reasonably necessary for the Purchaser to comply with REACH with respect to the Purchased Assets, the Business and the Acquired Company.

ARTICLE 6

CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE

Section 6.1             Conditions to the Obligation of the Purchaser.  The obligation of the Purchaser to consummate the transactions contemplated by this Agreement is subject to the satisfaction, on or before the Closing Date, of each of the following conditions (any of which may be waived by the Purchaser, in whole or in part):

(a)           Accuracy of Representations and Warranties.  The representations and warranties of the Seller in Article 3 must be true and correct in all respects as of the Closing (except to the extent any such representation or warranty speaks as of the date of this Agreement or any other specific date, in which case such representation or warranty must have been true and correct in all respects as of such date), except where the failure of such representations and warranties to be so true and correct (without regard for any “material,” “Material Adverse Effect” or similar qualification) would not, individually or in the aggregate, constitute a Material Adverse Effect;

(b)           Performance of Covenants.  All of the covenants and obligations that the Seller is required to perform or comply with under this Agreement on or before the Closing Date must have been duly performed and complied with in all material respects;

(c)           Consents.  Each of the Governmental Authorizations and consents listed in Schedule 6.1(c) must have been obtained and must be in full force and effect, except for such consents which the failure to obtain would not result in a Material Adverse Effect, and all applicable waiting periods (and any extensions thereof) under any applicable Antitrust Laws must have expired or otherwise terminated and all other approvals under other applicable Antitrust Laws must have been obtained;

(d)           Entry of Orders By Bankruptcy Court. The Bankruptcy Court shall have entered the Bidding Procedures Order and the Approval Order, and the Bidding Procedures Order and the Approval Order shall have become Final Orders and shall not have been vacated, stayed, or reversed, or modified, amended, or supplemented in any manner that has a Material Adverse Effect; provided, however, that it shall not be a condition to the Seller’s obligation to consummate the transactions contemplated by this Agreement that the Approval Order be a Final Order if the Approval Order is not a Final Order solely as a result of an appeal of the relief granted pursuant to the Approval Order, which appeal (a) does not challenge Purchaser’s good faith purchaser status under Section 363(m) of the Bankruptcy Code, (b) does not assert that the transactions contemplated by this Agreement are avoidable pursuant to, or otherwise violates, Section 363(n) of the Bankruptcy Code, and (c) has not resulted in a stay of the Approval Order; and

(e)           No Action.  There must not be in effect any Law or Judgment that would prohibit or make illegal the consummation of the transactions contemplated by this

50

Agreement or cause the transactions contemplated by this Agreement to be rescinded following consummation.

(f)            Absence of Material Adverse Effect.  No Material Adverse Effect shall have occurred since the date of this Agreement and be continuing.

Section 6.2             Conditions to the Obligation of the Seller.  The obligation of the Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction, on or before the Closing Date, of each of the following conditions (any of which may be waived by the Seller, in whole or in part):

(a)           Accuracy of Representations and Warranties.  The representations and warranties of the Purchaser in Article 4 must be true and correct in all material respects as of the Closing (except to the extent any such representation or warranty speaks as of the date of this Agreement or any other specific date, in which case such representation or warranty must have been true and correct in all material respects as of such date);

(b)           Performance of Covenants.  All of the covenants and obligations that the Purchaser is required to perform or comply with under this Agreement on or before the Closing Date must have been duly performed and complied with in all material respects;

(c)           Consents.  Each of the Governmental Authorizations and consents listed in Schedule 6.1(c), except for such consents which the failure to obtain would not result in a Material Adverse Effect, must have been obtained and must be in full force and effect, and all applicable waiting periods (and any extensions thereof) under any applicable Antitrust Laws must have expired or otherwise terminated and all other approvals under other applicable Antitrust Laws must have been obtained;

(d)           Entry of Orders By Bankruptcy Court.  The Bankruptcy Court shall have entered the Approval Order, and the Approval Order shall have become a Final Order and shall not have been vacated, stayed, or reversed, or modified, amended, or supplemented in any manner that has a Material Adverse Effect; provided, however, that it shall not be a condition to the Seller’s obligation to consummate the transactions contemplated by this Agreement that the Approval Order be a Final Order if the Approval Order is not a Final Order solely as a result of an appeal of the relief granted pursuant to the Approval Order, which appeal (a) does not challenge Purchaser’s good faith purchaser status under Section 363(m) of the Bankruptcy Code, (b) does not assert that the transactions contemplated by this Agreement are avoidable pursuant to, or otherwise violates, Section 363(n) of the Bankruptcy Code, and (c) has not resulted in a stay of the Approval Order; and

(e)           No Action.  There must not be in effect any Law or Judgment that would prohibit or make illegal the consummation of the transactions contemplated by this Agreement or cause the transactions contemplated by this Agreement to be rescinded following consummation.

ARTICLE 7

TERMINATION

Section 7.1             Termination Events.  This Agreement may, by written notice given before or at the Closing, be terminated:

(a)           by mutual written consent of the Purchaser and the Seller;

(b)           by the Purchaser (so long as the Purchaser is not then in material breach of any of its representations, warranties or covenants contained in this Agreement) if there has been a breach of any of the Seller’s representations, warranties or covenants

51

contained in this Agreement, which would result in the failure of a condition set forth in Section 6.1(a) or Section 6.1(b), and which breach has not been cured within thirty (30) days after written notice of the breach has been delivered to the Seller from the Purchaser to the extent capable of being cured;

(c)           by the Seller (so long as the Seller is not then in material breach of any of its representations, warranties or covenants contained in this Agreement) if there has been a breach of any of the Purchaser’s representations, warranties or covenants contained in this Agreement, which would result in the failure of a condition set forth in Section 6.2(a) or Section 6.2(b), and which breach has not been cured within thirty (30) days after written notice of the breach has been delivered to the Purchaser from the Seller to the extent capable of being cured;

(d)           by either the Purchaser or the Seller if any Governmental Authority has issued a nonappealable final Judgment or taken any other nonappealable final action, in each case having the effect of permanently restraining, enjoining or otherwise prohibiting the transactions contemplated by this Agreement; provided, however, that the right to terminate this Agreement under this Section 7.1(d) will not be available to any party whose failure to fulfill any material covenant under this Agreement has been the cause of or resulted in the action or event described in this Section 7.1(d) occurring; or

(e)           by the Seller or the Purchaser, if the Seller accepts or the Bankruptcy Court approves an Alternative Transaction for any of the Shares or Purchased Assets pursuant to the terms of the Bidding Procedures Order; provided, however, that the Purchaser shall not be entitled to terminate pursuant to this Section 7.1(e) if and so long as the Purchaser is the Alternate Bidder (as such term is defined in Exhibit 1 to the Bidding Procedures Order);

(f)            by the Purchaser if the Closing has not occurred (other than through the failure of the Purchaser to comply fully with its obligations under this Agreement) on or before May 31, 2010; or

(g)           by the Seller if the Closing has not occurred (other than through the failure of the Seller to comply fully with its obligations under this Agreement) on or before May 31, 2010.

Section 7.2             Effect of Termination.

(a)           If this Agreement is terminated pursuant to Section 7.1, this Agreement and all rights and obligations of the parties under this Agreement automatically end without Liability against any party or its Affiliates, except that (a) Section 5.9(a) (Confidentiality), Section 5.10 (Public Announcements), Section 7.3 (Certain Effects of Termination), Article 11 (General Provisions) and this Section 7.2 will remain in full force and survive any termination of this Agreement and (b) if this Agreement is terminated by a party because of the breach of this Agreement by the other party or because one or more of the conditions to the terminating party’s obligations under this Agreement is not satisfied as a result of the other party’s failure to comply with its obligations under this Agreement, the terminating party’s right to pursue all legal remedies will, subject to Section 7.2(c)(iii), survive such termination unimpaired.

(b)                Breakup Fee and Reimbursement.  In the event that (i) this Agreement is terminated by either the Seller or the Purchaser pursuant to Section 7.1(e) and (ii) an Alternative Transaction(s) is consummated no later than within twelve (12) months of such termination, then, upon the closing of such Alternative Transaction, the Purchaser will be paid a fee (the “Breakup Fee”) equal to US five hundred thousand dollars ($500,000) by

52

the Seller.  Such payments will be made by wire transfer in immediately available funds to an account designated by the Purchaser, and the Purchaser shall have the right to be paid the Breakup Fee from the first proceeds of the Alternative Transaction for any of the Shares or Purchased Assets. In the event that this Agreement is terminated pursuant to Sections 7.1(b), 7.1(e), 7.1(f) (but only if at the time of such termination, the Purchaser is the Alternate Bidder (as such term is defined in Exhibit 1 to the Bidding Procedures Order)) or 7.1(g), in addition to any Breakup Fee, the Purchaser will be paid reimbursement of the Purchaser’s actual out-of-pocket due diligence cost and expenses, in an amount not to exceed seven hundred and fifty thousand dollars ($750,000) (“Reimbursement”). The Reimbursement shall be paid to the Purchaser, in the case of a termination pursuant to Section 7.1(e), on the earlier to occur of (i) the closing of the Alternative Transaction and (ii) the consummation of the plan of reorganization of the Seller and, in the case of a termination pursuant to Sections 7.1(b), 7.1(f) (but only if at the time of such termination, the Purchaser is the Alternate Bidder (as such term is defined in Exhibit 1 to the Bidding Procedures Order)) or 7.1(g), within five (5) business days following receipt or delivery of notice in accordance with Section 7.1.

(c)           Release of Deposit.

(i)            If this Agreement is terminated pursuant to Sections 7.1(a), 7.1(b), 7.1(d), 7.1(e), 7.1(f) or 7.1(g), the Deposit Agent will wire transfer the Deposit Amount to an account designated by the Purchaser no later than five (5) Business Days immediately following such termination.

(ii)           If this Agreement is terminated pursuant to Section 7.1(c), the Deposit Agent will wire transfer the Deposit Amount to an account designated by the Seller.

(iii)          If this Agreement is terminated as permitted by Section 7.1, the return of the Deposit Amount to the Purchaser pursuant to the terms of the Deposit Agreement and the payment of the Breakup Fee and/or Reimbursement, if any, pursuant to the terms of this Section 7.2, shall be the sole and exclusive remedy of the Purchaser, whether at law or in equity, for any breach by the Seller or any of its Affiliates of the terms and conditions of this Agreement or the Deposit Agreement.  If this Agreement is terminated as permitted by Section 7.1(c), notwithstanding anything to the contrary in this Agreement, the Deposit shall be retained by Seller as liquidated damages, and retention of the Deposit by the Seller shall be the sole recourse against Purchaser, SK or its Affiliates for any breach by the Purchaser or SK of this Agreement, other than a breach of Section 363(n) of the Bankruptcy Code. In the event of a breach by the Purchaser or any of its Affiliates of Section 363(n) of the Bankruptcy Code, the Seller shall be entitled to keep the Deposit Amount and to pursue any other remedies available under Section 363(n) of the Bankruptcy Code.

(iv)          Notwithstanding anything to the contrary contained in this Agreement, the entry of the Bidding Procedures Order by the Bankruptcy Court is a condition precedent to the Seller’s obligation to pay, and payment of, the Breakup Fee and Reimbursement as otherwise required by this Section 7.2.  Subject to the approval of the Bankruptcy Court, the obligations of the Seller to pay the Breakup Fee and Reimbursement shall be entitled to administrative expense claim status in the Case with priority pursuant to Section 507(a)(2) of the Bankruptcy Code, and payable without further order of the Bankruptcy Court pursuant to the terms of this Agreement and the Bidding Procedures Order, and the obligation to pay the Breakup Fee and Reimbursement in full in cash when due shall not be discharged, modified, or otherwise affected by any plan of reorganization or liquidation for the Seller.

Section 7.3             Certain Effects of Termination.  If the Purchaser or the Seller terminates this Agreement pursuant to Section 7.1, the Purchaser will comply with the Confidentiality

53

Agreement regarding the return and/or destruction of any information furnished to the Purchaser in connection with this Agreement.

ARTICLE 8
INDEMNIFICATION

Section 8.1             Indemnification by the Seller.  If the Closing occurs, from and after the date thereof, and subject to the limitations expressly set forth in Sections 8.4 and 8.5, the Seller will indemnify and hold harmless the Purchaser, the Purchaser’s Affiliates and their respective directors, officers, employees, agents, representatives, stockholders and Affiliates (collectively, the “Purchaser Indemnified Parties”) from and against any and all Losses (other than (i) Losses with respect to Taxes, for which the provisions of Section 9.1(a) will govern) incurred by the Purchaser Indemnified Parties arising or resulting from (a) any breach of any covenant of the Seller set forth in this Agreement, (b) any Excluded Liability, and (c) in connection with Statement of Objections, dated March 17, 2009, relating to the proceeding under Article 81 of the Treaty of the European Community and Article 53 of the European Economic Area Agreement, any fines or other liability imposed upon the Acquired Company pursuant to Article 23(2)(a) of Regulation No. 1/2003 and any Losses from related Civil Proceedings.

Section 8.2             Indemnification by the Purchaser.  If the Closing occurs, from and after the date thereof, and subject to the limitations expressly set forth in Sections 8.4 and 8.5, the Purchaser will indemnify and hold harmless the Seller, the Seller’s Affiliates and their respective directors, officers, employees, agents, representatives, stockholders and Affiliates (collectively, the “Seller Indemnified Parties”) from and against any and all Losses (other than (i) Losses with respect to Taxes, for which the provisions of Section 9.1(a) will govern) incurred by the Seller Indemnified Parties arising or resulting from (a) any breach of any covenant of the Purchaser set forth in this Agreement and (b) any Assumed Liability.

Section 8.3             Claim Procedure.

(a)           A party that seeks indemnity under this Article 8 (an “Indemnified Party”) will give written notice (a “Claim Notice”) to the party from whom indemnification is sought (an “Indemnifying Party”) whether the Losses sought arise from matters solely between the parties or from Third Party Claims described in Section 8.3(b).  The Claim Notice must contain (i) a description and, if known, the estimated amount of any Losses incurred or reasonably expected to be incurred by the Indemnified Party, (ii) a reasonable explanation of the basis for the Claim Notice to the extent of the facts then known by the Indemnified Party and (iii) a demand for payment of those Losses.

(b)           If the Indemnified Party seeks indemnity under this Article 8 in response to a claim or Proceeding by another Person not a party to this Agreement (a “Third Party Claim”), then the Indemnified Party will give a Claim Notice to the Indemnifying Party within ten (10) days after the Indemnified Party has received notice or otherwise learns of the assertion of such Third Party Claim and will include in the Claim Notice (i) the facts constituting the basis for such Third Party Claim and the amount of the damages claimed by the other Person, in each case to the extent known to the Indemnified Party, accompanied by reasonable supporting documentation submitted by such third party (to the extent then in the possession of the Indemnified Party) and (ii) the assertion of the claim or the notice of the commencement of any Proceeding relating to such Third Party Claim; provided, however, that no delay or deficiency on the part of the Indemnified Party in so notifying the Indemnifying Party will relieve the Indemnifying Party of any Liability under this Agreement except to the extent such delay or deficiency prejudices or otherwise adversely affects the rights of the Indemnifying Party with respect thereto.

54

(c)           In the event of a Third Party Claim, the Indemnifying Party will be entitled to participate in the defense thereof and, if it so chooses, assume at any time control of the defense thereof with counsel reasonably satisfactory to the Indemnified Party by giving to the Indemnified Party written notice of its intention to assume control of the defense of such Third Party Claim; provided, however, that the Indemnified Party may participate in the defense of such Third Party Claim with its own counsel at its own expense, except as provided in Section 8.3(d) below).

(d)           The party not controlling the defense of the Third Party Claim (the “Non-controlling Party”) may participate in the defense thereof at its own expense.  However, if the Indemnifying Party assumes control of such defense as permitted above and the Indemnified Party reasonably concludes that the Indemnifying Party and the Indemnified Party have conflicting interests or different defenses available with respect to the Third Party Claim, then the reasonable fees and expenses of counsel to the Indemnified Party will be considered as “Losses” for purposes of this Agreement.  The Non-controlling Party will furnish the party controlling the defense of the Third Party Claim (the “Controlling Party”) with such information as it may have with respect to the Third Party Claim (including copies of any summons, complaint or other pleading which may have been served on such party and any written claim, demand, invoice, billing or other document evidencing or asserting the same) and will otherwise cooperate with and assist the Controlling Party and its counsel in the defense of such Third Party Claim.  The Controlling Party will keep the Non-controlling Party reasonably advised of the status of such Third Party Claim and will consider in good faith recommendations made by the Non-controlling Party with respect thereto.

(e)           The Indemnifying Party will not agree to any settlement of, or consent to the entry of any Judgment (other than a Judgment of dismissal on the merits without costs) arising from, any such Third Party Claim without the prior written consent of the Indemnified Party; provided, however, that the consent of the Indemnified Party will not be required if the Indemnifying Party agrees in writing to pay any amounts payable pursuant to such settlement or any Judgment and such settlement or Judgment includes a full, complete and unconditional release of the Indemnified Party from further Liability.  The Indemnified Party will not agree to any settlement of, or the entry of any Judgment (other than a Judgment of dismissal on the merits without costs) arising from, any such Third Party Claim without the prior written consent of the Indemnifying Party.

Section 8.4             Survival.  All of the representations and warranties contained in this Agreement, and the right to commence any claim with respect thereto, shall terminate at the Closing and none of the parties hereto shall have any Liability with respect to such representations and warranties after the Closing.  All covenants contained in this Agreement (A) that contemplate actions to be taken after Closing will survive the Closing and continue in effect in accordance with their terms until the expiration of the applicable statute of limitations or for such shorter period explicitly specified therein, except that for such covenants that survive for such shorter period, breaches thereof will survive until the expiration of the applicable statute of limitations and (b) that contemplate actions to be taken only on or prior to Closing shall terminate and cease to be obligations as of the Closing and no claim, action or proceeding with respect to such covenant may be brought after the Closing.  All claims for indemnification under this Agreement must be asserted pursuant to a Claim Notice given prior to the expiration of the applicable survival period set forth in this Section 8.4.

55

Section 8.5             Limitations on Liability.

(a)           Cap and Deductible.  Notwithstanding anything to the contrary contained in this Agreement (except that the following limitations set forth in clauses (i), (ii) and (iii) will not apply to Losses (including any Environmental Losses) arising under Section 8.1(c), Section 9.1 or Article 11 or adjustments pursuant to Section 2.6 or Section 2.7):

(i)            no indemnification payments will be made by or on behalf of either Seller to Purchaser or Purchaser to Seller under this Agreement in respect of any individual claim or series claims having the same nature or origin where the Losses relating thereto are less than one hundred thousand dollars ($100,000), and such items less than one hundred thousand dollars ($100,000) will not be aggregated for purposes of calculating the Deductible in clause (ii) below;

(ii)           no indemnification payments will be made by or on behalf of either Seller to Purchaser or Purchaser to Seller under this Agreement until the aggregate amount of Losses for which such indemnifying party would (but for this clause (ii)) be liable thereunder exceeds two hundred and fifty thousand dollars ($250,000) (such amount being, the “Threshold”), but once exceeded, such indemnifying party shall be liable for all Losses; and

(iii)          the aggregate total amount in respect of which the Seller will be liable to indemnify and hold harmless the Purchaser Indemnified Parties pursuant to this Agreement will not exceed one million, five hundred thousand dollars ($1,500,000).

(b)           Aggregate Cap.  Notwithstanding anything to the contrary contained in this Agreement, the aggregate total amount in respect of which the Seller will be liable to indemnify and hold harmless the Purchaser Indemnified Parties pursuant to this Agreement, including pursuant to Article 8, Article 9 and Article 11, will not exceed an amount equal to the Purchaser Deemed Entity Value.

(c)           Tax Refunds, Insurance Proceeds and Other Payments.  The amount of any and all Losses for which indemnification is provided pursuant to this Article 8 , Article 9 or Article 11 will be net of any actual Tax benefit (reflecting an actual increase in cash Tax refund received or reduction in actual cash Taxes paid with respect to the period in which such Loss arose or such Liability was paid) to which an Indemnified Party is entitled by reason of payment of such Liability (taking into account any Tax cost or reduction in such Tax benefits by reason of receipt of the indemnification payment) and any amounts of any insurance proceeds, indemnification payments, contribution payments or reimbursements receivable by, or payable in kind to, the Indemnified Party with respect to such Losses or any of the circumstances giving rise thereto.  In connection therewith, if, at any time following payment in full by the Indemnifying Party of any amounts of Losses due under this Agreement, the Indemnified Party receives any insurance proceeds, indemnification payments, contribution payments or reimbursements relating to the circumstances giving rise to such Losses, the Indemnified Party will promptly remit to the Indemnifying Party such proceeds, payments or reimbursements in an amount not to exceed the amount of the corresponding indemnification payment made by the Indemnifying Party.  The Purchaser will use (and will cause its Affiliates to use) commercially reasonable efforts to collect the proceeds of any available insurance which would have the effect of reducing any Losses (in which case the net proceeds thereof will reduce the Losses).

(d)           Mitigation.  The Indemnified Party will use its commercially reasonable efforts to mitigate any Losses with respect to which it may be entitled to seek indemnification pursuant to this Agreement.

Section 8.6             Exclusive Remedy.  From and after the Closing, the sole and exclusive remedy of the parties for any matter arising out of the transactions contemplated by this

56

Agreement will be pursuant to the indemnification obligations set forth in Article 8, Article 9 and Article 11.  In no event will the Seller have any Liability for Losses arising from the conduct of the Business or the Acquired Company after the Closing.

ARTICLE 9

TAX MATTERS

Section 9.1             Liability and Indemnification for Taxes.

(a)           If the Closing occurs, and subject to Section 8.4 and the limitations expressly set forth in Sections 8.5(b) and 9.1(d), the Seller will indemnify the Purchaser Indemnified Parties against all Losses for (i) all Taxes of the Acquired Company that are attributable to any Pre-Closing Period (except (a) to the extent any such Taxes are reserved or accrued as a current liability on the Final Closing Net Working Capital, and (b) for any VAT (other than VAT arising from the transfer of Other Purchased Assets and which shall be dealt with in accordance with Section 2.10) recoverable in the ordinary course of business of the Acquired Company), including all Taxes relating to the termination of the domination and profit and loss pooling agreements that the Acquired Company is a party to, (ii) all Taxes that are Excluded Liabilities, and (iii) all Taxes arising solely out of or due to any breach of any covenant of the Seller set forth in this Agreement.

(b)           If the Closing occurs, and subject to Section 8.4, the Purchaser will indemnify the Seller Indemnified Parties against all Losses for (i) all Taxes of the Acquired Company that are attributable to any Post-Closing Period, except to the extent that such Losses for Taxes are attributable to any breach of the Seller’s representations and warranties in Section 3.12, (ii) all Taxes that are Assumed Liabilities, (iii) all Transfer Taxes, and (iv) all Taxes arising solely out of or due to any breach of any covenant of the Purchaser set forth in this Agreement.

(c)           With respect to any Straddle Period, any Losses for Taxes will be allocated between a Pre-Closing Period and a Post-Closing Period by closing the books at the end of the Closing Date, except that Tax items of a periodic nature, such as property taxes or depreciation allowances calculated on an annual basis, will be allocated by apportioning a pro-rata portion of such Taxes to each day in the relevant Straddle Period.  This Section 9.1(c) does not apply to Transfer Taxes or VAT as a result of the transactions contemplated by this Agreement, which are the sole responsibility of the Purchaser under the provisions of Sections 9.1(e) and 9.1(f).

(d)           The Seller will not be required to indemnify the Purchaser Indemnified Parties for reductions in any Tax Attributes.  The Seller will not be required to indemnify the Purchaser Indemnified Parties against Losses for Taxes attributable to a Pre-Closing Period to the extent such Losses for Taxes could be reduced under applicable Law by reason of net operating loss carryovers, Tax credits and similar Tax Attributes of the Acquired Company arising in the Pre-Closing Period (assuming for the purposes of this sentence that such Tax Attributes are not used to reduce Taxes in a Post-Closing Period after taking into account any applicable limitations on the use of such Tax Attributes).

(e)           Any applicable transfer or similar Taxes that are, or become due and payable as a result of the transactions contemplated by this Agreement, including real estate transfer taxes, whether such Taxes are imposed by Law on the Seller, the Share Selling Affiliate, the Purchased Assets, the Purchaser or any Designated Affiliate (other than VAT, which is addressed in subsection (f) hereof) (such Taxes, the “Transfer Taxes”), will be borne by the Purchaser.  The Purchaser will pay to the Seller the amount of any Transfer Taxes which the Seller or the Share Selling Affiliate is required to remit no later than five (5) days prior to the date such Transfer Taxes are due.  The parties will cooperate with each other in the provision of any

57

information or preparation of any documentation that may be necessary or useful for obtaining any available mitigation, reduction or exemption from any such Transfer Taxes, and for timely making and filing all Tax Returns that may be required to comply with Laws relating to such Transfer Taxes.

(f)            The amount of any payment for a supply of goods or services or the value of any supply made or deemed to have been made pursuant to this Agreement or any Ancillary Agreement will be exclusive of any VAT properly chargeable on the supply, and the amount of the VAT will be borne by the recipient of the relevant goods or services in addition to any payment due under this Agreement or any Ancillary Agreement at the time the supply is made.  In the event that any VAT is imposed upon or imposed against such recipient, the supplier of the relevant goods or services will promptly notify the recipient of the VAT amount on a valid VAT invoice (unless the reverse charge procedure applies).  Upon receipt thereof, the recipient will promptly remit to the supplier the amount specified in such VAT invoice, and the supplier will make, or will cause to be made, any payments to the applicable Governmental Authorities as required under applicable Law.

Section 9.2             Tax Return Filing; Audit Responsibilities.

(a)           Except as set forth in Section 9.2(b), the Purchaser will control and be responsible for the filing of all Tax Returns required to be filed with respect to the Acquired Company and, with respect to any Post-Closing Period or Straddle Period, the Purchased Assets after the Closing Date.  All such Tax Returns with respect to a Pre-Closing Period or a Straddle Period will be completed in accordance with past practice of the Acquired Company to the extent permitted by applicable Law, and a copy of such Tax Returns shall be provided to the Seller for its review and approval (not to be unreasonably withheld, conditioned or delayed).  The Purchaser will make all payments required with respect to any such Tax Return, subject to any indemnification obligation of the Seller with respect hereto.

(b)           The Seller will control and be responsible for the preparation and filing of all Tax Returns due after the Closing Date that relate to the Acquired Company or any Affiliate of the Acquired Company and are Affiliated Group Tax Returns which include Pre-Closing Period operations.  All such Tax Returns will be completed in accordance with past practice to the extent permitted by applicable Law and a copy of such Tax Returns (or the portion thereof reflecting the Acquired Company) shall be provided to the Purchaser for its review and approval (not to be unreasonably withheld, conditioned or delayed).  The Seller will make all payments required with respect to any such Tax Return.  Any Tax Returns that must be filed in connection with any Transfer Taxes will be prepared by the party that customarily has primary responsibility for filing such Tax Returns pursuant to the applicable Law under and according to which the respective Tax Returns are due to be filed; provided, however, that the preparing party will deliver such Tax Returns for the other party’s review and approval (not to be unreasonably withheld, conditioned or delayed) at least ten (10) Business Days prior to the applicable due date.

(c)           In the event that the Seller or the Purchaser is liable under this Agreement for any Taxes paid by the other party with respect to any Tax Return, prompt reimbursement will be made.

(d)           If the Purchaser receives notice of a Tax Contest with respect to the Acquired Company or the Purchased Assets which could reasonably be expected to cause the Seller to have an indemnification obligation under this Article 9, then the Purchaser will notify the Seller in writing of such Tax Contest within five (5) Business Days of receiving such notice.  The Seller will have the right to control the conduct and resolution of such Tax Contest; provided, however, that the Seller may decline to participate in such Tax Contest.  If the Seller controls the conduct of such Tax Contest, the Seller will not resolve such Tax Contest, to the extent such Tax

58

Contest relates to or could result in an increase in Post-Closing Period Taxes, without the Purchaser’s written consent, which consent will not be unreasonably withheld, conditioned or delayed.  If the Seller declines to control such Tax Contest, then the Purchaser will have the right to control the conduct of such Tax Contest; provided, however, that the Purchaser will not resolve such Tax Contest without the Seller’s written consent, which consent will not be unreasonably withheld, conditioned or delayed.  Each party will bear its own costs for participating in such Tax Contest.

(e)           Any net refunds and credits attributable to the payment of Taxes for a Pre-Closing Period (to the extent not attributable to the use of a Post-Closing Tax Attribute) will be for the account of the Seller, and the Purchaser will promptly pay to the Seller any such refund or credit.

(f)            To the extent not inconsistent with the provisions of this Section 9.2, the procedures of Article 8 will apply in the case of any claim for Losses related to Taxes.

Section 9.3             Cooperation.  Each of the Seller and the Purchaser agree that it will, and will cause its respective Affiliates to:

(a)           provide assistance to the other party as reasonably requested in preparing and filing Tax Returns, responding to Tax Contests and recovering any VAT;

(b)           make available to the other party as reasonably requested all information, records and documents relating to Taxes concerning the Acquired Company and the Business; and

(c)           retain any books and records that could reasonably be expected to be necessary or useful in connection with any preparation by any other party of any Tax Return or for any Tax Contest or other examination or Proceeding relating to Taxes.  Such books and records will be retained until the expiration of the applicable statute of limitations (including extensions thereof).  Thereafter, the Purchaser will not dispose of any such Tax Returns, books and records unless it first offers in writing such Tax Returns, books and records to the Seller and the Seller fails to accept such offer within sixty (60) days of it being made.

Section 9.4             No Code Section 338 Election.  Neither the Purchaser, the Acquired Company, nor any of their Affiliates will, with respect to the transactions contemplated by this Agreement, make any election under Section 338 of the Code, other than an election under Section 338(g) of the Code by the Purchaser with respect to the Acquired Company; provided, however, that the Purchaser shall not make any election under Section 338(g) of the Code with respect to the Acquired Company without the prior written consent of the Seller, which consent shall not be unreasonably withheld, conditioned or delayed.  For purposes of this Section 9.4, the Seller shall not be deemed to unreasonably withhold, condition or delay consent if such consent may have the effect of increasing the Seller’s indemnification liability under this Agreement or otherwise result in a Tax cost or other cost to the Seller that is not reimbursed by the Purchaser or its Affiliates.

ARTICLE 10

EMPLOYEE MATTERS

Section 10.1           Employees.

(a)           At least five (5) Business Days prior to the Closing Date, the Purchaser or its Affiliates will extend a written offer of employment to the active Employees, such offer to be on terms and conditions, including pay, position, responsibility and benefits, that are substantially similar in the aggregate to or better than the terms and conditions provided to such US Employees immediately prior to the Closing Date.  With

59

respect to inactive Employees, the Purchaser will extend a written offer of employment on same terms and conditions as similar Employees of the Purchaser when such inactive Employee is ready to return to active status; provided however, that this obligation shall not extend beyond December 31, 2010.  In addition, Purchaser, the Acquired Company or a Purchaser Affiliate shall extend a written offer of employment to the employees of Seller Affiliates set forth on Schedule 10.1(a) on same terms and conditions as similar Acquired Company Employees. An active Employee shall be deemed to have accepted an offer of employment from the Purchaser if he or she presents himself or herself as available for active employment at his or her then applicable place of employment on the first Business Day immediate following the Closing Date (or, in the case of an active Employee who is absent from work on the Closing Date due to vacation, holiday or temporary illness, the first Business Day following the Closing Date that such active Employee is scheduled to return or is fit to return to active employment) and executes commercially reasonable Purchaser employment documents for its new employees.

(b)           Each (i) Acquired Company Employee and (ii) Employee who accepts the offer of employment extended by the Purchaser or its Affiliate pursuant to Section 10.1(a), will be referred to in this Agreement as a “Transferred Employee”.  The Purchaser agrees to assume, or to cause the appropriate Affiliate of the Purchaser to assume, all Liabilities with respect to the Transferred Employees which accrue following the Closing Date.  The Seller may terminate the employment of any Employee who does not become a Transferred Employee on the Closing Date.

(c)           Through December 31, 2010 (the “Continuation Period”), the Purchaser or its Affiliates will provide the Transferred Employees with employee benefits (including but not limited to welfare benefits, severance and retirement benefits) that are substantially equivalent to, and no less favorable as a whole than, those benefits provided to such Transferred Employees immediately prior to the Closing. During the Continuation Period, the Purchaser will continue to provide those former employees of the Business who left employment prior to the Closing and who retain a benefit in any applicable Seller Plan (the “Transferred Former Employees”) and their dependants, beneficiaries and joint annuitants, with employee/retiree benefits that are substantially equivalent, and no less favorable than, the benefits to which such Transferred Former Employees were entitled under the Seller Plans in effect immediately prior to the Closing.

(d)           Notwithstanding anything else in this Section 10.1, all Transferred Employees in the United States shall be employees-at-will of the Purchaser.

(e)           On or within five (5) Business days after March 31, 2010, the Seller shall notify the Purchaser of the gross amount payable to eligible Employees, on a per employee basis, for bonuses for 2009 performance and all management or sales incentive plan, stay bonus or retention bonus program or agreement payments, in each case that are or would have been due and payable to an Employee if such Employee were to have remained an employee of the Seller or an Affiliate of the Seller through March 31, 2010 (the “Bonus Payments”).  Upon the next payroll disbursement to Employees thereafter, the Purchaser shall pay to each eligible Employee who is still an Employee of the Business at such time such Employee’s relevant portion of the Bonus Payments, as notified by the Seller, less any withholdings and deductions therefrom required by applicable Law. The Seller shall reimburse the Purchaser in an amount equal to the Bonus Payments one Business Day prior to the payment to eligible Employees.

(f)            The Purchaser agrees that (i) all unpaid accrued vacation and sick time as of the Closing Date shall be the Purchaser’s responsibility and shall be

60

recognized by the Purchaser under its policies to the extent not paid by the Seller on or before the Closing Date and (ii) to the extent that the Seller is required by applicable Law or the terms of any Seller Plan to make any payment to any Transferred Employee for any unpaid accrued vacation or sick time as of the Closing Date in connection with the consummation of the transaction, the Purchaser agrees to promptly reimburse the Seller for the amount of such payment, but only to the extent that the Liabilities described in (i) and (ii) above are properly reflected on the Final Closing Net Working Capital.

Section 10.2           Defined Benefit Plans.

(a)           Effective as of the Closing Date, the Transferred Employees will no longer participate in the Chemtura Corporation Retirement Plan (the “Pension Plan”), and the Seller will have taken all such action prior to the Closing Date as may be required to achieve this result.  Effective as of the Closing Date, the Purchaser will establish a replacement defined benefit pension plan (the “New Defined Benefit Plan”) intended to be qualified under Section 401(a) of the Code, and a related trust intended to be exempt from taxation under Section 501(a) of the Code, for the benefit of the Transferred Employees, the terms of which plan and trust will be substantially identical to the terms of the Pension Plan.  The Purchaser agrees to apply for, and to take all actions necessary to secure, as soon as practicable after the Closing Date, a determination letter from the IRS to the effect that the New Defined Benefit Plan is qualified under the applicable provisions of the Code.  The Purchaser will recognize the service of the Transferred Employees with the Seller or any of its Affiliates prior to the Closing Date for all purposes under the New Defined Benefit Plan.

(b)           As soon as practicable following the date of this Agreement, the Seller will cause its actuaries to determine, effective as of the Closing Date and in accordance with the requirements of ERISA and Section 414(1) of the Code, an amount of assets of the Pension Plan (the “Plan Assets Amount”) equal to the present value of benefits accrued to the Closing Date for all Transferred Employees, determined as if the Transferred Employees terminated employment with the Seller as of the Closing Date and with regard to only those benefits to which the Transferred Employees would be eligible based on their age and service as of the Closing Date.  The Plan Assets Amount that will be transferred to the New Defined Benefit Plan will be the amount which would be allocated to Transferred Employees if the Pension Plan were terminated as of the Closing Date and assets were allocated to participants in accordance with Section 4044 of ERISA using the assumptions and methodology of the PBGC for plan terminations as of the Closing Date and such other reasonable assumptions not specified by the PBGC and determined by Seller’s actuary.

(c)           As soon as practicable after the Seller’s actuaries determine the Plan Assets Amount, the Seller will cause the transfer of an amount of cash equal to the Plan Assets Amount from the Pension Plan to the New Defined Benefit Plan, together with interest on such Plan Assets Amount at the prime rate of Citibank as of the Closing Date from the Closing Date to the date of transfer.  Benefit payments to Transferred Employees (or their beneficiaries) in pay status will continue to be made from the Pension Plan following the Closing Date and until the date of transfer.  Any such payments, adjusted for applicable interest, will be deducted from the Plan Assets Amount.  Following the date of transfer, the Purchaser will assume all Liabilities of the Seller and its Affiliates under the Pension Plan with respect to accrued benefits of the Transferred Employees, and the Seller and its Affiliates will have no further Liability to the Purchaser or any Transferred Employees with respect thereto following the date of transfer.

61

Section 10.3           Defined Contribution Plan.

(a)           Effective as of the Closing Date, the Transferred Employees will no longer participate in the Chemtura Corporation Employees Savings Plan (the “Savings Plan”), and the Seller will have taken all such action prior to the Closing Date as may be required to achieve this result. As of the Closing Date, the Seller will cause each Transferred Employee to be one hundred percent (100%) vested in his or her account balance.

(b)           After the Closing Date, the Purchaser will establish or provide the Transferred Employees with a new savings plan intended to be qualified under Sections 401(a) and 401(k) of the Code, which shall provide (i) for immediate eligibility for participation for each Transferred Employee who participated in the Savings Plan immediately prior to the Closing Date, and (ii) vesting and eligibility provisions that are no less favorable than those of the Savings Plan as in effect immediately prior to the Closing Date, applied by aggregating service with the Seller and its Affiliates prior to the Closing Date with service with the Purchaser and its Affiliates on and after the Closing Date.  The Seller and the Purchaser agree to cooperate fully with respect to the actions necessary to effect the transactions contemplated in this Section 10.3, including the provision of records and information as each may reasonably request from the other.

(c)           With effect from the Closing, the Purchaser shall cause its savings plan established pursuant to Section 10.3(b) above to accept rollovers of distributions to Transferred Employees from, and direct rollovers elected by Transferred Employees from, the Savings Plan, including any note evidencing a loan to any Transferred Employee under the Savings Plan.

Section 10.4           Welfare Arrangements.   Subject to Section 10.1(b) above, to the extent that any medical, dental, hospitalization, life or other similar health, welfare or insurance benefits are provided to Transferred Employees through one or more Seller Plans (the “Welfare Plans”), the Purchaser agrees to designate or establish, effective as of the Closing, one or more benefit plans, programs or arrangements for the purpose of providing such benefits to Transferred Employees.  The Purchaser will cause such benefit plans, programs or arrangements to (i) waive any preexisting condition limitations for conditions covered under the applicable Welfare Plans available to the Transferred Employees immediately prior to the Closing and any applicable waiting periods, and (ii) credit Transferred Employees with any deductible and out-of-pocket expenses incurred by such employees and their dependents under the Welfare Plans during the portion of the current year preceding the Closing Date for purposes of satisfying any applicable deductible or out-of-pocket requirements under any similar plan, program or arrangement in which such employees may be eligible to participate after the Closing Date.  With respect to aggregate lifetime maximum benefits available under the Purchaser’s welfare benefit plans, a Transferred Employee’s prior claim experience under any of the Welfare Plans will not be taken into account.  Effective as of the Closing Date, the Transferred Employees (and their dependants) will no longer participate in the Welfare Plans and the Seller will have taken all such action prior to the Closing Date as may be required to achieve this result.  The Purchaser shall be responsible for making tuition reimbursements or adoption assistance payments to any Transferred Employees who (i) obtained all necessary approval under the applicable tuition reimbursement plan or adoption assistance plan of the Seller and its Affiliates prior to the Closing Date, and (ii) satisfy all necessary requirements for reimbursement under such plans after the Closing Date.

Section 10.5           WARN Act.  The Purchaser and the Seller agree to cooperate in good faith to determine whether any notification may be required under the WARN Act as a result of the transactions contemplated by the Agreement and, if such notices are required, to provide such notice in a manner that is reasonably satisfactory to each of the Purchaser and the Seller.

62

Section 10.6           No Third-Party Beneficiaries.  Nothing contained in this Agreement, expressed or implied, is intended to confer upon any Employee any benefits under any employee benefit plan, fund or program including severance benefits or the right to employment or continued employment with the Purchaser or any Affiliate of the Purchaser for any period by reason of this Agreement.  In addition, the provisions of this Agreement, in particular this Article 10, are for the sole benefit of the parties hereto and their respective Affiliates and are not for the benefit of any third parties.

Section 10.7           Negotiations with Employees.  To the extent required by applicable Law, the Seller and, on request by the Seller, the Purchaser, will (or will cause their applicable Affiliates to) notify the Employees or their representatives (including any relevant works council or trade union) of the transactions contemplated by this Agreement and will thereafter enter into and properly conduct consultations with the Employees and/or their representatives, all as required by Law and/or any applicable collective bargaining agreements.

ARTICLE 11

ENVIRONMENTAL MATTERS

Section 11.1           Indemnification by the Seller.  Notwithstanding anything to the contrary contained in this Agreement, and subject to the limitations expressly set forth in Sections 11.2 and 11.3, the Seller shall indemnify and hold harmless the Purchaser Indemnified Parties from and against any and all Losses incurred by the Purchaser Indemnified Parties relating to or resulting from:

(a)           any Unknown Environmental Liability (“Unknown Environmental Liability Losses”); and

(b)           any Known Environmental Liability (“Known Environmental Liability Losses”).

Section 11.2           Survival.

(a)           The indemnity set forth in Section 11.1(a) shall expire on the seven (7) year anniversary of the Closing Date (the “Unknown Environmental Liability Indemnity Period”); provided only, however, that if any Purchaser Indemnified Party provides an Environmental Claim Notice in respect of a particular Unknown Environmental Liability within the Unknown Environmental Liability Indemnity Period, the indemnity set forth in Section 11.1(a) shall survive until resolved with respect to Losses relating to or resulting from that Unknown Environmental Liability until the nine (9) year anniversary of the Closing Date (the “Unknown Losses Termination Date”). Any Unknown Environmental Liability Losses relating to or resulting from an Unknown Environmental Liability that is not the subject of an Environmental Claim Notice issued prior to the expiration of the Unknown Liability Indemnity Period shall be deemed to constitute Assumed Liabilities with effect from the expiration of the Unknown Environmental Liability Indemnity Period and the Seller shall have no Liability under this Agreement for such Losses thereafter. In no event shall the Seller have any Liability for any Unknown Environmental Liability Losses that are incurred, paid or payable at any time after the Unknown Losses Termination Date, whether or not the relevant Unknown Environmental Liability was the subject of an Environmental Claim Notice issued prior to the expiration of the Unknown Environmental Liability Indemnity Period, and any such Losses shall be deemed to constitute Assumed Liabilities with effect from the Unknown Losses Termination Date.

(b)           The indemnity set forth in Section 11.1(b) shall expire on the four (4) year anniversary of the Closing Date (the “Known Environmental Liability Indemnity Period”) provided only, however, that if any Purchaser Indemnified Party provides an

63

Environmental Claim Notice in respect of a particular Known Environmental Liability within the Known Environmental Liability Indemnity Period, the indemnity set forth in Section 11.1(a) shall survive until resolved with respect to Losses relating to or resulting from that Known Environmental Liability until the five (5) year anniversary of that Environmental Claim Notice (such anniversary date in respect of that Known Environmental Liability being the “Known Losses Termination Date”). Any Known Environmental Liability Losses relating to or resulting from a Known Environmental Liability that is not the subject of an Environmental Claim Notice issued prior to the expiration of the Known Liability Indemnity Period shall be deemed to constitute Assumed Liabilities with effect from the expiration of the Known Environmental Liability Indemnity Period and the Seller shall have no Liability under this Agreement for such Losses thereafter. In no event shall the Seller have any Liability for any Known Environmental Liability Losses that are incurred, paid or payable at any time after the Known Losses Termination Date for the relevant Known Environmental Liability, whether or not the relevant Known Environmental Liability was the subject of an Environmental Claim Notice issued prior to the expiration of the Known Environmental Liability Indemnity Period, and any such Losses shall be deemed to constitute Assumed Liabilities with effect from such Known Losses Termination Date.

Section 11.3           Limitations on Liability.

(a)           Shifting of Responsibility for Known Environmental Liability Losses.  Subject to Section 11.2(b), the amount in respect of which the Seller shall be liable to indemnify and hold harmless the Purchaser Indemnified Parties pursuant to Section 11.1(b) shall be limited as follows:

(i)            The Seller shall indemnify and hold harmless the Purchaser Indemnified Parties from and against one hundred percent (100%) of any and all Known Environmental Liability Losses relating to or resulting from a Known Environmental Liability that is the subject of an Environmental Claim Notice issued prior to the one (1) year anniversary of the Closing Date;

(ii)           The Seller shall indemnify and hold harmless the Purchaser Indemnified Parties from and against seventy-five percent (75%) of any and all Known Environmental Liability Losses relating to or resulting from a Known Environmental Liability that is the subject of an Environmental Claim Notice issued after the one (1) year anniversary of the Closing Date but prior to the two (2) year anniversary of the Closing Date, and the remaining twenty-five percent (25%) of such Known Environmental Liability Losses shall be deemed to constitute Assumed Liabilities;

(iii)          The Seller shall indemnify and hold harmless the Purchaser Indemnified Parties from and against fifty percent (50%) of any and all Known Environmental Liability Losses relating to or resulting from a Known Environmental Liability that is the subject of an Environmental Claim Notice issued after the two (2) year anniversary of the Closing Date but prior to the three (3) year anniversary of the Closing Date, and the remaining fifty percent (50%) of such Known Environmental Liability Losses shall be deemed to constitute Assumed Liabilities;

(iv)          The Seller shall indemnify and hold harmless the Purchaser Indemnified Parties from and against twenty-five percent (25%) of any and all Known Environmental Liability Losses relating to or resulting from a Known Environmental Liability that is the subject of an Environmental Claim Notice issued after the three (3) year anniversary of the Closing Date but prior to the four (4) year anniversary of the Closing, and the remaining

64

seventy-five percent (75%) of such Known Environmental Liability Losses shall be deemed to constitute Assumed Liabilities;

(v)           Mitigation. Subject to the terms and conditions set forth herein, the Purchaser shall, and shall cause each of the Purchaser Indemnified Parties to, use reasonable efforts to mitigate any Environmental Losses with respect to which it may be entitled to seek indemnification pursuant to this Article 11.  Such efforts by the Purchaser shall include, without limitation, prompt notice to the Seller of any facts constituting the basis of any Environmental Claim, as defined in Section 11.4(a), and reasonable actions to limit the extent or duration of any Environmental Losses until such time as the Seller accepts responsibility for the resolution of such Environmental Claim pursuant to Section 11.4.

(b)           Conditions.  In no event shall the Seller be obligated to indemnify Purchaser Indemnified Parties pursuant to this Article 11 for Known Environmental Liability Losses or Unknown Environmental Liability Losses (collectively “Environmental Losses”), and such Environmental Losses shall be deemed to constitute Assumed Liabilities, unless Environmental Losses for which indemnification is sought relate to: (i) a Proceeding, third-party claim filed in any court of competent jurisdiction (“Third Party Environmental Claim”), or Judgment; or (ii) any requirement of Environmental Law, Environmental Authorization, or Governmental Authority acting pursuant to Environmental Law in existence on or before the Closing Date and applicable to the operation of the Business, the Purchased Assets, or the Owned Real Property on or before the Closing Date and imposing or requiring an affirmative response, action or obligation on the Purchaser.  The Seller shall have no obligation to indemnify Purchaser Indemnified Parties pursuant to this Article 11 for any Environmental Losses that arise out of any “Phase II environmental site assessments (ESAs)” (as that term is described in the ASTM E 1903-97 Standard Guide for Environmental Site Assessments: Phase II Environmental Site Assessment Process) or any other invasive investigation, sampling or monitoring of environmental media conducted by Purchaser or the Purchaser Indemnified Parties (collectively an “Environmental Investigation”) that is not: (i) required by applicable Environmental Law or Law in existence on or before the Closing Date (including any such requirement of Environmental Law or Law relating to any maintenance, repair, renovation or expansion activities); or (ii) required by any Proceeding, Environmental Authorization, Judgment, Governmental Authority or Third Party Environmental Claim applicable to the operation of the Business, the Purchased Assets or the Owned Real Property.  The Seller shall have no obligation to indemnify the Purchaser Indemnified Parties pursuant to this Article 11 for any Environmental Losses that arise out of any report or notice to any Governmental Authority or third party regarding any Release of Hazardous Materials or the results of any Environmental Investigation conducted by Purchaser or a Purchaser Indemnified Party except to the extent such report or notice is required by Law, Environmental Laws, Environmental Authorization or Governmental Authorization.  The Seller shall have the unilateral right to raise reasonable objections and defenses to any alleged requirement of Law, Environmental Law, Environmental Authorization, or Governmental Authority acting pursuant to any Environmental Law, including, without limitation, any obligation to provide any report or notice to any Governmental Authority or to perform any environmental investigation or Remediation, and the Purchaser shall ensure that its actions under this Article 11 will not in any way prejudice such rights.

(c)           Scope of Seller Response Obligations.  The Seller shall have no obligation to indemnify Purchaser Indemnified Parties pursuant to this Article 11 for any Environmental Losses, and such Environmental Losses shall be deemed to constitute Assumed Liabilities, that arise out of: (i) a change in use (including any shutdown of the

65

Taft facility, but excluding change in activity levels for current uses) by the Purchaser of any Owned Real Property in a manner that changes the Purchaser’s obligations under any Environmental Law impacting the Environmental Losses; (ii) a change in Environmental Law after the Closing Date; or (iii) a new obligation under Environmental Law that arises out of a change in operations or increase in production by Purchaser after the Closing.

Section 11.4           Procedure for Indemnification For Environmental Losses.

(a)           If the Purchaser seeks indemnity under this Article 11 (an “Environmental Claim”), it will give written notice (an “Environmental Claim Notice”) to the Seller.  The Environmental Claim Notice must set forth with reasonable particularity (to the extent then known) the nature of the condition or event giving rise to the Environmental Claim and, if known, the estimated amount of any Losses incurred or reasonably expected to be incurred by the Purchaser Indemnified Parties.  The Purchaser shall provide the Seller with copies of sampling data, environmental reports, proposals and correspondence in the possession of the Purchaser relevant to the Environmental Claim. If the Purchaser seeks indemnity under this Article 11, the Purchaser will promptly provide the Seller with an Environmental Claim Notice as soon as the Purchaser is in possession of sufficient facts constituting the basis of an Environmental Claim, but in no event greater than thirty (30) calendar days after the relevant Purchaser Indemnified Party has received such facts or any notice of a third party claim or Proceeding.  The Purchaser will include in the Environmental Claim Notice the facts constituting the basis for such Environmental Claim Notice and details of the amount of the damages claimed or other action required to resolve the Environmental Claim; provided, however, that no delay or deficiency on the part of the Purchaser in so notifying the Seller will relieve the Seller of any Liability under this Agreement except to the extent such delay or deficiency prejudices or otherwise adversely affects the rights of the Seller with respect thereto.

(b)           Subject to the terms of this Section 11.4, the Seller shall have the right, by written notice to the Purchaser (a “Control Notice”), to conduct, direct, manage, implement and control the resolution of any Environmental Claim for which the Seller has greater than fifty percent (50%) of the indemnification obligation under this Article 11, including the right to raise timely and reasonable objections and defenses to any obligations imposed on the parties under any Law, Environmental Laws, Environmental Authorization, or Governmental Authorization, (any such Environmental Claim the subject of a Control Notice being hereinafter an “Environmental Response Action”), so long as the Seller does so in a commercially reasonable manner.  The Seller shall comply with the requirements and procedures contained in this Section 11.4 with respect to all Environmental Response Actions. The election of the Seller to assume the defense of an Environmental Claim shall not be deemed an admission by the Seller that the Environmental Claim is within the scope of or subject to indemnification under this Article 11.

(c)           The Seller shall be entitled to participate, with its own counsel and at its own expense, in the defense or conduct of any Environmental Claim that is not the subject of an Environmental Response Action.

(d)           All Environmental Response Actions that require the assistance of an environmental consultant, shall be performed by a third-party environmental consultant reasonably acceptable to the Purchaser.  Any consultant retained by the Seller in connection with an Environmental Response Action must hold and maintain insurance of the types and amounts that are customary in the industry and the Purchaser and the relevant Purchaser Indemnified Parties shall, to the extent possible without increasing the costs of such insurance, be added as additional named insureds on such policies.

66

(e)           In respect of an Environmental Response Action, the Seller shall, as soon as practicable and in no event later than the date that is the earlier of: (i) an applicable deadline under Environmental Laws or of a Governmental Authority; or (ii) thirty (30) days after the Purchaser’s receipt of the relevant Control Notice, provide the Purchaser with a written response that provides the following information with reasonable particularity to the extent of Seller’s knowledge at that time:  (i) the nature of the activities proposed to be undertaken, recognizing that the Seller may not have sufficient information to propose a final response plan to address the matter and that the activities proposed may be limited to additional investigation work; (ii) the identity of the environmental consultant proposed to undertake the action; (iii) the proposed time frame for undertaking the proposed action (including interim milestones to the extent appropriate) and, if appropriate, an estimate of the time frame required before a final response plan can be developed; (iv) the estimated cost associated with such action (to the extent then estimable); and (v) copies of sampling data, environmental reports, proposals and correspondence in the possession of the Seller relevant to the subject matter (each such notice, an “Environmental Response Action Proposal”).

(f)            The Purchaser shall, as soon as practicable and in no event later than the date that is the earlier of (i) an applicable deadline under Environmental Laws or of a Governmental Authority; or (ii) thirty (30) days after receipt of the Environmental Response Action Proposal, notify the Seller, in writing, that the Purchaser, in whole or in part, approves of (“Approval Notification”) or objects to (“Dispute Notification”) such Environmental Response Action Proposal, including the selection of the environmental consultant.  The Purchaser may object to any Environmental Response Action Proposal only to the extent that it reasonably determines that the Proposal is inconsistent with the terms of Section 11.4(l).  Issuance of such Approval Notification shall grant the Seller, its representatives and consultants reasonable rights of access to the relevant Owned Real Property to conduct activities in conjunction with the Environmental Response Action Proposal; provided, however, that the Seller shall provide reasonable prior notice of any dates or times the Seller or its consultants or representatives plan to access the relevant Owned Real Property and shall accommodate the Purchaser’s schedule to the extent reasonably practicable.  In the event the Purchaser issues a Dispute Notification objecting, in whole or in part, to an Environmental Response Action Proposal, the Purchaser shall include in such Dispute Notification details of its specific disagreement regarding such Environmental Response Action Proposal, including the basis for the Purchaser’s determination that the Environmental Response Action Proposal is not consistent with the terms of Section 11.4(l).  The Purchaser agrees that its approval of an Environmental Response Action Proposal shall not be unreasonably withheld or delayed.  In the event the Purchaser fails to approve or object to the Environmental Response Action Proposal within thirty (30) days after its receipt thereof, the Environmental Response Action Proposal shall be deemed approved.

(g)           In the event the Purchaser objects to an Environmental Response Action Proposal or any portion thereof under Section 11.4(f), the Purchaser and the Seller shall thereafter negotiate in good faith in an attempt to reach agreement as to the disputed Environmental Response Action Proposal.  In the event the Purchaser and the Seller are unable to resolve the dispute within a reasonable period of time, the parties shall jointly select and retain a mutually agreeable nationally recognized qualified third party independent environmental consultant or expert (“Independent Consultant”): (i) to determine whether the disputed Environmental Response Action Proposal is consistent with the terms of Section 11.4(l) ; and (ii) in the event the Independent Consultant determines the disputed Environmental Response Action Proposal is not consistent with the terms of

67

Section 11.4(l), the Independent Consultant shall recommend an alternative Environmental Response Action Proposal that is consistent with the terms of Section 11.4(l).  The determination of the Independent Consultant shall be binding on the Seller and the Purchaser.  All fees and expenses of the Independent Consultant shall be borne equally by the Purchaser and the Seller.

(h)           With respect to any Environmental Response Action, the Seller agrees to provide the Purchaser with the following:  (i) copies of all work plans, test results, sampling data, surveys and other data generated by the Seller and its representatives, promptly upon the availability thereof, but in any event, prior to submitting the same to any Governmental Authority; (ii) copies of all material draft reports and final reports, plans and other documents developed with respect to the Environmental Response Action, including any such materials to be submitted to any Governmental Authority prior to any such submission; (iii) an opportunity to meet with the Seller and/or its representatives prior to and following any substantive communications or meetings with any Governmental Authority, (iv) the opportunity to attend and participate in substantive meetings or teleconferences with Governmental Authorities; and (v) an opportunity to timely comment upon the foregoing and any other proposed material determinations or actions relating to investigative, testing and remedial actions and the reporting of the same to any Governmental Authority.  The Seller shall provide due consideration to any comments or suggestions provided by the Purchaser.  Notwithstanding the foregoing, in no event shall the Purchaser’s actions as set forth herein interfere with or compromise the Seller’s pursuit of any Environmental Response Action as it deems reasonably appropriate consistent with the terms of this Agreement.

(i)            Notwithstanding anything to the contrary in this Agreement, the Seller shall develop and implement the relevant Environmental Response Actions in a manner that does not unreasonably interfere with the existing operations of the Business by the Purchaser at the relevant Owned Real Property, recognizing that the Purchaser shall reasonably cooperate with the Seller to ensure that any Environmental Response Action is implemented consistent with the terms of Section 11.4(l).

(j)            The Seller agrees to diligently perform (or direct its consultants to perform) all Environmental Response Actions in a good and workman-like manner in accordance with accepted industry practices and standards in compliance with applicable Environmental Laws and any of the Purchaser’s or the Businesses’ reasonable site-specific health and safety requirements or policies that are comparable to those which are customary in the industry and which are provided to the Seller prior to initiation of any Environmental Response Action.  If the Seller fails to diligently undertake or implement the Environmental Response Action in a good and workmanlike manner in accordance with accepted industry practices and standards and in compliance with its obligations and terms of this Article 11, the Purchaser, following written notice to the Seller and a reasonable opportunity to cure depending upon the nature of the alleged failure, which cure period shall not be less than thirty (30) days following such written notice under any circumstances, shall have the right to conduct, direct, manage, implement and control the relevant Response Action provided the procedures in this Section 11.4 shall be complied with, substituting in each case (other than payment obligations), the Purchaser for the Seller and vice versa.

(k)           The Seller shall not agree to any settlement of, or consent to the entry of any Judgment (other than a Judgment of dismissal on the merits without costs relating to an Environmental Response Action) arising from or relating to any Environmental Losses without the prior written consent of the Purchaser, which consent

68

shall not be unreasonably withheld or delayed, other than a settlement or judgment for solely monetary damages.

(l)            With respect to any Environmental Losses for which the Seller has the right to control resolution pursuant to an Environmental Response Plan under this Article 11, the Seller shall be entitled to use the most cost effective response techniques, including risk-based Remediation standards consistent with the current industrial use of the Owned Real Property and utilization of activity and use limitations, institutional controls and engineered barriers, in each case, to the extent (i) authorized by applicable Environmental Law; and (ii) consistent with and that does not unreasonably restrict or interfere with the existing operation of the Business by the Purchaser at the Owned Real Property.

Section 11.5           Taft Air Issue.

(a)           The Seller shall perform the actions set forth on Schedule 11.5 before Closing (except as otherwise set forth on Schedule 11.5) or otherwise required to be taken by a Governmental Authority prior to the Closing Date to resolve the Taft Air Issue.

(b)           If, at or within the twelve (12) months after Closing, emissions from and operational parameters of Emission Point No. 001-05GP (Thermal Oxidizer UB-1300 Control Device) at the Taft facility continue to be in excess of emission limits or operational requirements established by any Governmental Authorization or Environmental Law, then the Seller shall, within thirty (30) days after presentation of an invoice therefor, reimburse the Purchaser for any costs and expenses incurred by the Purchaser after Closing in performing further repairs, services and maintenance on the Thermal Oxidizer UB-1300 Control Device, up to a maximum reimbursement hereunder of one hundred thousand dollars ($100,000).

(c)           Any penalties or fines assessed for an occurrence of the Taft Air Issue pre-Closing and reported by Seller to a Governmental Authority shall be considered a Known Environmental Liability subject to the limitations on liability in Section 11.3(a).  Any penalties or fines assessed for any other occurrence of the Taft Air Issue pre-Closing and not reported by Seller to a Governmental Authority shall be considered an Unknown Environmental Liability, but only to the extent the fine or penalty is assessed within the Unknown Environmental Liability Indemnity Period.

(d)           Except as aforesaid in this Section 11.5, Seller shall have no responsibility or liability in respect of the Taft Air Issue, or for any Losses arising from or in connection therewith, after the Closing.

ARTICLE 12

GENERAL PROVISIONS

Section 12.1           Notices.  All notices and other communications under this Agreement must be in writing and are deemed duly delivered when (a) delivered if delivered personally or by internationally recognized overnight courier service (costs prepaid), (b) sent by facsimile with confirmation of transmission by the transmitting equipment (or, the first Business Day following such transmission if the date of transmission is not a Business Day) or (c) received or rejected by the addressee, if sent by United States of America certified or registered mail, return receipt requested; in each case to the following addresses or facsimile numbers and marked to the attention of the individual (by name or title) designated below (or to such other address, facsimile number or individual as a party may designate by notice to the other party):

69

If to the Seller:

Chemtura Corporation

199 Benson Road

Middlebury, Connecticut 06749

United States of America

Facsimile: +1 203 573 3118

Attention: General Counsel

with a copy (which will not constitute notice) to:

Baker & McKenzie LLP

130 East Randolph Drive

Chicago, Illinois, 60601

United States of America

Facsimile: +1 312 698 2702

Attention:  Edward J. West, Esquire

If to the Purchaser:

SK Capital Partners II, L.P.

400 Park Avenue

Suite 810

New York NY 10022

Facsimile: +1 212 867 4525

Attention: Dr. Barry Siadat

with a copy (which will not constitute notice) to:

SK Capital Partners II, L.P.

1515 N Federal Highway

Suite 405

Boca Raton FL 33432

Facsimile: +1 561 892 2928

Attention: Mark Delevie, Esquire

and to:

Morgan Lewis & Bockius, LLP

502 Carnegie Center

Princeton, NJ 08540

Facsimile: +1 609 919 6701

Attention: Steven M. Cohen, Esquire

Section 12.2           Amendment.  Except as contemplated by Section 5.6, this Agreement may not be amended, supplemented or otherwise modified except in a written document signed by each party to be bound by the amendment and that identifies itself as an amendment to this Agreement.

Section 12.3           Specific Performance.  Each of the Seller and the Purchaser acknowledge and agree that the other party would be damaged irreparably in the event of a breach of this Agreement.  Accordingly, the parties agree that, prior to the termination of this Agreement

70

pursuant to Section 7.1, in the event of a breach of the provisions of this Agreement, the non-breaching party shall have the right to seek temporary or permanent injunctive relief, or to enforce specifically the provisions of this Agreement, in any court of competent jurisdiction as may be available under the Laws and rules applicable in such jurisdiction, in addition to any other remedy to which they may be entitled at law or in equity.

Section 12.4           Waiver and Remedies.  The parties may (a) extend the time for performance of any of the obligations or other acts of the other party to this Agreement, (b) waive any inaccuracies in the representations and warranties of the other party to this Agreement contained in this Agreement or (c) waive compliance with any of the covenants or conditions for the benefit of such party contained in this Agreement.  Except as contemplated by Section 5.6: (i) any such extension or waiver by a party to this Agreement will be valid only if set forth in a written document signed on behalf of the party against whom the extension or waiver is to be effective; (ii) no extension or waiver will apply to any time for performance, inaccuracy in any representation or warranty, or noncompliance with any covenant or condition, as the case may be, other than that which is specified in the written extension or waiver; and (iii) no failure or delay by a party in exercising any right or remedy under this Agreement or any of the documents delivered pursuant to this Agreement, and no course of dealing between the parties, operates as a waiver of such right or remedy, and no single or partial exercise of any such right or remedy precludes any other or further exercise of such right or remedy or the exercise of any other right or remedy.  Except as provided in Sections 5.6 and 8.6, any enumeration of a party’s rights and remedies in this Agreement is not intended to be exclusive, and a party’s rights and remedies are intended to be cumulative to the extent permitted by law and include any rights and remedies authorized in law or in equity.

Section 12.5           Entire Agreement.  This Agreement (including the Schedules and Exhibits hereto and the documents and instruments referred to in this Agreement that are to be delivered at the Closing) constitutes the entire agreement between the parties and supersedes any prior understandings, agreements or representations by or between the parties, or either of them, written or oral, with respect to the subject matter of this Agreement.  Notwithstanding the foregoing, the Confidentiality Agreement will remain in effect in accordance with its terms as modified pursuant to Section 5.9.

Section 12.6           Assignment, Successors and No Third Party Rights.  This Agreement binds and benefits the parties and their respective successors and assigns. No party may assign any rights, or delegate the performance of any of its obligations, under this Agreement, whether by operation of law or otherwise, without the prior written consent of the other parties.  Any purported assignment or delegation in contravention of the foregoing shall be void and of no effect.  Nothing expressed or referred to in this Agreement will be construed to give any Person, other than the parties to this Agreement, any legal or equitable right, remedy or claim under or with respect to this Agreement or any provision of this Agreement except such rights as may inure to a successor or permitted assignee under this Section 12.6.

Section 12.7           Severability.  If any provision of this Agreement is held invalid, illegal or unenforceable, the remaining provisions of this Agreement remain in full force and effect, if the essential terms and conditions of this Agreement for each party remain valid, binding and enforceable.

Section 12.8           Exhibits and Schedules.  The Exhibits and Schedules to this Agreement are incorporated herein by reference and made a part of this Agreement.  The Seller Disclosure Schedule is arranged in sections and paragraphs corresponding to the numbered and lettered sections and paragraphs of Article 3.  The disclosure in any section or paragraph of the Seller

71

Disclosure Schedule, and those in any amendment or supplement thereto, will be deemed to relate to each other provision of Article 3.

Section 12.9           Interpretation.  In the negotiation of this Agreement, each party has received advice from its own attorney.  The language used in this Agreement is the language chosen by the parties to express their mutual intent, and no provision of this Agreement will be interpreted for or against either party because that party or its attorney drafted the provision.

Section 12.10         Expenses.  Except as set forth in this Agreement, each party will pay its own direct and indirect expenses incurred by it in connection with the preparation and negotiation of this Agreement and the consummation of the transactions contemplated by this Agreement, including all fees and expenses of its advisors and representatives; provided, however, the Purchaser will bear all notarial and similar fees and expenses incurred in connection with the execution and delivery of any Ancillary Agreement.

Section 12.11         Governing Law.  Unless any Exhibit or Schedule specifies a different choice of law, the internal laws of the State of New York (without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction) that would cause the application of laws of any other jurisdiction) govern all matters arising out of or relating to this Agreement and its Exhibits and Schedules and the transactions contemplated by this Agreement, including its validity, interpretation, construction, performance and enforcement and any disputes or controversies arising therefrom or related thereto.

Section 12.12         Limitation on Liability.   NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT OR ANY ANCILLARY AGREEMENT TO THE CONTRARY, IN NO EVENT WILL ANY PARTY OR ANY OF ITS AFFILIATES BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS, LOSS OF REVENUE OR LOST SALES) IN CONNECTION WITH ANY CLAIMS, LOSSES, DAMAGES OR INJURIES ARISING OUT OF THE CONDUCT OF SUCH PARTY PURSUANT TO THIS AGREEMENT REGARDLESS OF WHETHER THE NONPERFORMING PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR NOT.

Section 12.13         Jurisdiction and Service of Process.   Except as contemplated by Section 12.3, any action or proceeding arising out of or relating to this Agreement or the transactions contemplated by this Agreement must be brought only in either the Bankruptcy Court, while the Case is pending, or thereafter in any federal or state court located in New York County, New York (each, a “Chosen Court”). Each of the parties knowingly, voluntarily and irrevocably submits to the exclusive jurisdiction of the Chosen Courts in any such action or proceeding and waives any objection it may now or hereafter have to venue or to convenience of forum.  Each party to this Agreement may make service on the other party by sending or delivering a copy of the process to the party to be served at the address and in the manner provided for the giving of notices in Section 12.1.  Nothing in this Section 12.13, however, affects the right of a party to serve legal process in any other manner permitted by law.

Section 12.14         Waiver of Jury Trial.  EACH OF THE PARTIES KNOWINGLY, VOLUNTARILY AND IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM (WHETHER BASED ON CONTRACT, TORT OR OTHERWISE) ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT OR THE ACTIONS OF EITHER PARTY TO THIS AGREEMENT IN NEGOTIATION, EXECUTION AND DELIVERY, PERFORMANCE OR ENFORCEMENT OF THIS AGREEMENT.

72

Section 12.15         No Joint Venture.  Nothing in this Agreement creates a joint venture or partnership between the parties.  This Agreement does not authorize either party (a) to bind or commit, or to act as an agent, employee or legal representative of, the other party, except as may be specifically set forth in other provisions of this Agreement, or (b) to have the power to control the activities and operations of the other party.  The parties are independent contractors with respect to each other under this Agreement.  Each party agrees not to hold itself out as having any authority or relationship contrary to this Section 12.15.

Section 12.16         Counterparts.  The parties may execute this Agreement in multiple counterparts, each of which constitutes an original as against the party that signed it, and all of which together constitute one agreement.  This Agreement is effective upon delivery of one (1) executed counterpart from each party to the other party.  The signatures of all parties need not appear on the same counterpart.  The delivery of signed counterparts by facsimile or email transmission that includes a copy of the sending party’s signature(s) is as effective as signing and delivering the counterpart in person.

[Signature page follows.]

73

The parties have executed and delivered this Agreement as of the date indicated in the first sentence of this Agreement.

CHEMTURA CORPORATION
By:
	Name: Stephen C. Forsyth
	Title: Executive Vice President & Chief Financial Officer
SK ATLAS, LLC
By:
	Name: Barry Siadat
	Title:   Manager
SK CAPITAL PARTNERS II, LP
By:	SK Capital Investments II, LLC
	its general partner
By:
	Name: Barry Siadat
	Title:   Manager

74

EX-10.59

Exhibit 10.59

$450,000,000

AMENDED AND RESTATED SENIOR SECURED SUPERPRIORITY

DEBTOR-IN-POSSESSION CREDIT AGREEMENT

Dated as of February 3, 2010

among

CHEMTURA CORPORATION,
as Debtor and Debtor-in-Possession

as Borrower

and

THE GUARANTORS PARTY HERETO,
as Debtors and Debtors in Possession under Chapter 11 of the Bankruptcy Code

and

CITIBANK, N.A.

asAdministrativeAgent

and

WELLS FARGO CAPITAL FINANCE, LLC

as Syndication Agent

and

BARCLAYS BANK PLC

and

BANK OF AMERICA, N.A.

as Co-Documentation Agents

and

CITIBANK, N.A.

as Initial Issuing Bank

and

THE INITIAL LENDERS AND THE OTHER LENDERS PARTY HERETO

CITIGROUP GLOBAL MARKETS INC.

and

WELLS FARGO CAPITAL FINANCE, LLC

as Joint Lead Arrangers

CITIGROUP GLOBAL MARKETS INC.

WELLS FARGO CAPITAL FINANCE, LLC

BARCLAYS CAPITAL

and

BANC OF AMERICA SECURITIES LLC

as Joint Bookrunners

TABLE OF CONTENTS

	Page
ARTICLE I
DEFINITIONS AND ACCOUNTING TERMS
Section 1.01 Certain Defined Terms	2
Section 1.02 Computation of Time Periods; Other Definitional Provisions	35
Section 1.03 Accounting Terms	35
Section 1.04 Terms Generally	35
ARTICLE II
AMOUNTS AND TERMS OF THE ADVANCES
AND THE LETTERS OF CREDIT
Section 2.01 The Advances	36
Section 2.02 Making the Advances	37
Section 2.03 Issuance of and Drawings and Reimbursement Under Letters of Credit	38
Section 2.04 Repayment of Advances	44
Section 2.05 Termination, Reduction or Automatic Increase of Commitments	44
Section 2.06 Prepayments	44
Section 2.07 Interest	46
Section 2.08 Fees	46
Section 2.09 Conversion of Advances	47
Section 2.10 Increased Costs, Etc.	48
Section 2.11 Payments and Computations	49
Section 2.12 Taxes	50
Section 2.13 Sharing of Payments, Etc.	52
Section 2.14 Use of Proceeds	53
Section 2.15 Defaulting Lenders	53
Section 2.16 Evidence of Debt	55
Section 2.17 Priority and Liens	55
Section 2.18 Payment of Obligations	56
Section 2.19 No Discharge: Survival of Claims	56
Section 2.20 Replacement of Certain Lenders	56
ARTICLE III
CONDITIONS TO EFFECTIVENESS
Section 3.01 Conditions Precedent to Effectiveness	57
Section 3.02 Conditions Precedent to Each Borrowing and Each Issuance of a Letter of Credit	61
Section 3.03 Determinations Under Sections 3.01 and 3.03	62
ARTICLE IV
REPRESENTATIONS AND WARRANTIES
Section 4.01 Representations and Warranties of the Loan Parties	62

i

ARTICLE V
COVENANTS OF THE LOAN PARTIES
Section 5.01 Affirmative Covenants	66
Section 5.02 Negative Covenants	70
Section 5.03 Reporting Requirements	77
Section 5.04 Financial Covenants	80
ARTICLE VI
EVENTS OF DEFAULT
Section 6.01 Events of Default	81
Section 6.02 Actions in Respect of the Letters of Credit upon Default	85
ARTICLE VII
THE AGENTS
Section 7.01 Appointment and Authorization of the Agents	86
Section 7.02 Administrative Agent Individually	86
Section 7.03 Duties of Administrative Agent; Exculpatory Provisions	87
Section 7.04 Reliance by Administrative Agent	88
Section 7.05 Delegation of Duties	88
Section 7.06 Resignation of Administrative Agent	88
Section 7.07 Non-Reliance on Administrative Agent and Other Lender Parties	89
Section 7.08 No Other Duties, etc	90
Section 7.09 Indemnification of Agents	90
Section 7.10 Administrative Agent May File Proofs of Claim	91
Section 7.11 Collateral and Guaranty Matters	91
ARTICLE VIII
SUBSIDIARY GUARANTY
Section 8.01 Subsidiary Guaranty	92
Section 8.02 Guaranty Absolute	92
Section 8.03 Waivers and Acknowledgments	93
Section 8.04 Subrogation	94
Section 8.05 Additional Guarantors	95
Section 8.06 Continuing Guarantee; Assignments	95
Section 8.07 No Reliance	95
ARTICLE IX
SECURITY
Section 9.01 Grant of Security	95
Section 9.02 Further Assurances	99
Section 9.03 Rights of Lender; Limitations on Lenders’ Obligations	100

ii

Section 9.04 Covenants of the Loan Parties with Respect to Collateral	101
Section 9.05 Performance by Agent of the Loan Parties’ Obligations	105
Section 9.06 The Administrative Agent’s Duties	105
Section 9.07 Remedies	106
Section 9.08 Modifications	108
Section 9.09 Release; Termination	109
ARTICLE X
MISCELLANEOUS
Section 10.01 Amendments, Etc.	109
Section 10.02 Notices, Posting of Approved Electronic Communications, Etc.	110
Section 10.03 No Waiver; Remedies	112
Section 10.04 Costs, Fees and Expenses	112
Section 10.05 Right of Set-off	114
Section 10.06 Binding Effect	114
Section 10.07 Successors and Assigns	114
Section 10.08 Execution in Counterparts	118
Section 10.09 Confidentiality and Related Matters	118
Section 10.10 Treatment of Information	119
Section 10.11 Patriot Act Notice	120
Section 10.12 Jurisdiction, Etc.	120
Section 10.13 Governing Law	121
Section 10.14 Waiver of Jury Trial	121

iii

SCHEDULES

Schedule I	-	Commitments and Applicable Lending Offices
Schedule II	-	Intellectual Property
Schedule III	-	Material IP Agreements
Schedule IV	-	Initial Pledged Equity
Schedule V	-	Initial Pledged Debt
Schedule VI	-	Designated Account Debtors
Schedule VII	-	Form of Invoices
Schedule VIII	-	Non-Filing Domestic Subsidiaries
Schedule IX	-	Existing Letters of Credit
Schedule 4.01(a)	-	Equity Investments; Subsidiaries
Schedule 4.01(b)	-	Loan Parties
Schedule 4.01(i)	-	Disclosures
Schedule 4.01(m)	-	Environmental Liabilities
Schedule 4.01(t)	-	Surviving Debt
Schedule 4.01(u)	-	Lien
Schedule 5.02(g)	-	Investments in Joint Ventures
Schedule 5.02(p)	-	Sale and Lease Backs

EXHIBITS

Exhibit A-1	-	Form of Term Note
Exhibit A-2	-	Form of Revolving Credit Note
Exhibit B	-	Form of Notice of Borrowing
Exhibit C	-	Form of Assignment and Acceptance
Exhibit D-1	-	Form of Opinion of Kirkland & Ellis LLP
Exhibit E	-	Interim Order
Exhibit F	-	Form of Borrowing Base Certificate
Exhibit G	-	Form of IP Security Agreement Supplement
Exhibit H	-	Form of Guaranty Supplement

iv

AMENDED AND RESTATED SENIOR SECURED SUPERPRIORITY

DEBTOR-IN-POSSESSION CREDIT AGREEMENT

AMENDED AND RESTATED SENIOR SECURED SUPERPRIORITY DEBTOR-IN-POSSESSION CREDIT AGREEMENT (this “Agreement”) dated as of February 3, 2010 among CHEMTURA CORPORATION, a Delaware corporation and a debtor and debtor-in-possession in a case pending under chapter 11 of the Bankruptcy Code (as hereinafter defined) (the “Borrower”), and each of the direct and indirect Subsidiaries of the Borrower signatory hereto (each, a “Guarantor”, and together with any Person that becomes a Guarantor hereunder pursuant to Section 8.05, the “Guarantors”), each of which is a debtor and debtor-in-possession in a case pending under chapter 11 of the Bankruptcy Code, the Initial Lenders (as hereinafter defined) and the other banks, financial institutions and other institutional lenders party hereto (each, a “Lender”, and together with the Initial Lenders and any other person that becomes a Lender hereunder pursuant to Section 10.07, the “Lenders”), CITIBANK, N.A. (“Citibank”), as the initial issuing bank (in such capacity, the “Initial Issuing Bank”), Citibank, as administrative and collateral agent (or any successor appointed pursuant to Article VII, the “Administrative Agent”) for the Lender Parties and the other Secured Parties (each as hereinafter defined), WELLS FARGO CAPITAL FINANCE, LLC (“Wells Fargo”), as syndication agent, BARCLAYS BANK PLC and BANK OF AMERICA, N.A., as co-documentation agents, CITIGROUP GLOBAL MARKETS INC. (“CGMI”) and Wells Fargo, as joint lead arrangers (the “Lead Arrangers”), and CGMI, Wells Fargo, BARCLAYS CAPITAL and BANC OF AMERICA SECURITIES LLC, as joint bookrunners (the “Bookrunners”).

PRELIMINARY STATEMENTS

(1)           On March 18, 2009 (the “Petition Date”), the Borrower and the Guarantors filed voluntary petitions in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”) for relief, and commenced proceedings (the “Cases”) under chapter 11 of the U.S. Bankruptcy Code (11 U.S.C. §§ 101 et seq.; the “Bankruptcy Code”) and have continued in the possession of their assets and in the management of their businesses pursuant to sections 1107 and 1108 of the Bankruptcy Code.

(2)           The Borrower and the Guarantors are party to that certain Senior Secured Superpriority Debtor-in-Possession Credit Agreement, dated as of March 18, 2009 (as amended, supplemented or otherwise modified prior to the Effective Date, the “Existing DIP Agreement”), among the Borrower, the Guarantors, the lenders party thereto, Citibank, as the initial issuing bank and as administrative agent, and the other agents party thereto.

(3)           Pursuant to the Existing DIP Agreement, certain of the Lenders party hereto, together with the other lenders under the Existing DIP Agreement, committed to extend credit in an aggregate principal amount of up to $400,000,000. The parties hereto hereby agree to amend and restate the Existing DIP Agreement in its entirety to read as set forth in this Agreement and wish to enter into term, revolving credit and letter of credit facilities in an aggregate principal amount not exceeding $450,000,000, on the terms and conditions set forth in this Agreement (collectively, the “Facilities”), (i) to refinance the obligations outstanding under the Existing DIP Agreement, (ii) to pay fees, costs and expenses in connection with such refinancing, the Facilities and the Cases, and (iii) to provide financing for working capital, letters of credit, capital expenditures and other general corporate purposes of the Borrower and the Guarantors, including but not limited to Investments in other Subsidiaries of the Loan Parties to the extent not prohibited under this Agreement.

NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements contained herein, the parties hereto agree as follows:

ARTICLE I

DEFINITIONS AND ACCOUNTING TERMS

Section 1.01  Certain Defined Terms.  As used in this Agreement, the following terms shall have the following meanings (such meanings to be equally applicable to both the singular and plural forms of the terms defined):

“Account Collateral” has the meaning specified in Section 9.01(f).

“Account Debtor” means, with respect to any Account, the Person obligated on such Account.

“Accounts” has the meaning set forth in the UCC.

“Activities” has the meaning specified in Section 7.02(b).

“Administrative Agent” has the meaning specified in the recital of parties to this Agreement.

“Administrative Agent’s Account” means the account of the Administrative Agent maintained by the Administrative Agent with Citibank and identified to the Borrower and the Lender Parties from time to time.

“Administrative Questionnaire” means an Administrative Questionnaire in a form supplied by the Administrative Agent.

“Advance” means a Term Advance, a Revolving Credit Advance, or a Letter of Credit Advance.

“Affected Lender” has the meaning specified in Section 2.20.

“Affiliate” means, as to any Person, any other Person that, directly or indirectly, controls, is controlled by or is under common control with such Person or is a director or officer of such Person.  For purposes of this definition, the term “control” (including the terms “controlling”, “controlled by” and “under common control with”) of a Person means the possession, direct or indirect, of the power to vote 10% or more of the Voting Stock of such Person or to direct or cause the direction of the management and policies of such Person, whether through the ownership of Voting Stock, by contract or otherwise.

“After-Acquired Intellectual Property” has the meaning specified in Section 9.04(g)(v).

“Agent’s Group” has the meaning specified in Section 7.02(b).

“Agents” means the Administrative Agent and CGMI in its capacity as a Lead Arranger and Bookrunner.

2

“Agreement Value” means, for each Hedge Agreement, on any date of determination, an amount determined by the Administrative Agent equal to:  (a) in the case of a Hedge Agreement documented pursuant to the Master Agreement (Multicurrency-Cross Border) published by the International Swap and Derivatives Association, Inc. (the “Master Agreement”), the amount, if any, that would be payable by any Loan Party or any of its Subsidiaries to its counterparty to such Hedge Agreement, as if (i) such Hedge Agreement were being terminated early on such date of determination, (ii) such Loan Party or Subsidiary were the sole “Affected Party,” and (iii) the Administrative Agent were the sole party determining such payment amount (with the Administrative Agent reasonably making such determination pursuant to the provisions of the form of Master Agreement); (b) in the case of a Hedge Agreement traded on an exchange, the mark-to-market value of such Hedge Agreement, which will be the unrealized loss on such Hedge Agreement to the Loan Party or Subsidiary of a Loan Party party to such Hedge Agreement reasonably determined by the Administrative Agent based on the settlement price of such Hedge Agreement on such date of determination; or (c) in all other cases, the mark-to-market value of such Hedge Agreement, which will be the unrealized loss on such Hedge Agreement to the Loan Party or Subsidiary of a Loan Party party to such Hedge Agreement reasonably determined by the Administrative Agent as the amount, if any, by which (i) the present value of the future cash flows to be paid by such Loan Party or Subsidiary exceeds (ii) the present value of the future cash flows to be received by such Loan Party or Subsidiary pursuant to such Hedge Agreement; capitalized terms used and not otherwise defined in this definition or this Agreement shall have the respective meanings set forth in the above described Master Agreement or any other document governing such Hedge Agreement.

“Albemarle Settlement and Cross License” means, collectively, (a) the mutual release by the Borrower and Great Lakes Chemical Corporation (“GLCC”), on the one hand, and Albemarle Corporation, on the other hand, of claims and counterclaims raised or that could be raised (i) in Albemarle Corporation v. Great Lakes Chemical Corporation, Civil Action Nos. 02-505-JVP-DLD and 02-506-JVP-DLD, consolidated, pending on the Effective Date in the United States District Court for the Middle District of Louisiana; (ii) in Albemarle Corporation v. Chemtura Corporation and Great Lakes Chemical Corporation, Civil Action No. 05-1239-JJB-SCR, pending on the Effective Date in the United States District Court for the Middle District of Louisiana; and (iii) in Chemtura Corporation v. Albemarle Corporation, Civil Action No. 3:09cv143-JRS, pending on the Effective Date in the United States District Court for the Eastern District of Virginia, (iv) in controversies relating to the Borrower’s and GLCC’s concerns that former employees of the Borrower or GLCC made available to Albemarle certain of the Borrower’s and/or GLCC’s trade secrets, confidential information and/or know-how, and/or (v) under U.S. Patent Numbers 4,719096, 4,725,425, 4,978518, 5,008,477, 5,030,778, 5,053,447, 5,077,334, 5,124,496, 5,302,768, 5,387,636, 5,457,248 and 6,958,423; and (b) the grant by the Borrower and/or GLCC to Albemarle Corporation of a nonexclusive, fully paid-up, royalty-free, irrevocable, world-wide license to manufacture, use, sell, offer for sale and import FM 2100 or any other products under the claims of U.S. Patent Number 5,457,248 and its respective foreign counterparts and continuations, including reissue patents, reexamined patents, as well as all of the applications to which this patent claims priority, the patents claiming priority from it, including continuation applications, continuation-in-part applications, CPA and RCE applications, divisional applications, and any patent that issues from a patent application that is subject to this clause (b), in consideration of the grant by Albemarle Corporation of certain licenses to the Borrower and GLCC with respect to certain of Albemarle Corporation’s intellectual property, in each case on substantially the terms set forth in the Settlement and Cross-License Agreement signed on December 24, 2009 among Albemarle Corporation, the Borrower and GLCC.

3

“Applicable Lending Office” means, with respect to each Lender Party, such Lender Party’s Domestic Lending Office in the case of a Base Rate Advance and such Lender Party’s Eurodollar Lending Office in the case of a Eurodollar Rate Advance.

“Applicable Margin” means (a) in respect of the Term Facility, 4.00% per annum, in the case of Eurodollar Rate Advances, and 3.00% per annum, in the case of Base Rate Advances, and (b) in respect of the Revolving Credit Facility, 4.25% per annum, in the case of Eurodollar Rate Advances, and 3.25% per annum, in the case of Base Rate Advances.

“Appropriate Lender” means, at any time, with respect to (a) the Revolving Credit Facility or the Term Facility, a Lender that has a Commitment or Advances outstanding, in each case with respect to or under such Facility at such time, and (b) the Letter of Credit Sublimit,  (i) any Issuing Bank, and (ii) if the Revolving Credit Lenders have made Letter of Credit Advances pursuant to Section 2.03(c) that are outstanding at such time, each such Revolving Credit Lender.

“Approved Electronic Communications” means each Communication that any Loan Party is obligated to, or otherwise chooses to, provide to the Administrative Agent pursuant to any Loan Document or the transactions contemplated therein, including any financial statement, financial and other report, notice, request, certificate and other information material; provided, however, that, solely with respect to delivery of any such Communication by any Loan Party to the Administrative Agent and without limiting or otherwise affecting either the Administrative Agent’s right to effect delivery of such Communication by posting such Communication to the Approved Electronic Platform or the protections afforded hereby to the Administrative Agent in connection with any such posting, “Approved Electronic Communication” shall exclude (i) any Notice of Borrowing, Letter of Credit Application, notice of Conversion or continuation, and any other notice, demand, communication, information, document and other material relating to a request for a new, or a conversion of an existing, Borrowing, (ii) any notice pursuant to Section 2.06 and any other notice relating to the payment of any principal or other amount due under any Loan Document prior to the scheduled date therefor, (iii) all notices of any Default or Event of Default and (iv) any notice, demand, communication, information, document and other material required to be delivered to satisfy any of the conditions set forth in Article III or any other condition to any Borrowing or other extension of credit hereunder or any condition precedent to the effectiveness of this Agreement.

“Approved Electronic Platform” has the meaning specified in Section 10.02(d).

“Approved Fund” means any Fund that is administered or managed by (a) a Lender, (b) an Affiliate of a Lender or (c) an entity or an Affiliate of an entity that administers or manages a Lender.

“Assignment and Acceptance” means an assignment and acceptance entered into by a Lender Party and an Eligible Assignee, and accepted by the Administrative Agent, in accordance with Section 10.07 and in substantially the form of Exhibit C hereto.

“Available Amount” of any Letter of Credit means, at any time, the maximum amount available to be drawn under such Letter of Credit at such time (assuming compliance at such time with all conditions to drawing).

“Availability” means, at any time, (a) the lesser of (i) the Borrowing Base at such time (based on the most recent Borrowing Base Certificate), and (ii) the aggregate Commitments at such time minus (b) the sum of (i) the Advances outstanding at such time plus (ii) the aggregate

4

Available Amount of all Letters of Credit outstanding at such time.  Availability at any time shall be determined by reference to the most recent Borrowing Base Certificate delivered to the Administrative Agent pursuant to Section 5.03(p).

“Bank Product Reserves” means all reserves which the Administrative Agent from time to time establishes in its reasonable judgment for the Obligations under the Secured Cash Management Agreements and the Secured Hedge Agreements then outstanding.

“Bankruptcy Code” has the meaning specified in the Preliminary Statements.

“Bankruptcy Court” has the meaning specified in the Preliminary Statements and means the United States District Court for the Southern District of New York when such court is exercising direct jurisdiction over the Cases.

“Base Rate” means the higher of (a) 3.0% per annum and (b) a fluctuating interest rate per annum in effect from time to time, which rate per annum shall at all times be equal to the higher of (i) the rate of interest announced publicly by Citibank in New York, New York, from time to time, as Citibank’s base rate and (ii) ½ of 1% per annum above the Federal Funds Rate.

“Base Rate Advance” means an Advance that is not a Eurodollar Rate Advance.

“BBA LIBOR” has the meaning specified in the definition of “Eurodollar Base Rate”.

“Bookrunners” has the meaning specified in the recital of parties to this Agreement.

“Borrower” has the meaning specified in the recital of parties to this Agreement.

“Borrower’s Account” means the account of the Borrower maintained by the Borrower and specified in writing to the Administrative Agent from time to time.

“Borrowing” means a borrowing consisting of simultaneous Advances of the same Type made by the Appropriate Lenders.

“Borrowing Base” means (i) 80% of the value of Eligible Receivables, plus (ii) the lesser of (A) 85% of the Net Orderly Liquidation Value Percentage of Eligible Inventory and (B) 75% of the cost of Eligible Inventory, plus (iii) $275,000,000, minus (iv) Reserves.

“Borrowing Base Certificate” means a certificate in substantially the form of Exhibit F hereto (with such changes therein as may be required in accordance with the terms of this Agreement by the Administrative Agent to reflect the components of, and reserves against, the Borrowing Base as provided for hereunder from time to time), executed and certified as accurate and complete by a Responsible Officer of the Borrower or by the controller of the Borrower, which shall include detailed calculations as to the Borrowing Base as reasonably requested by the Administrative Agent.

“Budget Variance Report” means a report, in each case certified by a Responsible Officer of the Borrower, in substantially the form of the “Budget Variance Report” delivered pursuant to the Existing DIP Agreement, delivered in accordance with Section 5.03(e), showing actual cash flows and the aggregate maximum amount of utilization of the Commitments for each such week as of the end of the week immediately preceding the week during which such Budget Variance

5

Report is delivered and the variance (as a percentage) of such amounts from the corresponding anticipated amounts therefor set forth in the DIP Budget.

“Business Day” means a day of the year on which banks are not required or authorized by law to close in New York City and, if the applicable Business Day relates to any Eurodollar Rate Advances, on which dealings are carried on in the London interbank market.

“Capital Expenditures” means, for any Person for any period, the sum (without duplication) of all expenditures made, directly or indirectly, by such Person or any of its Subsidiaries during such period for equipment, fixed assets, real property or improvements, or for replacements or substitutions therefor or additions thereto, that have been or should be, in accordance with GAAP, reflected as additions to property, plant or equipment on a Consolidated balance sheet of such Person.  For purposes of this definition, (i) the purchase price of equipment that is purchased simultaneously with the trade in of existing equipment or with insurance proceeds shall be included in Capital Expenditures only to the extent of the gross amount of such purchase price less the credit granted by the seller of such equipment for the equipment being traded in at such time or the amount of such proceeds, as the case may be and (ii) the Lyondell Property Purchase shall not be included in Capital Expenditures.

“Capitalized Leases” means all leases that have been or should be, in accordance with GAAP, recorded as capitalized leases.

“Carve-Out” means (i) all fees required to be paid to the Clerk of the Bankruptcy Court and to the Office of the United States Trustee under Section 1930(a) of title 28 of the United States Code, (ii) Professional Fees that are incurred prior to an Event of Default, and invoiced and payable under sections 330 and 331 of the Bankruptcy Code, whether prior to or after an Event of Default (the “Pre-Trigger Pipeline Claims”) (but only to the extent that such fees are payable pursuant to an order of the Bankruptcy Court), and (iii) without duplication of the amounts described in clause (ii) above, Professional Fees in an aggregate amount not to exceed $8,000,000 (the “Carve-Out Cap”) incurred after the occurrence and during the continuance of an Event of Default (but only to the extent such fees are payable pursuant to an order of the Bankruptcy Court); provided, however (to the extent allowed by the Bankruptcy Court), that the Borrower and each Guarantor shall be permitted to pay the Pre-Trigger Pipeline Claims, and the Carve-Out Cap shall not be reduced by the amount of any compensation and reimbursement of expenses incurred prior to the occurrence of an Event of Default (to the extent allowed by the Bankruptcy Court), whether paid prior to or after an Event of Default, or any fees, expenses, indemnities or other amounts paid to the Administrative Agent or the Lenders and their respective attorneys and agents under this Agreement or otherwise; and provided further that nothing herein shall be construed to impair the ability of any party to object to any of the fees, expenses, reimbursement or compensation described above in accordance with the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, The Local Bankruptcy Rules for the Southern District of New York, Guidelines for Reviewing Applications for Compensation & Reimbursement of Expenses Filed Under 11 U.S.C. Section 330, and any applicable order of the Bankruptcy Court.

“Cases” has the meaning specified in the Preliminary Statements.

“Cash Collateralize” means to pledge and deposit with or deliver to the Administrative Agent, for the benefit of the Issuing Banks and the Revolving Credit Lenders, as collateral for the L/C Obligations, cash or deposit account balances in an amount not less than 105% of the face amount of such L/C Obligations, pursuant to customary documentation in form and substance

6

reasonably satisfactory to the Administrative Agent and the Issuing Banks.  Derivatives of such term have corresponding meanings.

“Cash Equivalents” means any of the following, to the extent having a maturity of not greater than 12 months from the date of issuance thereof:  (a) readily marketable direct obligations of the Government of the United States or any agency or instrumentality thereof or obligations unconditionally guaranteed by the full faith and credit of the Government of the United States, (b) certificates of deposit of or time deposits with any commercial bank that is a Lender Party or a member of the Federal Reserve System that issues (or the parent of which issues) commercial paper rated as described in clause (c), is organized under the laws of the United States or any state thereof and has combined capital and surplus of at least $1,000,000,000, (c) commercial paper in an aggregate amount of no more than $25,000 per issuer outstanding at any time, issued by any corporation organized under the laws of any state of the United States and rated at least “Prime-1” (or the then equivalent grade) by Moody’s or “A-1” (or the then equivalent grade) by S&P, and (d) Investments, classified in accordance with GAAP, as current assets of the Borrower or any of its Subsidiaries, in money market investment programs registered under the Investment Company Act of 1940, as amended, which are administered by financial institutions that have the highest rating obtainable from either Moody’s or S&P and which are approved by the Bankruptcy Court.

“Cash Management Agreement” means any agreement to provide cash management services, including treasury, depository, overdraft, credit or debit card, electronic funds transfer and other cash management arrangements.

“Cash Management Bank” means any Person that, at the time it enters into a Cash Management Agreement, is a Lender Party or an Affiliate of a Lender Party, in its capacity as a party to such Cash Management Agreement.

“Cash Variance” means, as of the last day of any calendar week, (i) $50,000,000 plus (ii) for each preceding week in the DIP Budget during which actual total cash flows exceeded total cash flows projected in the DIP Budget for such week, the amount of such excess, minus (iii) for each preceding week in the DIP Budget during which total cash flows projected in the DIP Budget exceeded actual total cash flows for such week, the amount of such excess.   For the avoidance of doubt, to the extent the Cash Variance as of any given date is less than or equal to zero, it shall be assumed to be zero for purposes of calculation of compliance with Section 5.04(c).

“CFC” means an entity that is a controlled foreign corporation of the Borrower under Section 957 of the Internal Revenue Code.

“CGMI” has the meaning specified in the recital of parties to this Agreement.

“Change of Control” means and shall be deemed to have occurred upon the occurrence of any of the following events:  (i) any Person or two or more Persons acting in concert shall have acquired beneficial ownership (within the meaning of Rule 13d-3 of the Securities and Exchange Commission under the Securities Exchange Act of 1934), directly or indirectly, of Voting Stock of the Borrower (or other securities convertible into such Voting Stock) representing 35% or more of the combined voting power of all Voting Stock of the Borrower; or (ii) after the date of this Agreement, individuals who as of the date of this Agreement were directors of the Borrower, together with each individual on the board of directors of the Borrower who was either (x) elected or appointed by a majority of those members of the board of directors of the Borrower who were

7

members at the time of such election or appointment or (y) nominated for election or appointment by a majority of those members of the board of directors of the Borrower who were members at the time of such nomination, shall cease for any reason to constitute a majority of the board of directors of the Borrower.

“Citibank” means Citibank, N.A.

“Collateral” means all “Collateral” referred to in the Collateral Documents and all other property of the Loan Parties that is or is purported to be subject to any Lien in favor of the Administrative Agent for the benefit of the Secured Parties.

“Collateral Access Agreement” means any landlord waiver, mortgagee waiver, bailee letter, or any similar acknowledgment or agreement of any warehouseman or processor that owns or is in possession of property where any Inventory is stored or located, pursuant to which a Person shall waive or subordinate its rights and claims as landlord, mortgagee, bailee, warehouseman or processor in any Inventory of a Loan Party and grant access to the Administrative Agent for the repossession and sale of such Inventory, in each case in form and substance reasonably satisfactory to the Administrative Agent.

“Collateral Documents” means, collectively, the provisions of Article IX of this Agreement, the Intellectual Property Security Agreement, the Mortgages and any other agreement that creates or purports to create a Lien in favor of the Administrative Agent for the benefit of the Secured Parties.

“Commitment” means a Term Commitment, a Revolving Credit Commitment or a Letter of Credit Commitment.

“Committee” means the unsecured creditors’ committee appointed in the Cases and the committee of equity security holders appointed in the Cases.

“Communications” means each notice, demand, communication, information, document and other material provided for hereunder or under any other Loan Document or otherwise transmitted between the parties hereto relating this Agreement, the other Loan Documents, any Loan Party or its Affiliates, or the transactions contemplated by this Agreement or the other Loan Documents including, without limitation, all Approved Electronic Communications.

“Computer Software” has the meaning specified in Section 9.01(g)(iv).

“Consolidated” refers to the consolidation of accounts in accordance with GAAP.

“Contract” means an agreement between any Loan Party and an Account Debtor in any written form acceptable to such Loan Party, or in the case of any open account agreement as evidenced by one of the forms of invoices set forth in Schedule VII hereto or otherwise approved by the Administrative Agent from time to time (which approval shall not be unreasonably withheld), pursuant to or under which such Account Debtor shall be obligated to pay for goods or services from time to time.

“Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise, and the terms “Controlling” and “Controlled” shall have meanings correlative thereto.

8

“Conversion”, “Convert” and “Converted” each refers to the conversion of Advances from one Type to Advances of the other Type.

“Copyrights” has the meaning specified in Section 9.01(g)(iii).

“Debt” of any Person means, without duplication, (a) all indebtedness of such Person for borrowed money, (b) all Obligations of such Person for the deferred purchase price of property or services (other than trade payables not overdue by more than 90 days incurred in the ordinary course of such Person’s business), (c) all Obligations of such Person evidenced by notes, bonds, debentures or other similar instruments, (d) all Obligations of such Person created or arising under any conditional sale or other title retention agreement with respect to property acquired by such Person (even though the rights and remedies of the seller or lender under such agreement in the event of default are limited to repossession or sale of such property), (e) all Obligations of such Person as lessee under Capitalized Leases, (f) all Obligations of such Person under acceptance, letter of credit or similar facilities, (g) all Obligations of such Person to purchase, redeem, retire, defease or otherwise make any payment in respect of any Equity Interests in such Person or any other Person or any warrants, rights or options to acquire such Equity Interests, valued, in the case of Redeemable Preferred Interests, at the greater of its voluntary or involuntary liquidation preference plus accrued and unpaid dividends, (h) all Obligations of such Person in respect of Hedge Agreements, valued at the Agreement Value thereof, (i) all Guarantee Obligations and Synthetic Debt of such Person and (j) all indebtedness and other payment Obligations referred to in clauses (a) through (i) above of another Person secured by (or for which the holder of such Debt has an existing right, contingent or otherwise, to be secured by) any Lien on property (including, without limitation, accounts and contract rights) owned by such Person, even though such Person has not assumed or become liable for the payment of such indebtedness or other payment Obligations.

“Debtor Relief Law” means the Bankruptcy Code and all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization, or similar debtor relief laws of the United States or any other applicable jurisdiction from time to time in effect and affecting the rights of creditors generally.

“Default” means any Event of Default or any event that would constitute an Event of Default but for the requirement that notice be given or time elapse or both.

“Defaulted Advance” means, with respect to any Lender at any time, the portion of any Advance required to be made by such Lender to the Borrower pursuant to Section 2.01, 2.02, or 2.03 at or prior to such time which has not been made by such Lender or by the Administrative Agent for the account of such Lender pursuant to Section 2.02(d) as of such time.  In the event that a portion of a Defaulted Advance shall be deemed made pursuant to Section 2.15(a), the remaining portion of such Defaulted Advance shall be considered a Defaulted Advance originally required to be made pursuant to Section 2.01 on the same date as the Defaulted Advance so deemed made in part.

“Defaulted Amount” means, with respect to any Lender Party at any time, any amount required to be paid by such Lender Party to the Administrative Agent or any other Lender Party hereunder or under any other Loan Document at or prior to such time which has not been so paid as of such time, including, without limitation, any amount required to be paid by such Lender Party to (a) any Issuing Bank pursuant to Section 2.03(d) to purchase a portion of a Letter of Credit Advance made by such Issuing Bank, (b) the Administrative Agent pursuant to

9

Section 2.02(d) to reimburse the Administrative Agent for the amount of any Advance made by the Administrative Agent for the account of such Lender Party, (c) any other Lender Party pursuant to Section 2.13 to purchase any participation in Advances owing to such other Lender Party, and (d) the Administrative Agent or any Issuing Bank pursuant to Section 7.09 to reimburse the Administrative Agent or such Issuing Bank for such Lender Party’s ratable share of any amount required to be paid by the Lender Parties to the Administrative Agent or such Issuing Bank as provided therein.  In the event that a portion of a Defaulted Amount shall be deemed paid pursuant to Section 2.15(b), the remaining portion of such Defaulted Amount shall be considered a Defaulted Amount originally required to be paid hereunder or under any other Loan Document on the same date as the Defaulted Amount so deemed paid in part.

“Defaulting Lender” means, at any time, a Lender Party as to which the Administrative Agent has notified the Borrower that (a) such Lender Party has failed for two or more Business Days to comply with its obligations under this Agreement to make an Advance or make a payment to an Issuing Bank in respect of an Unreimbursed Amount (each a “funding obligation”), (b) such Lender Party has notified the Administrative Agent, or has stated publicly, that it will not comply with any such funding obligation hereunder, or has defaulted on its funding obligations under any other loan agreement or credit agreement or other similar/other financing agreement, (c) such Lender Party has, for two or more Business Days, failed to confirm in writing to the Administrative Agent, in response to a written request of the Administrative Agent, that it will comply with its funding obligations hereunder, or (d) a Lender Insolvency Event has occurred and is continuing with respect to such Lender Party.  Any determination that a Lender Party is a Defaulting Lender under any of clauses (a) through (d) above (to the extent such a determination is contemplated in the preceding sentence in order for the relevant Lender Party to be considered a Defaulting Lender pursuant to such clause) will be made by the Administrative Agent in its sole discretion acting in good faith.

“Designated Litigation Liabilities” means all criminal and civil judgments rendered against, and all civil and criminal settlements entered into by, the Borrower and any of its Subsidiaries in connection with the antitrust investigations and related matters described under the heading “Antitrust Investigation and Related Matters” set forth in the Borrower’s Form 10-K filed with the SEC in respect of the Borrower’s fiscal year ended December 31, 2008 and all costs and expenses related thereto.

“DIP Budget” means, at any time, collectively (a) the forecast delivered pursuant to Section 3.01(a)(ix) and attached as Exhibit J hereto detailing the Borrower’s anticipated weekly cash receipts and disbursements and anticipated weekly cash flow projections, on a Consolidated basis for the Borrower and the other Loan Parties, and setting forth the anticipated aggregate maximum amount of utilization of the Commitments for each such week, together with a written set of assumptions supporting such projections, for the thirteen week period commencing with the week ending February 6, 2010 and (b) the most recent supplement to such forecast, and all intervening supplements to such forecast, delivered in accordance with Section 5.03(f).

“DIP Refinancing Orders” means the Interim Order and the Final Order.

“Domestic Lending Office” means, with respect to any Lender Party, the office of such Lender Party specified as its “Domestic Lending Office” opposite its name on Schedule I hereto or in the Assignment and Acceptance pursuant to which it became a Lender Party, as the case may be, or such other office of such Lender Party as such Lender Party may from time to time specify to the Borrower and the Administrative Agent.

10

“EBITDA” means, for any Person for any period, (a) net income (or net loss) plus (b) without duplication, to the extent included in the calculation of net income of such Person for such period in accordance with GAAP, the sum of (i) Interest Expense, (ii) income tax expense, (iii) depreciation expense, (iv) amortization expense, (v) non-cash charges related to restructuring, asset impairment or other extraordinary items and costs and expenses and legal and other advisor fees and expenses incurred in connection with the Cases and any related plan of reorganization, and fees and expenses incurred in connection with Foreign Asset Based Financing, (vi) charges for legal and other expenses in connection with Designated Litigation Liabilities in an aggregate amount not to exceed $40,000,000, (vii) the amount of all Designated Litigation Liabilities incurred for such period in excess of $1,000,000 in the aggregate to the extent that the same were deducted in arriving at net income (or net loss) for such period, (viii) any losses from sales of assets other than in the ordinary course of business, (ix) the amount of all fees, expenses and premiums incurred in connection with obtaining and attempting to obtain (and with refinancing) debtor-in-possession financing and Foreign Asset Based Financing, including but not limited to fees, expenses and premiums incurred in connection with the execution and delivery of this Agreement and in connection with the execution, delivery and refinancing of the Existing DIP Agreement and (x) non-cash expenses in respect of employees’ compensation payable in Equity Interests, minus (c) without duplication, (i) cash payments for non-cash restructuring charges reserved in a prior period to the extent a charge or expense for such payments was included in EBITDA for a prior period pursuant to clause (b) above and (ii) to the extent included in the calculation of net income of such Person for such period in accordance with GAAP, any gains from sales of assets other than in the ordinary course of business and any other extraordinary gains, provided, however, that in any event and for all periods, non-cash gains or losses on foreign currency translation in connection with the re-measurement of balance sheet assets and liabilities shall be excluded from the calculation of EBITDA.  For the purposes of calculating EBITDA for any period, if during such period the Borrower or any of its Subsidiaries shall have made an acquisition, EBITDA for such period shall be calculated after giving pro forma effect thereto as if such acquisition occurred on the first day of such period.

“Effective Date” has the meaning specified in Section 3.01.

“Eligible Assignee” means with respect to any Facility (other than the Letter of Credit Facility), (i) a Lender Party; (ii) an Affiliate of a Lender Party; (iii) an Approved Fund; and (iv) any other Person (other than an individual) approved by (x) the Administrative Agent and (y) in the case of an assignment of a Revolving Credit Commitment, each Issuing Bank; provided, however, that neither any Loan Party nor any Affiliate of a Loan Party shall qualify as an Eligible Assignee under this definition.

“Eligible Inventory” means, at the time of any determination thereof, without duplication, the Inventory Value of the Loan Parties at such time that is not ineligible for inclusion in the calculation of the Borrowing Base pursuant to any of clauses (a) through (m) below.  No Inventory shall be deemed Eligible Inventory if, without duplication:

(a)           a Loan Party does not have good, valid and unencumbered title thereto, subject only to Liens granted to the Administrative Agent for the benefit of the Secured Parties under the Loan Documents and Permitted Liens; or

(b)           it is not located in the United States; or

(c)           it is either (i) not located on property owned by a Loan Party or (ii) located at a third party processor or (except in the case of consigned Inventory, which is covered by

11

clause (f) below) in another location not owned by a Loan Party (it being understood that the Borrower will provide its best estimate of the value of such Inventory to be agreed to by the Administrative Agent and reflected in the Borrowing Base Certificate), and either (A) is not covered by a Collateral Access Agreement, (B) a Rent Reserve has not been taken with respect to such Inventory or, in the case of any third party processor, a Reserve has not been taken by the Administrative Agent in the exercise of its reasonable discretion or (C) is not subject to an enforceable agreement in form and substance reasonably satisfactory to the Administrative Agent pursuant to which the relevant Loan Party has validly assigned its access rights to such Inventory and property to the Administrative Agent; provided, however, that no Inventory of a Person that is a Non-Loan Party as of the Effective Date but becomes a Loan Party after the Effective Date shall be deemed ineligible solely pursuant to this clause (c) during the 40-day period following the later of (x) the date such Person becomes a Loan Party and (y) such later date as the Administrative Agent may reasonably determine; or

(d)           it is operating supplies, labels, packaging or shipping materials, cartons, repair parts, labels or miscellaneous spare parts, nonproductive stores inventory and other such materials, in each case not considered used for sale in the ordinary course of business of the Loan Parties by the Administrative Agent in its reasonable discretion from time to time; or

(e)           it is not subject to a valid and perfected first priority Lien in favor of the Administrative Agent subject only to Permitted Liens; or

(f)            it has been sold or is consigned at a customer, supplier or contractor location but still accounted for in the Loan Party’s inventory balance; or

(g)           it is in transit (unless it is in transit from one location within the United States of a Loan Party to another location of a Loan Party within the United States and as to which a Reserve has been taken by the Administrative Agent in the exercise of its reasonable discretion); or

(h)           it is obsolete, slow-moving, nonconforming or unmerchantable or is identified as a write-off, overstock or excess by a Loan Party, or does not otherwise conform to the representations and warranties contained in this Agreement and the other Loan Documents applicable to Inventory; or

(i)            it is Inventory used as a sample or prototype, display or display item; or

(j)            and to the extent any portion of Inventory Value thereof is attributable to intercompany profit among Loan Parties or their Affiliates; or

(k)           it is damaged, defective or marked for return to vendor, has been deemed by a Loan Party to require rework or is being held for quality control purposes; or

(l)            it does not meet all material applicable standards imposed by any Governmental Authority having regulatory authority over it; or

(m)          in the case it is owned by a Person that is a Non-Loan Party as of the Effective Date but becomes a Loan Party after the Effective Date, as to which the Administrative Agent shall not have completed its due diligence investigation in scope, and with results,

12

satisfactory to the Administrative Agent (the Administrative Agent hereby agrees to use its commercially best efforts to complete its due diligence investigation of any such Person within 30 days following the date such Person becomes a Loan Party).

“Eligible Receivables” means, at the time of any determination thereof, each Account that satisfies the following criteria: such Account (i) has been invoiced to, and represents the bona fide amounts due to a Loan Party from, the purchaser of goods or services, in each case originated in the ordinary course of business of such Loan Party and (ii) is not ineligible for inclusion in the calculation of the Borrowing Base pursuant to any of clauses (a) through (v) below.  In determining the amount to be so included, the face amount of an Account shall be reduced by, without duplication, to the extent not reflected in such face amount, (A) the amount of all accrued and actual discounts, claims, credits or credits pending, promotional program allowances, price adjustments, finance charges or other allowances (including any amount that a Loan Party may be obligated to rebate to a customer pursuant to the terms of any written agreement or understanding), (B) the aggregate amount of all limits and deductions provided for in this definition and elsewhere in this Agreement, if any, and (C) the aggregate amount of all cash received in respect of such Account but not yet applied by a Loan Party to reduce the amount of such Account.  No Account shall be an Eligible Receivable if, without duplication:

(a)   any representation or warranty contained in this Agreement or any other Loan Document with respect to such specific Account is not true and correct with respect to such Account; or

(b)   the Account Debtor on such Account has disputed liability or made any claim with respect to such Account or any other Account due from such Account Debtor to any Loan Party but only to the extent of such dispute or claim; or

(c)   the Account Debtor in respect of such Account or any of its Affiliates is also a supplier to any Loan Party; provided that such Account shall be ineligible pursuant to this clause (c) only to the extent of an amount equal to the aggregate amount of accounts payable or other indebtedness owing by the Loan Parties to such Account Debtor or any of its Affiliates as at such date, unless the Account Debtor has executed a satisfactory no-offset letter; or

(d)   the transaction represented by such Account is to an Account Debtor which, if a natural person, is not a resident of the United States or, if not a natural person, is organized under the laws of a jurisdiction outside the United States or has its chief executive office outside the United States, unless (i) such Account is backed by a letter of credit in customary and reasonable form from an issuer reasonably deemed creditworthy by the Administrative Agent, which letter of credit is reasonably acceptable to the Administrative Agent in its reasonable discretion and such letter of credit names the Administrative Agent as the beneficiary or the issuer of such letter of credit has consented to the assignment of the proceeds thereof to the Administrative Agent, (ii) such Account Debtor is, if a natural person, a resident of Canada or the United Kingdom or, if not a natural person, is organized under the laws of the United Kingdom, Canada or a province of Canada and has its chief executive office in the United Kingdom or Canada, as applicable, and such Account is denominated in U.S. Dollars, (iii) such Account Debtor is listed on Schedule VI or (iv) such Account is backed by insurance reasonably acceptable to the Administrative Agent and the relevant insurance policy names the Administrative Agent as additional insured and loss payee; provided that if the Account Debtor is located in a

13

jurisdiction outside the United States, the United Kingdom or Canada, this clause (d) shall not apply with respect to Accounts to the extent that such Accounts are denominated in U.S. Dollars and arise from sales of inventory shipped from the United States and the face amount thereof does not exceed 10% of the face amount of all Eligible Receivables; or

(e)   the sale to the Account Debtor on such Account is on a bill-and-hold, guaranteed sale, sale-and-return, sale-on-approval or consignment basis; or

(f)    such Account is not subject to a valid and perfected first priority Lien in favor of the Administrative Agent for the benefit of the Secured Parties; or

(g)   such Account is subject to any deduction, offset, counterclaim, return privilege or other conditions; or

(h)   the Account Debtor on such Account is located in any State of the United States requiring the holder of such Account, as a precondition to commencing or maintaining any action in the courts of such State either to (i) receive a certificate of authorization to do business in such State or be in good standing in such State or (ii) file a Notice of Business Activities Report with the appropriate office or agency of such State, in each case unless the holder of such Account has received such a certificate of authority to do business, is in good standing or, as the case may be, has duly filed such a notice in such State; or

(i)    the Account Debtor on such Account is a Governmental Authority, unless the applicable Loan Party has assigned its rights to payment of such Account to the Administrative Agent pursuant to the Assignment of Claims Act of 1940, as amended, in the case of a federal Governmental Authority, and pursuant to applicable law, if any, in the case of any other Governmental Authority, and such assignment has been accepted and acknowledged by the appropriate government officers; or

(j)    50% or more of the face amount of the Accounts of the Account Debtor are not, or are determined by the Administrative Agent not to be, Eligible Receivables as a result of the provisions of clause (o) below; or

(k)   the payment obligation represented by such Account is denominated in a currency other than U.S. Dollars; or

(l)    such Account is not evidenced by an invoice or other writing in form acceptable to the Agent, in its sole discretion; or

(m)  any Loan Party, in order to be entitled to collect such Account, is required to deliver any additional goods or merchandise to, perform any additional service for, or perform or incur any additional obligation to, the Person to whom or to which it was made; or

(n)   the total Accounts of the Account Debtor on such Account to the Loan Parties (taken as a whole) represent (a) if such Account Debtor has an Investment Grade Rating, more than 15% of the face amount of the Eligible Receivables of the Loan Parties (taken as a whole) at such time, or (b) if such Account Debtor does not have an Investment Grade Rating, more than 5% of the face amount of the Eligible

14

Receivables of the Loan Parties (taken as a whole) at such time, but in each case only to the extent of such excess; or

(o)   such Account (or any portion thereof) remains unpaid for more than (x) 60 days from the original payment due date, or (y) 90 days from the original invoice date thereof, except that for purposes of clause (y) above, in the case of an Account that is a Long Term Account, such Account shall be an Eligible Receivable for the period commencing with the day that is 180 days prior to the original payment due date for such Account until the day that is 60 days after the original payment due date for such Account, notwithstanding that such Account remains unpaid for more than 90 days from the original invoice date thereof; provided that the total Long Term Accounts that represent (A) on any day in the month of January, February, March, April, May or June, more than 35%, (B) on any day in the month of July, more than 20%, (C) on any day in the month of August, September or October, more than 10% or (D) on any day in the month of November or December, more than 15%, in each case, of the face amount of the Eligible Receivables of the Account Debtors (taken as a whole) at such time, shall not be Eligible Receivables to the extent of such excess); or

(p)   the Account Debtor on such Account has (i) filed a petition for bankruptcy or any other relief under any Debtor Relief Law, (ii) made an assignment for the benefit of creditors, (iii) had filed against it any petition or other application for relief under any Debtor Relief Law, (iv) failed, suspended business operations, become insolvent, called a meeting of its creditors for the purpose of obtaining any financial concession or accommodation or (v) had or suffered a receiver or a trustee to be appointed for all or a significant portion of its assets or affairs; or

(q)   such Account is not payable into a deposit account maintained with the Administrative Agent or which is the subject of an account control agreement described in Section 5.01(k); provided that with respect to any Account owned by a Person that is a Non-Loan Party as of the Effective Date but becomes a Loan Party after the Effective Date, no such Account shall be deemed ineligible pursuant to this clause (q) solely because it is not payable into a deposit account meeting the foregoing requirements until such time as the Loan Parties are required to have obtained control agreements with respect to such deposit account under Section 5.01(k)(i); or

(r)    such Account does not arise under a Contract which has been duly authorized and which, together with such Account, is in full force and effect and constitutes the legal, valid and binding obligation of the Account Debtor of such Account enforceable against such Account Debtor in accordance with its terms; or

(s)   such Account, together with the Contract related thereto, contravenes in any material respect any laws, rules or regulations applicable thereto (including, without limitation, laws, rules and regulations relating to usury, consumer protection, truth in lending, fair credit billing, fair credit reporting, equal credit opportunity, fair debt collection practices and privacy) or with respect to which any party to the Contract related thereto is in violation of any such law, rule or regulation in any material respect; or

15

(t)    the inventory giving rise to such Account has not been sent to the Account Debtor or the services giving rise to such Account have not yet been rendered to the Account Debtor; or

(u)   the sale to such Account Debtor on such Account is not a final sale; or

(v)   such Account relates to inventory not yet shipped or services not yet rendered.

For the avoidance of doubt, it is acknowledged and agreed that any calculation of ineligibility made pursuant to more than one clause above shall be made without duplication.

“EMU” means the economic and monetary union as contemplated in the Treaty on European Union.

“Environmental Action” means any action, suit, written demand, demand letter, claim, notice of noncompliance or violation, notice of liability or potential liability, investigation, proceeding, consent order or consent agreement relating in any way to any Environmental Law, any Environmental Permit, any Hazardous Material, or arising from alleged injury or threat to public or employee health or safety, as such relates to exposure to Hazardous Material, or to the environment, including, without limitation, (a) by any governmental or regulatory authority for enforcement, cleanup, removal, response, remedial or other actions or damages and (b) by any governmental or regulatory authority or third party for damages, contribution, indemnification, cost recovery, compensation or injunctive relief.

“Environmental Law” means any applicable federal, state, local or foreign statute, law, ordinance, rule, regulation, code, order, writ, judgment, injunction or decree, or judicial or agency interpretation, relating to pollution or protection of the environment, public or employee health or safety, as such relates to exposure to Hazardous Material, or natural resources, including, without limitation, those relating to the use, handling, transportation, treatment, storage, disposal, release or discharge of Hazardous Materials.

“Environmental Permit” means any permit, approval, identification number, license or other authorization required under any Environmental Law.

“Equipment” has the meaning specified in the UCC.

“Equity Interests” means, with respect to any Person, shares of capital stock of (or other ownership or profit interests in) such Person, warrants, options or other rights for the purchase or other acquisition from such Person of shares of capital stock of (or other ownership or profit interests in) such Person, securities convertible into or exchangeable for shares of capital stock of (or other ownership or profit interests in) such Person or warrants, rights or options for the purchase or other acquisition from such Person of such shares (or such other interests), and other ownership or profit interests in such Person (including, without limitation, partnership, member or trust interests therein), whether voting or nonvoting, and whether or not such shares, warrants, options, rights or other interests are authorized on any date of determination.

“ERISA” means the Employee Retirement Income Security Act of 1974, as amended from time to time, and the regulations promulgated and rulings issued thereunder.

16

“ERISA Affiliate” means any Person that for purposes of Title IV of ERISA is a member of the controlled group of any Loan Party, or under common control with any Loan Party, within the meaning of Section 414(b), (c), (m) or (o) of the Internal Revenue Code.

“ERISA Event” means (a) (i) the occurrence of a reportable event, within the meaning of Section 4043 of ERISA, with respect to any ERISA Plan unless the 30-day notice requirement with respect to such event has been waived by the PBGC or (ii) the requirements of subsection (1) of Section 4043(b) of ERISA (without regard to subsection (2) of such Section) are met with respect to a contributing sponsor, as defined in Section 4001(a)(13) of ERISA, of an ERISA Plan, and an event described in paragraph (9), (10), (11), (12) or (13) of Section 4043(c) of ERISA is reasonably expected to occur with respect to such ERISA Plan within the following 30 days; (b) the application for a minimum funding waiver with respect to an ERISA Plan; (c) the provision by the administrator of any ERISA Plan of a notice of intent to terminate such ERISA Plan, pursuant to Section 4041(a)(2) of ERISA (including any such notice with respect to a plan amendment referred to in Section 4041(e) of ERISA); (d) the cessation of operations at a facility of any Loan Party or any ERISA Affiliate in the circumstances described in Section 4062(e) of ERISA; (e) the withdrawal by any Loan Party or any ERISA Affiliate from a Multiple Employer Plan during a plan year for which it was a substantial employer, as defined in Section 4001(a)(2) of ERISA; (f) the conditions for imposition of a Lien under Section 302(f) of ERISA shall have been met with respect to any ERISA Plan; (g) the adoption of an amendment to an ERISA Plan requiring the provision of security to such ERISA Plan pursuant to Section 307 of ERISA; or (h) the institution by the PBGC of proceedings to terminate an ERISA Plan pursuant to Section 4042 of ERISA, or the occurrence of any event or condition described in Section 4042 of ERISA that constitutes grounds for the termination of, or the appointment of a trustee to administer, such ERISA Plan.

“ERISA Plan” means a Single Employer Plan or a Multiple Employer Plan.

“Euro”, “€” and “EUR” means the single currency of participating member states of the EMU.

“Eurodollar Base Rate” has the meaning specified in the definition of Eurodollar Rate.

“Eurodollar Lending Office” means, with respect to any Lender Party, the office of such Lender Party specified as its “Eurodollar Lending Office” opposite its name on Schedule I hereto or in the Assignment and Acceptance pursuant to which it became a Lender Party, as the case may be, or such other office of such Lender Party as such Lender Party may from time to time specify to the Borrower and the Administrative Agent.

“Eurodollar Rate” means, for any Interest Period with respect to a Eurodollar Rate Advance, a rate per annum equal to the higher of (a) 2.0% per annum and (b) the rate per annum determined by the Administrative Agent pursuant to the following formula:

Eurodollar Rate =	Eurodollar Base Rate
	1.00 – Eurodollar Rate Reserve Percentage

Where,

“Eurodollar Base Rate” means, for such Interest Period, the rate per annum equal to the British Bankers Association LIBOR Rate (“BBA LIBOR”), as published by

17

Reuters (or other commercially available source providing quotations of BBA LIBOR as designated by the Administrative Agent from time to time) at approximately 11:00 a.m., London time, two Business Days prior to the commencement of such Interest Period, for Dollar deposits (for delivery on the first day of such Interest Period) with a term equivalent to such Interest Period.  If such rate and such other commercially available alternative is not available at such time for any reason, then the “Eurodollar Base Rate” for such Interest Period shall be the rate per annum determined by the Administrative Agent to be the rate at which deposits in Dollars for delivery on the first day of such Interest Period in same day funds in the approximate amount of the Eurodollar Rate Advance being made, continued or converted by Citibank  and with a term equivalent to such Interest Period would be offered by Citibank’s London Branch to major banks in the London interbank eurodollar market at their request at approximately 11:00 a.m. (London time) two Business Days prior to the commencement of such Interest Period.

“Eurodollar Rate Advance” means an Advance that bears interest as provided in Section 2.07(a)(ii).

“Eurodollar Rate Reserve Percentage” means, for any day during any Interest Period, the reserve percentage (expressed as a decimal, carried out to five decimal places) in effect on such day, whether or not applicable to any Lender, under regulations issued from time to time by the Board of Governors of the Federal Reserve System (or any successor) for determining the maximum reserve requirement (including any emergency, supplemental or other marginal reserve requirement) with respect to Eurocurrency funding (currently referred to as “Eurocurrency liabilities”).  The Eurodollar Rate for each outstanding Eurodollar Rate Advance shall be adjusted automatically as of the effective date of any change in the Eurodollar Rate Reserve Percentage.

“Events of Default” has the meaning specified in Section 6.01.

“Existing Credit Agreement” means the Amended and Restated Credit Agreement, dated as of July 1, 2005 and amended and restated as of July 31, 2007, among the Borrower, Citibank, as administrative agent and the other lenders signatory thereto from time to time.

“Existing DIP Agreement” has the meaning specified in the Preliminary Statements.

“Existing Letter of Credit” means each “Rollup Letter of Credit” (as defined in the Existing DIP Agreement) issued under the Existing DIP Agreement and outstanding on the Effective Date (each of which that is outstanding as of the date hereof is set forth on Schedule IX).

“Extraordinary Receipt” means any proceeds of property or casualty insurance (in any event excluding proceeds of business interruption insurance to the extent such proceeds constitute compensation for lost earnings) and condemnation awards in respect of any equipment and fixed assets (and payments in lieu thereof).

“Facility” means the Term Facility, the Revolving Credit Facility or the Letter of Credit Sublimit.

“Federal Funds Rate” means, for any period, a fluctuating interest rate per annum equal for each day during such period to the weighted average of the rates on overnight federal funds transactions with members of the Federal Reserve System arranged by federal funds brokers, as published for such day (or, if such day is not a Business Day, for the next preceding Business

18

Day) by the Federal Reserve Bank of New York, or, if such rate is not so published for any day that is a Business Day, the average of the quotations for such day for such transactions received by the Administrative Agent from three federal funds brokers of recognized standing selected by it.

“Fee Letter” means the fee letter dated January 17, 2010 between the Borrower and CGMI.

“Final Order” has the meaning specified in Section 3.02(b)(i)(C).

“First Day Orders” means all orders entered by the Bankruptcy Court on, or within five days of, the Petition Date or based on motions filed on or about the Petition Date.

“Fiscal Year” means a fiscal year of the Borrower and its Subsidiaries ending on December 31.

“Fitch” means Fitch Ratings Ltd.

“Flow-Through Entity” has the meaning specified in Section 9.01(e)(iii).

“Foreign Subsidiary” means, at any time, any of the direct or indirect Subsidiaries of the Borrower that are organized outside of the laws of the United States or any state or political subdivision thereof at such time.

“Foreign Asset Based Financing” means any asset-based financing (including receivables and/or and inventory based financing), factoring arrangements or other securitization programs, in each case entered into by Foreign Subsidiaries.

“Fund” means any Person (other than a natural person) that is (or will be) engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of its business.

“GAAP” has the meaning specified in Section 1.03.

“General Intangibles” has the meaning specified in the UCC.

“Governmental Authority” means any nation, sovereign or government, any state or other political subdivision thereof and any entity exercising executive, legislative, judicial, regulatory or administrative functions of or pertaining to government, including any central bank.

“Granting Lender” has the meaning specified in Section 10.07(k).

“Guarantee Obligation” means, with respect to any Person, any Obligation or arrangement of such Person to guarantee or intended to guarantee any Debt (“primary obligations”) of any other Person (the “primary obligor”) in any manner, whether directly or indirectly, including, without limitation, (a) the direct or indirect guarantee, endorsement (other than for collection or deposit in the ordinary course of business), co-making, discounting with recourse or sale with recourse by such Person of the Obligation of a primary obligor, (b) the Obligation to make take-or-pay or similar payments, if required, regardless of nonperformance by any other party or parties to an agreement or (c) any Obligation of such Person, whether or not contingent, (i) to purchase any such primary obligation or any property constituting direct or

19

indirect security therefor, (ii) to advance or supply funds (A) for the purchase or payment of any such primary obligation or (B) to maintain working capital or equity capital of the primary obligor or otherwise to maintain the net worth or solvency of the primary obligor, (iii) to purchase property, assets, securities or services primarily for the purpose of assuring the owner of any such primary obligation of the ability of the primary obligor to make payment of such primary obligation or (iv) otherwise to assure or hold harmless the holder of such primary obligation against loss in respect thereof.  The amount of any Guarantee Obligation shall be deemed to be an amount equal to the stated or determinable amount of the primary obligation in respect of which such Guarantee Obligation is made (or, if less, the maximum amount of such primary obligation for which such Person may be liable pursuant to the terms of the instrument evidencing such Guarantee Obligation) or, if not stated or determinable, the maximum reasonably anticipated liability in respect thereof (assuming such Person is required to perform thereunder), as determined by such Person in good faith.

“Guaranteed Obligations” has the meaning specified in Section 8.01.

“Guarantor” has the meaning specified in the recital of parties to this Agreement, but in any event shall exclude Non-Filing Domestic Subsidiaries.

“Guaranty” has the meaning specified in Section 8.01.

“Guaranty Supplement” has the meaning specified in Section 8.05.

“Hazardous Materials” means (a) petroleum or petroleum products, by-products or breakdown products, radioactive materials, asbestos-containing materials, polychlorinated biphenyls, mold and radon gas and (b) any other chemicals, materials or substances designated, classified or regulated as hazardous, toxic or words of similar import under any Environmental Law.

“Hedge Agreements” means interest rate swap, cap or collar agreements, interest rate future or option contracts, currency swap agreements, currency future or option contracts and other hedging agreements.

“Hedge Bank” means any Person that, at the time it enters into a Hedge Agreement, is a Lender Party or an Affiliate of a Lender Party, in its capacity as a party to such Hedge Agreement.

“Honor Date” has the meaning specified in Section 2.03(c).

“Indemnified Liabilities” has the meaning specified in Section 10.04(b).

“Indemnitees” has the meaning specified in Section 10.04(b).

“Information” has the meaning specified in Section 10.09.

“Initial Extension of Credit” means the earlier to occur of the initial Borrowing and the initial issuance of a Letter of Credit hereunder.

“Initial Issuing Bank” has the meaning specified in the recital of parties to this Agreement.

20

“Initial Lenders” means the banks, financial institutions and other institutional lenders listed on the signature pages hereof as the Initial Lenders; provided that any such bank, financial institution or other institutional lender shall cease to be an Initial Lender on any date on which it ceases to have a Commitment.

“Initial Pledged Debt” means Debt in existence on the Petition Date which is evidenced by a promissory note payable to a Loan Party by a third party with a principal face amount in excess of $100,000 as listed opposite such Loan Party’s name on and as otherwise described in Schedule V hereto.

“Initial Pledged Equity” means the shares of stock and other Equity Interests in any Subsidiary of a Loan Party as set forth opposite each Loan Party’s name on and as otherwise described in Schedule IV hereto.

“Intellectual Property” has the meaning specified in Section 9.01(g).

“Intellectual Property Security Agreement” has the meaning specified in Section 3.01(a)(vii).

“Interest Expense” means the sum of (a) interest on, and amortization of debt discount in respect of, Debt of the Borrower and its Subsidiaries and (b) amortization of discount of receivables or other assets of the Borrower and its Subsidiaries that are subject to factoring or securitization programs.  For the purposes of calculating Interest Expense for any period, if during such period the Borrower or any of its Subsidiaries shall have made an acquisition, Interest Expense for such period shall be calculated after giving pro forma effect thereto as if such acquisition occurred on the first day of such period.

“Interest Period” means, for each Eurodollar Rate Advance comprising part of the same Borrowing, the period commencing on the date of such Eurodollar Rate Advance or the date of the Conversion of any Base Rate Advance into such Eurodollar Rate Advance, and ending on the last day of the period selected by the Borrower pursuant to the provisions below and, thereafter, each subsequent period commencing on the last day of the immediately preceding Interest Period and ending on the last day of the period selected by the Borrower pursuant to the provisions below.  The duration of each such Interest Period shall be one, two or three months (or, if available to all of the Lenders, six months), as the Borrower may, upon notice received by the Administrative Agent not later than 11:00 A.M. (New York City time) on the third Business Day prior to the first day of such Interest Period, select; provided, however, that:

(a)           the Borrower may not select any Interest Period with respect to any Eurodollar Rate Advance under a Facility that ends after the Stated Maturity Date;

(b)           Interest Periods commencing on the same date for Eurodollar Rate Advances comprising part of the same Borrowing shall be of the same duration;

(c)           whenever the last day of any Interest Period would otherwise occur on a day other than a Business Day, the last day of such Interest Period shall be extended to occur on the next succeeding Business Day, provided, however, that, if such extension would cause the last day of such Interest Period to occur in the next following calendar month, the last day of such Interest Period shall occur on the next preceding Business Day; and

21

(d)           whenever the first day of any Interest Period occurs on a day of an initial calendar month for which there is no numerically corresponding day in the calendar month that succeeds such initial calendar month by the number of months equal to the number of months in such Interest Period, such Interest Period shall end on the last Business Day of such succeeding calendar month.

“Interim Order” has the meaning specified in Section 3.01(b).

“Internal Revenue Code” means the Internal Revenue Code of 1986, as amended from time to time, and the regulations promulgated and rulings issued thereunder.

“Inventory” has the meaning specified in the UCC.

“Inventory Value” means with respect to any Inventory of a Loan Party at the time of any determination thereof, (a) the lower of market value and standard cost determined on a first-in-first-out basis and carried on the general ledger or inventory system of such Loan Party stated on a basis consistent with its current and historical accounting practices, in U.S. Dollars, determined in accordance with the standard cost method of accounting less, (b) without duplication, (i) any markup on Inventory from an affiliate and (ii) in the event variances under the standard cost method are expensed, a reserve reasonably determined by the Administrative Agent as appropriate in order to adjust the standard cost of Eligible Inventory to approximate actual cost.

“Investment” means, with respect to any Person, (a) any direct or indirect purchase or other acquisition (whether for cash, securities, property, services or otherwise) by such Person of, or of a beneficial interest in, any Equity Interests or Debt of any other Person, (b) any direct or indirect purchase or other acquisition (whether for cash, securities, property, services or otherwise) by such Person of all or substantially all of the property and assets of any other Person or of any division, branch or other unit of operation of any other Person, (c) any direct or indirect loan, advance, other extension of credit or capital contribution by such Person to, or any other investment by such Person in, any other Person (including, without limitation, any arrangement pursuant to which the investor incurs indebtedness of the types referred to in clause (i) or (j) of the definition of “Debt” set forth in this Section 1.01 in respect of such other Person) and (d) any agreement irrevocably binding such Person to make any Investment prior to the Stated Maturity Date.

“Investment Grade Rating” with respect to a Person means that the Public Debt Rating of such Person is at least BBB- by S&P and Baa3 by Moody’s and such rating shall not be accompanied by either, in the case of S&P, a negative outlook, creditwatch negative or the equivalent thereof, or in the case of Moody’s, a negative outlook, a review for possible downgrade or the equivalent thereof (or, if such Person does not have a Public Debt Rating from S&P and Moody’s, the Public Debt Rating of such Person is at least BBB- by Fitch, and such rating shall not be accompanied by a negative watch or the equivalent thereof).

“ISP” means, with respect to any Letter of Credit, the “International Standby Practices 1998” published by the Institute of International Banking Law & Practice, Inc. (or such later version thereof as may be in effect at the time of issuance).

“Issuance” or “issuance” means, with respect to any Letter of Credit, the issuance (or the deemed issuance under Section 2.03(a) in the case of any Existing Letter of Credit), amendment, renewal or extension of such Letter of Credit. “issue”, “issues” and “issued” have correlative meanings.

22

“Issuing Bank” means each Initial Issuing Bank (including any that issued an Existing Letter of Credit), and any other Revolving Credit Lender approved as an Issuing Bank by the Administrative Agent and any Eligible Assignee to which a Letter of Credit Commitment hereunder has been assigned pursuant to Section 7.09 or 10.07.

“L/C Cash Collateral Account” means the account established by the Borrower in the name of the Administrative Agent and under the sole and exclusive control of the Administrative Agent  that shall be used solely for the purposes set forth herein.

“L/C Obligations” means, as at any date of determination, the aggregate Available Amount of all outstanding Letters of Credit plus the aggregate of all Unreimbursed Amounts, including all Letter of Credit Advances.

“Lead Arrangers” has the meaning specified in the recital of parties to this Agreement.

“Lender Insolvency Event” means that (a) a Lender Party or its Parent Company is insolvent, or is generally unable to pay its debts as they become due, or admits in writing its inability to pay its debts as they become due, or makes a general assignment for the benefit of its creditors, or (b) such Lender Party or its Parent Company is the subject of a bankruptcy, insolvency, reorganization, liquidation or similar proceeding, or a receiver, trustee, conservator, intervenor or sequestrator or the like has been appointed for such Lender Party or its Parent Company, or such Lender Party or its Parent Company has taken any action in furtherance of or indicating its consent to or acquiescence in any such proceeding or appointment.

“Lender Party” means any Lender or any Issuing Bank.

“Lender Party Appointment Period” has the meaning specified in Section 7.06(a).

“Lenders” has the meaning specified in the recital of parties to this Agreement.

“Letter of Credit” means any letter of credit issued (or deemed issued in the case of any Existing Letter of Credit) under Section 2.03.

“Letter of Credit Advance” means an advance made by any Issuing Bank or Revolving Credit Lender pursuant to Section 2.03(c).

“Letter of Credit Application” means an application and agreement for the issuance or amendment of a Letter of Credit in the form from time to time in use by the applicable Issuing Bank.

“Letter of Credit Commitment” means with respect to any Issuing Bank, at any time, the obligation of such Issuing Bank to issue Letters of Credit pursuant to the terms and conditions of this Agreement in the dollar amount (a) set forth opposite such Issuing Bank’s name on Schedule I hereto under the caption “Letter of Credit Commitment” or (b) if such Issuing Bank has entered into one or more Assignment and Acceptances, set forth for such Issuing Bank in the Register maintained by the Administrative Agent pursuant to Section 10.07(d) as such Issuing Bank’s Letter of Credit Commitment, in each case as the amount of such obligation may be reduced at or prior to such time pursuant to Section 2.05.

“Letter of Credit Expiration Date” means as of any date of determination, the day that is 5 Business Days prior to the Stated Maturity Date.

23

“Letter of Credit Sublimit” means an amount equal to the lesser of (a) the aggregate amount of the Issuing Banks’ Letter of Credit Commitments at such time and (b) $50,000,000 as such amount may be reduced from time to time pursuant to Section 2.05. The Letter of Credit Sublimit is part of, and not in addition to, the Revolving Credit Commitments.

“Lien” means any lien, security interest or other charge or encumbrance of any kind, or any other type of preferential arrangement, including, without limitation, the lien or retained security title of a conditional vendor and any easement, right of way or other encumbrance on title to real property.

“Loan Documents” means (i) this Agreement, (ii) the Notes, if any, (iii) the DIP Refinancing Orders, (iv) the Collateral Documents, (v) the Fee Letter, (vi) solely for purposes of the Collateral Documents, each Secured Hedge Agreement and Secured Cash Management Agreement and (vii) any other document, agreement or instrument executed and delivered by a Loan Party in connection with the Facilities, in each case as amended, supplemented or otherwise modified from time to time in accordance with the terms thereof.

“Loan Parties” means, collectively, the Borrower and the Guarantors.

“Long Term Account” means an Account that relates to a Contract (a) which has an original payment due date that is more than 90 days after the invoice date specified in such Contract and (b) pursuant to or under which the Account Debtor is obligated to pay for crop protection goods or services or consumer goods or services (including pool and spa treatment products and household cleaning products).

“Lyondell Property Purchase” means the purchase, in the approximate amount of $3,600,000, of certain real property (located in Lake Charles, Louisiana), equipment and related assets from Lyondell Chemical Company in resolution of existing disputes related to such property.

“Margin Stock” has the meaning specified in Regulation U.

“Material Adverse Change” means any event or occurrence which has resulted in or would reasonably be expected to result in any material adverse change in the business, condition (financial or otherwise), operations, performance, properties, contingent liabilities, material agreements or prospects of the Borrower and each Guarantor, individually, and the Borrower, the Guarantors and their respective Subsidiaries, taken as a whole.

“Material Adverse Effect” means a material adverse effect on (a) the business, condition (financial or otherwise), operations, performance, properties, contingent liabilities, material agreements or prospects of the Borrower and each Guarantor, individually, and the Borrower, the Guarantors and their respective Subsidiaries, taken as a whole, (b) the rights and remedies of the Administrative Agent or any Lender Party under any Loan Document or (c) the ability of any Loan Party to perform its Obligations under any Loan Document to which it is or is to be a party.

“Material Contract” means, with respect to any Person, each contract evidencing such Person’s Debt for borrowed money in an aggregate principal amount exceeding $10,000,000.

“Material Real Property” means any real property owned or leased by any Loan Party reasonably determined by the Administrative Agent to be material.

24

“Material Subsidiary” means, on any date of determination, (a) any Subsidiary of the Borrower that, on such date, has (i) assets with a fair value equal to or in excess of $5,000,000, or (ii) annual net income in excess of $5,000,000 or (b) any other Subsidiary designated by the Borrower as a Material Subsidiary; provided that in no event shall all Subsidiaries of the Borrower that are not Material Subsidiaries have (A) assets with an aggregate book value in excess of $10,000,000, (B) aggregate annual net income in excess of $10,000,000 or (C) liabilities in an aggregate amount in excess of $10,000,000.

“Maturity Date” means the earlier of (a) the Stated Maturity Date and (b) the effective date of a Reorganization Plan.

“Moody’s” means Moody’s Investor Services, Inc.

“Mortgages” means, collectively, the deeds of trust, trust deeds, mortgages, leasehold mortgages and leasehold deeds of trust executed by the Loan Parties in favor of the Administrative Agent in form and substance reasonably satisfactory to the Administrative Agent.

“Multiemployer Plan” means a multiemployer plan, as defined in Section 4001(a)(3) of ERISA, to which any Loan Party or any ERISA Affiliate is making or accruing an obligation to make contributions, or has within any of the preceding five plan years made or accrued an obligation to make contributions.

“Multiple Employer Plan” means a single employer plan, as defined in Section 4001(a)(15) of ERISA, that (a) is maintained for employees of any Loan Party or any ERISA Affiliate and at least one Person other than the Loan Parties and the ERISA Affiliates or (b) was so maintained and in respect of which any Loan Party or any ERISA Affiliate would reasonably be expected to have liability under Section 4064 or 4069 of ERISA in the event such plan has been or were to be terminated.

“Net Cash Proceeds” means, (a) with respect to any sale, lease, transfer or other disposition of any asset of the Borrower or any Guarantor consummated after the Petition Date (other than any sale, lease, transfer or other disposition of assets pursuant to Section 5.02(h)(i), (ii), (iii), (v), (vi), (vii), (viii), (ix), (xvi), (xvii) or (xviii) or any single sale, lease, transfer or other disposition (or series of related sales, leases, transfers or other dispositions) of assets for cash proceeds of less than $50,000), the excess, if any, of (i) the sum of cash and Cash Equivalents received in connection with such sale, lease, transfer or other disposition (including any cash or Cash Equivalents received by way of deferred payment pursuant to, or by monetization of, a note receivable or otherwise, but only as and when so received) over (ii) the sum of (A) the amount required to be paid in respect of any Debt permitted hereunder (other than Debt under the Loan Documents) that is secured by a lien permitted under Section 5.02(a) on such asset and that is required to be repaid in connection with such sale, lease, transfer or other disposition thereof, (B) the reasonable and customary out-of-pocket costs, fees, commissions, premiums and expenses incurred by the Borrower or its Subsidiaries, (C) federal, state, provincial, foreign and local taxes reasonably estimated (on a Consolidated basis) to be actually payable within the current or the immediately succeeding tax year as a result of such sale, lease, transfer of other disposition, and (D) a reasonable reserve (which reserve shall be deposited into an escrow account with the Administrative Agent) for any purchase price adjustment or any indemnification payments (fixed and contingent) or other liabilities attributable to the seller’s obligations to the purchaser undertaken by the Borrower or any of its Subsidiaries in connection with such sale, lease, transfer or other disposition (but excluding any purchase price adjustment or any indemnity which, by its terms, will not under any circumstances be made prior to the Stated Maturity Date); and

25

(b) with respect to any Extraordinary Receipt of the Borrower or any Guarantor after the Petition Date that is not otherwise included in clauses (a) above, the excess, if any, of (i) the sum of the cash and Cash Equivalents received in connection therewith in respect of an event that occurred after the Petition Date over (ii) the sum of (A) the amount required to be paid in respect of any Debt permitted hereunder (other than Debt under the Loan Documents) that is secured by a lien permitted under Section 5.02(a) on the assets giving rise to such Extraordinary Receipt and that is required to be repaid in connection with such Extraordinary Receipt, (B) the amount required to be paid with such Extraordinary Receipt under the terms of any contractual obligations permitted hereunder then in effect, (C) the reasonable and customary out-of-pocket costs, fees, commissions, premiums and expenses incurred by the Borrower or its Subsidiaries, and (D) federal, state, provincial, foreign and local taxes reasonably estimated (on a Consolidated basis) to be actually payable within the current or the immediately succeeding tax year as a result of such Extraordinary Receipt.

“Net Orderly Liquidation Value Percentage” means, with respect to Inventory at any time, the quotient (expressed as a percentage) of (a) the Net Orderly Liquidation Value of all Inventory owned by the Borrower and the Guarantors divided by (b) the gross inventory cost of such Inventory, determined on the basis of the then most recently conducted third party appraisal in form and substance, and performed by an independent appraisal firm, reasonably satisfactory to the Administrative Agent.

“Net Orderly Liquidation Value” means, with respect to Inventory, the orderly liquidation value with respect to such Inventory, net of expenses estimated to be incurred in connection with such liquidation, based on the most recent third party appraisal in form and substance, and by an independent appraisal firm, reasonably satisfactory to the Administrative Agent.

“Non-Consenting Lender” means, in the event that the Supermajority Lenders have agreed to any consent, waiver or amendment pursuant to Section 10.01 that requires the consent of one or more Lenders in addition to the Supermajority Lenders or (other than in the case of any consent, waiver or amendment that solely requires the consent of the Supermajority Lenders) the Required Lenders, any Lender whose agreement is necessary for the effectiveness of such consent, waiver or amendment but who does not so agree.

“Non-Defaulting Lender” means, at any time, a Lender Party that is not a Defaulting Lender or a Potential Defaulting Lender.

“Non-Filing Domestic Subsidiary” means Chemtura Receivables LLC and each other direct or indirect Subsidiary of the Borrower that is organized under the laws of the United States or any state or other political subdivision thereof that is not a guarantor under the Pre-Petition Document and is not a party to a Case.  As of the Effective Date, except as listed on Schedule VIII, Chemtura Receivables LLC is the only Non-Filing Domestic Subsidiary.

“Non-Loan Party” means any Subsidiary of a Loan Party that is not a Loan Party.

“Note” means a Term Note or a Revolving Credit Note.

“Notice of Borrowing” has the meaning specified in Section 2.02(a).

“Obligation” means, with respect to any Person, any payment, performance or other obligation of such Person of any kind, including, without limitation, any liability of such Person

26

on any claim, whether or not the right of any creditor to payment in respect of such claim is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, disputed, undisputed, legal, equitable, secured or unsecured, and whether or not such claim is discharged, stayed or otherwise affected by any proceeding under any Debtor Relief Law.  Without limiting the generality of the foregoing, the Obligations of the Loan Parties under the Loan Documents include (a) the obligation to pay principal, interest, Letter of Credit commissions, charges, expenses, fees, reasonable attorneys’ fees and disbursements, indemnities and other amounts payable by any Loan Party under any Loan Document and (b) the obligation of any Loan Party to reimburse any amount in respect of any of the foregoing that any Lender Party, in its sole discretion, may elect to pay or advance on behalf of such Loan Party.

“Other Taxes” has the meaning specified in Section 2.12(b).

“Outstanding Amount” means (a) with respect to Advances on any date, the aggregate outstanding principal amount thereof after giving effect to any borrowings and prepayments or repayments of Advances, as the case may be, occurring on such date; and (b) with respect to any L/C Obligations on any date, the amount of such L/C Obligations on such date after giving effect to any Letter of Credit Advance occurring on such date and any other changes in the aggregate amount of the L/C Obligations as of such date, including as a result of any reimbursements of outstanding unpaid drawings under any Letters of Credit or any reductions in the Available Amount of any Letter of Credit taking effect on such date.

“Parent Company” means, with respect to a Lender Party, the bank holding company (as defined in Federal Reserve Board Regulation Y), if any, of such Lender Party, and/or any Person owning, beneficially or of record, directly or indirectly, a majority of the shares of such Lender Party.

“Patents” has the meaning specified in Section 9.01(g)(i).

“Patriot Act” means the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, Pub. L. 107-56, signed into law October 26, 2001.

“PBGC” means the Pension Benefit Guaranty Corporation (or any successor).

“Permitted Discretion” means the Administrative Agent’s determination based upon such credit and collateral considerations as it may deem appropriate, in its sole discretion acting in a commercially reasonable manner and in accordance with its customary business practices.

“Permitted Lien” means such of the following as to which no enforcement, collection, execution, levy or foreclosure proceeding shall have been commenced (or if commenced, shall have been stayed):  (a) Liens for taxes, assessments and governmental charges or levies to the extent not required to be paid under Section 5.01(b) hereof; (b) Liens imposed by law, such as materialmen’s, mechanics’, carriers’, workmen’s and repairmen’s Liens and other similar Liens arising in the ordinary course of business securing obligations that (i) are not overdue for a period of more than 30 days and (ii) individually or together with all other Permitted Liens outstanding on any date of determination do not materially and adversely affect the use of the property to which they relate; (c) pledges or deposits in the ordinary course of business to secure obligations under workers’ compensation laws or similar legislation or to secure public or statutory obligations; (d) deposits to secure the performance of bids, trade contracts and leases (other than Debt), statutory obligations, surety bonds (other than bonds related to judgments or litigation),

27

performance bonds and other obligations of a like nature incurred in the ordinary course of business; (e) Liens securing judgments for the payment of money not constituting a Default under Section 9.01(g) or securing appeal or other surety bonds related to such judgments; (f) any banker’s Lien or right of offset on moneys of the Borrower or any of its Subsidiaries in favor of any lender or holder of its commercial paper deposited with such lender or holder in the ordinary course of business; (g) interest of lessees in property owned by the Borrower or any of its Subsidiaries where such interests are created in the ordinary course of their respective leasing activities and are not created directly or indirectly in connection with the borrowing of money or the securing of Debt by the Borrower or any of its Subsidiaries; (h) Liens in favor of customs or revenue authorities arising as a matter of law to secure payment of customs duties in connection with the importation of goods; (i) Liens arising from or related to precautionary UCC or like personal property security financing statements regarding operating leases (if any) entered into by the Borrower and its Subsidiaries in the ordinary course of business; (j) licenses, sublicenses, leases and subleases, to the extent that such would be an encumbrance, in each case entered into in the ordinary course of business and not materially interfering with the business of the Borrower or any of its Subsidiaries, and (k) easements, restrictions (including zoning restrictions), rights of way and other encumbrances on title to real property that do not render title to the property encumbered thereby unmarketable or materially adversely affect the use of such property for its present purposes.

“Permitted Modifications” means the modifications to the non-recourse factoring agreements in effect as of the Petition Date between Mediofactoring Spa and the Foreign Subsidiaries named therein, as referred to in the letter agreement dated February 25, 2009 between the Borrower and Mediofactoring Spa, as in effect as of the Petition Date (a) to implement full “with notification” provisions, (b) to reduce to 60 days the maximum payment term for receivables to which the factor’s risk assumption applies under section 6.1 of the general conditions to such factoring agreements, (c) to increase the interest spread to a rate not in excess of 4.0% per annum and (d) to impose additional factoring fees of not more than 1.0% of the amount of factored invoices.

“Person” means an individual, partnership, corporation (including a business trust), limited liability company, joint stock company, trust, unincorporated association, joint venture or other entity, or a government or any political subdivision or agency thereof.

“Petition Date” has the meaning specified in Preliminary Statement (1).

“Pledged Collateral” means, collectively, (a) the Initial Pledged Equity, (b) the Initial Pledged Debt, (c) Pledged Equity which is Equity Interests in any domestic Subsidiary of a Loan Party (other than the Initial Pledged Equity) acquired after the Petition Date, (d) Pledged Debt (other than the Initial Pledged Debt) which has a face principal amount in excess of $100,000 and which arises after the Petition Date and (e) any Pledged Investment Property (other than an Equity Interest), subject in the case of each of the foregoing to the limitations and exclusions set forth in this Agreement.

“Pledged Debt” has the meaning specified in Section 9.01(e)(iv).

“Pledged Equity” has the meaning specified in Section 9.01(e)(iii).

“Pledged Investment Property” has the meaning specified in Section 9.01(e)(v).

28

“Potential Defaulting Lender” means, at any time, a Lender Party directly or indirectly Controlled by a Person as to which an event of the kind referred to in the definition of “Lender Insolvency Event” has occurred and is continuing in respect of such Person.  Any determination that a Lender Party is a Potential Defaulting Lender (to the extent the preceding sentence contemplates such a determination in order for the relevant Lender Party to be considered a Potential Defaulting Lender) will be made by the Administrative Agent in its sole discretion acting in good faith.

“Pre-Petition Agent” means Citibank in its capacity as agent under the Pre-Petition Security Agreement.

“Pre-Petition Collateral” means the “Collateral” as defined in the Pre-Petition Security Agreement.

“Pre-Petition Debt” means Debt of the Loan Parties outstanding and unpaid on the Petition Date.

“Pre-Petition Document” means the “Credit Agreement” as defined in the Pre-Petition Security Agreement.

“Pre-Petition Secured Creditors” means the Persons from time to time holding Pre-Petition Secured Indebtedness.

“Pre-Petition Secured Indebtedness” means all indebtedness and other Obligations of the Borrower and the Guarantors that are secured pursuant to the Pre-Petition Security Agreement.

“Pre-Petition Security Agreement” means the Second Amended and Restated Pledge and Security Agreement dated as of December 30, 2008 from the Borrower and the other grantors referred to therein to Citibank, as agent.

“Preferred Interests” means, with respect to any Person, Equity Interests issued by such Person that are entitled to a preference or priority over any other Equity Interests issued by such Person upon any distribution of such Person’s property and assets, whether by dividend or upon liquidation.

“Pro Rata Share” of any amount means, with respect to any Lender at any time, the product of such amount times a fraction the numerator of which is the amount of such Lender’s Commitment (or, if the Commitments shall have been terminated pursuant to Section 2.05 or 6.01, such Lender’s Commitment as in effect immediately prior to such termination) under the applicable Facility or Facilities at such time and the denominator of which is the amount of such Facility or Facilities at such time (or, if the Commitments shall have been terminated pursuant to Section 2.05 or 6.01, the amount of such Facility or Facilities as in effect immediately prior to such termination).

“Professional Fees” means the fees and expenses of any and all professional Persons, retained by the Borrower or any of the Committees or any official committee appointed in the Cases.

“Public Debt Rating” means, with respect to any Person, as of any date, the rating that has been most recently announced by either S&P, Moody’s or Fitch, as the case may be, for any class of non-credit enhanced long-term senior unsecured debt issued by such Person or, if any

29

such rating agency shall have issued more than one such rating, the lowest such rating issued by such rating agency for such debt of such Person.  For purposes of the foregoing, (a) if any rating established by S&P, Moody’s or Fitch shall be changed, such change shall be effective as of the date on which such change is first announced publicly by the rating agency making such change; and (b) if S&P, Moody’s or Fitch shall change the basis on which ratings are established, each reference to the Public Debt Rating announced by S&P, Moody’s or Fitch, as the case may be, shall refer to the then equivalent rating by S&P, Moody’s or Fitch, as the case may be.

“PVC Additives Sale” means the sale of all or substantially all of the assets of the business of the Borrower and its Subsidiaries known as the “PVC Additives business”, consisting primarily of (a) the ownership interest in Chemtura Vinyl Additives GmbH (“Chemtura Vinyl”) and (b) certain assets used in the manufacture and distribution of tin and mixed metal stabilizers and related intermediates, organic based stabilizers, epoxidized soybean oil, liquid phosphate esters, chemical foaming agents and impact modifiers, as engaged in by the Borrower at its Taft, Louisiana facility and by Chemtura Vinyl, to (i) SK Atlas, LLC and certain of its affiliates on substantially the terms set forth in (or on terms taken as a whole more favorable to the Borrower than those set forth in) the Share and Asset Purchase Agreement dated as of December 23, 2009 among SK Atlas, LLC, SK Capital Partners II, LP and the Borrower or (ii) another third-party purchaser, in each case pursuant to auction procedures approved by the Bankruptcy Court, for consideration consisting of cash and/or the assumption of certain liabilities by the buyer thereof.

“Redeemable” means, with respect to any Equity Interest, Debt or other right or Obligation, any such right or Obligation that (a) the issuer has undertaken to redeem at a fixed or determinable date or dates, whether by operation of a sinking fund or otherwise, or upon the occurrence of a condition not solely within the control of the issuer or (b) is redeemable at the option of the holder.

“Reduction Amount” has the meaning specified in Section 2.06(b)(iv).

“Register” has the meaning specified in Section 10.07(d).

“Regulation U” means Regulation U of the Board of Governors of the Federal Reserve System, as in effect from time to time.

“Related Contracts” has the meaning specified in Section 9.01(c).

“Related Parties” means, with respect to any Person, such Person’s Affiliates and such Person’s and such Person’s Affiliates’ respective administrators, trustees, partners, directors, officers, employees, agents, fund managers and advisors.

“Related Security” means,  with respect to any Account, (a) all of the applicable Loan Party’s right, title and interest in and to the goods (including returned or repossessed goods), if any, relating to the sale which gave rise to such Account, (b) all other security interests or Liens and property subject thereto from time to time purporting to secure payment of such Account, whether pursuant to the obligation giving rise to such Account or otherwise, (c) all guarantees and other agreements or arrangements of whatever character from time to time supporting or securing payment of such Account whether pursuant to the obligation giving rise to such Account or otherwise, (d) all records relating to the foregoing and (e) all proceeds of the foregoing.

“Rent Reserve” means, with respect to any plant, warehouse distribution center or other operating facility where any Inventory subject to landlords’ Liens or other Liens arising by

30

operation of law is located and a Collateral Access Agreement has not been duly executed and delivered by the lessor or bailee at such location, a reserve equal to three (3) month’s rent at such plant, warehouse distribution center, or other operating facility, and such other reserve amounts that may be determined by the Administrative Agent in its reasonable discretion.

“Reorganization Plan” means a chapter 11 plan of reorganization in any of the Cases of the Borrower or a Guarantor.

“Required Lenders” means, at any time, Lenders owed or holding at least a majority in interest of the sum of (a) the aggregate principal amount of the Advances outstanding at such time, (b) the aggregate Available Amount of all Letters of Credit outstanding at such time, (c) the aggregate Term Commitments at such time, and (d) the aggregate Unused Revolving Credit Commitments at such time; provided, however, that if any Lender shall be a Defaulting Lender at such time, there shall be excluded from the determination of Required Lenders at such time (i) the aggregate principal amount of the Advances owing to such Lender (in its capacity as a Lender) and outstanding at such time, (ii) such Lender’s Pro Rata Share of the aggregate Available Amount of all Letters of Credit outstanding at such time, (iii) the Term Commitment of such Lender at such time, and (iv) the Unused Revolving Credit Commitment of such Lender at such time. For purposes of this definition, the aggregate principal amount of Letter of Credit Advances owing to the Issuing Banks and the Available Amount of each Letter of Credit shall be considered to be owed to the Lenders ratably in accordance with their respective Revolving Credit Commitments.

“Reserves” means, at any time of determination, (a) Bank Product Reserves, (b) Rent Reserves, (c) the Carve-Out and (d) such other reserves as determined from time to time in the Permitted Discretion of the Administrative Agent to preserve and protect the value of the Collateral.

“Responsible Officer” means the chief executive officer, president, any executive vice president, chief financial officer, principal accounting officer, controller, chief restructuring officer or treasurer of a Loan Party.  Any document delivered hereunder or under any other Loan Document that is signed by a Responsible Officer of a Loan Party shall be conclusively presumed to have been authorized by all necessary corporate, partnership and/or or other action on the part of such Loan Party and such Responsible Officer shall be conclusively presumed to have acted on behalf of such Loan Party.

“Restricting Information” has the meaning specified in Section 10.10.

“Revolving Credit Advance” has the meaning specified in Section 2.01(b).

“Revolving Credit Commitment” means, with respect to any Lender at any time, the amount set forth for such time opposite such Lender’s name on Schedule I hereto under the caption “ Revolving Credit Commitment” or, if such Lender has entered into one or more Assignments and Acceptances, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 10.07(d) as such Lender’s “ Revolving Credit Commitment”, as such amount may be reduced at or prior to such time pursuant to Section 2.05.  The aggregate principal amount of the Revolving Credit Commitments shall be $150,000,000 as of the Effective Date.

“Revolving Credit Facility” means, at any time, the aggregate amount of the Lenders’ Revolving Credit Commitments at such time.

31

“Revolving Credit Lender” means any Lender that has a Revolving Credit Commitment.

“Revolving Credit Note” means a promissory note of the Borrower payable to the order of any Revolving Credit Lender, in substantially the form of Exhibit A-2 hereto, evidencing the aggregate indebtedness of the Borrower to such Lender resulting from the Revolving Credit Advances made by such Lender.

“S&P” means Standard & Poor’s, a division of The Mc-Graw Hill Companies, Inc.

“SEC” means the Securities and Exchange Commission or any governmental authority succeeding to any of its principal functions.

“Secured Cash Management Agreement” means any Cash Management Agreement permitted under Article V that is entered into by and between any Loan Party and any Cash Management Bank after the Petition Date, in each case solely to the extent that the obligations in respect of such Cash Management Agreement are not cash collateralized or otherwise secured (other than pursuant to the Collateral Documents); provided that the aggregate principal or notional amount of Obligations (in terms of Agreement Value in the case of Secured Hedge Agreements) under all Secured Cash Management Agreements and Secured Hedge Agreements shall not exceed $10,000,000 at any time outstanding.

“Secured Hedge Agreement” means any Hedge Agreement permitted under Article V that is entered into by and between any Loan Party and any Hedge Bank after the Petition Date, in each case solely to the extent that the obligations in respect of such Hedge Agreement are not cash collateralized or otherwise secured (other than pursuant to the Collateral Documents); provided that the aggregate principal or notional amount of Obligations (in terms of Agreement Value in the case of Secured Hedge Agreements) under all Secured Cash Management Agreements and Secured Hedge Agreements shall not exceed $10,000,000 at any time outstanding.

“Secured Obligation” has the meaning specified in Section 9.01.

“Secured Parties” means, collectively, the Administrative Agent, the Lender Parties, the Cash Management Banks and the Hedge Banks.

“Security Collateral” has the meaning specified in Section 9.01(e).

“Single Employer Plan” means a single employer plan, as defined in Section 4001(a)(15) of ERISA, that (a) is maintained for employees of any Loan Party or any ERISA Affiliate and no Person other than the Loan Parties and the ERISA Affiliates or (b) was so maintained and in respect of which any Loan Party or any ERISA Affiliate could have liability under Section 4069 of ERISA in the event such plan has been or were to be terminated.

“SPC” has the meaning specified in Section 10.07(k).

“Specified Foreign Facilities” means the three credit facilities provided by Citibank or any of its Affiliates to the Foreign Subsidiaries or operations of the Company located in each of Brazil, India and the United Kingdom that are, in each case, outstanding and in effect on June 24, 2009.

“Stated Maturity Date” means the date that is 364 days after the Effective Date.

32

“Subagent” has the meaning specified in Section 9.06(b).

“Subsidiary” of any Person means any corporation, partnership, joint venture, limited liability company, trust or estate of which (or in which) more than 50% of (a) the issued and outstanding capital stock having ordinary voting power to elect a majority of the Board of Directors of such corporation (irrespective of whether at the time capital stock of any other class or classes of such corporation shall or might have voting power upon the occurrence of any contingency), (b) the interest in the capital or profits of such partnership, joint venture or limited liability company or (c) the beneficial interest in such trust or estate is at the time directly or indirectly owned or controlled by such Person, by such Person and one or more of its other Subsidiaries or by one or more of such Person’s other Subsidiaries.  Unless otherwise specified, all references herein to a “Subsidiary” or to “Subsidiaries” shall refer to a Subsidiary or Subsidiaries of the Borrower.

“Superpriority Claim” means a claim against the Borrower or a Guarantor in any of the Cases that is a superpriority administrative expense claim having priority over any or all administrative expenses and other claims of the kind specified in, or otherwise arising or ordered under, any sections of the Bankruptcy Code (including, without limitation, sections 105, 326, 328, 330, 331, 503(b), 507(a), 507(b), 546(c) and/or 726 thereof), whether or not such claim or expenses may become secured by a judgment Lien or other non-consensual Lien, levy or attachment.

“Supermajority Lenders” means, at any time, Lenders owed or holding at least 70% in interest of the sum of (a) the aggregate principal amount of the Advances outstanding at such time, (b) the aggregate Available Amount of all Letters of Credit outstanding at such time, (c) the aggregate Term Commitments at such time, and (d) the aggregate Unused Revolving Credit Commitments at such time; provided, however, that if any Lender shall be a Defaulting Lender at such time, there shall be excluded from the determination of Required Lenders at such time (i) the aggregate principal amount of the Advances owing to such Lender (in its capacity as a Lender) and outstanding at such time, (ii) such Lender’s Pro Rata Share of the aggregate Available Amount of all Letters of Credit outstanding at such time, (iii) the Term Commitment of such Lender at such time, and (iv) the Unused Revolving Credit Commitment of such Lender at such time. For purposes of this definition, the aggregate principal amount of Letter of Credit Advances owing to the Issuing Banks and the Available Amount of each Letter of Credit shall be considered to be owed to the Lenders ratably in accordance with their respective Revolving Credit Commitments.

“Surviving Debt” means Debt of each Loan Party and its Subsidiaries outstanding immediately before and after the Petition Date.

“Synthetic Debt” means, with respect to any Person as of any date of determination thereof, all Obligations of such Person in respect of transactions entered into by such Person that are intended to function primarily as a borrowing of funds (including, without limitation, any minority interest transactions that function primarily as a borrowing) but are not otherwise included in the definition of “Debt” or as a liability on the consolidated balance sheet of such Person and its Subsidiaries in accordance with GAAP.

“Taxes” has the meaning specified in Section 2.12(a).

“Term Advance” has the meaning specified in Section 2.01(a).

33

“Term Commitment” means, with respect to any Lender at any time, the amount set forth for such time opposite such Lender’s name on Schedule I hereto under the caption “Term Commitment” or, if such Lender has entered into one or more Assignments and Acceptances, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 10.07(d) as such Lender’s “Term Commitment”, as such amount may be reduced at or prior to such time pursuant to Section 2.05.  Before giving effect to any Term Advances, the aggregate principal amount of the Term Commitments shall be $300,000,000 as of the date of this Agreement.

“Term Facility” means, at any time, the aggregate amount of the Term Lenders’ Term Commitments or Term Advances at such time.

“Term Lender” means any Lender that has a Term Commitment or a Term Advance.

“Term Note” means a promissory note of the Borrower payable to the order of any Term Lender, in substantially the form of Exhibit A-1 hereto, evidencing the indebtedness of the Borrower to such Lender resulting from the Term Advance made or held by such Lender.

“Termination Date” means the earliest to occur of (i) the Maturity Date and (ii) the date of termination in whole of the Commitments pursuant to Section 2.05 or 6.01.

“Testing Period” means for any calendar week (the “subject week”) with respect to which compliance with Section 5.04(c) is being calculated, the period commencing with the first day of the first calendar week of the DIP Budget and ending with the last day of such subject week.

“Trade Secrets” has the meaning specified in Section 9.01(g)(v).

“Trademarks” has the meaning specified in Section 9.01(g)(ii).

“Type” refers to the distinction between Advances bearing interest at the Base Rate and Advances bearing interest at the Eurodollar Rate.

“UCC” means the Uniform Commercial Code as in effect, from time to time, in the State of New York; provided that, if perfection or the effect of perfection or non-perfection or the priority of any security interest in any Collateral is governed by the Uniform Commercial Code as in effect in a jurisdiction other than the State of New York, “UCC” means the Uniform Commercial Code as in effect from time to time in such other jurisdiction for purposes of the provisions hereof relating to such perfection, effect of perfection or non-perfection or priority.

“Unreimbursed Amount” has the meaning specified in Section 2.03(c)(i).

“Unrolled Pre-Petition Secured Indebtedness” means Pre-Petition Secured Indebtedness not refinanced with the proceeds of the “Rollup Revolving Credit Advances” as defined in the Existing DIP Agreement.

“Unused Revolving Credit Commitment” means, with respect to any Lender at any time, (a) such Lender’s Revolving Credit Commitment at such time minus (b) the sum of (i) the aggregate principal amount of all Revolving Credit Advances and Letter of Credit Advances made by such Lender (in its capacity as a Lender) and outstanding at such time, plus (ii) such Lender’s Pro Rata Share of (A) the aggregate Available Amount of all Letters of Credit

34

outstanding at such time and (B) the aggregate principal amount of all Letter of Credit Advances made by the Issuing Banks pursuant to Section 2.03(c) and outstanding at such time.

“Voting Stock” means capital stock issued by a corporation, or equivalent interests in any other Person, the holders of which are ordinarily, in the absence of contingencies, entitled to vote for the election of directors (or persons performing similar functions) of such Person, even if the right so to vote has been suspended by the happening of such a contingency.

“Wells Fargo” has the meaning specified in the recital of parties to this Agreement.

“Withdrawal Liability” has the meaning specified in Part I of Subtitle E of Title IV of ERISA.

Section 1.02  Computation of Time Periods; Other Definitional Provisions.  In this Agreement in the computation of periods of time from a specified date to a later specified date, the word “from” means “from and including” and the words “to” and “until” each mean “to but excluding”.  Unless the context requires otherwise, (a) any definition of or reference to any agreement, instrument or other document in any Loan Document shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified (subject to any restrictions on such amendments, supplements or modifications set forth herein or in any other Loan Document) and (b) any reference to any law shall include all statutory and regulatory provisions consolidating, amending, replacing or interpreting such law and any reference to any law or regulation shall, unless otherwise specified, refer to such law or regulation as amended, modified or supplemented from time to time.

Section 1.03  Accounting Terms.  All accounting terms not specifically defined herein shall be construed in accordance with generally accepted accounting principles consistent with those applied in the preparation of the financial statements referred to in Section 4.01(f) (“GAAP”).

Section 1.04  Terms Generally.  (a) When any Reserve is to be established or a change in any amount, percentage, reserve, eligibility criteria or other item in the definitions of the terms “Bank Product Reserves”, “Borrowing Base”, “Eligible Inventory”, “Eligible Receivables”, “Rent Reserve” and “Reserves” is to be determined in each case in the Administrative Agent’s “reasonable discretion” or “Permitted Discretion”, such Reserve shall be implemented or such change shall become effective on the second Business Day after the date of delivery of a written notice thereof to the Borrower (a “Borrowing Base Change Notice”), or immediately, without prior written notice, during the continuance of an Event of Default.

(b)           Nothing in this Agreement or any other Loan Document (other than the DIP Refinancing Orders) shall be construed as limiting the amount of Pre-Petition Secured Indebtedness or shall prejudice the right of the Administrative Agent or any Lender Party to contest such amount.

(c)           On the Effective Date, the Existing DIP Agreement shall be amended and restated in its entirety by this Agreement, and the Existing DIP Agreement shall thereafter be of no further force and effect and shall be deemed replaced and superseded in all respects by this Agreement.  The parties hereto acknowledge and agree that (i) this Agreement and the other Loan Documents, whether executed and delivered in connection herewith or otherwise, do not constitute a novation or termination of the “Obligations” under the Existing DIP Agreement or the other “Loan Documents” (as defined in the Existing DIP Agreement) as in effect prior to the Effective Date, which remain outstanding as of the Effective Date, as modified by this Agreement and the Loan Documents, and (ii) the “Obligations” under the Existing DIP Agreement and the other “Loan Documents” (as defined in the Existing DIP Agreement)

35

are in all respects continuing (as amended and restated hereby and by the Loan Documents and which are in all respects hereinafter subject to the terms herein and in the Loan Documents).

(d)           On and after the Effective Date, each “Collateral Document” under and as defined in the Existing DIP Agreement shall constitute a Collateral Document and is and shall continue to be in full force and effect and is hereby in all respects ratified and confirmed, except that each reference in each such Collateral Document to “the Credit Agreement”, “thereunder”, “thereof” or words of like import referring to the Credit Agreement, shall mean and be a reference to this Agreement.  Without limiting the generality of the foregoing, the Collateral Documents and all of the Collateral described therein do and shall continue to secure the payment of all Obligations of the Loan Parties under the Loan Documents, as amended by, and after giving effect to, this Agreement, and each Loan Party hereby affirms its grant, in each case under and pursuant to the provisions of the Existing DIP Agreement (as amended by, and after giving effect to, this Agreement) and the other Collateral Documents (it being understood that this Agreement is intended to affirm and acknowledge that each such grant contained in the Existing DIP Agreement and such Collateral Documents is in full force and effect and secures the full and prompt payment when due of the Obligations, and nothing herein shall be deemed to supersede, impair or otherwise limit any such grant contained in the Existing DIP Agreement or such Collateral Documents), of a security interest in all of the property of such Loan Party described as collateral in the Existing DIP Agreement or such Collateral Documents, as applicable, and affirms that such grant is to the Administrative Agent, for itself and the ratable benefit of the Secured Parties.

(e)           Each Loan Party hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party and (ii) in the case of each Guarantor, ratifies and reaffirms its unconditional guaranty of the Obligations pursuant to Article VIII of the Existing DIP Agreement, as amended by, and after giving effect to, this Agreement.

ARTICLE II

AMOUNTS AND TERMS OF THE ADVANCES

AND THE LETTERS OF CREDIT

Section 2.01  The Advances.  (a)  The Term Advances.  Each Term Lender severally agrees, on the terms and conditions hereinafter set forth, to make a single advance to the Borrower on a date indicated in the applicable Notice of Borrowing that occurs no later than three Business Days after the entry of the Interim Order in an amount not to exceed the lesser of (x) such Lender’s Pro Rata Share of $300,000,000, (y) such Lenders’ Term Commitment at such time and (z) such Lender’s Pro Rata Share of Availability at such time (each such advance, a “Term Advance”); provided that the aggregate amount of Advances that may be made at any time shall not exceed the Availability at such time.  Amounts repaid or prepaid on account of the Term Advances may not be reborrowed.

(b)           The Revolving Credit Advances.  Each Revolving Credit Lender severally agrees, on the terms and conditions hereinafter set forth, to make advances (each, a “Revolving Credit Advance”) to the Borrower from time to time on any Business Day during the period from the Effective Date until the Termination Date in an amount for each such Advance not to exceed the lesser of (A) such Revolving Credit Lender’s Revolving Credit Commitment at such time and (B) such Revolving Credit Lender’s Pro Rata Share of Availability at such time; provided that the aggregate amount of Advances that may be made at any time shall not exceed the Availability at such time

(c)           Borrowings.  Each Borrowing shall be in a principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof (other than (x) a Borrowing the proceeds of which shall

36

be used solely to repay or prepay in full outstanding Letter of Credit Advances and (y) a Borrowing in an amount equal to the aggregate unused principal amount of the Commitments under any Facility) and shall consist of Advances made simultaneously by the Lenders under the applicable Facility ratably according to the Lenders’ Commitments under such Facility.  Within the limits of each Lender’s Unused Revolving Credit Commitment in effect from time to time, the Borrower may borrow under Section 2.01(b), prepay pursuant to Section 2.06, and reborrow under Section 2.01(b).

Section 2.02  Making the Advances.  (a)         Except as otherwise provided in Section 2.02(b), or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) (or 5:30 P.M. (New York City time) in the case of any Base Rate Advance in the Initial Extension of Credit) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurodollar Rate Advances, or the first Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier.  Each such notice of a Borrowing (a “Notice of Borrowing”) shall be by telephone, confirmed promptly in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) the Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iv) aggregate amount of such Borrowing and (v) in the case of a Borrowing consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance.  Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Borrowing in accordance with the respective Commitments of such Lender and the other Lenders.  After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower by crediting the Borrower’s Account or such other account as the Borrower shall request; provided, however, that, in the case of Revolving Credit Advances, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Letter of Credit Advances outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date.

(b)           Anything in subsection (a) above to the contrary notwithstanding, (i) the Borrower may not select Eurodollar Rate Advances for the initial Borrowing hereunder or for any Borrowing if the aggregate amount of such Borrowing is less than $5,000,000 or if the obligation of the Lenders to make Eurodollar Rate Advances shall then be suspended pursuant to Section 2.09 or 2.10,  and (ii) the Revolving Credit Advances may not be outstanding as part of more than 15 separate Borrowings.

(c)           Each Notice of Borrowing shall be irrevocable and binding on the Borrower.  In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of Eurodollar Rate Advances, the Borrower shall indemnify each Lender against any loss, cost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the applicable conditions set forth in Article III, including, without limitation, any loss (excluding loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Advance to be made by such Lender as part of such Borrowing when such Advance, as a result of such failure, is not made on such date.

(d)           Unless the Administrative Agent shall have received notice from any Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with subsection (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such

37

assumption, make available to the Borrower on such date a corresponding amount.  If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender and the Borrower severally agree to repay or pay to the Administrative Agent forthwith on demand such corresponding amount and to pay interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid or paid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable at such time under Section 2.07 to Advances comprising such Borrowing and (ii) in the case of such Lender, the Federal Funds Rate.  If such Lender shall pay to the Administrative Agent such corresponding amount, such amount so paid shall constitute such Lender’s Advance as part of such Borrowing for all purposes of this Agreement.

(e)           The failure of any Lender to make the Advance to be made by it shall not relieve any other Lender of its obligation, if any, hereunder to make its Advance or make available on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Advance to be made by it.

Section 2.03  Issuance of and Drawings and Reimbursement Under Letters of Credit.

(a)  The Letter of Credit Commitment.

(i)            The Lenders (including each Lender that issued any Existing Letter of Credit) and the Borrower agree that effective as of the Effective Date, the Existing Letters of Credit shall be deemed to have been issued and maintained under, and to be governed by the terms and conditions of, this Agreement as Letters of Credit.  Subject to the terms and conditions set forth herein, (A) each Issuing Bank agrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.03, (1) from time to time on any Business Day during the period from the Effective Date until the Letter of Credit Expiration Date, to issue Letters of Credit for the account of the Borrower or any of its Subsidiaries, and to amend Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drafts under the Letters of Credit; and (B) the Revolving Credit Lenders severally agree to participate in Letters of Credit issued for the account of the Borrower or any of its Subsidiaries; provided that the Issuing Banks shall not be obligated to issue any Letter of Credit, and no Revolving Credit Lender shall be obligated to participate in any Letter of Credit, if as of the date of such issuance, (x) the Available Amount for all Letters of Credit issued by such Issuing Bank would exceed the lesser of the Letter of Credit Sublimit at such time and such Issuing Bank’s Letter of Credit Commitment at such time, (y) the Available Amount of such Letter of Credit would exceed the aggregate Unused Revolving Credit Commitments or (z) the Available Amount of such Letter of Credit would exceed the Availability at such time.  Within the foregoing limits, and subject to the terms and conditions hereof, the Borrower’s ability to obtain Letters of Credit shall be fully revolving, and accordingly the Borrower may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.

(ii)           No Issuing Bank shall be under any obligation to issue any Letter of Credit, and no Revolving Credit Lender shall be obligated to participate in any Letter of Credit, if:  (A) any order, judgment or decree of any governmental authority or arbitrator shall by its terms purport to enjoin or restrain such Issuing Bank from issuing such Letter of Credit, or any law applicable to such Issuing Bank or any request or directive (whether or not having the force of law) from any governmental authority with jurisdiction over such Issuing Bank shall prohibit, or request that such Issuing Bank refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuing Bank any unreimbursed loss, cost or expense which such Issuing Bank in good faith deems material to it; (B) the expiry date of such requested Letter of Credit would occur more than twelve months after the Letter of Credit Expiration Date, unless all the Revolving Credit Lenders have approved such expiry date; (C) the issuance of such Letter of Credit would violate one or more policies of such Issuing

38

Bank; or (D) such Letter of Credit is in an initial amount less than $100,000 (unless such Issuing Bank agrees otherwise), or is to be denominated in a currency other than U.S. dollars.

(iii)          No Issuing Bank shall be under any obligation to amend any Letter of Credit if (A) such Issuing Bank would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof, or (B) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

(iv)          Letters of Credit may be issued for the account of a Subsidiary that is not a Loan Party so long as such Subsidiary is primarily liable for its reimbursement obligations thereunder pursuant to a separate reimbursement agreement entered into between such Subsidiary and the applicable Issuing Bank, to the extent practicable (in the Issuing Bank’s sole discretion).

(v)           In addition to the other conditions precedent herein set forth, if any Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, no Issuing Bank shall be required to issue any Letter of Credit or to amend any outstanding Letter of Credit to increase the face amount thereof, alter the drawing terms thereunder or extend the expiry date thereof, unless such Issuing Bank is satisfied that any exposure that would result therefrom is eliminated or fully covered by the Revolving Credit Commitments of the Non-Defaulting Lenders or by Cash Collateralization or a combination thereof reasonably satisfactory to such Issuing Bank.

(b)           Procedures for Issuance and Amendment of Letters of Credit.

(i)            Each Letter of Credit shall be issued or amended, as the case may be, upon the request of the Borrower delivered to the applicable Issuing Bank (with a copy to the Administrative Agent) in the form of a Letter of Credit Application, appropriately completed and signed by a Responsible Officer of the Borrower.  Such Letter of Credit Application must be received by the applicable Issuing Bank and the Administrative Agent not later than 11:00 a.m. at least two Business Days (or such later date and time as such Issuing Bank may agree in a particular instance in its sole discretion) prior to the proposed issuance date or date of amendment, as the case may be.  In the case of a request for an initial issuance of a Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the applicable Issuing Bank: (A) the proposed issuance date of the requested Letter of Credit (which shall be a Business Day); (B) the amount thereof; (C) the expiry date thereof; (D) the name and address of the beneficiary thereof; (E) the documents to be presented by such beneficiary in case of any drawing thereunder; (F) the full text of any certificate to be presented by such beneficiary in case of any drawing thereunder; and (G) such other matters as such Issuing Bank may reasonably require.  In the case of a request for an amendment of any outstanding Letter of Credit, such Letter of Credit Application shall specify in form and detail reasonably satisfactory to the applicable Issuing Bank (A) the Letter of Credit to be amended; (B) the proposed date of amendment thereof (which shall be a Business Day); (C) the nature of the proposed amendment; and (D) such other matters as such Issuing Bank may reasonably require.

(ii)           Promptly after receipt of any Letter of Credit Application for a Letter of Credit, the applicable Issuing Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit Application from the Borrower and, if not, such Issuing Bank will provide the Administrative Agent with a copy thereof.  Upon receipt by such Issuing Bank of confirmation from the Administrative Agent that the requested issuance or amendment is permitted in accordance with the terms hereof, then, subject to the terms and conditions hereof, such Issuing Bank shall, on the requested date, issue a Letter of Credit for the account of the Borrower or enter into the applicable amendment, as the case may be, in each case in accordance with such Issuing Bank’s usual and customary business practices.  Immediately upon the issuance of each

39

Letter of Credit, each Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from such Issuing Bank a risk participation in such Letter of Credit in an amount equal to the product of such Lender’s Pro Rata Share in respect of the Revolving Credit Facility times the amount of such Letter of Credit.

(iii)          Promptly after its delivery of any Letter of Credit or any amendment to a Letter of Credit to an advising bank with respect thereto or to the beneficiary thereof, the applicable Issuing Bank will also deliver to the Borrower and the Administrative Agent a true and complete copy of such Letter of Credit or amendment.

(c)           Drawings and Reimbursements; Funding of Participations.

(i)            Upon receipt from the beneficiary of any Letter of Credit of any notice of a drawing under such Letter of Credit, the applicable Issuing Bank shall notify the Borrower and the Administrative Agent thereof.  Not later than 11:00 a.m. on the Business Day following the date of any payment by the applicable Issuing Bank under a Letter of Credit, so long as the Borrower has received notice of such drawing by 10:00 a.m. on such following Business Day (each such date, an “Honor Date”), the Borrower shall reimburse such Issuing Bank through the Administrative Agent in an amount equal to the amount of such drawing (together with interest thereon at the rate set forth in Section 2.07 for Revolving Credit Advances bearing interest at the Base Rate).  If the Borrower fails to so reimburse the applicable Issuing Bank by such time, the Administrative Agent shall promptly notify each Revolving Credit Lender of the  Honor Date, the amount of the unreimbursed drawing (the “Unreimbursed Amount”), and the amount of such Revolving Credit Lender’s Pro Rata Share thereof.  In such event, the Borrower shall be deemed to have requested a Borrowing to be disbursed on the Honor Date in an amount equal to the  Unreimbursed Amount, without regard to the minimum and multiples specified in Section 2.02 for the principal amount of Borrowings, but subject to the amount of the Unused Revolving Credit Commitments and the conditions set forth in Section 3.02 (other than the delivery of a Notice of Borrowing).  Any notice given by an Issuing Bank or the Administrative Agent pursuant to this Section 2.03(c)(i) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

(ii)           Each Revolving Credit Lender (including a Revolving Credit Lender acting as Issuing Bank) shall upon any notice pursuant to Section 2.03(c)(i) make funds available to the Administrative Agent for the account of the applicable Issuing Bank at the Administrative Agent’s Office in an amount equal to its Pro Rata Share of the  Unreimbursed Amount not later than 1:00 p.m. on the Business Day specified in such notice by the Administrative Agent, whereupon, subject to the provisions of Section 2.03(c)(iii), each Revolving Credit Lender that so makes funds available shall be deemed to have made a Letter of Credit Advance to the Borrower in such amount.  The Administrative Agent shall remit the funds so received to the applicable Issuing Bank.

(iii)          With respect to any Unreimbursed Amount that is not fully refinanced by a Borrowing because the conditions set forth in Section 3.02 cannot be satisfied or for any other reason, the Borrower shall be deemed to have incurred from the applicable Issuing Bank a Letter of Credit Advance in the amount of the  Unreimbursed Amount that is not so refinanced, which Letter of Credit Advance shall be due and payable on demand (together with interest) and shall bear interest at the Default Rate.  In such event, each Revolving Credit Lender’s payment to the Administrative Agent for the account of the applicable Issuing Bank pursuant to Section 2.03(c)(ii) shall be deemed payment in respect of its participation in such Letter of Credit Advance and shall constitute a Letter of Credit Advance from such Revolving Credit Lender in satisfaction of its participation obligation under this Section 2.03.

40

(iv)          Until each Revolving Credit Lender funds its Revolving Credit Advance or Letter of Credit Advance pursuant to this Section 2.03(c) to reimburse the applicable Issuing Bank for any amount drawn under any Letter of Credit, interest in respect of such Revolving Credit Lender’s Pro Rata Share of such amount shall be solely for the account of such Issuing Bank.

(v)           Each Revolving Credit Lender’s obligation to make Letter of Credit Advances to reimburse the applicable Issuing Bank for amounts drawn under Letters of Credit, as contemplated by this Section 2.03(c), shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any set-off, counterclaim, recoupment, defense or other right which such Revolving Credit Lender may have against such Issuing Bank, the Borrower or any other Person for any reason whatsoever; (B) the occurrence or continuance of a Default, or (C) any other occurrence, event or condition, whether or not similar to any of the foregoing.  No such making of a Letter of Credit Advance shall relieve or otherwise impair the obligation of the Borrower to reimburse the applicable Issuing Bank for the amount of any payment made by such Issuing Bank under any Letter of Credit, together with interest as provided herein.

(vi)          If any Revolving Credit Lender fails to make available to the Administrative Agent for the account of the applicable Issuing Bank any amount required to be paid by such Revolving Credit Lender pursuant to the foregoing provisions of this Section 2.03(c) by the time specified in Section 2.03(c)(ii), such Issuing Bank shall be entitled to recover from such Revolving Credit Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the such Issuing Bank at a rate per annum equal to the Federal Funds Rate from time to time in effect.  A certificate of the applicable Issuing Bank submitted to any Revolving Credit Lender (through the Administrative Agent) with respect to any amounts owing under this clause (vi) shall be conclusive absent manifest error.

(d)           Repayment of Participations.

(i)            At any time after any Issuing Bank has made a payment under any Letter of Credit and has received from any Revolving Credit Lender such Revolving Credit Lender’s Letter of Credit Advance in respect of such payment in accordance with Section 2.03(c), if the Administrative Agent receives for the account of the applicable Issuing Bank any payment in respect of the related  Unreimbursed Amount or interest thereon (whether directly from the Borrower or otherwise, including proceeds of Cash Collateral applied thereto by the Administrative Agent), the Administrative Agent will distribute to such Revolving Credit Lender its Pro Rata Share thereof (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Credit Lender’s Letter of Credit Advance was outstanding) in the same funds as those received by the Administrative Agent.

(ii)           If any payment received by the Administrative Agent for the account of the applicable Issuing Bank pursuant to Section 2.03(c)(i) is required to be returned under any circumstances (including pursuant to any settlement entered into by such Issuing Bank in its discretion), each Revolving Credit Lender shall pay to the Administrative Agent for the account of such Issuing Bank its Pro Rata Share thereof on demand of the Administrative Agent, plus interest thereon from the date of such demand to the date such amount is returned by such Revolving Credit Lender, at a rate per annum equal to the Federal Funds Rate from time to time in effect.

(e)           Obligations Absolute.  The obligation of the Borrower to reimburse any Issuing Bank for each drawing under each Letter of Credit and to repay each Letter of Credit Advance shall be absolute, unconditional and irrevocable, and shall be paid strictly in accordance with the terms of this Agreement under all circumstances, including the following:

41

(i)            any lack of validity or enforceability of such Letter of Credit, this Agreement, or any other agreement or instrument relating thereto;

(ii)           the existence of any claim, counterclaim, set-off, defense or other right that the Borrower may have at any time against any beneficiary or any transferee of such Letter of Credit (or any Person for whom any such beneficiary or any such transferee may be acting), such Issuing Bank or any other Person, whether in connection with this Agreement, the transactions contemplated hereby or by such Letter of Credit or any agreement or instrument relating thereto, or any unrelated transaction;

(iii)          any draft, demand, certificate or other document presented under such Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect; or any loss or delay in the transmission or otherwise of any document required in order to make a drawing under such Letter of Credit;

(iv)          any payment by the Issuing Bank under such Letter of Credit against presentation of a draft or certificate that does not strictly comply with the terms of such Letter of Credit; or any payment made by such Issuing Bank under such Letter of Credit to any Person purporting to be a trustee in bankruptcy, debtor-in-possession, assignee for the benefit of creditors, liquidator, receiver or other representative of or successor to any beneficiary or any transferee of such Letter of Credit, including any arising in connection with any proceeding under any Debtor Relief Law; or

(v)           any other circumstance or happening whatsoever, whether or not similar to any of the foregoing, including any other circumstance that might otherwise constitute a defense available to, or a discharge of, the Borrower.

The Borrower shall promptly examine a copy of each Letter of Credit and each amendment thereto that is delivered to it and, in the event of any claim of noncompliance with the Borrower’s instructions or other irregularity, the Borrower will promptly notify the applicable Issuing Bank.  The Borrower shall be conclusively deemed to have waived any such claim against the applicable Issuing Bank and its correspondents unless such notice is given as aforesaid.

(f)            Role of Issuing Bank.  Each Revolving Credit Lender and the Borrower agree that, in paying any drawing under a Letter of Credit, no Issuing Bank shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document.  None of the Issuing Banks, any of their Related Parties nor any of the respective correspondents, participants or assignees of any Issuing Bank shall be liable to any Revolving Credit Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of the Revolving Credit Lenders or the Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Letter of Credit Application therefor.  The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement.  None of the Issuing Banks, any of their Related Parties, nor any of the respective correspondents, participants or assignees of any Issuing Bank, shall be liable or responsible for any of the matters described in clauses (i) through (v) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against an Issuing Bank, any of

42

its Related Parties, any of their respective correspondents, participants or assignees of such Issuing Bank or of their Related Parties, and they may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such Issuing Bank’s, any such Related Party’s, or any of such respective correspondents, participants or assignees of such Issuing Bank or of any such Related Party’s willful misconduct or gross negligence or such Issuing Bank’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with the terms and conditions of a Letter of Credit.  In furtherance and not in limitation of the foregoing, the applicable Issuing Bank may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such Issuing Bank shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason.

(g)           Cash Collateral; Defaulting Lenders.  (i) Upon the request of the Administrative Agent, if, as of the Letter of Credit Expiration Date, any Letter of Credit may for any reason remain outstanding and partially or wholly undrawn, the Borrower shall immediately Cash Collateralize the then Outstanding Amount of all  L/C Obligations (in an amount equal to 105% of such Outstanding Amount determined as of the date of such Letter of Credit Advance or the Letter of Credit Expiration Date, as the case may be).  The Borrower hereby grants to the Administrative Agent, for the benefit of the Issuing Banks and the Revolving Credit Lenders, a security interest in all such cash, deposit accounts and all balances therein and all proceeds of the foregoing.  Such cash collateral shall be maintained in the L/C Cash Collateral Account.

(ii)           If any Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, if any Letter of Credit is at the time outstanding, the Issuing Bank that issued such Letter of Credit may, by notice to the Borrower and such Defaulting Lender or Potential Defaulting Lender through the Administrative Agent, require the Borrower to Cash Collateralize the obligations of the Borrower to such Issuing Bank in respect of such Letter of Credit in amount equal to 105% of the aggregate amount of the Obligations (contingent or otherwise) of such Defaulting Lender or Potential Defaulting Lender in respect of such Letter of Credit, and the Borrower shall thereupon either Cash Collateralize such obligations or make other arrangements satisfactory to the Administrative Agent, and to such Issuing Bank, in their sole discretion to protect them against the risk of non-payment by such Defaulting Lender or Potential Defaulting Lender.

(iii)          In furtherance of the foregoing, if any Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, each Issuing Bank is hereby authorized by the Borrower (which authorization is irrevocable and coupled with an interest) to give, in its discretion, through the Administrative Agent, Notices of Borrowing pursuant to Section 2.02 in such amounts and in such times as may be required to (A) reimburse an outstanding  Unreimbursed Amount and/or (B) Cash Collateralize the Obligations of the Borrower in respect of outstanding Letters of Credit in an amount equal to 105% of the aggregate amount of the Obligations (contingent or otherwise) of such Defaulting Lender or Potential Defaulting Lender in respect of such Letters of Credit.

(h)           Applicability of ISP and UCP.  Unless otherwise expressly agreed by the applicable Issuing Bank and the Borrower when a Letter of Credit is issued, (i) the rules of the ISP shall apply to each standby Letter of Credit, and (ii) the rules of the Uniform Customs and Practice for Documentary Credits, as most recently published by the International Chamber of Commerce at the time of issuance shall apply to each commercial Letter of Credit.

43

(i)            Conflict with Letter of Credit Application.  In the event of any conflict between the terms hereof and the terms of any Letter of Credit Application, the terms hereof shall control.

Section 2.04  Repayment of Advances.  (a) Term Advances.  The Borrower shall repay to the Administrative Agent for the ratable account of the Term Lenders on the Termination Date the aggregate outstanding principal amount of the Term Advances then outstanding.

(b)           Revolving Credit Advances.  The Borrower shall repay to the Administrative Agent for the ratable account of the Revolving Credit Lenders on the Termination Date the aggregate outstanding principal amount of the Revolving Credit Advances then outstanding.

(c)           Letter of Credit Advances.  The Borrower shall repay to the Administrative Agent for the account of the Issuing Banks and each Revolving Credit Lender that has made a Letter of Credit Advance the outstanding principal amount of each Letter of Credit Advance made by each of them on the earlier of (i) the date of demand therefor and (ii) the Termination Date.

Section 2.05  Termination, Reduction or Automatic Increase of Commitments.  (a)  Optional.  The Borrower may, upon at least three Business Days’ notice to the Administrative Agent, terminate in whole or reduce in part the unused portions of the Letter of Credit Sublimit or of the other Commitments (which shall be applied ratably to the Term Commitments or the Unused Revolving Credit Commitments (it being understood that such “unused” portion of any such Commitments shall include any portion that becomes unused as a result of any repayment occurring concurrently with such Commitment reduction or termination), as applicable); provided, however, that each partial reduction shall be in an aggregate amount of $10,000,000 or an integral multiple of $5,000,000 in excess thereof.

(b)           Mandatory.

(i)            Upon the making of the Term Advances pursuant to Section 2.01(a), the Term Commitments shall be automatically and permanently reduced to zero.

(ii)           The Revolving Credit Facility shall be automatically and permanently reduced on each date on which prepayment thereof is required to be made pursuant to Section 2.06(b)(i), by an amount equal to the Reduction Amount.

(iii)          The Letter of Credit Sublimit shall be automatically and permanently reduced from time to time on the date of each reduction in the Revolving Credit Facility by the amount, if any, by which the amount of the Letter of Credit Sublimit exceeds the sum of the Revolving Credit Facility after giving effect to such reduction of the Revolving Credit Facility.

(c)           Application of Commitment Reductions.  Upon each reduction of the Revolving Credit Facility pursuant to this Section 2.05, the Revolving Credit Commitment of each of the Revolving Credit Lenders shall be reduced by such Revolving Credit Lender’s Pro Rata Share of the amount by which the Revolving Credit Facility is reduced in accordance with the Lenders’ respective Revolving Credit Commitments.

Section 2.06  Prepayments.  (a)  Optional.  The Borrower may, upon at least three Business Days’ notice in the case of Eurodollar Rate Advances and one Business Day’s notice in the case of Base Rate Advances, in each case to the Administrative Agent received not later than 11:00 A.M. (New York, New York time) stating the proposed date and aggregate principal amount of the prepayment, and if such notice is given the Borrower shall, prepay the outstanding aggregate principal amount of Advances, in whole or ratably in part, together with accrued interest to the date of such prepayment on the

44

aggregate principal amount prepaid; provided, however, that each partial prepayment shall be (i) in the case of Term Advances, in an aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof or, if less, the aggregate outstanding principal amount of any Advance and (ii) in the case of Revolving Credit Advances, in an aggregate principal amount of $1,000,000 or an integral multiple of $500,000 in excess thereof or, if less, the aggregate outstanding principal amount of any Advance.  Any prepayment of Advances pursuant to this Section 2.06(a) shall be applied to any one or more of the Facilities as directed by the Borrower.

(b)           Mandatory.

(i)            The Borrower shall, on the Business Day following the date of receipt of any Net Cash Proceeds by any Loan Party or any of its Subsidiaries, prepay an aggregate principal amount of the Advances equal to such Net Cash Proceeds; provided, however, that (A) the Borrower shall not be required to make any prepayment hereunder with Net Cash Proceeds unless and until the aggregate amount of all such Net Cash Proceeds (excluding Net Cash Proceeds from Extraordinary Receipts) that have not theretofore been applied to prepay the Advances pursuant to this Section 2.06(b)(i) exceeds $5,000,000 (at such time the Borrower shall be required to make a prepayment hereunder with all such excess Net Cash Proceeds except to the extent such prepayment is not required under clause (B), (C), or (D) of this proviso), (B) to the extent the aggregate amount of all Net Cash Proceeds (excluding Net Cash Proceeds from Extraordinary Receipts) received by the Loan Parties and their Subsidiaries shall exceed $10,000,000, only 75% of any amount of such excess amount of Net Cash Proceeds received shall be required to be applied to prepayment hereunder, (C) in the case of Net Cash Proceeds that are Extraordinary Receipts in respect of any casualty or condemnation event (“Extraordinary Receipts Proceeds”), to the extent such Extraordinary Receipts Proceeds are used to repair, restore or replace the assets that are the subject of such event in substantially the same location promptly after the receipt of such Extraordinary Receipts Proceeds by a Loan Party or any of its Subsidiaries, no such Extraordinary Receipts Proceeds shall be required to be applied to any prepayment hereunder, and (D) in the case of Extraordinary Receipts Proceeds received with respect to a casualty or condemnation event in respect of Inventory, no such Extraordinary Receipts Proceeds shall be required to be applied to any prepayment hereunder.  Each such prepayment shall be applied first ratably to the outstanding Term Advances, second ratably to the outstanding Revolving Credit Facility as set forth in clause (iv) below, and third, if required under Section 2.03(g), deposited in the L/C Cash Collateral Account.

(ii)           The Borrower shall, on each Business Day, if applicable, prepay an aggregate principal amount of the Revolving Credit Advances or the Letter of Credit Advances or deposit an amount in the L/C Collateral Account in an amount equal to the amount by which (A) the sum of (x) the Revolving Credit Advances and the Letter of Credit Advances then outstanding plus (y) the aggregate Available Amount of all Letters of Credit then outstanding exceeds (B) the lesser of (x) the sum of the aggregate Revolving Credit Commitments and (y) (1) the Borrowing Base minus (2) the aggregate principal amount of the Term Advances then outstanding.

(iii)          The Borrower shall, on each Business Day, if applicable, pay to the Administrative Agent for deposit in the L/C Cash Collateral Account an amount sufficient to cause the aggregate amount on deposit in such L/C Cash Collateral Account to equal the amount by which the aggregate Available Amount of all Letters of Credit then outstanding exceeds the Letter of Credit Sublimit on such Business Day.

(iv)          Prepayments of the Revolving Credit Facility made pursuant to clauses (i) and (ii) above shall be first applied to prepay Letter of Credit Advances then outstanding, if any, until such Advances are paid in full, second applied ratably to prepay Revolving Credit Advances then outstanding, if any, until such Advances are paid in full and third, if required under Section 2.03(g), deposited in the

45

L/C Cash Collateral Account; and, in the case of any prepayment of the Revolving Credit Facility pursuant to clause (i) above, the amount remaining, if any, from the Revolving Credit Facility’s ratable portion of such Net Cash Proceeds after the prepayment of the Letter of Credit Advances and the Revolving Credit Advances then outstanding and any required Cash Collateralization of Letters of Credit then outstanding (the sum of such prepayment amounts, cash collateralization amounts and remaining amounts being referred to herein as the “ Reduction Amount”) may be retained by the Borrower for use in its business and operations.  Upon the drawing of any Letter of Credit for which funds are on deposit in the L/C Cash Collateral Account, such funds shall be applied to reimburse the applicable Issuing Bank or Revolving Credit Lenders, as applicable.

(v)           All prepayments under this subsection (b) shall be made together with accrued interest to the date of such prepayment on the principal amount prepaid.

Section 2.07  Interest.  (a)  Scheduled Interest.  The Borrower shall pay interest on each Term Advance and each Revolving Credit Advance owing to each Lender from the date of such Term Advance and Revolving Credit Advance until such principal amount shall be paid in full, at the following rates per annum:

(i)            Base Rate Advances.  During such periods as such Advance is a Base Rate Advance, a rate per annum equal at all times to the sum of (A) the Base Rate in effect from time to time plus (B) the Applicable Margin in effect from time to time, payable in arrears monthly on the first Business Day of each month during such periods and on the date such Base Rate Advance shall be Converted or paid in full.

(ii)           Eurodollar Rate Advances.  During such periods as such Advance is a Eurodollar Rate Advance, a rate per annum equal at all times during each Interest Period for such Advance to the sum of (A) the Eurodollar Rate for such Interest Period for such Advance plus (B) the Applicable Margin in effect on the first day of such Interest Period, payable in arrears on the last Business Day of such Interest Period and, if such Interest Period has a duration of more than one month, on the first Business Day of each month that occurs during such Interest Period every month from the first day of such Interest Period and on the date such Eurodollar Rate Advance shall be Converted or paid in full.

(b)           Default Interest.  Upon the occurrence and during the continuance of an Event of Default the Borrower shall pay interest on (i) the unpaid principal amount of each Advance owing to each Lender (whether or not due), payable in arrears on the dates referred to in clause (a) above and on demand, at a rate per annum equal at all times to 2% per annum above the rate per annum required to be paid on such Advance pursuant to clause (a) and (ii) to the fullest extent permitted by law, the amount of any interest, fee or other amount payable hereunder that is not paid when due, from the date such amount shall be due until such amount shall be paid in full, payable in arrears on the date such amount shall be paid in full and on demand, at a rate per annum equal at all times to 2% per annum above the rate per annum required to be paid on Advances pursuant to clause (a)(i) above.

(c)           Notice of Interest Rate.  Promptly after receipt of a Notice of Borrowing pursuant to Section 2.02(a), the Administrative Agent shall give notice to the Borrower and each Lender of the interest rate determined by the Administrative Agent for purposes of clause (a) above.

Section 2.08  Fees. (a)  Commitment Fees.  The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders a commitment fee, from the Effective Date in the case of each such Initial Lender and (if such date is later than the Effective Date) from the effective date specified in the Assignment and Acceptance pursuant to which it became a Lender in the case of each

46

other such Lender until the Termination Date, payable in arrears monthly on the first day of each month ending after the Effective Date and on the Termination Date, at the rate of 1.0% per annum on the average daily unused portion of the Unused Revolving Credit Commitment of such Lender; provided, however, that no commitment fee shall accrue on any of the Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender.

(b)           Letter of Credit Fees, Etc.

(i)            The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears on the first Business Day of each month, on the earliest to occur of the full drawing, expiration, termination or cancellation of any such Letter of Credit and on the Termination Date, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such month of all Letters of Credit outstanding from time to time  during such month at a rate per annum equal to the Applicable Margin for Eurodollar Rate Advances under the Revolving Credit Facility; provided, however, that no such commission shall accrue on any of the Revolving Credit Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender.

(ii)           The Borrower shall pay to each Issuing Bank, for its own account, (A) a fronting fee, payable in arrears on the first Business Day of each month and on the Termination Date, on the average daily Available Amount during such month of all Letters of Credit issued by such Issuing Bank, at the rate of 0.25% per annum and (B) the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such Issuing Bank.

(c)           Initial Lender Fees.  The Borrower shall pay to the Administrative Agent and the Boookrunners (or their respective Affiliates) such other fees as may be from time to time agreed among the Borrower, the Administrative Agent and the Bookrunners (or their respective Affiliates).

Section 2.09  Conversion of Advances.  (a)  Optional.  The Borrower may on any Business Day, upon notice given to the Administrative Agent not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Conversion (or the Business Day prior to the date of the proposed Conversion, in the case of a Conversion of a Eurodollar Rate Advance to a Base Rate Advance) and subject to the provisions of Section 2.10, Convert all or any portion of the Advances of one Type comprising the same Borrowing into Advances of the other Type; provided, however, that any Conversion of Eurodollar Rate Advances into Base Rate Advances shall be made only on the last day of an Interest Period for such Eurodollar Rate Advances, any Conversion of Base Rate Advances into Eurodollar Rate Advances shall be in an amount not less than the minimum amount specified in Section 2.02(c), no Conversion of any Advances shall result in more separate Borrowings than permitted under Section 2.02(c) and each Conversion of Advances comprising part of the same Borrowing shall be made ratably among the Lenders in accordance with their Commitments.  Each such notice of Conversion shall, within the restrictions specified above, specify (i) the date of such Conversion, (ii) the Advances to be Converted and (iii) if such Conversion is into Eurodollar Rate Advances, the duration of the initial Interest Period for such Advances.  Each notice of Conversion shall be irrevocable and binding on the Borrower.

(b)           Mandatory.

(i)            On the date on which the aggregate unpaid principal amount of Eurodollar Rate Advances comprising any Borrowing shall be reduced, by payment or prepayment or otherwise, to less than $5,000,000, such Advances shall, at the end of the applicable Interest Period, automatically Convert into Base Rate Advances.

47

(ii)           If the Borrower shall fail to select the duration of any Interest Period for any Eurodollar Rate Advances in accordance with the provisions contained in the definition of “Interest Period” in Section 1.01, the Administrative Agent will forthwith so notify the Borrower and the Lenders, whereupon each such Eurodollar Rate Advance will automatically, on the last day of the then existing Interest Period therefor, Convert into a Base Rate Advance.

(iii)          Upon the occurrence and during the continuance of any Event of Default, (x) each Eurodollar Rate Advance will automatically, on the last day of the then existing Interest Period therefor, Convert into a Base Rate Advance and (y) the obligation of the Lenders to make, or to Convert Advances into, Eurodollar Rate Advances shall be suspended.

Section 2.10  Increased Costs, Etc.  (a)  If, due to either (i) the introduction of or any change in or in the interpretation of any law or regulation or (ii) the compliance with any guideline or request from any central bank or other governmental authority (whether or not having the force of law), there shall be any increase in the cost to any Lender Party of agreeing to make or of making, funding or maintaining Eurodollar Rate Advances or of agreeing to issue or of issuing or maintaining or participating in Letters of Credit or of agreeing to make or of making or maintaining Letter of Credit Advances (excluding, for purposes of this Section 2.10, any such increased costs resulting from (x) Taxes or Other Taxes (as to which Section 2.12 shall govern) and (y) changes in the basis of taxation of overall net income or overall gross income by the United States or by the foreign jurisdiction or state under the laws of which such Lender Party is organized or has its Applicable Lending Office or any political subdivision thereof), then the Borrower shall from time to time, upon demand by such Lender Party (with a copy of such demand to the Administrative Agent), pay to the Administrative Agent for the account of such Lender Party additional amounts sufficient to compensate such Lender Party for such increased cost.  A certificate as to the amount of such increased cost, submitted to the Borrower by such Lender Party, shall be conclusive and binding for all purposes, absent manifest error.

(b)           If any Lender Party determines that compliance with any law or regulation or any guideline or request from any central bank or other governmental authority (whether or not having the force of law) affects or would affect the amount of capital required or expected to be maintained by such Lender Party or any corporation controlling such Lender Party and that the amount of such capital is increased by or based upon the existence of such Lender Party’s commitment to lend or to issue or participate in Letters of Credit hereunder and other commitments of such type or the issuance or maintenance of or participation in the Letters of Credit (or similar contingent obligations), then, upon demand by such Lender Party or such corporation (with a copy of such demand to the Administrative Agent), the Borrower shall pay to the Administrative Agent for the account of such Lender Party, from time to time as specified by such Lender Party, additional amounts sufficient to compensate such Lender Party in the light of such circumstances, to the extent that such Lender Party reasonably determines such increase in capital to be allocable to the existence of such Lender Party’s commitment to lend or to issue or participate in Letters of Credit hereunder or to the issuance or maintenance of or participation in any Letters of Credit.  A certificate as to such amounts submitted to the Borrower by such Lender Party shall be conclusive and binding for all purposes, absent manifest error.

(c)           If, with respect to any Eurodollar Rate Advances, the Required Lenders notify the Administrative Agent that the Eurodollar Rate for any Interest Period for such Advances will not adequately reflect the cost to such Lenders of making, funding or maintaining their Eurodollar Rate Advances for such Interest Period, the Administrative Agent shall forthwith so notify the Borrower and the Lenders, whereupon (i) each such Eurodollar Rate Advance will automatically, on the last day of the then existing Interest Period therefor, Convert into a Base Rate Advance and (ii) the obligation of the Lenders to make, or to Convert Advances into, Eurodollar Rate Advances shall be suspended until the

48

Administrative Agent shall notify the Borrower that such Lenders have determined that the circumstances causing such suspension no longer exist.

(d)           Notwithstanding any other provision of this Agreement, if the introduction of or any change in or in the interpretation of any law or regulation shall make it unlawful, or any central bank or other governmental authority shall assert that it is unlawful, for any Lender or its Eurodollar Lending Office to perform its obligations hereunder to make Eurodollar Rate Advances or to continue to fund or maintain Eurodollar Rate Advances hereunder, then, on notice thereof and demand therefor by such Lender to the Borrower through the Administrative Agent, (i) each Eurodollar Rate Advance will automatically, upon such demand, Convert into a Base Rate Advance and (ii) the obligation of the Lenders to make, or to Convert Advances into, Eurodollar Rate Advances shall be suspended until the Administrative Agent shall notify the Borrower that such Lender has determined that the circumstances causing such suspension no longer exist.

Section 2.11  Payments and Computations.  (a)  The Borrower shall make each payment hereunder and under the Notes, irrespective of any right of counterclaim or set-off (except as otherwise provided in Section 2.15), not later than 11:00 A.M. (New York, New York time) on the day when due (or, in the case of payments made by a Guarantor pursuant to Section 8.01, on the date of demand therefor) in U.S. dollars to the Administrative Agent at the Administrative Agent’s Account in same day funds.  The Administrative Agent will promptly thereafter cause like funds to be distributed (i) if such payment by the Borrower is in respect of principal, interest, commitment fees or any other Obligation then payable hereunder and under the Notes to more than one Lender Party, to such Lender Parties for the account of their respective Applicable Lending Offices ratably in accordance with the amounts of such respective Obligations then payable to such Lender Parties (except as set forth in the second sentence of Section 2.04(b)) and (ii) if such payment by the Borrower is in respect of any Obligation then payable hereunder to one Lender Party, to such Lender Party for the account of its Applicable Lending Office, in each case to be applied in accordance with the terms of this Agreement.  Upon its acceptance of an Assignment and Acceptance and recording of the information contained therein in the Register pursuant to Section 10.07(d), from and after the effective date of such Assignment and Acceptance, the Administrative Agent shall make all payments hereunder and under the Notes in respect of the interest assigned thereby to the Lender Party assignee thereunder, and the parties to such Assignment and Acceptance shall make all appropriate adjustments in such payments for periods prior to such effective date directly between themselves.

(b)           If the Administrative Agent receives funds for application to the Obligations under the Loan Documents under circumstances for which the Loan Documents do not specify the Advances to which, or the manner in which, such funds are to be applied, the Administrative Agent may, but shall not be obligated to, elect to distribute such funds to each Lender Party ratably in accordance with such Lender Party’s proportionate share of the principal amount of all outstanding Advances and the Available Amount of all Letters of Credit then outstanding, in repayment or prepayment of such of the outstanding Advances or other Obligations owed to such Lender Party, and for application to such principal installments, as the Administrative Agent shall direct.

(c)           The Borrower hereby authorizes each Lender Party, if and to the extent payment owed to such Lender Party is not made when due hereunder or, in the case of a Lender, under the Note held by such Lender, to charge from time to time against any or all of the Borrower’s accounts with such Lender Party any amount so due (subject to the limitations on the exercise of remedies upon an Event of Default set forth in Article VI hereof and in the DIP Refinancing Orders).  Each of the Lender Parties hereby agrees to notify the Borrower promptly after any such setoff and application shall be made by such Lender Party; provided, however, that the failure to give such notice shall not affect the validity of such charge.

49

(d)           All computations of interest based on the Base Rate shall be made by the Administrative Agent on the basis of a year of 365 or 366 days, as the case may be, and all computations of interest based on the Eurodollar Rate or the Federal Funds Rate and of fees and Letter of Credit commissions shall be made by the Administrative Agent on the basis of a year of 360 days, in each case for the actual number of days (including the first day but excluding the last day) occurring in the period for which such interest, fees or commissions are payable.  Each determination by the Administrative Agent of an interest rate, fee or commission hereunder shall be conclusive and binding for all purposes, absent manifest error.

(e)           Whenever any payment hereunder or under the Notes shall be stated to be due on a day other than a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of payment of interest or commitment fee, as the case may be; provided, however, that, if such extension would cause payment of interest on or principal of Eurodollar Rate Advances to be made in the next following calendar month, such payment shall be made on the next preceding Business Day.

(f)            Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to any Lender Party hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each such Lender Party on such due date an amount equal to the amount then due such Lender Party.  If and to the extent the Borrower shall not have so made such payment in full to the Administrative Agent, each such Lender Party shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender Party together with interest thereon, for each day from the date such amount is distributed to such Lender Party until the date such Lender Party repays such amount to the Administrative Agent, at the Federal Funds Rate.

Section 2.12  Taxes.  (a)  Any and all payments by any Loan Party to or for the account of any Lender Party or any Agent hereunder or under any other Loan Document shall be made, in accordance with Section 2.11 or the applicable provisions of such other Loan Document, if any, free and clear of and without deduction for any and all present or future taxes, levies, imposts, deductions, charges or withholdings, and all liabilities with respect thereto, excluding, in the case of each Lender Party and each Agent, taxes that are imposed on its overall net income by the United States and taxes that are imposed on its overall net income (and franchise taxes imposed in lieu thereof) by the state or foreign jurisdiction under the laws of which such Lender Party or such Agent, as the case may be, is organized or any political subdivision thereof and, in the case of each Lender Party, taxes that are imposed on its overall net income (and franchise taxes imposed in lieu thereof) by the state or foreign jurisdiction of such Lender Party’s Applicable Lending Office or any political subdivision thereof (all such non-excluded taxes, levies, imposts, deductions, charges, withholdings and liabilities in respect of payments hereunder or under any other Loan Document being hereinafter referred to as “Taxes”).  If any Loan Party shall be required by law to deduct any Taxes from or in respect of any sum payable hereunder or under any other Loan Document to any Lender Party or any Agent, (i) the sum payable by such Loan Party shall be increased as may be necessary so that after such Loan Party and the Administrative Agent have made all required deductions (including deductions applicable to additional sums payable under this Section 2.12) such Lender Party or such Agent, as the case may be, receives an amount equal to the sum it would have received had no such deductions been made, (ii) such Loan Party shall make all such deductions and (iii) such Loan Party shall pay the full amount deducted to the relevant taxation authority or other authority in accordance with applicable law.

(b)           In addition, each Loan Party shall pay any present or future stamp, documentary, excise, property, intangible, mortgage recording or similar taxes, charges or levies that arise from any

50

payment made by such Loan Party hereunder or under any other Loan Documents or from the execution, delivery or registration of, performance under, or otherwise with respect to, this Agreement or the other Loan Documents (hereinafter referred to as “Other Taxes”).

(c)           The Loan Parties shall indemnify each Lender Party and each Agent for and hold them harmless against the full amount of Taxes and Other Taxes, and for the full amount of taxes of any kind imposed or asserted by any jurisdiction on amounts payable under this Section 2.12, imposed on or paid by such Lender Party or such Agent (as the case may be) and any liability (including penalties, additions to tax, interest and expenses) arising therefrom or with respect thereto.  This indemnification shall be made within 30 days from the date such Lender Party or such Agent (as the case may be) makes written demand therefor.

(d)           Within 30 days after the date of any payment of Taxes, the appropriate Loan Party shall furnish to the Administrative Agent, at its address referred to in Section 10.02, the original or a certified copy of a receipt evidencing such payment, to the extent such a receipt is issued therefor, or other written proof of payment thereof that is reasonably satisfactory to the Administrative Agent.  In the case of any payment hereunder or under the other Loan Documents by or on behalf of a Loan Party through an account or branch outside the United States or by or on behalf of a Loan Party by a payor that is not a United States person, if such Loan Party determines that no Taxes are payable in respect thereof, such Loan Party shall furnish, or shall cause such payor to furnish, to the Administrative Agent, at such address, an opinion of counsel acceptable to the Administrative Agent stating that such payment is exempt from Taxes.  For purposes of subsections (d) and (e) of this Section 2.12, the terms “United States” and “United States person” shall have the meanings specified in Section 7701 of the Internal Revenue Code.

(e)           Each Lender Party organized under the laws of a jurisdiction outside the United States shall, on or prior to the date of its execution and delivery of this Agreement in the case of each Initial Lender Party and on the date of the Assignment and Acceptance pursuant to which it becomes a Lender Party in the case of each other Lender Party, and from time to time thereafter as reasonably requested in writing by the Borrower (but only so long thereafter as such Lender Party remains lawfully able to do so), provide each of the Administrative Agent and Borrower with two original Internal Revenue Service Forms W-8BEN or W-8ECI, (in the case of a Lender Party that has certified in writing to the Administrative Agent that it is not (i) a “bank” (within the meaning of Section 881(c)(3)(A) of the Internal Revenue Code), (ii) a 10-percent shareholder (within the meaning of Section 871(h)(3)(B) of the Internal Revenue Code) of any Loan Party or (iii) a controlled foreign corporation related to the Borrower (within the meaning of Section 864(d)(4) of the Internal Revenue Code), Internal Revenue Service Form W-8BEN,) as appropriate, or any successor or other form prescribed by the Internal Revenue Service, certifying that such Lender Party is exempt from or entitled to a reduced rate of United States withholding tax on payments pursuant to this Agreement or the other Loan Documents or, in the case of a Lender Party that has certified that it is not a “bank” as described above, certifying that such Lender Party is a foreign corporation, partnership, estate or trust.  If the forms provided by a Lender Party at the time such Lender Party first becomes a party to this Agreement indicate a United States interest withholding tax rate in excess of zero, withholding tax at such rate shall be considered excluded from Taxes unless and until such Lender Party provides the appropriate forms certifying that a lesser rate applies, whereupon withholding tax at such lesser rate only shall be considered excluded from Taxes for periods governed by such forms; provided, however, that if, at the effective date of the Assignment and Acceptance pursuant to which a Lender Party becomes a party to this Agreement, the Lender Party assignor was entitled to payments under subsection (a) of this Section 2.12 in respect of United States withholding tax with respect to interest paid at such date, then, to such extent, the term Taxes shall include (in addition to withholding taxes that may be imposed in the future or other amounts otherwise includable in Taxes) United States withholding tax, if any, applicable with respect to the Lender Party assignee on such date.

51

If any form or document referred to in this subsection (e) requires the disclosure of information, other than information necessary to compute the tax payable and information required on the date hereof by Internal Revenue Service Form W-8BEN or W-8ECI, or the related certificate described above, that the applicable Lender Party reasonably considers to be confidential, such Lender Party shall give notice thereof to the Borrower and shall not be obligated to include in such form or document such confidential information.

(f)            For any period with respect to which a Lender Party has failed to provide the Borrower with the appropriate form, certificate or other document described in subsection (e) above (other than if such failure is due to a change in law, or in the interpretation or application thereof, occurring after the date on which a form, certificate or other document originally was required to be provided or if such form, certificate or other document otherwise is not required under subsection (e) above), such Lender Party shall not be entitled to indemnification under subsection (a) or (c) of this Section 2.12 with respect to Taxes imposed by the United States by reason of such failure; provided that should a Lender Party become subject to Taxes because of its failure to deliver a form, certificate or other document required hereunder, the Loan Parties shall take such steps as such Lender Party shall reasonably request to assist such Lender Party to recover such taxes.

Section 2.13  Sharing of Payments, Etc.  If any Lender Party shall obtain at any time any payment, whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise (other than pursuant to Section 2.10, 2.12, 10.04 or 10.07), (a) on account of Obligations due and payable to such Lender Party hereunder and under the Notes at such time in excess of its ratable share (according to the proportion of (i) the amount of such Obligations due and payable to such Lender Party at such time (other than pursuant to Section 2.10, 2.12, 10.04 or 10.07) to (ii) the aggregate amount of the Obligations due and payable to all Lender Parties hereunder and under the Notes at such time) of payments on account of the Obligations due and payable to all Lender Parties hereunder and under the Notes at such time obtained by all the Lender Parties at such time or (b) on account of Obligations owing (but not due and payable) to such Lender Party hereunder and under the Notes at such time (other than pursuant to Section 2.10, 2.12, 10.04 or 10.07) in excess of its ratable share (according to the proportion of (i) the amount of such Obligations owing to such Lender Party at such time (other than pursuant to Section 2.10, 2.12, 10.04 or 10.07) to (ii) the aggregate amount of the Obligations owing (but not due and payable) to all Lender Parties hereunder and under the Notes at such time) of payments on account of the Obligations owing (but not due and payable) to all Lender Parties hereunder and under the Notes at such time obtained by all of the Lender Parties at such time, such Lender Party shall forthwith purchase from the other Lender Parties such participations in the Obligations due and payable or owing to them, as the case may be, as shall be necessary to cause such purchasing Lender Party to share the excess payment ratably with each of them; provided, however, that, if all or any portion of such excess payment is thereafter recovered from such purchasing Lender Party, such purchase from each other Lender Party shall be rescinded and such other Lender Party shall repay to the purchasing Lender Party the purchase price to the extent of such Lender Party’s ratable share (according to the proportion of (i) the purchase price paid to such Lender Party to (ii) the aggregate purchase price paid to all Lender Parties) of such recovery together with an amount equal to such Lender Party’s ratable share (according to the proportion of (i) the amount of such other Lender Party’s required repayment to (ii) the total amount so recovered from the purchasing Lender Party) of any interest or other amount paid or payable by the purchasing Lender Party in respect of the total amount so recovered.  The Borrower agrees that any Lender Party so purchasing a participation from another Lender Party pursuant to this Section 2.13 may, to the fullest extent permitted by law, exercise all its rights of payment (including the right of set-off) with respect to such participation as fully as if such Lender Party were the direct creditor of the Borrower in the amount of such participation.  Notwithstanding the foregoing, this Section 2.13 shall not apply to the repayment of any Revolving Credit Advances pursuant to the second sentence of Section 2.04(b).

52

Section 2.14  Use of Proceeds.  The proceeds of the Revolving Credit Advances and the Term Advances shall only be utilized (i) to refinance the obligations outstanding under the Existing DIP Agreement, (ii) to pay fees, costs and expenses in connection with such refinancing, the Facilities and the Cases, and (iii) to provide financing for working capital, letters of credit, capital expenditures and other general corporate purposes of the Borrower and the Guarantors, including but not limited to Investments in other Subsidiaries of the Loan Parties to the extent not prohibited under this Agreement.

Section 2.15  Defaulting Lenders.  (a)  In the event that, at any time, (i) any Lender Party shall be a Defaulting Lender, (ii) such Defaulting Lender shall owe a Defaulted Advance to the Borrower and (iii) the Borrower shall be required to make any payment hereunder or under any other Loan Document to or for the account of such Defaulting Lender, then the Borrower may, so long as no Default shall occur or be continuing at such time and to the fullest extent permitted by applicable law, set off and otherwise apply the Obligation of the Borrower to make such payment to or for the account of such Defaulting Lender against the obligation of such Defaulting Lender to make such Defaulted Advance.  In the event that, on any date, the Borrower shall so set off and otherwise apply its obligation to make any such payment against the obligation of such Defaulting Lender to make any such Defaulted Advance on or prior to such date, the amount so set off and otherwise applied by the Borrower shall constitute for all purposes of this Agreement and the other Loan Documents an Advance by such Defaulting Lender made on the date under the Facility pursuant to which such Defaulted Advance was originally required to have been made pursuant to Section 2.01.  Such Advance shall be considered, for all purposes of this Agreement, to comprise part of the Borrowing in connection with which such Defaulted Advance was originally required to have been made pursuant to Section 2.01, even if the other Advances comprising such Borrowing shall be Eurodollar Rate Advances on the date such Advance is deemed to be made pursuant to this subsection (a).  The Borrower shall notify the Administrative Agent at any time the Borrower exercises its right of set-off pursuant to this subsection (a) and shall set forth in such notice (A) the name of the Defaulting Lender and the Defaulted Advance required to be made by such Defaulting Lender and (B) the amount set off and otherwise applied in respect of such Defaulted Advance pursuant to this subsection (a).  Any portion of such payment otherwise required to be made by the Borrower to or for the account of such Defaulting Lender which is paid by the Borrower, after giving effect to the amount set off and otherwise applied by the Borrower pursuant to this subsection (a), shall be applied by the Administrative Agent as specified in subsection (b) or (c) of this Section 2.15.

(b)           In the event that, at any time, (i) any Lender Party shall be a Defaulting Lender, (ii) such Defaulting Lender shall owe a Defaulted Amount to the Administrative Agent or any of the other Lender Parties and (iii) the Borrower shall make any payment hereunder or under any other Loan Document to the Administrative Agent for the account of such Defaulting Lender, then the Administrative Agent may, on its behalf or on behalf of such other Lender Parties and to the fullest extent permitted by applicable law, apply at such time the amount so paid by the Borrower to or for the account of such Defaulting Lender to the payment of each such Defaulted Amount to the extent required to pay such Defaulted Amount.  In the event that the Administrative Agent shall so apply any such amount to the payment of any such Defaulted Amount on any date, the amount so applied by the Administrative Agent shall constitute for all purposes of this Agreement and the other Loan Documents payment, to such extent, of such Defaulted Amount on such date.  Any such amount so applied by the Administrative Agent shall be retained by the Administrative Agent or distributed by the Administrative Agent to such other Lender Parties, ratably in accordance with the respective portions of such Defaulted Amounts payable at such time to the Administrative Agent and such other Lender Parties and, if the amount of such payment made by the Borrower shall at such time be insufficient to pay all Defaulted Amounts owing at such time to the Administrative Agent and the other Lender Parties, in the following order of priority:

(i)            first, to the Administrative Agent for any Defaulted Amount then owing to the Administrative Agent in its capacity as Administrative Agent; and

53

(ii)           second, to the Issuing Banks for any Defaulted Amounts then owing to them, in their capacities as such, ratably in accordance with such respective Defaulted Amounts then owing to the Issuing Banks; and

(iii)          third, to any other Lender Parties for any Defaulted Amounts then owing to such other Lender Parties, ratably in accordance with such respective Defaulted Amounts then owing to such other Lender Parties.

Any portion of such amount paid by the Borrower for the account of such Defaulting Lender remaining, after giving effect to the amount applied by the Administrative Agent pursuant to this subsection (b), shall be applied by the Administrative Agent as specified in subsection (c) of this Section 2.15.

(c)           In the event that, at any time, (i) any Lender Party shall be a Defaulting Lender, (ii) such Defaulting Lender shall not owe a Defaulted Advance or a Defaulted Amount and (iii) the Borrower, the Administrative Agent or any other Lender Party shall be required to pay or distribute any amount hereunder or under any other Loan Document to or for the account of such Defaulting Lender, then the Borrower or such other Lender Party shall pay such amount to the Administrative Agent to be held by the Administrative Agent, to the fullest extent permitted by applicable law, in escrow or the Administrative Agent shall, to the fullest extent permitted by applicable law, hold in escrow such amount otherwise held by it.  Any funds held by the Administrative Agent in escrow under this subsection (c) shall be deposited by the Administrative Agent in an account in the name and under the control of the Administrative Agent, but subject to the provisions of this subsection (c).  The terms applicable to such account, including the rate of interest payable with respect to the credit balance of such account from time to time, shall be such escrow bank’s standard terms applicable to escrow accounts maintained with it.  Any interest credited to such account from time to time shall be held by the Administrative Agent in escrow under, and applied by the Administrative Agent from time to time in accordance with the provisions of, this subsection (c).  The Administrative Agent shall, to the fullest extent permitted by applicable law, apply all funds so held in escrow from time to time to the extent necessary to make any Advances required to be made by such Defaulting Lender and to pay any amount payable by such Defaulting Lender hereunder and under the other Loan Documents to the Administrative Agent or any other Lender Party, as and when such Advances or amounts are required to be made or paid and, if the amount so held in escrow shall at any time be insufficient to make and pay all such Advances and amounts required to be made or paid at such time, in the following order of priority:

(i)            first, to the Administrative Agent for any amount then due and payable by such Defaulting Lender to the Administrative Agent hereunder in its capacity as Administrative Agent;

(ii)           second, to the Issuing Banks for any amounts then due and payable to them hereunder, in their capacities as such, by such Defaulting Lender, ratably in accordance with such respective amounts then due and payable to the Issuing Banks;

(iii)          third, to any other Lender Parties for any amount then due and payable by such Defaulting Lender to such other Lender Parties hereunder, ratably in accordance with such respective amounts then due and payable to such other Lender Parties; and

(iv)          fourth, to the Borrower for any Advance then required to be made by such Defaulting Lender pursuant to a Commitment of such Defaulting Lender.

(x) In the event that any Lender Party that is a Defaulting Lender shall, at any time, cease to be a Defaulting Lender, and (y) at any time after all principal, interest and other outstanding amounts under the Loan Documents are repaid on or after the Termination Date, any funds held by the Administrative Agent

54

in escrow at such time with respect to such Lender Party shall be distributed by the Administrative Agent to such Lender Party and applied by such Lender Party to the Obligations owing to such Lender Party at such time under this Agreement and the other Loan Documents ratably in accordance with the respective amounts of such Obligations outstanding at such time; provided that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while such Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender or Potential Defaulting Lender to Non-Defaulting Lender will constitute a waiver or release of any claim of any party hereunder arising from such Lender’s having been a Defaulting Lender or Potential Defaulting Lender.

(d)           The rights and remedies against a Defaulting Lender under this Section 2.15 are in addition to other rights and remedies that the Borrower may have against such Defaulting Lender with respect to any Defaulted Advance and that the Administrative Agent or any Lender Party may have against such Defaulting Lender with respect to any Defaulted Amount.

Section 2.16  Evidence of Debt.  (a)  The Advances made by each Lender shall be evidenced by one or more accounts or records maintained by such Lender and by the Administrative Agent in the ordinary course of business.  The accounts or records maintained by the Administrative Agent and each Lender shall be conclusive absent manifest error of the amount of the Advances made by the Lenders to the Borrower and the interest and payments thereon.  Any failure to so record or any error in doing so shall not, however, limit or otherwise affect the obligation of the Borrower hereunder to pay any amount owing with respect to the Obligations.  In the event of any conflict between the accounts and records maintained by any Lender and the accounts and records of the Administrative Agent in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error.  Upon the request of any Lender made through the Administrative Agent, the Borrower shall execute and deliver to such Lender (through the Administrative Agent) a Note, which shall evidence such Lender’s Advances in addition to such accounts or records.  Each Lender may attach schedules to its Note and endorse thereon the date, amount and maturity of its Advances and payments with respect thereto.(b) In addition to the accounts and records referred to in subsection (a), each Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Letters of Credit.  In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Lender in respect of such matters, the accounts and records of the Administrative Agent shall control in the absence of manifest error.

Section 2.17  Priority and Liens.  (a)  Each of the Borrower and each Guarantor hereby covenants, represents and warrants that, upon entry of the DIP Refinancing Orders, the Obligations of the Borrower and such Guarantor hereunder and under the Loan Documents:  (i) pursuant to section 364(c)(1) of the Bankruptcy Code, shall at all times constitute an allowed Superpriority Claim; (ii) pursuant to section 364(c)(2) of the Bankruptcy Code, shall at all times be secured by a perfected first priority Lien on all unencumbered tangible and intangible property of the Borrower and such Guarantor and on all cash maintained in the L/C Cash Collateral Account and any investments of the funds contained therein, including any such property that is subject to valid and perfected Liens in existence on the Petition Date, which Liens are thereafter released or otherwise extinguished in connection with the satisfaction of the obligations secured by such Liens (excluding any avoidance actions under the Bankruptcy Code (but including the proceeds therefrom)); (iii) pursuant to section 364(c)(3) of the Bankruptcy Code, shall be secured by a perfected Lien upon all real, personal and mixed property of the Borrower and such Guarantor that is subject to valid and perfected Liens in existence on the Petition Date, junior to such valid and perfected Liens (other than Liens securing the Unrolled Pre-Petition Secured Indebtedness), and (iv) pursuant to section 364(d)(1), shall be secured by a perfected priming Lien upon all tangible and

55

intangible property of the Borrower and such Guarantor that secure the Unrolled Pre-Petition Secured Indebtedness; provided that the foregoing shall be subject in all respects to the Carve-Out.

(b)Except for the Carve-Out having priority over the Obligations, the Superpriority Claims shall at all times be senior to the rights of the Borrower, each Guarantor, any chapter 11 trustee and, subject to section 726 of the Bankruptcy Code, any chapter 7 trustee, or any other creditor (including, without limitation, post-petition counterparties and other post-petition creditors) in the Cases or any subsequent proceedings under the Bankruptcy Code, including, without limitation, any chapter 7 cases if any of the Borrower’s or the Guarantor’s cases are converted to cases under chapter 7 of the Bankruptcy Code.

Section 2.18  Payment of Obligations.  Subject to the provisions of Section 6.01 and the DIP Refinancing Orders, upon the maturity (whether by acceleration or otherwise) of any of the Obligations under this Agreement or any of the other Loan Documents of the Borrower and the Guarantors, the Lender Parties shall be entitled to immediate payment of such Obligations without further application to or order of the Bankruptcy Court.

Section 2.19  No Discharge: Survival of Claims.  Each of the Borrower and each Guarantor agree that (i) its Obligations under this Agreement or any of the Loan Documents shall not be discharged by the entry of an order confirming any Reorganization Plan (and each of the Borrower and each Guarantor, pursuant to section 1141(d)(4) of the Bankruptcy Code hereby waives any such discharge), (ii) the Superpriority Claim granted to the Administrative Agent and the Lender Parties pursuant to the DIP Refinancing Orders and described in Section 2.17 and the Liens granted to the Administrative Agent and the Lender Parties pursuant to the DIP Refinancing Orders and described in Section 2.17 shall not be affected in any manner by the entry of any order by the Bankruptcy Court, including an order confirming any Reorganization Plan, and (iii) notwithstanding the terms of any Reorganization Plan, its Obligations hereunder and under each other Loan Document shall be repaid in full in accordance with the terms hereof and the terms of the DIP Refinancing Orders and the other Loan Documents.

Section 2.20  Replacement of Certain Lenders.  In the event a Lender shall have (a) become a Defaulting Lender under Section 2.15, (b) requested compensation from the Borrowers under Section 2.12 with respect to Taxes or Other Taxes or with respect to increased costs or capital or under Section 2.10 or other additional costs incurred by such Lender which, in any case, are not being incurred generally by the other Lenders, (c) delivered a notice pursuant to Section 2.10(d) claiming that such Lender is unable to extend Eurodollar Rate Advances to the Borrower for reasons not generally applicable to the other Lenders or (d) become a Non-Consenting Lender (in each case, an “Affected Lender”), then, in any case, the Borrower or the Administrative Agent may make written demand on such Affected Lender (with a copy to the Administrative Agent in the case of a demand by the Borrower and a copy to the Borrower in the case of a demand by the Administrative Agent) for the Affected Lender to assign, and such Affected Lender shall assign pursuant to one or more duly executed Assignments and Acceptances within 5 Business Days after the date of such demand, to one or more financial institutions that the Borrower or the Administrative Agent, as the case may be, shall have engaged for such purpose, all of such Affected Lender’s rights and obligations under this Agreement and the other Loan Documents (including, without limitation, its Commitment, all Advances owing to it, all of its participation interests in existing Letters of Credit, and its obligation to participate in additional Letters of Credit hereunder), in accordance with Section 10.07.  The Administrative Agent is authorized to execute one or more of such Assignments and Acceptances as attorney-in-fact for any Affected Lender failing to execute and deliver the same within 5 Business Days after the date of such demand.  Further, with respect to such assignment, the Affected Lender shall have concurrently received, in cash, all amounts due and owing to the Affected Lender hereunder or under any other Loan Document; provided that upon such Affected Lender’s

56

replacement, such Affected Lender shall cease to be a party hereto but shall continue to be entitled to the benefits of Sections 2.10 and 10.04, as well as to any fees accrued for its account hereunder and not yet paid, and shall continue to be obligated under Section 7.09 with respect to losses, obligations, liabilities, damages, penalties, actions, judgments, costs, expenses or disbursements for matters which occurred prior to the date the Affected Lender is replaced.

ARTICLE III

CONDITIONS TO EFFECTIVENESS

Section 3.01  Conditions Precedent to Effectiveness.  The obligation of each Term Lender to make a Term Advance pursuant to Section 2.01(a), the initial obligation of the Revolving Credit Lenders to make Revolving Credit Advances, and the obligation of any Issuing Bank to issue the initial Letter of Credit are, in each case, subject to the satisfaction of the following conditions precedent (the first date on which all such conditions shall have been satisfied or waived being the “Effective Date”):

(a)The Administrative Agent shall have received on or before the Effective Date the following, each dated such day (unless otherwise specified), in form and substance reasonably satisfactory to the Administrative Agent (it being agreed that documents delivered in substantially the form and substance of the corresponding documents delivered under Section 3.01 of the Existing DIP Agreement, mutatis mutandis, are satisfactory to the Administrative Agent), and (except for the Notes) in sufficient copies for each Initial Lender:

(i)The Notes payable to the order of the Lenders to the extent requested in accordance with Section 2.16(a).

(ii)Certified copies of the resolutions of the boards of directors of each of the Borrower and each Guarantor approving the execution and delivery of this Agreement.

(iii)Unless the applicable Guarantor certifies as to the accuracy and completeness as of the Effective Date of the copies of the charter or other constitutive document delivered in connection with the Existing DIP Agreement, a copy of the charter or other constitutive document of each Guarantor and each amendment thereto, certified (as of a date reasonably near the Effective Date), if applicable, by the Secretary of State of the jurisdiction of its incorporation or organization, as the case may be, thereof as being a true and correct copy thereof.

(iv)A certificate of each of the Borrower and each Guarantor signed on behalf of the Borrower and such Guarantor, respectively, by its President or a Vice President and its Secretary or any Assistant Secretary, dated the Effective Date (the statements made in which certificate shall be true on and as of the Effective Date), certifying as to (A) the accuracy and completeness as of the Effective Date of the charter of the Borrower or such Guarantor delivered in connection with this Agreement (or in connection with the Existing DIP Agreement) and the absence of any changes thereto; (B) the accuracy and completeness of the bylaws (or equivalent organizational document) delivered in connection with this Agreement (or in connection with the Existing DIP Agreement) of the Borrower or such Guarantor as in effect on the date on which the resolutions of the board of directors (or persons performing similar functions) of such Person referred to in Section 3.01(a)(ii) were adopted and the absence of any changes

57

thereto; and (C) the absence of any proceeding known to be pending or threatened in writing for the dissolution, liquidation or other termination of the existence of the Borrower or any Guarantor.

(v)A certificate of the Secretary or an Assistant Secretary of each of the Borrower and each Guarantor certifying the names and true signatures of the officers of the Borrower and such Guarantor, respectively, authorized to sign this Agreement and the other documents to be delivered hereunder.

(vi)The following:  (A) such certificates representing the Initial Pledged Equity of domestic entities referred to on Schedule IV hereto, accompanied by undated stock powers, duly executed in blank, and such instruments evidencing the Initial Pledged Debt referred to on Schedule V hereto, duly indorsed in blank, as the Loan Parties may be able to deliver using their reasonable best efforts, (B) proper financing statements (Form UCC-1 or a comparable form) under the UCC of all jurisdictions that the Administrative Agent may deem necessary or desirable in order to perfect and protect the Liens and security interest created or purported to be created under Article IX hereof, covering the Collateral described in Article IX hereof, in each case completed in a manner reasonably satisfactory to the Lender Parties, and (C) evidence of insurance as reasonably requested by the Administrative Agent.

(vii)An intellectual property security agreement (as amended, supplemented or otherwise modified from time to time in accordance with its terms, the “Intellectual Property Security Agreement”), duly executed by each Loan Party, together with evidence that all actions that the Administrative Agent may deem reasonably necessary or desirable in order to perfect and protect the first priority Liens and security interests created under the Intellectual Property Security Agreement in the United States have been taken or will be taken in accordance with the terms of the Loan Documents; provided that it is understood and agreed that the “Intellectual Property Security Agreement” delivered under (and as defined in) the Existing DIP Agreement shall satisfy this condition in all respects with respect to each Loan Party party thereto if the representations and warranties made by such Loan Party therein, including without limitation those referencing the schedules thereto, are true and correct in all material respects as of the Effective Date.

(viii)A forecast reasonably satisfactory to the Administrative Agent detailing the Borrower’s anticipated monthly income statement, balance sheet and cash flow statement, each on a Consolidated basis for the Borrower and its Subsidiaries, together with a written set of assumptions supporting such statements, for each month during the period commencing on the Effective Date and ending on the month of December 2010 and setting forth the anticipated aggregate maximum amount of utilization of the Commitments on a monthly basis.

(ix)A DIP Budget reasonably satisfactory to the Administrative Agent.

(x)A Notice of Borrowing for any Borrowing to be made, and/or one or more Letter of Credit Applications for each Letter of Credit (other than Existing Letters of Credit) to be issued, on the Effective Date.

(xi)A favorable opinion of Kirkland & Ellis LLP, counsel to the Loan Parties, in substantially the form of Exhibit D-1 hereto consistent in all material respects

58

with the corresponding opinion delivered in connection with the Existing DIP Agreement.

(b)Interim Order.  The Initial Lenders shall have received, on or before the Effective Date, a certified copy of an order entered by the Bankruptcy Court in substantially the form of Exhibit E, or otherwise in form and substance reasonably satisfactory to the Administrative Agent (the “Interim Order”), approving the Loan Documents and granting the Superpriority Claim status and the Liens described in Section 2.17, which Interim Order (i)(A) shall authorize extensions of credit in the aggregate amount of up to $450,000,000, and (B) shall approve the payment by the Borrower of all of the fees and expenses that are required to be paid in connection with the Facilities; (ii) shall have authorized the use by the Borrower and the Guarantors of any cash collateral in which any Pre-Petition Secured Creditor under the Pre-Petition Security Agreement may have an interest and shall have provided, as adequate protection for the use of such cash collateral and the aggregate reduction in the Pre-Petition Collateral as a consequence of the priming Liens described in Section 2.17 and the imposition of the automatic stay pursuant to section 362 of the Bankruptcy Code, for (A) the monthly cash payment of current interest and letter of credit fees on the Pre-Petition Secured Indebtedness at the applicable non-default rates applicable on the Petition Date pursuant to the Pre-Petition Document, (B) a superpriority claim as contemplated by section 507(b) of the Bankruptcy Code, limited in amount to the diminution in value of the Pre-Petition Collateral to the extent of the Pre-Petition Secured Indebtedness, resulting from the sale, lease or use by the Borrower and the Guarantors of any Pre-Petition Collateral, the priming Liens described in Section 2.17 and the imposition of the automatic stay pursuant to section 362 of the Bankruptcy Code, immediately junior to the claims under section 364(c)(1) of the Bankruptcy Code held by the Administrative Agent and the Lenders (without the requirement to file any motion or pleading or to make any demand) and subject to the payment of the Carve-Out, (C) a Lien on substantially all of the assets of the Borrower and the Guarantors having a priority immediately junior to the Liens granted in favor of the Administrative Agent and the Lenders hereunder and under the other Loan Documents and (D) the payment on a current basis of the reasonable fees and disbursements of respective professionals (including, but not limited to, the reasonable fees and disbursements of counsel and advisers as permitted under the Pre-Petition Document) for the Pre-Petition Agent and the continuation of the payment to the Pre-Petition Agent on a current basis of the fees that are provided for under the Pre-Petition Security Agreement; (iii) shall be in full force and effect; and (iv) shall not have been stayed, reversed, modified or amended in any respect.

(c)Payments under Existing DIP Agreement.  The Borrower shall have paid, concurrently with the funding of the Term Advances, all principal, interest and fees and any and all other outstanding amounts payable under the Existing DIP Agreement, including, without limitation, fees then due and payable under Sections 2.08(c) and 2.08(e) of the Existing DIP Agreement.

(d)Payment of Fees.  The Borrower shall have paid all accrued fees and expenses then due and payable of the Bookrunners, the Administrative Agent and the Initial Lenders.

(e)Others.

(i)The Administrative Agent shall be satisfied in its reasonable judgment that, except as authorized by the Interim Order, there shall not occur as a result of, and after giving effect to, the Initial Extension of Credit, a default (or any event which with the giving of notice or lapse of time or both would be a default) under any of the Borrower’s, the Guarantors’ or their respective Subsidiaries’ debt instruments and other

59

Material Contracts which, in the case of the Borrower’s or any Guarantor’s debt instruments and other Material Contracts, would permit the counterparty thereto to exercise remedies thereunder after the Effective Date.

(ii)There shall exist no action, suit, investigation, litigation or proceeding pending or threatened in any court or before any arbitrator or governmental instrumentality (other than the Cases) that would not be stayed and (i) would reasonably be expected to result in a Material Adverse Change during the term of the Cases or (ii) restrains, prevents or imposes or would reasonably be expected to impose materially adverse conditions upon the Facilities or the transactions contemplated hereby.

(iii)All necessary governmental and third party consents and approvals necessary in connection with the Facilities and the transactions contemplated hereby shall have been obtained (without the imposition of any adverse conditions that are not reasonably acceptable to the Lenders) and shall remain in effect; and no law or regulation shall be applicable in the judgment of the Administrative Agent that restrains, prevents or imposes materially adverse conditions upon the Facilities or the transactions contemplated hereby.

(iv)The Administrative Agent shall have received, to the extent requested, all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act.

(v)The Administrative Agent shall have received endorsements naming the Administrative Agent, on behalf of the Lenders, as an additional insured and loss payee under all insurance policies to be maintained with respect to the properties of the Borrower, the Guarantors and their respective Subsidiaries forming part of the Collateral.

(vi)The Administrative Agent shall have received, with respect to each Material Real Property, each of the following, in form and substance reasonably satisfactory to the Administrative Agent:

(A)evidence that “Mortgages” under and as defined in the Existing DIP Agreement (the “Existing Mortgages”) and other documents required to be delivered under Section 5.01(l) of the Existing DIP Agreement shall have been delivered;

(B)evidence that mortgage amendments, supplements and restatements in form and substance reasonably satisfactory to the Administrative Agent (the “Mortgage Amendments”) with respect to each of the Existing Mortgages shall have been duly executed, acknowledged and delivered by a duly authorized officer of each party thereto and are in form suitable for filing and recording in all filing or recording offices that the Administrative Agent may deem necessary or desirable in order to continue to create a valid and enforceable first priority Lien in favor of the Administrative Agent for the benefit of itself and the Secured Parties;

(C)fully paid title searches, mortgage amendment endorsements and date-down endorsements to the existing Title Insurance Policies or the equivalent or other form available in each applicable jurisdiction in form and substance reasonably acceptable to the Administrative Agent; and

60

(D)evidence that all fees, costs and expenses have been paid in connection with the preparation, execution, filing and recordation of the Mortgage Amendments, including, without limitation, reasonable attorneys’ fees, filing and recording fees, title insurance company coordination fees, documentary stamp, mortgage and intangible taxes and title search charges and other charges incurred in connection with the recordation of the Mortgage Amendments;

provided, however, that if the Borrower is unable to deliver one or more of the items described in Section 3.01(e)(vi) above after the exercise of commercially reasonable efforts, delivery of such undelivered items shall not be a condition precedent under this Section 3.01, and the Borrower hereby agrees to deliver such items to the Administrative Agent within 30 days after the Effective Date.

Section 3.02  Conditions Precedent to Each Borrowing and Each Issuance of a Letter of Credit.  Each of (a) the obligation of each Appropriate Lender to make an Advance (other than a Letter of Credit Advance to be made by the Issuing Banks or a Lender pursuant to Section 2.03(c)) on the occasion of each Borrowing, including a Term Advance pursuant to Section 2.01(a), and (b) the obligation of the Issuing Banks to issue a Letter of Credit (other than the Existing Letter of Credit) or to renew a Letter of Credit, shall be subject to the further conditions precedent that on the date of such Borrowing, issuance or renewal:

(i)the following statements shall be true (and each of the giving of the applicable Notice of Borrowing or Letter of Credit Application and the acceptance by the Borrower of the proceeds of such Borrowing or the issuance or renewal of such Letter of Credit, as the case may be, shall constitute a representation and warranty by the Borrower that both on the date of such notice and on the date of such Borrowing, issuance or renewal such statements are true):

(A)the representations and warranties contained in each Loan Document, are correct in all material respects (provided that any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct in all respects) on and as of such date, immediately before and immediately after giving effect to such Borrowing, issuance or renewal and to the application of the proceeds therefrom, as though made on and as of such date, other than any such representations or warranties that, by their terms, refer to a specific date other than the date of such Borrowing, issuance or renewal, in which case such representations or warranties were true and correct in all material respects (provided that any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language were true and correct in all respects) as of such specific date;

(B)no event has occurred and is continuing, or would result from such Borrowing, issuance or renewal or from the application of the proceeds, if any, therefrom, that constitutes a Default; and

(C)the Interim Order is in full force and effect and has not been stayed, reversed, modified or amended in any respect without the prior written consent of the Required Lenders; provided that no later than 21 days after the entry of the Interim Order, the Administrative Agent and each of the Lenders shall have received a copy of a final order of the Bankruptcy Court entered in the Cases, in substantially the form of the Interim Order (and which may be embodied in the same document as the Interim Order), with such modifications thereto as are satisfactory to the Required Lenders including the modifications described in this Section 3.02(b)(i)(C) (the “Final Order”), which, in any

61

event, (w) shall be in full force and effect, (x) shall authorize on a final basis an extension of credit in respect of the Term Facility in the aggregate amount of up to $300,000,000 and in respect of the Revolving Credit Facility in the aggregate amount of up to $150,000,000, (y) shall authorize on a final basis the repayment of all principal, interest, fees and any and all other outstanding amounts payable under the Existing DIP Agreement, including, without limitation, fees then due and payable under Sections 2.08(c) and 2.08(e) of the Existing DIP Agreement and (z) shall not have been stayed, reversed, modified or amended without the prior written consent of the Required Lenders in any respect; and

(ii)the Lenders shall have received the Borrowing Base Certificate most recently required to be delivered pursuant to Section 5.03(p).

Section 3.03  Determinations Under Sections 3.01 and 3.03.  For purposes of determining compliance with the conditions specified in Section 3.01, each Lender Party shall be deemed to have consented to, approved or accepted or to be satisfied with each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to the Lender Parties unless an officer of the Administrative Agent responsible for the transactions contemplated by the Loan Documents shall have received notice from such Lender Party prior to the Effective Date specifying its objection thereto, and if a Borrowing occurs on the Effective Date, such Lender Party shall not have made available to the Administrative Agent such Lender Party’s ratable portion of such Borrowing.

ARTICLE IV

REPRESENTATIONS AND WARRANTIES

Section 4.01  Representations and Warranties of the Loan Parties. Each Loan Party represents and warrants as follows:

(a)Each Loan Party and each of its Subsidiaries (i) is a corporation, limited liability company or limited partnership duly organized, validly existing and in good standing (or its equivalent) under the laws of the jurisdiction of its incorporation or formation, except where the failure to be so duly organized, validly existing or in good standing in the case of a Foreign Subsidiary has not had, or would not reasonably be expected to have, a Material Adverse Effect, (ii) is duly qualified and in good standing as a foreign corporation or company in each other jurisdiction in which it owns or leases property or in which the conduct of its business requires it to so qualify or be licensed except where the failure to so qualify or be licensed would not be reasonably likely to have a Material Adverse Effect, and (iii) subject to the entry by the Bankruptcy Court of (x) the Interim Order at any time prior to the entry of the Final Order and (y) the Final Order at any time thereafter, has all requisite power and authority (including, without limitation, all governmental licenses, permits and other approvals) to own or lease and operate its properties and to carry on its business as now conducted and as proposed to be conducted, except where the failure to have such power or authority, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect.  All of the outstanding capital stock of each Loan Party (other than the Borrower) has been validly issued, is fully paid and non-assessable and is owned by the Persons listed on Schedule 4.01(a) hereto in the percentages specified on Schedule 4.01(a) hereto free and clear of all Liens, except those created under the Collateral Documents or otherwise permitted under Section 5.02(a) hereof.

(b)Set forth on Schedule 4.01(a) hereto is a complete and accurate list of all Subsidiaries of the Borrower, showing as of the Effective Date (as to each such Subsidiary) the

62

jurisdiction of its incorporation or organization, as the case may be, and the percentage of the Equity Interests owned (directly or indirectly) by the Borrower or its Subsidiaries.  Set forth on Schedule 4.01(b) hereto is a complete and accurate list of all Loan Parties, showing as of the date hereof (as to each Loan Party) the jurisdiction of its incorporation and its U.S. taxpayer identification number.  The copy of the charter of each Loan Party and each amendment thereto provided pursuant to Section 3.01(a)(iii) is a true and correct copy of each such document as of the Effective Date, each of which is valid and in full force and effect.

(c)Subject to the entry of the Interim Order by the Bankruptcy Court, the execution, delivery and performance by each Loan Party of this Agreement, the Notes and each other Loan Document to which it is or is to be a party, and the consummation of each aspect of the transactions contemplated hereby, are within such Loan Party’s constitutive powers, have been duly authorized by all necessary constitutive action, and do not (i) contravene such Loan Party’s constitutive documents, (ii) violate any law (including, without limitation, the Securities Exchange Act of 1934), rule, regulation (including, without limitation, Regulation X of the Board of Governors of the Federal Reserve System), order, writ, judgment, injunction, decree, determination or award applicable to such Loan Party, (iii) conflict with or result in the breach of, or constitute a default under, any contract, loan agreement, indenture, mortgage, deed of trust, lease or other instrument binding on or affecting any Loan Party, or any of their properties to the extent the same is enforceable after the Petition Date or (iv) except for the Liens created under the Loan Documents, the Interim Order and the Final Order, result in or require the creation or imposition of any Lien upon or with respect to any of the properties of any Loan Party or any of its Subsidiaries.

(d)Except for the entry of the DIP Refinancing Orders, no authorization, approval or other action by, and no notice to or filing with, any governmental authority or regulatory body or any other third party is required for (i) the due execution, delivery, recordation, filing or performance by any Loan Party of this Agreement, the Notes or any other Loan Document to which it is or is to be a party, or for the consummation of each aspect of the transactions contemplated hereby, (ii) the grant by any Loan Party of the Liens granted by it pursuant to the Collateral Documents, (iii) the perfection or maintenance of the Liens created under the Collateral Documents (including the requisite priority set forth in the DIP Refinancing Orders, if and to the extent perfection was achieved by the entry of the DIP Refinancing Orders) or (iv) subject to the DIP Refinancing Orders, the exercise by the Administrative Agent or any Lender Party of its rights under the Loan Documents or the remedies in respect of the Collateral pursuant to the Collateral Documents, except for those authorizations, approvals, actions, notices and filings which have been duly obtained, taken, given, waived or made and are in full force and effect.

(e)This Agreement has been, and each of the Notes, if any, and each other Loan Document when delivered hereunder will have been, duly executed and delivered by each Loan Party party thereto.  This Agreement is, and each of the Notes and each other Loan Document when delivered hereunder will be, subject to (x) the entry of the Interim Order and the terms thereof at any time prior to the entry of the Final Order and (y) the entry of the Final Order and the terms thereof at any time thereafter, the legal, valid and binding obligation of each Loan Party thereto, enforceable against such Loan Party in accordance with its terms and the terms of the DIP Refinancing Orders, except as such enforceability may be limited by the effect of foreign laws, rules and regulations as they relate to Pledged Equity in Foreign Subsidiaries.

(f)The Consolidated balance sheet of the Borrower and its Subsidiaries as at December 31, 2008, and the related Consolidated statements of income and cash flows of the Borrower and its Subsidiaries for the Fiscal Year then ended, which have been furnished to each

63

Lender Party, present fairly the financial condition and results of operations of the Borrower and its Subsidiaries as of such date and for such period, all in accordance with GAAP consistently applied.  Since December 31, 2008, other than the commencement of the Cases and the matters disclosed in the Borrower’s annual report on Form 10-K for the fiscal year ended December 31, 2008 or pursuant to the requirements of the Existing DIP Agreement, there has not occurred a Material Adverse Change.

(g)The DIP Budget and all projected Consolidated balance sheets, income statements and cash flow statements of the Borrower and its Subsidiaries delivered to the Lender Parties pursuant to Section 5.03 were prepared in good faith on the basis of the assumptions stated therein, which assumptions were fair in light of the conditions existing at the time of delivery of such DIP Budget or projections, as the case may be, it being understood that projections are subject to significant uncertainties and contingencies many of which are beyond the Borrower’s control, and that no guarantees can be given that the forecasts will be realized.

(h)No information, exhibit or report furnished by or on behalf of the Borrower to the Administrative Agent or any Lender in connection with the negotiation and syndication of the Loan Documents or pursuant to the terms of the Loan Documents contained any untrue statement of a material fact or omitted to state a material fact necessary to make the statements, taken as a whole, made therein not misleading in any material respect in light of the circumstances under which such statements were made.

(i)Except as set forth on Schedule 4.01(i) and the Cases, there is no action, suit, investigation, litigation or proceeding affecting the Borrower or any of its Subsidiaries, including any Environmental Action, pending or threatened before any court, Governmental Authority or arbitrator that (i) would reasonably be expected to have a Material Adverse Effect or (ii) purports to adversely affect the legality, validity or enforceability of this Agreement, any Note or any other Loan Document.

(j)The Borrower is not engaged in the business of extending credit for the purpose of purchasing or carrying Margin Stock, and no proceeds of any Advance or any drawing under any Letter of Credit will be used to purchase or carry any Margin Stock or to extend credit to others for the purpose of purchasing or carrying any Margin Stock.

(k)The Borrower and each of its Subsidiaries owns, or is licensed to use, all Intellectual Property necessary for the conduct of its business as currently conducted except for those the failure to own or license which would not reasonably be expected to have a Material Adverse Effect.  No claim has been asserted and is pending by any Person challenging or questioning the use of any such Intellectual Property or the validity or effectiveness of any such Intellectual Property, nor does such Borrower or Subsidiary know of any valid basis for any such claim, except, in either case, for such claims that in the aggregate would not reasonably be expected to have a Material Adverse Effect.  The use of such Intellectual Property by the Borrower and its Subsidiaries does not infringe on the rights of any Person, except for such claims and infringements that, in the aggregate, would not reasonably be expected to have a Material Adverse Effect.

(l)(i)  Other than the filing of the Cases, no ERISA Event has occurred or is reasonably expected to occur with respect to any Plan that has resulted in or is reasonably expected to result in a liability of any Loan Party or any ERISA Affiliate that in the aggregate would reasonably be expected to have a Material Adverse Effect.

64

(ii)Neither any Loan Party nor any ERISA Affiliate has incurred or is reasonably expected to incur any Withdrawal Liability to any Multiemployer Plan that in the aggregate would reasonably be expected to result in a Material Adverse Effect.

(iii)Neither any Loan Party nor any ERISA Affiliate has been notified by the sponsor of a Multiemployer Plan that such Multiemployer Plan is in reorganization or has been terminated, within the meaning of Title IV of ERISA, and no such Multiemployer Plan is reasonably expected to be in reorganization or to be terminated, within the meaning of Title IV of ERISA.

(m)Except as set forth on Schedule 4.01(m) or as would not reasonably be expected to result in a Material Adverse Effect, the operations and properties of the Borrower and each of its Subsidiaries comply in all material respects with all applicable Environmental Laws and Environmental Permits, all past non-compliance with such Environmental Laws and Environmental Permits has been resolved without ongoing obligations or costs, and no circumstances exist that could be reasonably likely to (i) form the basis of an Environmental Action against the Borrower or any of its Subsidiaries or any of their properties (whether owned, leased or operated or formerly owned leased or operated) or (ii) cause any such property to be subject to any restrictions on ownership, occupancy, use or transferability under any Environmental Law.

(n)Except to the extent failure to do so is permitted by chapter 11 of the Bankruptcy Code or pursuant to the DIP Refinancing Orders, each Loan Party and each of its Subsidiaries and Affiliates has filed, has caused to be filed or has been included in all material tax returns (Federal, state, local and foreign) required to be filed and has paid all taxes shown thereon to be due, together with applicable interest and penalties.

(o)Except as would not reasonably be expected to result in, individually or in the aggregate, a Material Adverse Effect, neither the business nor the properties of any Loan Party or any of its Subsidiaries are affected by any unfair labor practices complaint, union representation campaigns, strike, lockout or other labor dispute.

(p)Other than as a result of the filing of the Cases, each Loan Party and each of its Subsidiaries is in compliance with all contracts and agreements to which it is a party, except such non-compliances as have not had, and would not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect.

(q)Upon the entry of the DIP Refinancing Orders and the Collateral Documents create a valid and perfected security interest in the Collateral having the priority set forth therein securing the payment of the Secured Obligations, and all filings and other actions necessary or desirable, as determined in the reasonable discretion of the Administrative Agent, to perfect and protect such security interest have been duly taken, in each case if and to the extent perfection may be achieved by the entry of the DIP Refinancing Orders.  The Loan Parties are the legal and beneficial owners of the Collateral free and clear of any Lien, except for (i) the Liens and security interests created or permitted under the Loan Documents and (ii) defects in legal title to Intellectual Property that do not materially adversely affect the use of such property for its present purposes.

(r)Neither any Loan Party nor any of its Subsidiaries is an “investment company”, or an “affiliated person” of, or “promoter” or “principal underwriter” for, an “investment company”, as such terms are defined in the Investment Company Act of 1940, as amended.

65

Neither the making of any Advances, nor the issuance of any Letters of Credit, nor the application of the proceeds or repayment thereof by the Borrower, nor the consummation of the other transactions contemplated by the Loan Documents, will violate any provision of any such Act or any rule, regulation or order of the Securities and Exchange Commission thereunder.

(s)As of the date hereof, the Equity Interests owned by the Borrower or any of its Subsidiaries listed on Schedule 4.01(a) and the Initial Pledged Debt set forth on Schedule V hereto are all Equity Interests and Debt (other than any exception contained in the definition of “Initial Pledged Debt”) held by or owed to any Loan Party or any of its Subsidiaries.

(t)Set forth on Schedule 4.01(t) hereto is a complete and accurate list of all Surviving Debt that is Debt for borrowed money (other than Surviving Debt in an aggregate amount not exceeding $1,000,000), showing as of the Petition Date the obligor and the principal amount outstanding thereunder, the maturity date thereof and the amortization schedule therefor.

(u)Set forth on Schedule 4.01(u) hereto is a complete and accurate list of all Liens on the property or assets of any Loan Party or any of its Subsidiaries securing any Debt for borrowed money (other than Debt in aggregate amount not exceeding $1,000,000), showing as of the Petition Date the lienholder thereof, the principal amount of the obligations secured thereby and the property or assets of such Loan Party or such Subsidiary subject thereto.

(v)No Non-Filing Domestic Subsidiary (other than Chemtura Receivables LLC) is a Material Subsidiary.

ARTICLE V

COVENANTS OF THE LOAN PARTIES

Section 5.01  Affirmative Covenants.  So long as any Advance shall remain unpaid, any Letter of Credit shall be outstanding and not Cash Collateralized or any Lender Party shall have any Commitment hereunder, each Loan Party will:

(a)Corporate Existence.  Preserve and maintain, and cause each of its Subsidiaries to preserve and maintain, its corporate existence, material rights (charter and statutory) and material franchises; provided, however, that the Borrower and its Subsidiaries may consummate any transaction permitted under Section 5.02(h) or (l) and provided further that neither the Borrower nor any of its Subsidiaries shall be required to preserve any right or franchise, or the existence of any Subsidiary that is not a Loan Party, if the board of directors (or similar governing body) of the Borrower or such Subsidiary shall determine that the preservation thereof is no longer desirable in the conduct of the business of the Borrower or such Subsidiary, as the case may be, and that the loss thereof is not disadvantageous in any material respect to the Borrower, such Subsidiary or the Lender Parties.

(b)Compliance with Laws.  Comply, and cause each of its Subsidiaries to comply, in all material respects, with all applicable laws, rules, regulations and orders material to the business of the Borrower and its Subsidiaries, such compliance to include, without limitation, compliance with ERISA, Environmental Laws and the Patriot Act.

(c)Insurance.  Maintain, and cause each of its Subsidiaries to maintain, insurance with responsible and reputable insurance companies or associations in such amounts and covering such risks as is usually carried by companies engaged in similar businesses and owning similar

66

properties in the same general areas in which the Borrower or such Subsidiary operates; provided, however, that the Borrower and its Subsidiaries may self-insure to the same extent as other companies engaged in similar businesses and owning similar properties in the same general areas in which the Borrower or such Subsidiary operates and to the extent consistent with prudent business practice.

(d)Obligations and Taxes.  In accordance with the Bankruptcy Code and subject to any required approval by an applicable order of the Bankruptcy Court, pay all its material obligations arising after the Petition Date that constitute administrative expenses under Section 503(b) of the Bankruptcy Code in the Cases promptly and in accordance with their terms and pay and discharge and cause each of its Subsidiaries to pay and discharge promptly all material taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property arising, or attributed to the period, after the Petition Date, before the same shall become in default, as well as all lawful claims for labor, materials and supplies or otherwise arising after the Petition Date which, if unpaid, would become a Lien or charge upon such properties or any part thereof; provided, however, that the Borrower and each Guarantor shall not be required to pay and discharge or to cause to be paid and discharged any such tax, assessment, charge, levy or claim so long as the (i) payment or discharge thereof shall be stayed by section 362(a)(8) of the Bankruptcy Code, or (ii) the validity or amount thereof shall be contested in good faith by appropriate proceedings, in each case, if the Borrower and the Guarantors shall have set aside on their books adequate reserves therefor in conformity with GAAP.

(e)Access to Books and Records.

(i)Maintain or cause to be maintained at all times proper books and records in accordance with GAAP of the financial operations of the Borrower and the Guarantors; and, upon reasonable advance notice, provide the Lender Parties and their representatives (coordinated by the Administrative Agent) access to all such books and records during regular business hours (provided that so long as no Event of Default has occurred and is continuing, the Borrower shall not be required to pay the expenses of the Lender Parties for more than one visit per calendar quarter), in order that the Lender Parties (coordinated by the Administrative Agent) may examine and make abstracts from such books, accounts, records and other papers for the purpose of verifying the accuracy of the various reports delivered by the Borrower or the Guarantors to any Agent or the Lenders pursuant to this Agreement or for otherwise ascertaining compliance with this Agreement and to discuss the affairs, finances and condition of the Borrower and the Guarantors with the officers and independent accountants of the Borrower.

(ii)Grant the Lender Parties (coordinated by the Administrative Agent) access to and the right to inspect all reports, audits and other internal information of the Borrower and the Guarantors relating to environmental matters upon reasonable notice.

(iii)At any reasonable time and from time to time during regular business hours, upon reasonable notice, permit the Initial Lenders and/or any representatives designated by the Initial Lenders (including any consultants, accountants, lawyers and appraisers retained by the Initial Lenders), in each case coordinated by the Administrative Agent, to visit the properties of the Borrower and the Guarantors to conduct evaluations, appraisals, environmental assessments and ongoing maintenance and monitoring in connection with the Borrower’s computation of the Borrowing Base and the assets included in the Borrowing Base and such other assets and properties of the Borrower or its Subsidiaries as the Initial Lenders may require, and to monitor, examine and audit the Collateral and all related systems.

67

(iv)Permit third-party appraisals of Inventory; provided that such third-party appraisals may be conducted (A) at any time upon the occurrence and continuance of an Event of Default, (B) except as otherwise provided in clause (A) above, no more than once per fiscal quarter if the Availability shall have become and continue to be less than $25,000,000 and (C) except as otherwise provided in clauses (A) and (B) above, no more than twice per year (excluding the appraisals conducted prior to the Effective Date).

(f)Use of Proceeds.  Use the proceeds of the Advances solely for the purposes, and subject to the restrictions, set forth in Section 2.14.

(g)Restructuring Advisor; Financial Advisor.  Retain at all times (i) a restructuring advisor and (ii) a financial advisor that, in each case, has substantial experience and expertise advising chapter 11 debtors-in-possession in large and complex bankruptcy cases (it being understood that Alvarez & Marsal and Lazard are advisors described in this clause (g)); provided that any failure to comply with this Section 5.01(g) shall not be deemed to have occurred so long as the Loan Parties shall have filed a motion with the Bankruptcy Court to retain a replacement advisor within 10 days of such failure.

(h)Priority.  Acknowledge pursuant to section 364(c)(1) of the Bankruptcy Code, the Obligations of the Loan Parties hereunder and under the other Loan Documents constitute allowed Superpriority Claims.

(i)Validity of Loan Documents.  Use its commercially reasonable efforts to object to any application made on behalf of any Loan Party or by any Person to the validity of any Loan Document or the applicability or enforceability of any Loan Document or which seeks to void, avoid, limit, or otherwise adversely affect the security interest created by or in any Loan Document or any payment made pursuant thereto.

(j)Cash Management System.  Maintain with the Administrative Agent or (so long as amounts maintained at such other institution are invested primarily in Cash Equivalents described in clause (a) of the definition thereof contained in Section 1.01 having a maturity not greater than 60 days from the date of issuance thereof) another institution, an account or accounts (i) to be used by the Borrower and the Guarantors as their principal concentration accounts and (ii) into which shall be swept or deposited, on each Business Day, all cash of the Borrower and the Guarantors in all of the operating and other bank accounts of the Borrower and the Guarantors (other than the accounts described in the proviso to Section 5.01(k)) maintained at any institution other than Citibank; provided that this clause (ii) shall not apply to accounts in which the aggregate amount on deposit for all such accounts is less than $500,000.

(k)Account Control Agreements.  With respect to all lockboxes and deposit accounts (other than those (for so long as Citibank is the Administrative Agent hereunder) maintained with Citibank) (i) of each Person that is a Non-Loan Party as of the Effective Date but becomes a Loan Party after the Effective Date, obtain and deliver to the Administrative Agent, no later than 30 days following the date such Person becomes a Loan Party (or such later date as the Administrative Agent may reasonably determine), account control agreements in form and substance reasonably satisfactory to the Administrative Agent and (ii) of each other Loan Party, maintain account control agreements in form and substance reasonably satisfactory to the Administrative Agent; provided, however, that this Section 5.01(k) shall not apply to (A) payroll accounts, trust accounts, employee benefits accounts and tax escrow accounts, in each case maintained in the ordinary course of business, and (B) deposit accounts to the extent the aggregate amount on deposit in each such deposit account does not exceed $100,000 at any time

68

and the aggregate amount on deposit in all such deposit accounts does not exceed $500,000at any time.

(l)Mortgages.  With respect to any Material Real Property acquired by any Loan Party after the Effective Date or owned by any Person that is a Non-Loan Party as of the Effective Date but becomes a Loan Party after the Effective Date, obtain and deliver to the Administrative Agent, no later than 45 days following the date of such acquisition or the date on which such Person becomes a Loan Party (or such later date as the Administrative Agent may reasonably determine), as applicable, duly executed Mortgages suitable for recording with respect to all Material Real Property and such other documents, including a policy or policies of title insurance issued by a nationally recognized title insurance company, together with such endorsements, coinsurance and reinsurance as may be reasonably requested by the Administrative Agent, insuring the Mortgages as valid first Liens on such real property, free of Liens other than those permitted under Section 5.02(a), together with such surveys, abstracts, appraisals and legal opinions required to be furnished pursuant to the terms of the Mortgages or as reasonably requested by the Administrative Agent.

(m)Additional Guarantors.  Cause each Subsidiary that hereafter becomes party to a Case to execute a Guaranty Supplement within 10 days of becoming party thereto; provided, however, that notwithstanding the foregoing, no Subsidiary will be required to become or remain a Guarantor or provide or maintain a Lien on any of its assets as security for any of the Obligations (A) if such Subsidiary is not a wholly-owned Subsidiary; or (B) to the extent doing so would (1) result in any material adverse tax consequences or (2) be prohibited by any applicable law.

(n)Further Assurances.

(i)Promptly upon request by any Agent, or any Lender Party through the Administrative Agent, correct, and cause each of its Subsidiaries promptly to correct, any material defect or error that may be discovered in any Loan Document or in the execution, acknowledgment, filing or recordation thereof.

(ii)Promptly upon request by any Agent, or any Lender Party through the Administrative Agent, except with respect to real properties that are not Material Real Properties, do, execute, acknowledge, deliver, record, re-record, file, re-file, register and re-register any and all such further acts, deeds, conveyances, pledge agreements, mortgages, deeds of trust, trust deeds, assignments, financing statements and continuations thereof, termination statements, notices of assignment, transfers, certificates, assurances and other instruments as any Agent, or any Lender Party through the Administrative Agent, may reasonably require from time to time in order to (A) carry out more effectively the purposes of the Loan Documents, (B) to the fullest extent permitted by applicable law, subject any Loan Party’s properties, assets, rights or interests to the Liens now or hereafter required to be covered by any of the Collateral Documents, (C) perfect and maintain the validity, effectiveness and priority of any of the Collateral Documents and any of the Liens required to be created thereunder and (D) assure, convey, grant, assign, transfer, preserve, protect and confirm more effectively unto the Secured Parties the rights granted or now or hereafter intended to be granted to the Secured Parties under any Loan Document or under any other instrument executed in connection with any Loan Document to which any Loan Party or any of its Subsidiaries is or is to be a party, and cause each of its Subsidiaries to do so.

69

(iii)Use commercially reasonable efforts to cause to be delivered promptly to the Administrative Agent copies of Collateral Access Agreements duly signed by all parties thereto with respect to all Inventory located at a third party processor or in a location not owned by a Loan Party.

(o)Maintenance of Properties, Etc.  Maintain and preserve, and cause each of its Subsidiaries to maintain and preserve, all of its material properties that are used or useful in the conduct of its business in good working order and condition, ordinary wear and tear, casualty and condemnation excepted.

(p)Monthly Conference Call.  Unless otherwise agreed by the Administrative Agent, the Borrower shall host one or more conference calls or meetings with the Lenders during each calendar month at times mutually agreed by the Borrower and the Administrative Agent and upon reasonable advance notice to the Administrative Agent.

Section 5.02  Negative Covenants.  So long as any Advance shall remain unpaid, any Letter of Credit shall be outstanding or any Lender Party shall have any Commitment hereunder, no Loan Party will, at any time:

(a)Liens.  Incur, create, assume or suffer to exist any Lien on any asset of the Borrower or any of its Subsidiaries now owned or hereafter acquired by any of the Borrower or the Guarantors, other than: (i) Liens listed on Schedule 4.01(u); (ii) Permitted Liens; (iii) Liens on assets of Foreign Subsidiaries to secure Debt permitted by Section 5.02(b)(vi); (iv) Liens in favor of the Administrative Agent and the Secured Parties granted under the Loan Documents; (v) Liens in connection with Debt permitted to be incurred pursuant to Section 5.02(b)(vii) so long as such Liens extend solely to the property (and improvements and proceeds of such property) acquired with the proceeds of such Debt or subject to the applicable Capitalized Lease; (vi) Liens on assets of Foreign Subsidiaries securing Debt permitted under Section 5.02(b)(x); (vii) Liens (A) of a collection bank arising under Section 4-210 of the Uniform Commercial Code on items in the course of collection and (B) attaching to commodity trading accounts or other commodities brokerage accounts incurred in the ordinary course of business and consistent with past practice; (viii) Liens upon specific items of inventory or other goods and proceeds of any Person securing such Person’s obligations in respect of documentary letters of credit, Liens on documents of title in respect of documentary letters of credit or banker’s acceptances issues or credit for the account of such Person to facilitate the purchase, shipment or storage of such inventory or other goods; (ix) Liens granted by a Non-Loan Party in favor of any Loan Party; (x) Liens pursuant to the Albemarle Settlement and Cross License, so long as the same is approved by the Bankruptcy Court; and (xi) Liens consisting of escrow arrangements with respect to escrow accounts, to the extent such escrow accounts hold deposits by any proposed buyer in connection with the PVC Additives Sale and/or any other sale or disposition of assets permitted under this Agreement (it being understood and agreed that if such escrow accounts solely hold such deposits, such escrow accounts shall be excluded from any of the requirements of Section 5.01(j) or 5.01(k) and shall not be counted against any of the dollar limits contained in such Sections).

(b)Debt.  Contract, create, incur, assume or suffer to exist any Debt, or permit any of its Subsidiaries to contract, create, incur, assume or suffer to exist any Debt, except for (i) Debt under this Agreement and the other Loan Documents; (ii) Surviving Debt and any Debt extending the maturity of, or refunding or refinancing, in whole or in part, any Surviving Debt; provided that the terms of any such extending, refunding or refinancing Debt, and of any agreement entered into and of any instrument issued in connection therewith, are otherwise permitted by the Loan Documents; provided further that the principal amount of such Surviving Debt shall not be

70

increased above the principal amount thereof (together with fees and expenses in connection with such extension, refunding or refinancing) outstanding immediately prior to such extension, refunding or refinancing, and the direct and contingent obligors therefor shall not be changed, as a result of or in connection with such extension, refunding or refinancing; and provided further that the terms relating to principal amount, amortization, maturity, collateral (if any) and subordination (if any), and other material terms taken as a whole, of any such extending, refunding or refinancing Debt, and of any agreement entered into and of any instrument issued in connection therewith, are no less favorable in any material respect to the Loan Parties or the Lender Parties than the terms of any agreement or instrument governing the Surviving Debt being extended, refunded or refinanced and the interest rate applicable to any such extending, refunding or refinancing Debt does not exceed the then applicable market interest rate; (iii) Debt arising from Investments among the Borrower and its Subsidiaries that are permitted hereunder; (iv) Debt in respect of customary overdraft protection and netting services and related liabilities arising from treasury, depository and cash management services in the ordinary course of business; (v) Debt consisting of Guarantee Obligations permitted by Section 5.02(c); (vi) Debt of Foreign Subsidiaries owing to third parties in an aggregate outstanding principal amount not in excess of $10,000,000 at any time outstanding; (vii) Debt (other than Debt of Foreign Subsidiaries) constituting purchase money debt and Capitalized Lease obligations (not otherwise included in subclause (ii) above) in an aggregate outstanding amount not in excess of $10,000,000; (viii) (A) Debt (other than Debt of Foreign Subsidiaries) in respect of Hedge Agreements entered into in the ordinary course of business to protect against fluctuations in interest rates, foreign exchange rates and commodity prices and (B) Debt (other than Debt of Foreign Subsidiaries) arising on and after the Petition Date under the Cash Management Agreements, provided that the aggregate amount of Debt under this clause (viii) shall not exceed $10,000,000 at any time outstanding; (ix) Debt which may be deemed to exist pursuant to any surety bonds, appeal bonds or similar obligations incurred in connection with any judgment not constituting an Event of Default; (x) Debt of Foreign Subsidiaries arising under any Foreign Asset Based Financing, in an aggregate principal amount for all such Foreign Asset Based Financings not to exceed the greater of $150,000,000 and €125,000,000 at any time outstanding (for purposes of this clause (x), the “principal amount” of a Foreign Asset Based Financing that is not indebtedness for borrowed money shall mean the amount invested by investors that are not Affiliates of the Borrower and paid to the Borrower or its Subsidiaries, as reduced by the aggregate amounts received by such investors from the payment of receivables and applied to reduce such invested amounts); and (xi) Debt not otherwise permitted hereunder in an aggregate outstanding principal amount of $5,000,000.

(c)Guarantees and Other Liabilities.  Contract, create, incur, assume or permit to exist, or permit any Subsidiary to contract, create, assume or permit to exist, any Guarantee Obligations, except (i) for any guaranty of Debt or other obligations of the Borrower or any Guarantor if the Borrower or such Guarantor could have incurred such Debt or obligations under this Agreement, (ii) by endorsement of negotiable instruments for deposit or collection in the ordinary course of business, (iii) Guarantee Obligations constituting Investments of the Borrower and its Subsidiaries permitted hereunder, (iv) (A) Guarantee Obligations under the letter agreement dated February 25, 2009 between the Borrower and Mediofactoring Spa in effect as of the Petition Date (as such agreement may have been and may hereafter be amended, restated, supplemented or otherwise modified, so long as the terms thereof are not less favorable to the Borrower and the Lenders than as in effect on the Petition Date (except that the Permitted Modifications of the primary obligations (as defined in the definition of “Guaranteed Obligations”) guaranteed under such letter agreement are permitted), (B) to the extent constituting Guarantee Obligations, Letters of Credit issued to support Foreign Subsidiaries and other Non-Loan Parties so long as such Guarantee Obligations and all other Investments in

71

Foreign Subsidiaries and other Non-Loan Parties under Section 5.02(g)(xii) do not exceed $60,000,000 in the aggregate at any time outstanding and (C) any other support arrangements supporting Debt permitted under Section 5.02(b)(x) that are in form and substance reasonably satisfactory to the Required Lenders, and (v) any guaranty of Debt or other obligations of any Non-Loan Party by another Non-Loan Party.

(d)Chapter 11 Claims.  In respect of any Loan Party, incur, create, assume, suffer to exist or permit any other Superpriority Claim that is pari passu with or senior to the claims of the Agents and the Secured Parties against the Borrower and the Guarantors except with respect to the Carve-Out and Liens described in clauses (A) through (D) of Section 9.08(a)(ii).

(e)Dividends; Capital Stock.  Declare or pay, directly or indirectly, any dividends or make any other distribution, redemption, repurchase or payment, whether in cash, property, securities or a combination thereof, with respect to (whether by reduction of capital or otherwise) any shares of capital stock (or any options, warrants, rights or other equity securities or agreements relating to any capital stock) of the Borrower, or set apart any sum for the aforesaid purposes.

(f)Transactions with Affiliates.  Enter into or permit any of its Subsidiaries to enter into any transaction with any Affiliate, other than on terms and conditions at least as favorable to the Borrower or such Subsidiary as would reasonably be obtained at that time in a comparable arm’s-length transaction with a Person other than an Affiliate, except for the following: (i) any transaction between any Loan Party and any other Loan Party or between any Non-Loan Party and any other Non-Loan Party; (ii) any transaction between any Loan Party and any Non-Loan Party that is at least as favorable to such Loan Party as would reasonably be obtained at that time in a comparable arm’s-length transaction with a Person other than an Affiliate; (iii) any transaction expressly permitted pursuant to the terms of the Loan Documents, including, without limitation, Investments permitted under Section 5.02(g); (iv) customary fees and other benefits to officers, directors, managers and employees of the Borrower and its Subsidiaries; (v) reasonable and customary employment and severance arrangements with officers and employees of the Borrower and its Subsidiaries in the ordinary course of business; or (vi) transactions pursuant to contractual obligations or arrangements in existence on the Petition Date.

(g)Investments.  Make or hold, or permit any of its Subsidiaries to make, any Investment in any Person, except for (i) Investments described in Section 4.01(s); (ii) Investments in Cash Equivalents (and other customary cash equivalents acceptable to the Administrative Agent in its reasonable discretion) and Investments by Foreign Subsidiaries in securities and deposits similar in nature to Cash Equivalents and customary in the applicable jurisdiction; (iii) advances and loans existing on the Petition Date among the Borrower and the Subsidiaries (including any refinancings or extensions thereof but excluding any increases thereof or any further advances of any kind in connection therewith); (iv) Investments or intercompany loans or advances made on or after the Petition Date (A) by any Loan Party to or in any other Loan Party, (B) by any Non-Loan Party to or in any Loan Party (so long as any Debt owing by a Loan Party to a Non-Loan Party is subordinated in right of payment to the prior payment in full of the Obligations on terms satisfactory to the Administrative Agent) or (C) by any Non-Loan Party to or in any other Non-Loan Party; (v) investments (A) received in satisfaction or partial satisfaction thereof from financially troubled account debtors or in connection with the settlement of delinquent accounts and disputes with customers and suppliers, or (B) received in settlement of debts created in the ordinary course of business and owing to the Borrower or any Subsidiary or in satisfaction of judgments; (vi) Investments (A) in the form of deposits, prepayments and other credits to suppliers made in the ordinary course of business consistent with past practices, (B) in

72

the form of extensions of trade credit in the ordinary course of business, or (C) in the form of prepaid expenses and deposits to other Persons in the ordinary course of business; (vii) Investments made in any Person to the extent such investment represents the non-cash portion of consideration received for an asset disposition permitted under the terms of the Loan Documents; (viii) investments constituting guaranties permitted pursuant to Section 5.02(c)(i), (ii) or (iv) above; (ix) loans and advances to employees, directors and officers of the Borrower and its Subsidiaries (A) required by applicable employment laws or (B) otherwise in the ordinary course of business for travel, business, related entertainment, relocation, as part of a recruitment or retention plan and related expenses in an aggregate principal amount outstanding not to exceed $500,000; (x) Hedge Agreements and Cash Management Agreements entered into in the ordinary course of business and otherwise permitted under this Agreement; (xi) Investments by any Foreign Subsidiary through the licensing, contribution or transactions that economically result in a contribution in kind of intellectual property rights pursuant to joint venture arrangements, in each case in the ordinary course of business and consistent with past practice; provided that, in the case of this clause (xi), in the event any Non-Loan Party becomes a Loan Party, all such Investments made by such Person and outstanding on the date such Person becomes a Loan Party shall continue to be permitted under this Section 5.02(g)(xi); (xii) Investments (which shall be in the form of intercompany loans, except for a portion thereof not to exceed $35,000,000 in the aggregate at any time outstanding) by any Loan Party to any Foreign Subsidiary or other Non-Loan Party not to exceed $60,000,000 in the aggregate at any time outstanding; (xiii) Investments made by the Borrower or any of its Subsidiaries in joint ventures that are not Subsidiaries to the extent such Investments are required to be made by the Borrower or such Subsidiary, as the case may be, under binding agreements as in effect on the Effective Date, in each case described on Schedule 5.02(g); provided that the aggregate amount of Investments under this clause (xiii) shall not exceed $10,000,000; (xiv) the Lyondell Property Purchase; (xv) Investments consisting of guarantees by the Borrower or Non-Loan Parties of loan obligations of the Gulf Stabilizers Industries, Ltd. joint venture in an aggregate amount not to exceed $12,000,000 at any time outstanding; and (xvi) Investments consisting of (A) equity investments by Chemtura Organometallics GmbH or other Non-Loan Parties and (B) guarantee or other credit support obligations by Chemtura Organometallics GmbH, other Non-Loan Parties or Loan Parties (including letters of credit issued for the account of such Persons), in each case in or for the benefit of a joint venture for a manufacturing facility in Saudi Arabia, so long as the aggregate amount of Investments pursuant to this clause (xvi) shall not exceed $20,000,000 at any time outstanding.

(h)Disposition of Assets.  Sell or otherwise dispose of, or permit any of its Subsidiaries to sell or otherwise dispose of, any assets (including, without limitation, the Equity Interests in any Subsidiary) except (i) sales or other dispositions of inventory in the ordinary course of its business; (ii) in a transaction authorized by Section 5.02(l); (iii) in transactions between or among the Loan Parties or between or among the Non-Loan Parties; (iv) dispositions of obsolete or worn-out tools, equipment or other property no longer used or useful in business and sales or other dispositions of intellectual property determined to be uneconomical, negligible or obsolete; (v) licenses and sub-licenses of intellectual property incurred in the ordinary course of business or to customers on a non-exclusive basis for the purpose of ensuring supply of product; (vi) dispositions made in the ordinary course of business in connection with any Investment permitted under Section 5.02(g)(ii), (v) or (vi) above; (vii) leases of real property; (viii) equity issuances by any Subsidiary to the Borrower or any other Subsidiary to the extent such equity issuance constitutes an Investment permitted under Section 5.02(g)(iv) above; (ix) transfers of receivables and receivables related assets or any interest therein by any Foreign Subsidiary in connection with any factoring or similar arrangement, subject to compliance with Sections 5.02(a)(vi) and 5.02(b)(vi) above; (x) other sales, leases, transfers or dispositions of

73

assets for fair value in an aggregate amount not to exceed $10,000,000 in the period commencing the Effective Date and ending on the Maturity Date so long as (A) in the case of any sale or other disposition, not less than 75% of the consideration is cash and (B) no Default or Event of Default exists immediately before or after giving effect to any such sale, lease, transfer or other disposition; (xi) transfers of property that is the subject of a casualty event; (xii) sales or dispositions by the Foreign Subsidiaries of assets or other property that do not exceed $10,000,000 in the aggregate; (xiii) sales or dispositions of property in the ordinary course of business to the extent that (A) such property is exchanged for credit against the purchase price of similar replacement property in substantially the same location or (B) the proceeds of such sale or disposition are promptly applied to the purchase price of such replacement property; provided that, in each case, the proceeds of such sale or disposition are retained and applied by the entity making the sale or disposition to purchase such replacement property; (xiv) dispositions of cash and issuance of Equity Interests solely to consummate Investments permitted under Section 5.02(g)(iv), (ix), (xi), (xii) or (xiii); (xv) dispositions of property made or deemed made solely because Liens permitted under Section 5.02(a) on such property are granted; (xvi) sales or dispositions pursuant to the PVC Additives Sale, so long as the same is approved by the Bankruptcy Court; (xvii) sales or dispositions pursuant to the Albemarle Settlement and Cross License, so long as the same is approved by the Bankruptcy Court; and (xviii) the sale or disposition of equity securities of Persons that are not Subsidiaries held by the Borrower and its Subsidiaries as of the Effective Date for cash consideration not exceeding $500,000.

(i)Nature of Business.  Engage, or permit any of its Subsidiaries to engage in any material line of business substantially different from its business as conducted at or prior to the Petition Date or related businesses (except as required by the Bankruptcy Code), it being understood that transactions permitted by Sections 5.02(a), 5.02(b), 5.02(c), 5.02(d), 5.02(e), 5.02(f), 5.02(g), 5.02(h) and 5.02(l) and (for the avoidance of doubt) the following shall not constitute a breach of this Section 5.02(i):  (i) discontinuance of operations discontinued prior to the Effective Date, (ii) discontinuance of operations expressly identified as operations to be discontinued in the Company’s Long Range Plan delivered to the Lenders in July of 2009 or in the forecast delivered pursuant to Section 3.01(a)(viii) or in the DIP Budget, (iii) discontinuance of operations reasonably necessary to complete activities contemplated by the business plan delivered to the Administrative Agent pursuant to Section 2.22(i) of the Existing DIP Agreement, and (iv) discontinuance of any division or line of business that has (A) sales revenue for the most recently ended Fiscal Year of $50,000,000 or less or (B) assets with a fair value of $15,000,000 or less.

(j)Limitation on Prepayments and Cancellation of Debt and Pre-Petition Obligations.  Except as otherwise allowed pursuant to the DIP Refinancing Orders or any order of the Bankruptcy Court and approved by the Required Lenders, (i) make any payment or prepayment or redemption or acquisition for value (including, without limitation, by way of depositing with the trustee with respect thereto money or securities before due for the purpose of paying when due) or any cancellation or other retirement of any Pre-Petition Debt or other pre-Petition Date obligations of the Borrower or any Guarantor other than refinancings otherwise permitted by this Agreement, (ii) pay any interest on any Pre-Petition Debt of the Borrower or Guarantor (whether in cash, in kind securities or otherwise), or (iii) make any payment or create or permit any Lien pursuant to section 361 of the Bankruptcy Code (or pursuant to any other provision of the Bankruptcy Code authorizing adequate protection) on property of the Loan Parties, or apply to the Court for the authority to do any of the foregoing; provided that (u) the Borrower may make any payment or prepayment or redemption or acquisition for value or any cancellation or other retirement of Pre-Petition Debt or other pre-Petition Date obligations of the Borrower or any Guarantor not to exceed in the aggregate $10,000,000, (v) nothing in this

74

Section 5.02(j) shall be construed to prohibit (1) the Borrower from paying antitrust fines and related obligations in an aggregate amount not to exceed the amount of “Anti Trust Payments” set forth in the DIP Budget (as defined in the Existing DIP Agreement) delivered prior to June 24, 2009, (2) the issuance of any Letter of Credit to support any Pre-Petition Debt or other pre-Petition Date obligations of the Borrower or any Guarantor (and the drawing or reimbursement of any such Letter of Credit), to the extent the issuance of such Letter of Credit is otherwise permitted under this Agreement and (3) the Lyondell Property Purchase, (w) the Borrower and the Guarantors may make payments for administrative expenses that are allowed and payable under sections 330 and 331 of the Bankruptcy Code, (x) the Borrower and the Guarantors may make payments not otherwise prohibited hereunder to cure defaults pursuant to section 365(b) of the Bankruptcy Code with respect to any executory contract as permitted by an order of the Bankruptcy Court approving the assumption of such contract, (y) the Borrower may prepay the obligations under the Loan Documents and make payments permitted by the First Day Orders, and (z) the Borrower may make payments to such other claimants and in such amounts as may be consented to by the Required Lenders and approved by the Bankruptcy Court.  In addition, no Loan Party shall permit any of its Subsidiaries to make any payment, redemption or acquisition on behalf of such Loan Party which such Loan Party is prohibited from making under the provisions of this subsection (j).

(k)Capital Expenditures.  Make, or permit any of its Subsidiaries to make, any Capital Expenditures that would cause the aggregate of all such Capital Expenditures made by the Borrower and its Subsidiaries in any fiscal quarter set forth in the table below to exceed the amount set forth in such table corresponding to such fiscal quarter (as such amount may be increased pursuant to the next proviso, the “Maximum Capital Expenditure Amount”); provided, that the Maximum Capital Expenditure Amount for any fiscal quarter shall be increased by the excess, if any, of the Maximum Capital Expenditure Amount for the immediately preceding fiscal quarter over the actual amount of Capital Expenditures made during such preceding fiscal quarter:

Fiscal Quarter Ending	Maximum Capital Expenditure Amount
March 2010	$	27,000,000
June 2010	$	35,000,000
September 2010	$	35,000,000
December 2010	$	35,000,000
March 2011	$	35,000,000

(l)Mergers.  Merge into or consolidate with any Person or permit any Person to merge into it, except (i) for mergers or consolidation constituting permitted Investments under Section 5.02(g) or asset dispositions permitted pursuant to Section 5.02(h), (ii) mergers, consolidations, liquidations or dissolutions (A) by any Loan Party (other than the Borrower) with or into any other Loan Party, or (B) by any Non-Loan Party with or into any other Non-Loan Party; provided that, in the case of any such merger or consolidation, the person formed by or surviving such merger or consolidation shall be a wholly owned Subsidiary of the Borrower, and

75

provided further that in the case of any such merger or consolidation (x) to which the Borrower is a party, the Person formed by such merger or consolidation shall be the Borrower and (y) to which a Loan Party (other than the Borrower) is a party (other than a merger or consolidation made in accordance with subclause (B) above), the Person formed by such merger or consolidation shall be a Loan Party; and (iii) the dissolution, liquidation or winding up of any Subsidiary of the Borrower, provided that such dissolution, liquidation or winding up would not reasonably be expected to have a Material Adverse Effect and the assets of the Person so dissolved, liquidated or wound-up are distributed to the Borrower or to a Loan Party or if such entity is a Foreign Subsidiary, the Persons holding the Equity Interests of such Subsidiary.

(m)Amendments of Constitutive Documents.  Amend (i) its constitutive documents except for amendments that could not adversely affect the interests of the Lenders or (ii) any of the Material Contracts, except for amendments that would not reasonably be expected to materially adversely affect the interests of the Lenders.

(n)Accounting Changes.  Without the consent of the Administrative Agent (not to be unreasonably withheld or delayed), make or permit any changes in (i) accounting policies or reporting practices, except as permitted or required by generally accepted accounting principles, or (ii) its Fiscal Year.

(o)Payment Restrictions Affecting Subsidiaries.  Directly or indirectly, enter into or allow to exist, or allow any Subsidiary to enter into or allow to exist, any agreement or arrangement prohibiting or conditioning the ability of the Borrower or any such Subsidiary to (i) create or assume any Lien upon any of its property or assets, (ii) pay dividends to, or repay or prepay any Debt owed to, any Loan Party, (iii) make loans or advances to, or other investments in, any Loan Party, or (iv) transfer any of its assets to any Loan Party, other than (A) any such agreement with or in favor of the Administrative Agent or the Lenders; (B) in connection with (1) any agreement evidencing any Liens permitted pursuant to Section 5.02(a)(iii), (v), (vi), (vii) or (viii) (so long as (x) in the case of agreements evidencing Liens permitted under Section 5.02(a)(iii), such prohibitions or conditions are customary for such Liens and the obligations they secure and (y) in the case of agreements evidencing Liens permitted under Section 5.02(a)(v), (vi), (vii) or (viii), such prohibitions or conditions relate solely to the assets that are the subject of such Liens) or (2) any Debt permitted to be incurred under Sections 5.02(b)(ii), (vi), (vii), or (viii) above (so long as (x) in the case of agreements evidencing Debt permitted under Section 5.02(b)(vi), such prohibitions or conditions are customary for such Debt and (y) in the case of agreements evidencing Debt permitted under Section 5.02(b)(vii) or (viii), such prohibitions or conditions are limited to the assets securing such Debt); (C) any agreement setting forth customary restrictions on the subletting, assignment or transfer of any property or asset that is a lease, license, conveyance or contract of similar property or assets; (D) any restriction or encumbrance imposed pursuant to an agreement that has been entered into by the Borrower or any Subsidiary for the disposition of any of its property or assets so long as such disposition is otherwise permitted under the Loan Documents; (E) any such agreement imposed in connection with consignment agreements entered into in the ordinary course of business; (F) any agreement in existence on the Petition Date; (G) any agreement in existence at the time a Subsidiary is acquired so long as such agreement was not entered into in contemplation of such acquisition; (H) restrictions on cash or other deposits imposed by customers under contracts entered into in the ordinary course of business; and (I) customary provisions restricting assignment of any agreement entered into in the ordinary course of business.

(p)Sales and Lease Backs.  Except as set forth on Schedule 5.02(p), (i) become or remain liable as lessee or as a guarantor or other surety with respect to any lease of any property,

76

whether now owned or hereafter acquired (A) which such Loan Party has sold or transferred or is to sell or transfer to any other Person (other than another Loan Party) or (B) which such Loan Party intends to use for substantially the same purpose as any other property which has been or is to be sold or transferred by a Loan Party to any Person (other than another Loan Party) in connection with such lease, or (ii) create, incur, assume or suffer to exist any obligations as lessee under operating leases or agreements to lease having an original term of one year or more that would cause the direct and contingent liabilities of the Borrower and its Subsidiaries, on a consolidated basis, in respect of all such obligations to exceed $50,000,000 payable in any period of 12 consecutive months.

(q)Speculative Transactions.  Engage, or permit any of its Subsidiaries to engage, in any interest rate, commodity, hedge, currency or future contract or similar speculative transaction, except for hedge transactions for the sole purpose of risk management of fluctuations in interest rates, exchange rates and commodity prices in the normal course of business and consistent with industry practice.

Section 5.03  Reporting Requirements. So long as any Advance shall remain unpaid, any Letter of Credit shall be outstanding and not Cash Collateralized or any Lender Party shall have any Commitment hereunder, the Borrower will furnish to the Administrative Agent:

(a)Default Notice.  As soon as possible and in any event within three Business Days after any Loan Party or any Responsible Officer thereof has knowledge of the occurrence of each Default or within five Business Days after any Loan Party or any Responsible Officer thereof has knowledge of the occurrence of any event, development or occurrence reasonably likely to have a Material Adverse Effect continuing on the date of such statement, a statement of a Responsible Officer (or person performing similar functions) of the Borrower setting forth details of such Default or other event and the action that the Borrower has taken and proposes to take with respect thereto.

(b)Monthly Financials.  As soon as available and in any event within 30 days after the end of each of the first two months of each fiscal quarter, a Consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such month, and Consolidated statements of income and cash flows of the Borrower and its Subsidiaries for the period commencing at the end of the previous month and ending with the end of such month, and Consolidated statements and cash flows of the Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such month, setting forth (i) in comparative form the corresponding figures for the forecast delivered pursuant to Section 3.01(a)(viii) and (ii) in comparative form the corresponding figures for the corresponding month of the immediately preceding Fiscal Year, all in reasonable detail and duly certified by a Responsible Officer of the Borrower.

(c)Quarterly Financials.  As soon as available and in any event within 40 days after the end of each of the first three quarters of each Fiscal Year, a Consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such quarter, and Consolidated statements of income and cash flows of the Borrower and its Subsidiaries for the period commencing at the end of the previous quarter and ending with the end of such quarter, and Consolidated statements of income cash flows of the Borrower and its Subsidiaries for the period commencing at the end of the previous Fiscal Year and ending with the end of such quarter, setting forth, in each case in comparative form the corresponding figures for the corresponding period of the immediately preceding Fiscal Year, all in reasonable detail and duly certified (subject to normal year-end audit adjustments) by a Responsible Officer of the Borrower as having been prepared in accordance

77

with GAAP, together with a certificate of said officer stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Borrower has taken and proposes to take with respect thereto, together with a schedule in form reasonably satisfactory to the Administrative Agent of the computations used in determining, as of the end of such fiscal quarter, compliance with the covenants contained in Sections 5.02(k) and 5.04; provided that, in the event of any change in GAAP used in the preparation of such financial statements, the Borrower shall also provide, if necessary for the determination of compliance with Sections 5.02(k) and 5.04, a statement of reconciliation conforming such financial statements to GAAP.

(d)Annual Financials.  As soon as available and in any event no later than 105 days following the end of the Fiscal Year, a copy of the annual audit report for such Fiscal Year, including therein a Consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such Fiscal Year and Consolidated statements of income and cash flows of the Borrower and its Subsidiaries for such Fiscal Year, in each case accompanied by (A) an opinion of independent public accountants of recognized national standing reasonably acceptable to the Administrative Agent and (B) a certificate of a Responsible Officer of the Borrower stating that no Default has occurred and is continuing or, if a Default has occurred and is continuing, a statement as to the nature thereof and the action that the Borrower has taken and proposes to take with respect thereto, together with a schedule in form reasonably satisfactory to the Administrative Agent of the computations used in determining, as of the end of such Fiscal Year, compliance with the covenants contained in Sections 5.02(k) and 5.04; provided that, in the event of any change in GAAP used in the preparation of such financial statements, the Borrower shall also provide, if necessary for the determination of compliance with Section 5.02(k) and 5.04, a statement of reconciliation conforming such financial statements to GAAP; provided further that in the event the Borrower’s accountants have not yet completed the procedures required to issue an opinion at the time delivery of such opinion would be required under preceding clause (A), the requirement to deliver the annual audit report (and the aforementioned financial statements) at such time shall be deemed satisfied by delivery at such time of a complete draft of the Borrower’s Form 10-K and delivery of such opinion not later than 120 days following the end of such Fiscal Year.

(e)Budget Variance Report.  No later than the last Business Day of each calendar week (commencing with the calendar week starting immediately after the Effective Date), a Budget Variance Report as of the end of the immediately preceding calendar week.

(f)DIP Budget Supplement.  No later than the last Business Day of each calendar month, and on any other date on which the Borrower may deliver the same to the Bankruptcy Court, a supplement to the DIP Budget setting forth on a weekly basis for the next thirteen weeks (commencing with the immediately succeeding calendar week) an updated forecast of the information contained in the DIP Budget for such period and a written set of supporting assumptions, all in form and substance reasonably satisfactory to the Administrative Agent.

(g)ERISA Events and ERISA Reports.  Promptly and in any event within 10 Business Days after any Loan Party or any ERISA Affiliate knows or has reason to know that any ERISA Event has occurred with respect to an ERISA Plan, a statement of a Responsible Officer of the Borrower describing such ERISA Event and the action, if any, that such Loan Party or such ERISA Affiliate has taken and proposes to take with respect thereto, on the date any records, documents or other information must be furnished to the PBGC with respect to any ERISA Plan pursuant to Section 4010 of ERISA, a copy of such records, documents and information.

78

(h)Plan Terminations.  Promptly and in any event within two Business Days after receipt thereof by any Loan Party or any ERISA Affiliate, copies of each notice from the PBGC stating its intention to terminate any ERISA Plan or to have a trustee appointed to administer any ERISA Plan.

(i)Actuarial Reports.  Promptly upon receipt thereof by any Loan Party or any ERISA Affiliate, a copy of the annual actuarial valuation report for each Plan the funded current liability percentage (as defined in Section 302(d)(8) of ERISA) of which is less than 90% or the unfunded current liability of which exceeds $5,000,000.

(j)Multiemployer Plan Notices.  Promptly and in any event within five Business Days after receipt thereof by any Loan Party or any ERISA Affiliate from the sponsor of a Multiemployer Plan, copies of each notice concerning (i) the imposition of Withdrawal Liability by any such Multiemployer Plan, (ii) the reorganization or termination, within the meaning of Title IV of ERISA, of any such Multiemployer Plan or (iii) the amount of liability incurred, or that may be incurred, by such Loan Party or any ERISA Affiliate in connection with any event described in clause (i) or (ii) above.

(k)Litigation.  Promptly after the commencement thereof, notice of each unstayed action, suit, investigation, litigation and proceeding before any court or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign, affecting any Loan Party or any of its Subsidiaries that (i) would be reasonably likely to have a Material Adverse Effect or (ii) purports to affect the legality, validity or enforceability of this Agreement, any Note, any other Loan Document or the consummation of the transactions contemplated hereby.

(l)Securities Reports.  Promptly after the sending or filing thereof, copies of all proxy statements, financial statements and reports that the Borrower sends to its public stockholders, copies of all regular, periodic and special reports, and all registration statements, that the Borrower files with the Securities and Exchange Commission or any governmental authority that may be substituted therefor, or with any national securities exchange and copies of all private placement or offering memoranda pursuant to which securities of any Loan Party that are exempt from registration under the Securities Act are proposed to be issued and sold thereby; provided that such documents may be made available by posting on the Borrower’s website.

(m)Environmental Conditions.  Promptly after the assertion or occurrence thereof, notice of any Environmental Action against or of any non-compliance by any Loan Party or any of its Subsidiaries with any Environmental Law or Environmental Permit that would reasonably be expected to (i) have a Material Adverse Effect or (ii) cause any of its real property to be subject to any restrictions on ownership, occupancy, use or transferability under any Environmental Law that would reasonably be expected to have a Material Adverse Effect.

(n)Bankruptcy Pleadings, Etc.  Within five days after the same is available, copies of all pleadings, motions, applications, judicial information, financial information and other documents filed by or on behalf of any of the Loan Parties with the Bankruptcy Court in the cases, or distributed by or on behalf of any of the Loan Parties to the Committee or any official committee appointed in the Cases and, within five days after the same are filed, providing copies of same to the Initial Lenders and counsel for Administrative Agent; provided that such documents may be made available (and shall be deemed made available) by posting on a website maintained by the Borrower, and identified to the Lenders, in connection with the Cases.

79

(o)Other Information.  Such other information respecting the business, condition (financial or otherwise), operations, performance, properties or prospects of any Loan Party or any of its Subsidiaries as any Lender Party (through the Administrative Agent) or the Administrative Agent may from time to time reasonably request.

(p)Borrowing Base Certificate.  A Borrowing Base Certificate substantially in the form of Exhibit F as of the date required to be delivered or so requested, in each case with supporting documentation, which shall be furnished to the Lenders:  (i) as soon as available and in any event prior to the initial Borrowing to be made after the date of entry of the DIP Refinancing Orders, (ii) after such initial Borrowing, (A) on or before Wednesday (or if such day is not a Business Day, the immediately succeeding Business Day) of each calendar week, which weekly Borrowing Base Certificate shall reflect the Eligible Receivables updated as of the end of the immediately preceding Friday, (B) on or before Wednesday (or if such day is not a Business Day, the immediately succeeding Business Day) of each two-week period, which biweekly Borrowing Base Certificate shall reflect the Inventory updated as of the end of the immediately preceding Friday, and (C) on or before the 10th Business Day of each calendar month, which monthly Borrowing Base Certificate shall reflect the Eligible Receivables and Eligible Inventory updated as of the end of the immediately preceding calendar month; provided that notwithstanding anything herein to the contrary, the Borrower shall be permitted to deliver an updated Borrowing Base Certificate on any Business Day, which Borrowing Base Certificate shall reflect the Eligible Receivables and Eligible Inventory updated as of the end of the immediately preceding Business Day, certified by a Responsible Officer, and (iii) if at any time the Availability shall be less than $25,000,000, or if reasonably requested by the Administrative Agent at any other time when the Administrative Agent reasonably believes that the then existing Borrowing Base Certificate is materially inaccurate, as soon as reasonably available after such time or such request, in each case with supporting documentation as the Administrative Agent may reasonably request.

Section 5.04  Financial Covenants.  So long as any Advance shall remain unpaid, any Letter of Credit shall be outstanding and not Cash Collateralized or any Lender Party shall have any Commitment hereunder, the Borrower will:

(a)Minimum EBITDA.  Maintain Consolidated EBITDA of the Borrower and its Subsidiaries for the period set forth below as at the last day of each calendar month not less than the amount set forth below for such period, as determined for such period then ended:

Month	Period then Ended	EBITDA
December 2009	10  months	$	150,000,000
January 2010	11  months	$	171,000,000
February 2010	12  months	$	193,000,000
March 2010	12  months	$	200,000,000
April 2010	12  months	$	205,000,000
May 2010	12  months	$	212,000,000

80

June 2010	12  months	$	218,000,000
July 2010	12  months	$	222,000,000
August 2010	12  months	$	224,000,000
September 2010	12  months	$	229,000,000
October 2010	12  months	$	230,000,000
November 2010	12  months	$	232,000,000
December 2010	12  months	$	240,000,000
January 2011	12  months	$	242,000,000
February 2011	12  months	$	245,000,000

(b)Minimum Availability.  Not permit Availability to be less than $20,000,000 on any day.

(c)Compliance with Budget.  Not permit variance from the DIP Budget of actual cash flow (excluding from the calculation thereof payments for professional fees not attributable to any litigation) of the Borrower and the other Loan Parties to exceed, for any Testing Period for any calendar week (commencing with March 1, 2010), 20% of the amount set forth in the DIP Budget for such non-excluded cash flows for such Testing Period plus the amount, if any, of the Cash Variance. For the avoidance of doubt, the parties hereto acknowledge and confirm that the covenant in this Section 5.04(c) measures, at the end of each applicable week, cumulative variance for the period from the first day of the first calendar week of the DIP Budget and ending with the last day of such applicable week.

ARTICLE VI

EVENTS OF DEFAULT

Section 6.01  Events of Default.  If any of the following events (“Events of Default”) shall occur and be continuing:

(a)the Borrower shall fail to pay any principal of any Advance or any unreimbursed drawing with respect to any Letter of Credit when the same shall become due and payable or any Loan Party shall fail to make any payment of interest on any Advance or any other payment under any Loan Document within two business days after the same becomes due and payable; or

(b)any representation or warranty made by any Loan Party (or any of its officers) under or in connection with any Loan Document shall prove to have been incorrect in any material respect when made or deemed made; or

(c)any Loan Party shall fail to perform or observe (i) any term, covenant or agreement contained in Section 2.14, 5.01(a) (with respect to the Loan Parties), 5.01(c), 5.01(f),

81

5.02, 5.03 (other than subsections (e), (f), (l) and (n) of Section 5.03) or 5.04 or the proviso to Section 3.01(e)(vi), (ii) any term, covenant or agreement contained in Section 5.03(e) or (f), if such failure shall remain unremedied for one Business Day, or (iii) any term, covenant or agreement (other than those listed in clauses (i) and (ii) above) contained in Article V hereof, if such failure shall remain unremedied for 10 days; or

(d)any Loan Party shall fail to perform any other term, covenant or agreement contained in any Loan Document on its part to be performed or observed if such failure shall remain unremedied for 20 days; or

(e)(i) any Loan Party or any of its Subsidiaries shall fail to pay any principal of, premium or interest on or any other amount payable in respect of one or more items of Debt arising after the Petition Date of the Loan Parties and their Subsidiaries (excluding Debt outstanding hereunder) that is outstanding in an aggregate principal or notional amount (or, in the case of any Hedge Agreement, an Agreement Value) of at least $10,000,000 when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreements or instruments relating to all such Debt; or (ii) any other event shall occur or condition shall exist under the agreements or instruments relating to one or more items of Debt arising after the Petition Date of the Loan Parties and their Subsidiaries (excluding Debt outstanding hereunder) that is outstanding in an aggregate principal or notional amount of at least $10,000,000, and such other event or condition shall continue after the applicable grace period, if any, specified in all such agreements or instruments, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt or otherwise to cause, or to permit the holder thereof to cause, such Debt to mature; or (iii) one or more items of Debt arising after the Petition Date of the Loan Parties and their Subsidiaries (excluding Debt outstanding hereunder) that is outstanding in an aggregate principal or notional amount (or, in the case of any Hedge Agreement, an Agreement Value) of at least $10,000,000 shall be declared to be due and payable or required to be prepaid or redeemed (other than by a regularly scheduled or required prepayment or redemption), purchased or defeased, or an offer to prepay, redeem, purchase or defease such Debt shall be required to be made, in each case prior to the stated maturity thereof; or

(f)one or more final, non-appealable judgments or orders for the payment of money in excess of $10,000,000 in the aggregate at any time, as an administrative expense of the kind specified in section 503(b) of the Bankruptcy Code shall be rendered against any Loan Party or any of its Subsidiaries and enforcement proceedings shall have been commenced by any creditor upon such judgment or order and such proceedings are not stayed; or

(g)one or more nonmonetary judgments or orders shall be rendered against any Loan Party or any of its Subsidiaries that is reasonably likely to have a Material Adverse Effect, and there shall be any period of 10 consecutive days during which a stay of enforcement of such judgment or order, by reason of a pending appeal or otherwise, shall not be in effect; or

(h)any provision of any Loan Document after delivery thereof pursuant to Article III shall for any reason cease to be valid and binding on or enforceable against any Loan Party intended to be a party to it, or any such Loan Party shall so state in writing; or

(i)any Collateral Document after delivery thereof pursuant to Article III shall for any reason (other than pursuant to the terms thereof) cease to create a valid and perfected Lien on and security interest in the Collateral purported to be covered thereby; or

82

(j)the Borrower or any of its ERISA Affiliates shall incur, or shall be reasonably likely to incur liability as a result of one or more of the following:  (i) the occurrence of any ERISA Event; (ii) the partial or complete withdrawal of the Borrower or any of its ERISA Affiliates from a Multiemployer Plan; or (iii) the reorganization or termination of a Multiemployer Plan, except, in each case, (a) any liability that is reasonably expected to be treated as a general unsecured claim in the Cases and could not reasonably be expected to result in a Material Adverse Effect and (b) other liabilities not greater than $10,000,000 in the aggregate; or

(k)any of the Cases concerning the Borrower or Guarantors shall be dismissed or converted to a case under chapter 7 of the Bankruptcy Code or any Loan Party shall file a motion or other pleading or support a motion or other pleading filed by any other Person seeking the dismissal or conversion of any of the Cases concerning the Borrower or Guarantors under section 1112 of the Bankruptcy Code or otherwise; a trustee under chapter 7 or chapter 11 of the Bankruptcy Code, a responsible officer or an examiner with enlarged powers relating to the operation of the business (powers beyond those set forth in section 1106(a)(3) and (4) of the Bankruptcy Code) under section 1106(b) of the Bankruptcy Code shall be appointed in any of the Cases and such order shall not be reversed or vacated within 30 days after the entry thereof; or any Loan Party shall file a motion or other pleading or shall consent to a motion or other pleading filed by any other Person seeking any of the foregoing; or

(l)the existence of any other Superpriority Claim (other than the Carve-Out) in any of the Cases which is pari passu with or senior to the claims of the Administrative Agent and the Lenders against the Borrower or any Guarantor hereunder, or there shall arise or be granted any such pari passu or senior Superpriority Claim (other than the Carve-Out); or

(m)the Bankruptcy Court shall enter an order or orders granting relief from the automatic stay applicable under section 362 of the Bankruptcy Code to the holder or holders of any security interest to proceed against, including foreclosure (or the granting of a deed in lieu of foreclosure or the like) on, any assets of any of the Borrower or the Guarantors that have a value in excess of $10,000,000 in the aggregate, provided that this subsection (m) shall not apply to any order granting relief from the automatic stay to the extent of permitting a creditor to exercise valid setoff rights pursuant to section 553 of the Bankruptcy Code,the DIP Refinancing Orders, the First Day Orders, pursuant to Section 5.02(j), in connection with any Lien permitted pursuant to Section 5.02(a)(ii) through (v) or in connection with any Lien in existence on the Petition Date on cash collateral securing a performance obligation (other than indebtedness for borrowed money); or

(n)an order of the Bankruptcy Court (or any other court of competent jurisdiction) shall be entered (A) reversing, amending, staying for a period in excess of 10 days or vacating either of the DIP Refinancing Orders, (B) without the written consent of the Administrative Agent the Required Lenders (and, to the extent such amendment, supplement or modification would have the effect of amending, supplementing or otherwise modifying the provisions of this Agreement in a manner that would require the consent of each Lender, each Initial Lender or each adversely affected Lender, the written consent of each Lender, each Initial Lender or each adversely affected Lender, as applicable), otherwise by its express terms, amending, supplementing or modifying either of the DIP Refinancing Orders in a manner that is adverse to the Agents and the Lenders or (C) terminating the use of cash collateral by the Borrower or the Guarantors pursuant to either of the DIP Refinancing Orders; or any Loan Party shall file a motion or other pleading or shall consent to a motion or other pleading filed by any other Person seeking any of the foregoing; provided that such event shall not constitute an Event of Default if

83

such motion shall be dismissed or withdrawn within 5 Business Days of such filing and no such order is entered by the Bankruptcy Court as a result of such filing; or

(o)default in any material respect shall be made by the Borrower or any Guarantor in the due observance or performance of any term or condition contained in the DIP Refinancing Orders; or

(p)a final non-appealable order of the Bankruptcy Court shall be entered that provides for the recovery from any portions of the Collateral of any costs or expenses of preserving or disposing of such Collateral under section 506(c) of the Bankruptcy Code; or any Loan Party shall bring a motion in the Cases seeking, or otherwise consent to, authority from the Bankruptcy Court (i) to recover from any portions of the Collateral any costs or expenses of preserving or disposing of such Collateral under section 506(c) of the Bankruptcy Code or (ii) to effect any other action or actions adverse to the Administrative Agent or Lenders or their rights and remedies hereunder or their interest in the Collateral, except to the extent such action (or actions) is an integral part of a transaction expressly permitted under this Agreement;

(q)any Loan Party shall bring a motion (other than with respect to a financing used, in whole or part, to repay in full the Obligations under this Agreement) in the Cases: (i) to obtain financing for any Loan Party from any Person other than the Lenders under section 364(c) or (d) of the Bankruptcy Code; or (ii) to grant any Lien other than those permitted under Section 5.02(a) upon or affecting any Collateral; or (iii) to use cash collateral of the Administrative Agent or Lenders under section 363(c) of the Bankruptcy Code without the prior written consent of the Required Lenders (as provided in Section 10.01), except to pay the Carve-Out; or

(r)the entry of the Final Order shall not have occurred within 21 days of the entry of the Interim Order; or

(s)the filing by any Loan Party of a Reorganization Plan in any of the Cases, or the filing by any Loan Party of a motion or pleading in support of a Reorganization Plan in any of the Cases, or a Reorganization Plan is confirmed by order of the Bankruptcy Court in any of the Cases, in each case that does not provide for the indefeasible payment in full upon substantial consummation of the Reorganization Plan in cash of all Obligations owed under the Loan Documents to the Lender Parties unless otherwise agreed to by the Lender Parties; or

(t)any Loan Party shall challenge the validity of any Loan Document or the applicability or enforceability of any Loan Document or shall seek to void, avoid, limit, or otherwise adversely affect the security interest created by or in any Loan Document or any payment made pursuant thereto; provided that in the case that such challenge relates to the validity, applicability or enforceability of the DIP Refinancing Orders or security interests created by or in the DIP Refinancing Orders or any payment made pursuant thereto, such event shall not constitute an Event of Default if such challenge shall be dismissed or withdrawn within 5 Business Days and none of such validity, applicability or enforceability shall be affected and no such security interest or payment shall be adversely affected by such challenge; or

(u)a Change of Control shall occur; or

(v)any Non-Loan Party that is a Material Subsidiary shall generally not pay its debts as such debts become due, or shall admit in writing its inability to pay its debts generally, or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or against any Non-Loan Party that is a Material Subsidiary seeking to adjudicate it a bankrupt or

84

insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee or other similar official for it or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it) that is being diligently contested by it in good faith, either such proceeding shall remain undismissed or unstayed for a period of 30 days or any of the actions sought in such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or any substantial part of its property) shall occur; or any Non-Loan Party that is a Material Subsidiary shall take any corporate action to authorize any of the actions set forth above in this subsection (v);

then, and in any such event, without further order of or application to the Bankruptcy Court, the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower (with a copy to counsel for each of the Committees or any official committee appointed in the Cases and to the United States Trustee for the Southern District of New York), declare the obligation of each Lender to make Advances (other than Letter of Credit Advances by the Issuing Banks or a Lender pursuant to Section 2.03(c) and of the Issuing Banks to issue Letters of Credit to be terminated, whereupon the same shall forthwith terminate, (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower (with a copy to counsel for each of the Committees or any official committee appointed in the Cases and to the United States Trustee for the Southern District of New York), declare the Notes, all interest thereon and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest and all such amounts shall become and be forthwith due and payable, without presentment, demand, protest or further notice of any kind, all of which are hereby expressly waived by the Borrower, and (iii) shall at the request, or may with the consent, of the Required Lenders, by five days’ notice to the Borrower and subject to the Interim Order or the Final Order, as applicable, (A) set-off amounts in the L/C Cash Collateral Account, or any other accounts of the Loan Parties and apply such amounts to the Obligations of the Loan Parties hereunder and under the other Loan Documents, and (B) exercise any and all remedies against the Collateral under this Agreement, the Loan Documents, the DIP Refinancing Orders, and applicable law available to the Agents and the Lenders.

Section 6.02  Actions in Respect of the Letters of Credit upon Default.  If any Event of Default shall have occurred and be continuing, the Administrative Agent may, or shall at the request of the Required Lenders, irrespective of whether it is taking any of the actions described in Section 6.01 or otherwise, make demand upon the Borrower to, and forthwith upon such demand the Borrower will, pay to the Administrative Agent on behalf of the Lender Parties in same day funds at the Administrative Agent’s office designated in such demand, for deposit in the L/C Cash Collateral Account, an amount equal to 105% of the aggregate Available Amount of all Letters of Credit then outstanding.  If at any time the Administrative Agent determines that any funds held in the L/C Cash Collateral Account are subject to any right or claim of any Person other than the Administrative Agent and the Lender Parties or that the total amount of such funds is less than the aggregate Available Amount of all Letters of Credit, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited and held in the L/C Cash Collateral Account, an amount equal to the excess of (a) such aggregate Available Amount over (b) the total amount of funds, if any, then held in the L/C Cash Collateral Account that the Administrative Agent determines to be free and clear of any such right and claim.

85

ARTICLE VII

THE AGENTS

Section 7.01  Appointment and Authorization of the Agents.  (a)  Each Lender Party hereby irrevocably appoints Citibank to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto.  The provisions of this Article are solely for the benefit of the Administrative Agent and the Lender Parties, and neither the Borrower nor any other Loan Party shall have rights as a third party beneficiary of any of such provisions.

(b)Each Issuing Bank shall act on behalf of the Lenders with respect to any Letters of Credit issued by it and the documents associated therewith, and each Issuing Bank shall have all of the benefits and immunities (i) provided to each Agent in this Article VII with respect to any acts taken or omissions suffered by such Issuing Bank in connection with Letters of Credit issued by it or proposed to be issued by it and the applications and agreements for letters of credit pertaining to such Letters of Credit as fully as if the term “Agent” as used in this Article VII included such Issuing Bank with respect to such acts or omissions, and (ii) as additionally provided herein with respect to such Issuing Bank.

Section 7.02  Administrative Agent Individually.  (a)  The Person serving as the Administrative Agent hereunder shall have the same rights and powers in its capacity as a Lender Party as any other Lender Party and may exercise the same as though it were not the Administrative Agent and the term “Lender Party” or “Lender Parties” shall, unless otherwise expressly indicated or unless the context otherwise requires, include the Person serving as the Administrative Agent hereunder in its individual capacity.  Such Person and its Affiliates may accept deposits from, lend money to, act as the financial advisor or in any other advisory capacity for and generally engage in any kind of business with the Borrower or any Subsidiary or other Affiliate thereof as if such Person were not the Administrative Agent hereunder and without any duty to account therefor to the Lender Parties.

(b)Each Lender Party understands that the Person serving as Administrative Agent, acting in its individual capacity, and its Affiliates (collectively, the “Agent’s Group”) are engaged in a wide range of financial services and businesses (including investment management, financing, securities trading, corporate and investment banking and research) (such services and businesses are collectively referred to in this Section 7.02 as “Activities”) and may engage in the Activities with or on behalf of one or more of the Loan Parties or their respective Affiliates.  Furthermore, the Agent’s Group may, in undertaking the Activities, engage in trading in financial products or undertake other investment businesses for its own account or on behalf of others (including the Loan Parties and their Affiliates and including holding, for its own account or on behalf of others, equity, debt and similar positions in the Borrower, another Loan Party or their respective Affiliates), including trading in or holding long, short or derivative positions in securities, loans or other financial products of one or more of the Loan Parties or their Affiliates.  Each Lender Party understands and agrees that in engaging in the Activities, the Agent’s Group may receive or otherwise obtain information concerning the Loan Parties or their Affiliates (including information concerning the ability of the Loan Parties to perform their respective Obligations hereunder and under the other Loan Documents) which information may not be available to any of the Lender Parties that are not members of the Agent’s Group.  None of the Administrative Agent nor any member of the Agent’s Group shall have any duty to disclose to any Lender Party or use on behalf of the Lender Parties, and shall not be liable for the failure to so disclose or use, any information whatsoever about or derived from the Activities or otherwise (including any information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of any Loan Party or any Affiliate of any Loan Party) or to account for any revenue or profits obtained in connection with the

86

Activities, except that the Administrative Agent shall deliver or otherwise make available to each Lender Party such documents as are expressly required by any Loan Document to be transmitted by the Administrative Agent to the Lender Parties.

(c)Each Lender Party further understands that there may be situations where members of the Agent’s Group or their respective customers (including the Loan Parties and their Affiliates) either now have or may in the future have interests or take actions that may conflict with the interests of any one or more of the Lender Parties (including the interests of the Lender Parties hereunder and under the other Loan Documents).  Each Lender Party agrees that no member of the Agent’s Group is or shall be required to restrict its activities as a result of the Person serving as Administrative Agent being a member of the Agent’s Group, and that each member of the Agent’s Group may undertake any Activities without further consultation with or notification to any Lender Party.  None of (i) this Agreement nor any other Loan Document, (ii) the receipt by the Agent’s Group of information (including Information) concerning the Loan Parties or their Affiliates (including information concerning the ability of the Loan Parties to perform their respective Obligations hereunder and under the other Loan Documents) nor (iii) any other matter shall give rise to any fiduciary, equitable or contractual duties (including without limitation any duty of trust or confidence) owing by the Administrative Agent or any member of the Agent’s Group to any Lender Party including any such duty that would prevent or restrict the Agent’s Group from acting on behalf of customers (including the Loan Parties or their Affiliates) or for its own account.

Section 7.03  Duties of Administrative Agent; Exculpatory Provisions.  (a)  The Administrative Agent’s duties hereunder and under the other Loan Documents are solely ministerial and administrative in nature and the Administrative Agent shall not have any duties or obligations except those expressly set forth herein and in the other Loan Documents.  Without limiting the generality of the foregoing, the Administrative Agent shall not have any duty to take any discretionary action or exercise any discretionary powers, but shall be required to act or refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the written direction of the Required Lenders (or such other number or percentage of the Lenders as shall be expressly provided for herein or in the other Loan Documents), provided that the Administrative Agent shall not be required to take any action that, in its opinion or the opinion of its counsel, may expose the Administrative Agent or any of its Affiliates to liability or that is contrary to any Loan Document or applicable law.

(b)The Administrative Agent shall not be liable for any action taken or not taken by it (i) with the consent or at the request of the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as the Administrative Agent shall believe in good faith shall be necessary, under the circumstances as provided in Section 6.01, 6.02 or 10.01) or (ii) in the absence of its own gross negligence or willful misconduct.  The Administrative Agent shall be deemed not to have knowledge of any Default or the event or events that give or may give rise to any Default unless and until the Borrower or any Lender Party shall have given notice to the Administrative Agent describing such Default and such event or events.

(c)Neither the Administrative Agent nor any member of the Agent’s Group shall be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty, representation or other information made or supplied in or in connection with this Agreement any other Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or thereunder or in connection herewith or therewith or the adequacy, accuracy and/or completeness of the information contained therein, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or therein or the occurrence of any Default, (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document or the perfection or priority of any Lien or security interest created or purported

87

to be created by the Collateral Documents or (v) the satisfaction of any condition set forth in Article III or elsewhere herein, other than (but subject to the foregoing clause (ii)) to confirm receipt of items expressly required to be delivered to the Administrative Agent.

(d)Nothing in this Agreement or any other Loan Document shall require the Administrative Agent or any of its Related Parties to carry out any “know your customer” or other checks in relation to any person on behalf of any Lender Party and each Lender Party confirms to the Administrative Agent that it is solely responsible for any such checks it is required to carry out and that it may not rely on any statement in relation to such checks made by the Administrative Agent or any of its Related Parties.

Section 7.04  Reliance by Administrative Agent.  The Administrative Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person.  The Administrative Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon.  In determining compliance with any condition hereunder to the making of an Advance, or the issuance of a Letter of Credit, that by its terms must be fulfilled to the satisfaction of a Lender Party, the Administrative Agent may presume that such condition is satisfactory to such Lender Party unless an officer of the Administrative Agent responsible for the transactions contemplated hereby shall have received notice to the contrary from such Lender Party prior to the making of such Advance or the issuance of such Letter of Credit, and in the case of a Borrowing, such Lender Party shall not have made available to the Administrative Agent such Lender Party’s ratable portion of such Borrowing.  The Administrative Agent may consult with legal counsel (who may be counsel for the Borrower or any other Loan Party), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Section 7.05  Delegation of Duties.  The Administrative Agent may perform any and all of its duties and exercise its rights and powers hereunder or under any other Loan Document by or through any one or more sub agents appointed by the Administrative Agent.  The Administrative Agent and any such sub agent may perform any and all of its duties and exercise its rights and powers by or through their respective Related Parties.  Each such sub agent and the Related Parties of the Administrative Agent and each such sub agent shall be entitled to the benefits of all provisions of this Article VII and Section 10.04 (as though such sub-agents were the “Administrative Agent” under the Loan Documents) as if set forth in full herein with respect thereto.

Section 7.06  Resignation of Administrative Agent.  (a)  The Administrative Agent may at any time give 30 days’ prior written notice of its resignation to the Lender Parties and the Borrower.  Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the Borrower, to appoint a successor which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States; provided that such successor shall comply with the requirements of Section 2.12(e) prior to becoming the successor under this Agreement; provided further that, so long as there has been no Event of Default, the Required Lenders shall not appoint a foreign agent as successor if such appointment would result in a tax gross-up or indemnification payment under this Agreement unless (i) the Required Lenders determine, in their reasonable discretion, that such appointment is necessary to avoid material adverse economic, legal or regulatory consequences, (ii) the appointment is at the request of the Borrowers’ Agent or (iii) the appointment is required by law.  If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within 30 days after the retiring Administrative Agent gives notice of its resignation (such

88

30-day period, the “Lender Party Appointment Period”), then the retiring Administrative Agent may on behalf of the Lender Parties, appoint a successor Administrative Agent meeting the qualifications set forth above.  In addition and without any obligation on the part of the retiring Administrative Agent to appoint, on behalf of the Lender Parties, a successor Administrative Agent, the retiring Administrative Agent may at any time upon or after the end of the Lender Party Appointment Period notify the Borrower and the Lender Parties that no qualifying Person has accepted appointment as successor Administrative Agent and the effective date of such retiring Administrative Agent’s resignation.  Upon the resignation effective date established in such notice and regardless of whether a successor Administrative Agent has been appointed and accepted such appointment, the retiring Administrative Agent’s resignation shall nonetheless become effective in accordance with such notice and (i) the retiring Administrative Agent shall be discharged from its duties and obligations as Administrative Agent hereunder and under the other Loan Documents (except that in the case of any collateral security held by the Administrative Agent on behalf of the Lenders under any of the Loan Documents, the retiring Administrative Agent shall continue to hold such collateral security as nominee until such time as a successor Administrative Agent is appointed) and (ii) all payments, communications and determinations provided to be made by, to or through the Administrative Agent shall instead be made by or to each Lender Party directly, until such time as the Required Lenders appoint a successor Administrative Agent as provided for above in this paragraph.  Upon the acceptance of a successor’s appointment as Administrative Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties as Administrative Agent of the retiring (or retired) Administrative Agent, and the retiring Administrative Agent shall be discharged from all of its duties and obligations as Administrative Agent hereunder or under the other Loan Documents (if not already discharged therefrom as provided above in this paragraph).  The fees payable by the Borrower to a successor Administrative Agent shall be the same as those payable to its predecessor unless otherwise agreed between the Borrower and such successor.  After the retiring Administrative Agent’s resignation hereunder and under the other Loan Documents, the provisions of this Article and Section 10.04 shall continue in effect for the benefit of such retiring Administrative Agent, its sub agents and their respective Related Parties in respect of any actions taken or omitted to be taken by any of them while the retiring Administrative Agent was acting as Administrative Agent.

(b)Any resignation pursuant to this Section by a Person acting as Administrative Agent shall, unless such Person shall notify the Borrower and the Lender Parties otherwise, also act to relieve such Person and its Affiliates of any obligation to issue new or extend existing Letters of Credit where such issuance or extension is to occur on or after the effective date of such resignation.  Upon the acceptance of a successor’s appointment as Administrative Agent hereunder, (i) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Issuing Bank, (ii) the retiring Issuing Bank shall be discharged from all of their respective duties and obligations hereunder or under the other Loan Documents, and (iii) the successor Issuing Bank shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangement satisfactory to the retiring Issuing Bank to effectively assume the obligations of the retiring Issuing Bank with respect to such Letters of Credit.

(c)In addition to the foregoing, if a Lender becomes, and during the period it remains, a Defaulting Lender or a Potential Defaulting Lender, any Issuing Bank may, upon prior written notice to the Borrower and the Administrative Agent, resign as Issuing Bank, effective at the close of business New York time on a date specified in such notice; provided that such resignation by such Issuing Bank will have no effect on the validity or enforceability of any Letter of Credit issued by such Issuing Bank then outstanding or on the obligations of the Borrower or any Lender under this Agreement with respect to any such outstanding Letter of Credit or otherwise to such Issuing Bank.

Section 7.07  Non-Reliance on Administrative Agent and Other Lender Parties.  (a)  Each Lender Party confirms to the Administrative Agent, each other Lender Party and each of their respective

89

Related Parties that it (i) possesses (individually or through its Related Parties) such knowledge and experience in financial and business matters that it is capable, without reliance on the Administrative Agent, any other Lender Party or any of their respective Related Parties, of evaluating the merits and risks (including tax, legal, regulatory, credit, accounting and other financial matters) of (x) entering into this Agreement, (y) making Advances and other extensions of credit hereunder and under the other Loan Documents and (z) in taking or not taking actions hereunder and thereunder, (ii) is financially able to bear such risks and (iii) has determined that entering into this Agreement and making Advances and other extensions of credit hereunder and under the other Loan Documents is suitable and appropriate for it.

(b)Each Lender Party acknowledges that (i) it is solely responsible for making its own independent appraisal and investigation of all risks arising under or in connection with this Agreement and the other Loan Documents, (ii) that it has, independently and without reliance upon the Administrative Agent, any other Lender Party or any of their respective Related Parties, made its own appraisal and investigation of all risks associated with, and its own credit analysis and decision to enter into, this Agreement based on such documents and information, as it has deemed appropriate and (iii) it will, independently and without reliance upon the Administrative Agent, any other Lender Party or any of their respective Related Parties, continue to be solely responsible for making its own appraisal and investigation of all risks arising under or in connection with, and its own credit analysis and decision to take or not take action under, this Agreement and the other Loan Documents based on such documents and information as it shall from time to time deem appropriate, which may include, in each case:

(A)the financial condition, status and capitalization of the Borrower and each other Loan Party;

(B)the legality, validity, effectiveness, adequacy or enforceability of this Agreement and each other Loan Document and any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Loan Document;

(C)determining compliance or non-compliance with any condition hereunder to the making of an Advance, or the issuance of a Letter of Credit and the form and substance of all evidence delivered in connection with establishing the satisfaction of each such condition; and

(D)the adequacy, accuracy and/or completeness of any information delivered by the Administrative Agent, any other Lender Party or by any of their respective Related Parties under or in connection with this Agreement or any other Loan Document, the transactions contemplated hereby and thereby or any other agreement, arrangement or document entered into, made or executed in anticipation of, under or in connection with any Loan Document.

Section 7.08  No Other Duties, etc.  Anything herein to the contrary notwithstanding, none of the Persons acting as Bookrunner or Lead Arranger listed on the cover page hereof shall have any powers, duties or responsibilities under this Agreement or any of the other Loan Documents, except in its capacity, as applicable, as the Administrative Agent or as a Lender Party hereunder.

Section 7.09  Indemnification of Agents.  Whether or not the transactions contemplated hereby are consummated, the Lenders shall indemnify upon demand each Agent and each of its Related Parties (to the extent not reimbursed by or on behalf of any Loan Party and without limiting the obligation of any Loan Party to do so), pro rata, and hold harmless each Agent and each Agent’s Related Parties from and against any and all Indemnified Liabilities incurred by it; provided, however, that no Lender shall be liable for the payment to any Agent or any of its Related Parties of any portion of such Indemnified Liabilities to the extent determined in a final, nonappealable judgment by a court of competent jurisdiction to have resulted primarily from such Agent’s or such Related Party’s own gross

90

negligence or willful misconduct; provided, however, that no action taken in accordance with the directions of the Required Lenders shall be deemed to constitute gross negligence or willful misconduct for purposes of this Section.  Without limitation of the foregoing, each Lender shall reimburse each Agent upon demand for its ratable share of any costs or out-of-pocket expenses (including all reasonable fees and expenses of counsel for the Agent) incurred by any Agent in connection with the preparation, execution, delivery, administration, modification, amendment or enforcement (whether through negotiations, legal proceedings or otherwise) of, or legal advice in respect of rights or responsibilities under, this Agreement, any other Loan Document, or any document contemplated by or referred to herein, to the extent that such Agent is not reimbursed for such expenses by or on behalf of the Borrower.  The undertaking in this Section shall survive termination of the Commitments, the payment of all other Obligations and the resignation of each of the Agents.  In the case of an investigation, litigation or other proceeding to which the indemnity in this Section 7.09 applies, such indemnity shall be effective whether or not such investigation, litigation or proceeding is brought by any Lender Party, its directors, shareholders or creditors and whether or not the transactions contemplated hereby are consummated.

Section 7.10  Administrative Agent May File Proofs of Claim.  In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding relative to any Loan Party, the Administrative Agent (irrespective of whether the principal of any Advance shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether any Agent shall have made any demand on the Borrower) shall be entitled and empowered, by intervention in such proceeding or otherwise:

(a)to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Advances and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders and the Agents (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders and the Agents and their respective agents and counsel and all other amounts due the Lenders and the Agents under Sections 2.08 and 10.04) allowed in such judicial proceeding; and

(b)to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same;

and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due to the Administrative Agent under Sections 2.08 and 10.04.

Nothing contained herein shall be deemed to authorize the Administrative Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Administrative Agent to vote in respect of the claim of any Lender in any such proceeding.

Section 7.11  Collateral and Guaranty Matters.  The Lenders irrevocably authorize the Administrative Agent, at its option and in its discretion,

(a)to release any Lien on any property granted to or held by the Administrative Agent under any Loan Document (i) upon termination of the Commitments and payment in full of all Obligations (other than contingent indemnification obligations) and the expiration or

91

termination of all Letters of Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing by the Required Lenders;

(b)to subordinate any Lien on any property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such property that is permitted by Section 5.02(a);

(c)to release any Guarantor from its obligations under the Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder or if all of such Person’s assets are sold or liquidated as permitted under the terms of the Loan Documents and the proceeds thereof are distributed to the Borrower; and

(d)to acquire, hold and enforce any and all Liens on Collateral granted by and of the Loan Parties to secure any of the Secured Obligations, together with such other powers and discretion as are reasonably incidental thereto.

Upon request by the Administrative Agent at any time, the Required Lenders (acting on behalf of all the Lenders) will confirm in writing that the Administrative Agent’s authority to release Liens or subordinate the interests of the Secured Parties  in particular types or items of property, or to release any Guarantor from its obligations under the Guaranty pursuant to this Section 7.11.

ARTICLE VIII

SUBSIDIARY GUARANTY

Section 8.01  Subsidiary Guaranty.  Each Guarantor, jointly and severally, unconditionally and irrevocably guarantees (the undertaking by each Guarantor under this Article VIII being the “Guaranty”) the punctual payment when due, whether at scheduled maturity or at a date fixed for prepayment or by acceleration, demand or otherwise, of all of the Obligations of each of the other Loan Parties now or hereafter existing under or in respect of the Loan Documents (including, without limitation, any extensions, modifications, substitutions, amendments or renewals of any or all of the foregoing Obligations), whether direct or indirect, absolute or contingent, and whether for principal, interest, premium, fees, indemnification payments, contract causes of action, costs, expenses or otherwise (such Obligations being the “Guaranteed Obligations”), and agrees to pay any and all expenses (including, without limitation, reasonable fees and expenses of counsel) incurred by the Administrative Agent or any of the other Secured Parties solely in enforcing any rights under this Guaranty.  Without limiting the generality of the foregoing, each Guarantor’s liability shall extend to all amounts that constitute part of the Guaranteed Obligations and would be owed by any of the other Loan Parties to the Administrative Agent or any of the other Secured Parties under or in respect of the Loan Documents but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, reorganization or similar proceeding involving such other Loan Party.

Section 8.02  Guaranty Absolute.  Each Guarantor guarantees that the Guaranteed Obligations will be paid strictly in accordance with the terms of the Loan Documents, regardless of any law, regulation or order now or hereafter in effect in any jurisdiction affecting any of such terms or the rights of the Administrative Agent or any other Secured Party with respect thereto.  The Obligations of each Guarantor under this Guaranty are independent of the Guaranteed Obligations or any other Obligations of any Loan Party under the Loan Documents, and a separate action or actions may be brought and prosecuted against such Guarantor to enforce this Guaranty, irrespective of whether any action is brought against any other Loan Party or whether any other Loan Party is joined in any such

92

action or actions.  The liability of each Guarantor under this Guaranty shall be absolute, unconditional and irrevocable irrespective of, and such Guarantor hereby irrevocably waives any defenses it may now or hereafter have in any way relating to, any and all of the following:

(a)any lack of validity or enforceability of any Loan Document or any other agreement or instrument relating thereto;

(b)any change in the time, manner or place of payment of, or in any other term of, all or any of the Guaranteed Obligations or any other Obligations of any Loan Party under the Loan Documents, or any other amendment or waiver of or any consent to departure from any Loan Document, including, without limitation, any increase in the Guaranteed Obligations resulting from the extension of additional credit to any Loan Party or any of its Subsidiaries or otherwise;

(c)any taking, exchange, release or nonperfection of any Collateral, or any taking, release or amendment or waiver of or consent to departure from any Subsidiary Guaranty or any other guaranty, for all or any of the Guaranteed Obligations;

(d)any manner of application of Collateral, or proceeds thereof, to all or any of the Guaranteed Obligations, or any manner of sale or other disposition of any Collateral for all or any of the Guaranteed Obligations or any other Obligations of any Loan Party under the Loan Documents, or any other property and assets of any other Loan Party or any of its Subsidiaries;

(e)any change, restructuring or termination of the corporate structure or existence of any other Loan Party or any of its Subsidiaries;

(f)any failure of the Administrative Agent or any other Secured Party to disclose to any Loan Party any information relating to the financial condition, operations, properties or prospects of any other Loan Party now or hereafter known to the Administrative Agent or such other Secured Party, as the case may be (such Guarantor waiving any duty on the part of the Secured Parties to disclose such information);

(g)the failure of any other Person to execute this Guaranty or any other guarantee or agreement of the release or reduction of the liability of any of the other Loan Parties or any other guarantor or surety with respect to the Guaranteed Obligations; or

(h)any other circumstance (including, without limitation, any statute of limitations or any existence of or reliance on any representation by the Administrative Agent or any other Secured Party) that might otherwise constitute a defense available to, or a discharge of, such Guarantor, any other Loan Party or any other guarantor or surety other than payment in full in cash of the Guaranteed Obligations.

This Guaranty shall continue to be effective or be reinstated, as the case may be, if at any time any payment of any of the Guaranteed Obligations is rescinded or must otherwise be returned by the Administrative Agent or any other Secured Party or by any other Person upon the insolvency, bankruptcy or reorganization of any other Loan Party or otherwise, all as though such payment had not been made.

Section 8.03  Waivers and Acknowledgments.  (a)  Each Guarantor hereby unconditionally and irrevocably waives promptness, diligence, notice of acceptance and any other notice with respect to any of the Guaranteed Obligations and this Guaranty, and any requirement that the Administrative Agent or any other Secured Party protect, secure, perfect or insure any Lien or any

93

property or assets subject thereto or exhaust any right or take any action against any other Loan Party or any other Person or any Collateral.

(b)Each Guarantor hereby unconditionally waives any right to revoke this Guaranty, and acknowledges that this Guaranty is continuing in nature and applies to all Guaranteed Obligations, whether existing now or in the future.

(c)Each Guarantor hereby unconditionally and irrevocably waives (i) any defense arising by reason of any claim or defense based upon an election of remedies by the Secured Parties which in any manner impairs, reduces, releases or otherwise adversely affects the subrogation, reimbursement, exoneration, contribution or indemnification rights of such Guarantor or other rights to proceed against any of the other Loan Parties, any other guarantor or any other Person or any Collateral, and (ii) any defense based on any right of setoff or counterclaim against or in respect of such Guarantor’s obligations hereunder.

(d)Each Guarantor acknowledges that the Administrative Agent may, without notice to or demand upon such Guarantor and without affecting the liability of the such Guarantor under this Guaranty, foreclose under any Mortgage by nonjudicial sale, and such Guarantor hereby waives any defense to the recovery by the Administrative Agent and the other Secured Parties against such Guarantor of any deficiency after such nonjudicial sale and any defense or benefits that may be afforded by applicable law.

(e)Each Guarantor acknowledges that it will receive substantial direct and indirect benefits from the financing arrangements contemplated by the Loan Documents and that the waivers set forth in Section 8.02 and this Section 8.03 are knowingly made in contemplation of such benefits.

Section 8.04  Subrogation.  Each Guarantor hereby unconditionally and irrevocably agrees not to exercise any rights that it may now have or may hereafter acquire against any other Loan Party or any other insider guarantor that arise from the existence, payment, performance or enforcement of its Obligations under this Guaranty or under any other Loan Document, including, without limitation, any right of subrogation, reimbursement, exoneration, contribution or indemnification and any right to participate in any claim or remedy of the Administrative Agent or any other Secured Party against such other Loan Party or any other insider guarantor or any Collateral, whether or not such claim, remedy or right arises in equity or under contract, statute or common law, including, without limitation, the right to take or receive from such other Loan Party or any other insider guarantor, directly or indirectly, in cash or other property or by set-off or in any other manner, payment or security on account of such claim, remedy or right, until such time as all of the Guaranteed Obligations and all other amounts payable under this Guaranty shall have been paid in full in cash, all of the Letters of Credit and all Secured Hedge Agreements shall have expired or been terminated and the Commitments shall have expired or terminated.  If any amount shall be paid to any Guarantor in violation of the immediately preceding sentence at any time prior to the latest of (a) the payment in full in cash of all of the Guaranteed Obligations and all other amounts payable under this Guaranty, (b) the latest date of expiration or termination of all Letters of Credit and all Secured Hedge Agreements, and (c) the Termination Date, such amount shall be held in trust for the benefit of the Administrative Agent and the other Secured Parties and shall forthwith be paid to the Administrative Agent to be credited and applied to the Guaranteed Obligations and all other amounts payable under this Guaranty, whether matured or unmatured, in accordance with the terms of the Loan Documents, or to be held as Collateral for any Guaranteed Obligations or other amounts payable under this Guaranty thereafter arising.  If (i) any Guarantor shall pay to the Administrative Agent all or any part of the Guaranteed Obligations, (ii) all of the Guaranteed Obligations and all other amounts payable under this Guaranty shall have been paid in full in cash, (iii) all Letters of Credit and all Secured Hedge Agreements and Secured Cash Management

94

Agreements shall have expired or been terminated, and (iv) the Termination Date shall have occurred, the Administrative Agent and the other Secured Parties will, at such Guarantor’s request and expense, execute and deliver to such Guarantor appropriate documents, without recourse and without representation or warranty, necessary to evidence the transfer of subrogation to such Guarantor of an interest in the Guaranteed Obligations resulting from the payment made by such Guarantor.

Section 8.05  Additional Guarantors.  Upon the execution and delivery by any Person of a guaranty joinder agreement in substantially the form of Exhibit H hereto (each, a “Guaranty Supplement”), (i) such Person shall be referred to as an “Additional Guarantor” and shall become and be a Guarantor hereunder, and each reference in this Guaranty to a “Guarantor” shall also mean and be a reference to such Additional Guarantor, and each reference in any other Loan Document to a “Guarantor” shall also mean and be a reference to such Additional Guarantor, and (ii) each reference herein to “this Guaranty”, “hereunder”, “hereof” or words of like import referring to this Guaranty, and each reference in any other Loan Document to the “Guaranty”, “thereunder”, “thereof” or words of like import referring to this Guaranty, shall include each such duly executed and delivered Guaranty Supplement.

Section 8.06  Continuing Guarantee; Assignments.  This Guaranty is a continuing guaranty and shall (a) remain in full force and effect until the latest of (i) the payment in full in cash of all of the Guaranteed Obligations and all other amounts payable under this Guaranty, (ii) the latest date of expiration or termination of all Letters of Credit and all Secured Hedge Agreements (or the date on which such obligations shall have been Cash Collateralized in the case of Letters of Credit or cash collateralized in a manner reasonably satisfactory to each applicable Hedge Bank in the case of Secured Hedge Agreements), and (iii) the Termination Date, (b) be binding upon each Guarantor and its successors and assigns and (c) inure to the benefit of, and be enforceable by, the Administrative Agent and the other Secured Parties and their respective successors, transferees and assigns.  Without limiting the generality of clause (c) of the immediately preceding sentence, any Lender Party may assign or otherwise transfer all or any portion of its rights and obligations under this Agreement (including, without limitation, all or any portion of its Commitment or Commitments, the Advances owing to it and the Notes held by it) to any other Person, and such other Person shall thereupon become vested with all the benefits in respect thereof granted to such Lender Party under this Article VIII or otherwise, in each case as provided in Section 10.07.

Section 8.07  No Reliance.  Each Guarantor has, independently and without reliance upon any Agent or any Lender Party and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Guaranty and each other Loan Document to which it is or is to be a party, and such Guarantor has established adequate means of obtaining from each other Loan Party on a continuing basis information pertaining to, and is now and on a continuing basis will be completely familiar with, the business, condition (financial or otherwise), operations, performance, properties and prospects of such other Loan Party.

ARTICLE IX

SECURITY

Section 9.01  Grant of Security.  To induce the Lenders to make the Advances, and the Issuing Banks to issue Letters of Credit, each Loan Party hereby grants to the Administrative Agent, for itself and for the ratable benefit of the Secured Parties, as security for the full and prompt payment when due (whether at stated maturity, by acceleration or otherwise) of the Obligations of such Loan Party under the Loan Documents, all Obligations of such Loan Party under Secured Hedge Agreements and all Secured Cash Management Agreements, and each agreement or instrument delivered by any Loan Party pursuant to any of the foregoing (whether direct or indirect, absolute or contingent, and whether for principal, reimbursement obligations, interest, fees, premiums, penalties, indemnifications, contract

95

causes of action, costs, expenses or otherwise) (collectively, the “Secured Obligations”) a continuing first priority Lien and security interest (but subject to the DIP Refinancing Orders) in accordance with subsections 364(c)(2) and (3) and 364(d)(1) of the Bankruptcy Code in and to all Collateral of such Loan Party.  “Collateral” means, except as otherwise specified in the DIP Refinancing Orders, all of the property and assets of each Loan Party and its estate, real and personal, tangible and intangible, whether now owned or hereafter acquired or arising and regardless of where located, including but not limited to:

(a)all Equipment;

(b)all Inventory;

(c)all Accounts (and any and all such supporting obligations, security agreements, mortgages, Liens, leases, letters of credit and other contracts being the “Related Contracts”);

(d)all General Intangibles;

(e)the following (the “Security Collateral”):

(i)the Initial Pledged Equity and the certificates, if any, representing the Initial Pledged Equity, and all dividends, distributions, return of capital, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Initial Pledged Equity and all subscription warrants, rights or options issued thereon or with respect thereto;

(ii)the Initial Pledged Debt and the instruments, if any, evidencing the Initial Pledged Debt, and all interest, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Initial Pledged Debt;

(iii)all additional shares of stock and other Equity Interests from time to time acquired by such Loan Party in any manner (such shares and other Equity Interests, together with the Initial Pledged Equity, being the “Pledged Equity”), and the certificates, if any, representing such additional shares or other Equity Interests, and all dividends, distributions, return of capital, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such shares or other Equity Interests and all subscription warrants, rights or options issued thereon or with respect thereto; provided that solely to the extent and only for so long as the pledge by any Loan Party of more than 66% of the Voting Foreign Stock in a CFC under this Agreement to the Administrative Agent on behalf of the Secured Parties would result in material adverse tax consequences to the Borrower, no Loan Party shall be required to pledge any Equity Interests in any CFC (or any Equity Interests in any entity that is treated as a partnership or a disregarded entity for United States federal income tax purposes and in each case whose assets are solely Equity Interests in CFCs (a “Flow-Through Entity”) that own directly or indirectly through one or more other Flow-Through Entities, Equity Interests in any CFCs) owned or otherwise held by such Loan Party which, when aggregated with all of the other Equity Interests in such CFC (or Flow-Through Entity) pledged by any Loan Party, would result (or would be deemed to result for United States federal income tax purposes) in more than 66% of the total combined voting power of all classes of stock in a CFC entitled to vote (within the meaning of Treasury Regulation Section 1.956-2(c)(2) promulgated under the Internal Revenue Code) (the “Voting Foreign Stock”) (on a fully diluted basis) being pledged to

96

the Administrative Agent, on behalf of the Secured Parties, under this Agreement (although all of the shares of stock in a Foreign Subsidiary not entitled to vote (within the meaning of Treasury Regulation Section 1.956-2(c)(2) promulgated under the Internal Revenue Code) (the “Non-Voting Foreign Stock”) shall be pledged by each of the Loan Parties that owns or otherwise holds any such Non-Voting Foreign Stock therein); provided further that, if, as a result of any change in the tax laws of the United States of America after the date of this Agreement or in any other circumstance, the pledge by such Loan Party of any additional shares of stock in any such Foreign Subsidiary to the Administrative Agent, on behalf of the Secured Parties, under this Agreement would not result in material adverse tax consequences to the Borrower, then, promptly after the change in such laws or circumstance, all such additional shares of stock shall be so pledged under this Agreement;

(iv)all additional indebtedness from time to time owed to such Loan Party (such indebtedness, together with the Initial Pledged Debt, being the “Pledged Debt”) and the instruments, if any, evidencing such indebtedness, and all interest, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such indebtedness; and

(v)all other investment property (including, without limitation, all (A) securities, whether certificated or uncertificated, (B) security entitlements, (C) securities accounts, (D) commodity contracts and (E) commodity accounts) in which such Loan Party has now, or acquires from time to time hereafter, any right, title or interest in any manner, and the certificates or instruments, if any, representing or evidencing such investment property, and all dividends, distributions, return of capital, interest, distributions, value, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such investment property and all subscription warrants, rights or options issued thereon or with respect thereto (the “Pledged Investment Property”);

(f)the following (collectively, the “Account Collateral”):

(i)all deposit and other bank accounts and all funds and financial assets from time to time credited thereto (including, without limitation, all Cash Equivalents), all interest, dividends, distributions, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such funds and financial assets, and all certificates and instruments, if any, from time to time representing or evidencing such accounts;

(ii)all promissory notes, certificates of deposit, deposit accounts, checks and other instruments from time to time delivered to or otherwise possessed by the Administrative Agent for or on behalf of such Loan Party, including, without limitation, those delivered or possessed in substitution for or in addition to any or all of the then existing Account Collateral; and

(iii)all interest, dividends, distributions, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the then existing Account Collateral;

97

(g)the following (collectively, the “Intellectual Property”):

(i)all patents, patent applications, utility models and statutory invention registrations, all inventions claimed or disclosed therein and all improvements thereto (“Patents”);

(ii)all trademarks, service marks, domain names, trade dress, logos, designs, slogans, trade names, business names, corporate names and other source identifiers, whether registered or unregistered (provided that no security interest shall be granted in United States intent-to-use trademark applications to the extent that, and solely during the period in which, the grant of a security interest therein would impair the validity or enforceability of such intent-to-use trademark applications under applicable federal law), together, in each case, with the goodwill symbolized thereby (“Trademarks”);

(iii)all copyrights, including, without limitation, copyrights in Computer Software, internet web sites and the content thereof, whether registered or unregistered (“Copyrights”);

(iv)all computer software, programs and databases (including, without limitation, source code, object code and all related applications and data files), firmware and documentation and materials relating thereto, together with any and all maintenance rights, service rights, programming rights, hosting rights, test rights, improvement rights, renewal rights and indemnification rights and any substitutions, replacements, improvements, error corrections, updates and new versions of any of the foregoing (“Computer Software”);

(v)all confidential and proprietary information, including, without limitation, know-how, trade secrets, manufacturing and production processes and techniques, inventions, research and development information, databases and data, including, without limitation, technical data, financial, marketing and business data, pricing and cost information, business and marketing plans and customer and supplier lists and information (collectively, “Trade Secrets”), and all other intellectual, industrial and intangible property of any type, including, without limitation, industrial designs and mask works;

(vi)all registrations and applications for registration for any of the foregoing, including, without limitation, those registrations and applications for registration set forth in Schedule II hereto (as such Schedule II may be supplemented from time to time by supplements to the IP Security Agreement, each such supplement being substantially in the form of Exhibit G hereto (an “IP Security Agreement Supplement”), executed by such Loan Party to the Administrative Agent from time to time), together with all reissues, divisions, continuations, continuations-in-part, extensions, renewals and reexaminations thereof;

(vii)all tangible embodiments of the foregoing, all rights in the foregoing provided by international treaties or conventions, all rights corresponding thereto throughout the world and all other rights of any kind whatsoever of such Loan Party accruing thereunder or pertaining thereto;

(viii)any and all claims for damages and injunctive relief for past, present and future infringement, dilution, misappropriation, violation, misuse or breach with respect

98

to any of the foregoing, with the right, but not the obligation, to sue for and collect, or otherwise recover, such damages; and

(ix)all agreements, permits, consents, orders and franchises relating to the license, development, use or disclosure of any of the foregoing to which such Loan Party, now or hereafter, is a party or a beneficiary, including, without limitation, the material and key agreements not entered into in the ordinary course of business set forth in Schedule III hereto (such scheduled agreements, the “IP Agreements”);

(h)all of the right, title and interest of the Loan Parties in all real property the title to which is held by the Loan Parties, or the possession of which is held by the Loan Parties pursuant to leasehold interest, and in all such leasehold interests, together in each case with all of the right, title and interest of the Loan Parties in and to all buildings, improvements, and fixtures related thereto, any lease or sublease thereof, all general intangibles relating thereto and all proceeds thereof (collectively, the “Real Property Collateral”);

(i)all books and records (including, without limitation, customer lists, credit files, printouts and other computer output materials and records) of such Loan Party pertaining to any of the Collateral; and

(j)all proceeds of, collateral for, income, royalties and other payments now or hereafter due and payable with respect to, and supporting obligations relating to, any and all of the Collateral (including, without limitation, proceeds, collateral and supporting obligations that constitute property of the types described in clauses (a) through (i) of this Section 9.01 and this clause (k)) and, to the extent not otherwise included, all (A) payments under insurance (whether or not the Administrative Agent is the loss payee thereof), or any indemnity, warranty or guaranty, payable by reason of loss or damage to or otherwise with respect to any of the foregoing Collateral, (B) tort claims, including, without limitation, all commercial tort claims and (C) cash;

provided that Collateral shall not include any rights or interests of a Grantor in any joint venture if, under applicable law or the terms of the applicable contract with respect thereto, the valid grant of a security interest or other Lien therein hereunder is prohibited and such prohibition has not been or is not waived or the consent of each other party to such contract has not been or is not otherwise obtained or under applicable law such prohibition cannot be waived, provided further that the foregoing exclusion shall in no way be construed (i) to apply if any such prohibition is ineffective or unenforceable under the UCC (including Sections 9-406, 9-407, 9-408 or 9-409), by any order of the Bankruptcy Court or any other applicable law or (ii) so as to limit, impair or otherwise affects the Administrative Agent’s unconditional continuing security interest in and Lien upon any rights or interests of any Grantor in or to monies due or to become due under any such contract.

Section 9.02  Further Assurances.  (a)  Each Loan Party agrees that from time to time, at the expense of such Loan Party, such Loan Party will promptly execute and deliver, or otherwise authenticate, all further instruments and documents, and take all further action that may be necessary or desirable, or that any Agent may reasonably request, in order to perfect and protect any pledge or security interest granted or purported to be granted by such Loan Party hereunder or to enable such Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral of such Loan Party.  Without limiting the generality of the foregoing, each Loan Party will promptly with respect to Collateral of such Loan Party:  (i) if any such Collateral shall be evidenced by a promissory note or other instrument or chattel paper, deliver and pledge to such Agent hereunder such note or instrument or chattel paper duly indorsed and accompanied by duly executed instruments of transfer or assignment, all in form and

99

substance reasonably satisfactory to such Agent; (ii) execute or authenticate and file such financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as any Agent may reasonably request, in order to perfect and preserve the security interest granted or purported to be granted by such Loan Party hereunder; (iii) deliver to such Agent for benefit of the Secured Parties certificates representing Pledged Collateral that constitutes certificated securities, accompanied by undated stock or bond powers executed in blank; (iv) take all action necessary to ensure that such Agent has control of Pledged Collateral and of Collateral consisting of deposit accounts, electronic chattel paper, letter-of-credit rights and transferable records as provided in Sections 9-104, 9-105, 9-106 and 9-107 of the UCC and in Section 16 of the Uniform Electronics Transactions Act, as in effect in the jurisdiction governing such transferable record; (v) take all necessary action to ensure that such Agent’s security interest is noted on any certificate of ownership related to any Collateral evidenced by a certificate of ownership; (vi) cause such Agent to be the beneficiary under all letters of credit that constitute Collateral, with the exclusive right to make all draws under such letters of credit, and with all rights of a transferee under Section 5-114(e) of the UCC; and (vii) deliver to such Agent evidence that all other action that such Agent may deem reasonably necessary or desirable in order to perfect and protect the security interest created by such Loan Party under this Agreement has been taken.

(b)Each Loan Party hereby authorizes each Agent to file one or more financing or continuation statements, and amendments thereto, including, without limitation, one or more financing statements indicating that such financing statements cover all assets or all personal property (or words of similar effect) of such Loan Party, in each case without the signature of such Loan Party, and regardless of whether any particular asset described in such financing statements falls within the scope of the UCC or the granting clause of this Agreement.  A photocopy or other reproduction of this Agreement or any financing statement covering the Collateral or any part thereof shall be sufficient as a financing statement where permitted by law.  Each Loan Party ratifies its authorization for each Agent to have filed such financing statements, continuation statements or amendments filed prior to the Effective Date.

(c)Each Loan Party will furnish to each Agent from time to time statements and schedules further identifying and describing the Collateral of such Loan Party and such other reports in connection with such Collateral as such Agent may reasonably request, all in reasonable detail.

(d)Notwithstanding subsections (a) and (b) of this Section 9.02, or any failure on the part of any Loan Party or any Agent to take any of the actions set forth in such subsections, the Liens and security interests granted herein shall be deemed valid, enforceable and perfected by entry of the Interim Order and the Final Order, as applicable if and to the extent perfection may be achieved by the entry of the DIP Refinancing Orders.  No financing statement, notice of Lien, mortgage, deed of trust or similar instrument in any jurisdiction or filing office need be filed or any other action taken in order to validate and perfect the Liens and security interests granted by or pursuant to this Agreement or Interim Order or Final Order.

Section 9.03  Rights of Lender; Limitations on Lenders’ Obligations.  (a)  Subject to each Loan Party’s rights and duties under the Bankruptcy Code (including section 365 of the Bankruptcy Code), and anything herein to the contrary notwithstanding, (i) each Loan Party shall remain liable under the contracts and agreements included in such Loan Party’s Collateral to the extent set forth therein to perform all of its duties and obligations thereunder to the same extent as if this Agreement had not been executed, (ii) the exercise by the Administrative Agent of any of the rights hereunder shall not release any Loan Party from any of its duties or obligations under the contracts and agreements included in the Collateral and (iii) no Secured Party shall have any obligation or liability under the contracts and agreements included in the Collateral by reason of this Agreement or any other Loan Document, nor shall

100

any Secured Party be obligated to perform any of the obligations or duties of any Loan Party thereunder or to take any action to collect or enforce any claim for payment assigned hereunder.

(b)Except as otherwise provided in this subsection (b), each Loan Party will continue to collect, at its own expense, all amounts due or to become due such Loan Party under the Accounts and Related Contracts.  In connection with such collections, such Loan Party may take (and at the Administrative Agent’s reasonable direction, will take) such action as such Loan Party or the Administrative Agent may reasonably deem necessary or advisable to enforce collection of the Accounts and Related Contracts; provided, however, that, subject to any requirement of notice provided in the DIP Refinancing Orders or in Section 6.01, the Administrative Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the obligors under any Accounts and Related Contracts of the assignment of such Accounts and Related Contracts to the Administrative Agent and to direct such obligors to make payment of all amounts due or to become due to such Loan Party thereunder directly to the Administrative Agent and, upon such notification and at the expense of such Loan Party, to enforce collection of any such Accounts and Related Contracts, to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Loan Party might have done, and to otherwise exercise all rights with respect to such Accounts and Related Contracts, including, without limitation, those set forth in Section 9-607 of the UCC.  Upon and during the exercise by the Administrative Agent on behalf of the Lenders of any of the remedies described in the proviso of the immediately preceding sentence, (i) any and all amounts and proceeds (including, without limitation, instruments) received by such Loan Party in respect of the Accounts and Related Contracts of such Loan Party shall be received in trust for the benefit of the Administrative Agent hereunder, shall be segregated from other funds of such Loan Party and shall be forthwith paid over to the Administrative Agent in the same form as so received (with any necessary endorsement) to be deposited in a collateral account maintained with the Administrative Agent and applied as provided in Section 9.07(b) and (ii) such Loan Party will not adjust, settle or compromise the amount or payment of any Account or amount due on any Related Contract, release wholly or partly any obligor thereof, or allow any credit or discount thereon.  No Loan Party will permit or consent to the subordination of its right to payment under any of the Accounts and Related Contracts to any other indebtedness or obligations of the obligor thereof.

(c)The Administrative Agent shall have the right to make test verification of the Accounts (other than Accounts that any Loan Party is required to maintain as “classified”) in any manner and through any medium that it considers advisable in its reasonable discretion, and each Loan Party agrees to furnish all such assistance and information as the Administrative Agent may reasonably require in connection therewith.

Section 9.04  Covenants of the Loan Parties with Respect to Collateral.  Each Loan Party hereby covenants and agrees with the Administrative Agent that from and after the date of this Agreement and until the Secured Obligations (other than contingent indemnification obligations which are not then due and payable) are fully satisfied or Cash Collateralized:

(a)Delivery and Control of Pledged Collateral.

(i)All certificates or instruments representing or evidencing Pledged Collateral shall be delivered to and held by or on behalf of the Administrative Agent pursuant hereto, and shall be in suitable form for transfer by delivery, or shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to the Administrative Agent.  In addition, the Administrative Agent shall have the right at any time to exchange certificates or instruments representing or evidencing Pledged Collateral for certificates or instruments of smaller or larger denominations.

101

(ii)With respect to any Pledged Collateral in which any Loan Party has any right, title or interest and that constitutes an uncertificated security, such Loan Party will cause the issuer thereof either (i) to register the Administrative Agent as the registered owner of such security or (ii) to agree in an authenticated record with such Loan Party and the Administrative Agent that such issuer will comply with instructions with respect to such security originated by the Administrative Agent without further consent of such Loan Party, such authenticated record to be in form and substance reasonably satisfactory to the Administrative Agent.  With respect to any Pledged Collateral in which any Loan Party has any right, title or interest and that is not an uncertificated security, such Loan Party will notify each such issuer of Pledged Equity that such Pledged Equity is subject to the security interest granted hereunder.

(iii)Except as provided in Section 9.07, such Loan Party shall be entitled to receive all cash dividends paid in respect of the Pledged Collateral (other than liquidating or distributing dividends).  Any sums paid upon or in respect of any of the Pledged Equity upon the liquidation or dissolution of any issuer of any of the Initial Pledged Equity, any distribution of capital made on or in respect of any of the Initial Pledged Equity or any property distributed upon or with respect to any of the Initial Pledged Equity pursuant to the recapitalization or reclassification of the capital of any issuer of Initial Pledged Equity or pursuant to the reorganization thereof shall be delivered to the Administrative Agent to hold as collateral for the Secured Obligations.

(iv)Except as provided in Section 9.07, such Loan Party will be entitled to exercise all voting, consent and corporate rights with respect to Pledged Equity; provided, however, that no vote shall be cast, consent given or right exercised or other action taken by such Loan Party which would materially impair the Pledged Collateral or which would be inconsistent in any material respect with or result in any violation of any provision of this Agreement or any other Loan Document or, without prior notice to the Administrative Agent, to enable or take any other action to permit any issuer of Pledged Equity to issue any stock or other equity securities of any nature or to issue any other securities convertible into or granting the right to purchase or exchange for any stock or other equity securities of any nature of any issuer of Pledged Equity other than issuances, transfers and grants to a Loan Party.

(v)Such Loan Party shall not grant control over any investment property to any Person other than the Administrative Agent, except to the extent permitted pursuant to this Agreement.

(vi)In the case of each Loan Party which is an issuer of Pledged Equity, such Loan Party agrees to be bound by the terms of this Agreement relating to the Pledged Equity issued by it and will comply with such terms insofar as such terms are applicable to it.

(b)Maintenance of Records.  Such Loan Party will keep and maintain, at its own cost and expense, reasonably satisfactory and complete records of the Collateral, in all material respects, including, without limitation, a record of all payments received and all credits granted with respect to the Collateral and all other material dealings concerning the Collateral.  For the Administrative Agent’s further security, each Loan Party agrees that the Administrative Agent shall have a property interest in all of such Loan Party’s books and records pertaining to the Collateral and, upon the occurrence and during the continuation of an Event of Default, such Loan Party shall deliver and turn over any such books and records to the Administrative Agent or to its representatives at any time on demand of the Administrative Agent.

(c)Indemnification With Respect to Collateral.  In any suit, proceeding or action brought by the Administrative Agent relating to any Collateral for any sum owing thereunder or

102

to enforce any provision of any Collateral, such Loan Party will save, indemnify and keep the Secured Parties harmless from and against all reasonable and documented out-of-pocket expense, loss or damage suffered by the Secured Parties by reason of any defense, setoff, counterclaim, recoupment or reduction of liability whatsoever of the obligor thereunder, arising out of a breach by such Loan Party of any obligation thereunder or arising out of any other agreement, indebtedness or liability at any time owing to, or in favor of, such obligor or its successors from such Loan Party, and all such obligations of such Loan Party shall be and remain enforceable against and only against such Loan Party and shall not be enforceable against the Administrative Agent.

(d)Limitation on Liens on Collateral.  Such Loan Party will not create, permit or suffer to exist, and will defend the Collateral against and take such other action as is necessary to remove, any Lien on the Collateral except Liens permitted under Section 5.02(a) and will defend the right, title and interest of the Administrative Agent in and to all of such Loan Party’s rights under the Collateral against the claims and demands of all Persons whomsoever other than claims or demands arising out of Liens permitted under Section 5.02(a).

(e)Limitations on Modifications of Eligible Receivable.  Such Loan Party will not, without the Administrative Agent’s prior written consent, grant any extension of the time of payment under or in respect of any of the Eligible Receivable or Related Contracts, compromise, compound or settle the same for less than the full amount thereof, release, wholly or partly, any Person liable for the payment thereof, or allow any credit or discount whatsoever thereon other than any of the foregoing which are done in the ordinary course of business, consistent with past practices, and trade discounts granted in the ordinary course of business of such Loan Party.

(f)Notices.  Such Loan Party will advise the Administrative Agent promptly after it obtains knowledge thereof, in reasonable detail, (i) of any Lien asserted against any of the Collateral other than Liens permitted under Section 5.02(a), and (ii) of the occurrence of any other event which would result in a Material Adverse Effect.

(g)As to Intellectual Property.

(i)Unless such Loan Party shall have previously determined that such Intellectual Property is no longer desirable in the conduct of such Loan Party’s business and that the loss thereof would not be reasonably likely to have a Material Adverse Effect, with respect to each item of Intellectual Property owned by such Loan Party and that is the subject of a patent, registration or application therefor, each Loan Party agrees to take, at its expense, all commercially reasonable steps, including, without limitation, in the U.S. Patent and Trademark Office, the U.S. Copyright Office and any other United States governmental authority, to (A) maintain the validity and enforceability of such Intellectual Property and maintain such Intellectual Property in full force and effect, and (B) pursue the registration and maintenance of each patent, trademark registration, or copyright registration or application therefor, now or hereafter included in such Intellectual Property owned by such Loan Party, including, without limitation, to the extent determined by such Loan Party to be desirable, the payment of required fees and taxes, the filing of responses to office actions issued by the U.S. Patent and Trademark Office, the U.S. Copyright Office or other governmental authorities, the filing of applications for renewal or extension, the filing of affidavits under Sections 8 and 15 of the U.S. Trademark Act, the filing of divisional, continuation, continuation-in-part, reissue and renewal applications or extensions, the payment of maintenance fees and the participation in interference, reexamination, opposition, cancellation, infringement and

103

misappropriation proceedings, in each case as applicable.  Except to the extent permitted pursuant to this Agreement, no Loan Party shall, without the written consent of the Administrative Agent, abandon any patented or registered Intellectual Property owned by such Loan Party, or abandon any right to file an application for patent, trademark, or copyright, unless such Loan Party shall have previously determined that the pursuit or maintenance of such Intellectual Property is no longer desirable in the conduct of such Loan Party’s business and that the loss thereof would not be reasonably likely to have a Material Adverse Effect, in which case, such Loan Party will give notice quarterly of any such abandonment to the Administrative Agent.

(ii)If the result of such abandonment, invalidity, unenforceability or any other action is reasonably likely to have a Material Adverse Effect, each Loan Party agrees promptly to notify the Administrative Agent if such Loan Party becomes aware (A) that any item of the Intellectual Property it owns may have become abandoned, placed in the public domain, invalid or unenforceable, or of any adverse determination or development regarding such Loan Party’s ownership of any of the Intellectual Property or its right to register the same or to keep and maintain and enforce the same, or (B) of any adverse determination or the institution of any proceeding (including, without limitation, the institution of any proceeding in the U.S. Patent and Trademark Office or any court) regarding any item of Intellectual Property owned by such Loan Party.

(iii)In the event that any Loan Party becomes aware that any item of the Intellectual Property owned by such Loan Party is being infringed or misappropriated by a third party, and such infringement or misappropriation is reasonably likely to result in a Material Adverse Effect, such Loan Party shall promptly notify the Administrative Agent and shall take such actions, at its expense, as such Loan Party or the Administrative Agent deems reasonable and appropriate under the circumstances to protect or enforce such Intellectual Property, including, without limitation, suing for infringement or misappropriation and for an injunction against such infringement or misappropriation.

(iv)Each Loan Party shall take all steps which it or the Administrative Agent deems reasonable and appropriate under the circumstances to preserve and protect each item of Intellectual Property owned by such Loan Party, including, without limitation, maintaining the quality of any and all products or services used or provided in connection with any of the Trademarks owned by such Loan Party, substantially consistent with the quality of the products and services as of the date hereof, and taking all steps necessary to ensure that all licensed users of any of the Trademarks owned by such Party use such consistent standards of quality.

(v)Each Loan Party agrees that should it obtain a material ownership interest in any item of the type set forth in Section 9.01(g) that is not on the date hereof a part of the Intellectual Property (“After-Acquired Intellectual Property”) (i) the provisions of this Agreement shall automatically apply thereto, and (ii) any such After-Acquired Intellectual Property and, in the case of trademarks, the goodwill symbolized thereby, shall automatically become part of the Intellectual Property subject to the terms and conditions of this Agreement with respect thereto.  At the end of each quarter, each Loan Party shall give prompt written notice to the Administrative Agent identifying the After-Acquired Intellectual Property that is the subject of patents or registrations or applications for registration thereof (other than patent applications the disclosure of which shall not be required until a patent is issued) acquired during such quarter, and such Loan Party shall execute and deliver to the Administrative Agent with such written

104

notice, or otherwise authenticate, an IP Security Agreement Supplement covering such After-Acquired Intellectual Property and any newly issued patents, which IP Security Agreement Supplement may be recorded by the Administrative Agent with the U.S. Patent and Trademark Office, the U.S. Copyright Office and any other governmental authorities necessary to perfect the security interest hereunder in such After-Acquired Intellectual Property.

Section 9.05  Performance by Agent of the Loan Parties’ Obligations.

(a)           Administrative Agent Appointed Attorney-in-Fact.  Each Loan Party hereby irrevocably appoints the Administrative Agent such Loan Party’s attorney-in-fact, with full authority in the place and stead of such Loan Party and in the name of such Loan Party or otherwise, from time to time following the occurrence and during the continuance of an Event of Default, in the Administrative Agent’s discretion, to take any action and to execute any instrument that the Administrative Agent may deem necessary or advisable to accomplish the purposes of this Agreement, including, without limitation:

(i)to obtain and adjust insurance required to be paid to the Administrative Agent pursuant to this Agreement,

(ii)to ask for, demand, collect, sue for, recover, compromise, receive and give acquittance and receipts for moneys due and to become due under or in respect of any of the Collateral,

(iii)to receive, indorse and collect any drafts or other instruments, documents and chattel paper, in connection with clause (i) or (ii) above, and

(iv)to file any claims or take any action or institute any proceedings that the Administrative Agent may deem necessary or desirable for the collection of any of the Collateral or otherwise to enforce the rights of the Administrative Agent with respect to any of the Collateral.

(b)Administrative Agent May Perform.  If any Loan Party fails to perform any agreement contained herein related to the Lien and security interest granted hereunder in the Collateral, the Administrative Agent may, as the Administrative Agent deems reasonably necessary to protect the security interest granted hereunder in the Collateral or to protect the value thereof, but without any obligation to do so and without notice, itself perform, or cause performance of, such agreement, and the expenses of the Administrative Agent incurred in connection therewith shall be payable by such Loan Party under Section 10.04.

(c)Performance of such Loan Party’s agreements as permitted under this Section 9.05 shall in no way constitute a violation of the automatic stay provided by section 362 of the Bankruptcy Code and each Loan Party hereby waives applicability thereof.  Moreover, the Administrative Agent shall in no way be responsible for the payment of any costs incurred in connection with preserving or disposing of Collateral pursuant to section 506(c) of the Bankruptcy Code and the Collateral may not be charged for the incurrence of any such cost.

Section 9.06  The Administrative Agent’s Duties.  (a)  The powers conferred on the Administrative Agent hereunder are solely to protect the Secured Parties’ interest in the Collateral and shall not impose any duty upon it to exercise any such powers.  Except for the safe custody of any Collateral in its possession and the accounting for moneys actually received by it hereunder, the Administrative Agent shall have no duty as to any Collateral, as to ascertaining or taking action with

105

respect to calls, conversions, exchanges, maturities, tenders or other matters relative to any Collateral, whether or not any Secured Party has or is deemed to have knowledge of such matters, or as to the taking of any necessary steps to preserve rights against any parties or any other rights pertaining to any Collateral.  The Administrative Agent shall be deemed to have exercised reasonable care in the custody and preservation of any Collateral in its possession if such Collateral is accorded treatment substantially equal to that which it accords its own property.

(b)Anything contained herein to the contrary notwithstanding, the Administrative Agent may from time to time, when the Administrative Agent deems it to be necessary, appoint one or more subagents (each a “Subagent”) for the Administrative Agent hereunder with respect to all or any part of the Collateral.  In the event that the Administrative Agent so appoints any Subagent with respect to any Collateral, (i) the assignment and pledge of such Collateral and the security interest granted in such Collateral by each Loan Party hereunder shall be deemed for purposes of this Security Agreement to have been made to such Subagent, in addition to the Administrative Agent, for the ratable benefit of the Secured Parties, as security for the Secured Obligations of such Loan Party, (ii) such Subagent shall automatically be vested, in addition to the Administrative Agent, with all rights, powers, privileges, interests and remedies of the Administrative Agent hereunder with respect to such Collateral, and (iii) the term “Administrative Agent,” when used herein in relation to any rights, powers, privileges, interests and remedies of the Administrative Agent with respect to such Collateral, shall include such Subagent; provided, however, that no such Subagent shall be authorized to take any action with respect to any such Collateral unless and except to the extent expressly authorized in writing by the Administrative Agent.

Section 9.07  Remedies.  If any Event of Default shall have occurred and be continuing, at the written request, or with the written consent, of the Required Lenders, by five days’ prior written notice to the Borrower and subject to the Interim Order or the Final Order, as applicable:

(a)Subject to and in accordance with the DIP Refinancing Orders, the Administrative Agent may exercise in respect of the Collateral, in addition to other rights and remedies provided for herein or otherwise available to it, all the rights and remedies of a secured party upon default under the UCC (whether or not the UCC applies to the affected Collateral) and also may:  (i) require each Loan Party to, and each Loan Party hereby agrees that it will at its expense and upon request of the Administrative Agent forthwith, assemble all or part of the Collateral as directed by the Administrative Agent and make it available to the Administrative Agent at a place and time to be designated by the Administrative Agent that is reasonably convenient to both parties; (ii) without notice except as specified below or in the DIP Refinancing Orders, sell the Collateral or any part thereof in one or more parcels at public or private sale, at any of the Administrative Agent’s offices or elsewhere, for cash, on credit or for future delivery, and upon such other terms as the Administrative Agent may deem commercially reasonable; (iii) occupy any premises owned or leased by any of the Loan Parties where the Collateral or any part thereof is assembled or located for a reasonable period in order to effectuate its rights and remedies hereunder or under law, without obligation to such Loan Party in respect of such occupation; and (iv) exercise any and all rights and remedies of any of the Loan Parties under or in connection with the Collateral, or otherwise in respect of the Collateral, including, without limitation, (A) any and all rights of such Loan Party to demand or otherwise require payment of any amount under, or performance of any provision of, the Accounts, the Related Contracts and the other Collateral, (B) withdraw, or cause or direct the withdrawal, of all funds with respect to the Account Collateral and (C) exercise all other rights and remedies with respect to the Accounts, the Related Contracts and the other Collateral, including, without limitation, those set forth in Section 9-607 of the UCC.  Each Loan Party agrees that, to the extent notice of sale shall be required by law, at least 5 days’ notice to such Loan Party of the time and place of any public sale or the time after which any private sale is to be made shall constitute reasonable notification.

106

The Administrative Agent shall not be obligated to make any sale of Collateral regardless of notice of sale having been given.  The Administrative Agent may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and such sale may, without further notice, be made at the time and place to which it was so adjourned.

(b)Any cash held by or on behalf of the Administrative Agent and all cash proceeds received by or on behalf of the Administrative Agent in respect of any sale of, collection from, or other realization upon all or any part of the Collateral may, subject to the DIP Refinancing Orders and in the discretion of the Administrative Agent, be held by the Administrative Agent as collateral for, and/or then or at any time thereafter applied (after payment of any amounts payable to the Administrative Agent pursuant to Section 9.08) in whole or in part by the Administrative Agent for the ratable benefit of the Secured Parties against, all or any part of the Secured Obligations, in the following manner:

(i)first, paid ratably to each Agent for any amounts then owing to such Agent pursuant to Section 10.04 or otherwise under the Loan Documents;

(ii)second: ratably (1) paid to the Lenders for any amounts then owing to them, in their capacities as such, in respect of the Obligations under the Facilities ratably in accordance with such respective amounts then owing to such Lenders, (2) paid to each Cash Management Bank or Hedge Bank in respect of Secured Cash Management Agreements and Secured Hedge Agreements in an aggregate amount for all such obligations not to exceed the Bank Product Reserves and (3) deposited as Collateral in the L/C Cash Collateral Account up to an amount equal to 105% of the aggregate Available Amount of all outstanding Letters of Credit, provided that in the event that any such Letter of Credit is drawn, the Administrative Agent shall pay to the Issuing Bank that issued such Letter of Credit the amount held in the L/C Cash Collateral Account in respect of such Letter of Credit, provided further that, to the extent that any such Letter of Credit shall expire or terminate undrawn and as a result thereof the amount of the Collateral in the L/C Cash Collateral Account shall exceed 105% of the aggregate Available Amount of all then outstanding Letters of Credit, such excess amount of such Collateral shall be applied in accordance with the remaining order of priority set out in this Section 9.07(b); and

(iii)third: ratably to each Hedge Bank and Cash Management Bank, to the extent not included in clause (ii) above, in respect of all remaining Obligations under Secured Hedge Agreements and Secured Cash Management Agreements.

(c)After the occurrence and during the continuance of an Event of Default, all payments received by any Loan Party under or in connection with the Collateral shall be received in trust for the benefit of the Administrative Agent, shall be segregated from other funds of such Loan Party and shall be forthwith paid over to the Administrative Agent in the same form as so received (with any necessary endorsement).

(d)After the occurrence and during the continuance of an Event of Default, the Administrative Agent may, without notice to any Loan Party except as required by law or by the DIP Refinancing Orders and at any time or from time to time, charge, set off and otherwise apply all or any part of the Secured Obligations against any funds held with respect to the Account Collateral or in any other deposit account.

107

(e)In the event of any sale or other disposition of any of the Intellectual Property owned by any Loan Party, the goodwill symbolized by any Trademarks subject to such sale or other disposition shall be included therein, and such Loan Party shall supply to the Administrative Agent or its designee such Loan Party’s know-how and expertise, and documents and things relating to any Intellectual Property owned by such Loan Party and subject to such sale or other disposition, and such Loan Party’s customer lists and other records and documents relating to such Intellectual Property and to the manufacture, distribution, advertising and sale of products and services of such Loan Party.

(f)The Administrative Agent is authorized, in connection with any sale of the Pledged Collateral pursuant to this Section 9.07, to deliver or otherwise disclose to any prospective purchaser of the Pledged Collateral any information in its possession relating to such Pledged Collateral.

(g)To the extent that any rights and remedies under this Section 9.07 would otherwise be in violation of the automatic stay of section 362 of the Bankruptcy Code, such stay shall be deemed modified, as set forth in the DIP Refinancing Orders, to the extent necessary to permit the Administrative Agent to exercise such rights and remedies.

Section 9.08  Modifications.  (a)  Upon and following entry of the Final Order, the Liens, lien priority, administrative priorities and other rights and remedies granted to the Administrative Agent for the benefit of the Lenders pursuant to this Agreement and the DIP Refinancing Orders (specifically, including, but not limited to, the existence, perfection and priority of the Liens provided herein and therein and the administrative priority provided herein and therein) shall not be modified, altered or impaired in any manner by any other financing or extension of credit or incurrence of Debt by any of the Loan Parties (pursuant to section 364 of the Bankruptcy Code or otherwise), or by any dismissal or conversion of any of the Cases, or by any other act or omission whatsoever (other than in connection with any disposition permitted hereunder).  Without limitation, notwithstanding any such order, financing, extension, incurrence, dismissal, conversion, act or omission:

(i)except for the Carve-Out having priority over the Secured Obligations, no costs or expenses of administration which have been or may be incurred in any of the Cases or any conversion of the same or in any other proceedings related thereto, and no priority claims, are or will be prior to or on a parity with any claim of the Administrative Agent or the Lenders against the Loan Parties in respect of any Obligation;

(ii)the Liens and security interests granted herein and in the DIP Refinancing Orders shall constitute valid and perfected first priority Liens and security interests (if and to the extent perfection may be achieved by the entry of the DIP Refinancing Orders) (subject only to (A) the Carve-Out, (B) Permitted Liens in existence on the Petition Date, (C) Liens permitted under section 5.02(a)(v) and in existence on the Petition Date and (D) only to the extent such post-petition perfection is expressly permitted by the Bankruptcy Code, valid, nonavoidable and enforceable Liens existing as of the Petition Date, but perfected after the Petition Date, in accordance with subsections 364(c)(2) and (3) and 364(d) of the Bankruptcy Code), and shall be prior to all other Liens and security interests (other than those set forth in sub-clauses (A) through (D) herein), now existing or hereafter arising, in favor of any other creditor or any other Person whatsoever; and

(iii)the Liens and security interests granted hereunder shall continue valid and perfected without the necessity that financing statements be filed or that any other action be taken

108

under applicable nonbankruptcy law (if and to the extent perfection may be achieved by the entry of the DIP Refinancing Orders).

(b)Notwithstanding any failure on the part of any Loan Party or the Administrative Agent or the Lenders to perfect, maintain, protect or enforce the Liens and security interests in the Collateral granted hereunder, the DIP Refinancing Orders shall automatically, and without further action by any Person, perfect such Liens and security interests against the Collateral (if and to the extent perfection may be achieved by the entry of the DIP Refinancing Orders).

Section 9.09  Release; Termination.  (a)  Upon any sale, lease, transfer or other disposition of any item of Collateral of any Loan Party in accordance with the terms of the Loan Documents (other than sales of Inventory in the ordinary course of business), the Administrative Agent will, at such Loan Party’s expense, execute and deliver to such Loan Party such documents as such Loan Party shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release no Default shall have occurred and be continuing, (ii) such Loan Party shall have delivered to the Administrative Agent, at least 5 Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including, without limitation, the price thereof and any expenses in connection therewith, together with a form of release for execution by the Administrative Agent and a certificate of such Loan Party to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent may reasonably request, and (iii) the Borrower shall comply with Section 2.06 with respect to such sale, lease, transfer or other disposition.

(b)Upon the latest of (i) the payment in full in cash of the Secured Obligations (other than contingent indemnification obligations which are not then due and payable; provided that in the case of any such obligations as to which the Administrative Agent or any Lender Party has made a claim which has not been satisfied, such obligations have been cash collateralized in an amount sufficient in the reasonable judgment of the Administrative Agent or such Lender Party to satisfy such claim), (ii) the Termination Date and (iii) the termination or expiration of all Letters of Credit, the pledge and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the applicable Loan Party.  Upon any such termination, the Administrative Agent will, at the applicable Loan Party’s expense, execute and deliver to such Loan Party such documents as such Loan Party shall reasonably request to evidence such termination.

ARTICLE X

MISCELLANEOUS

Section 10.01  Amendments, Etc.No amendment or waiver of any provision of this Agreement or any other Loan Document, and no consent to any departure by the Borrower or any other Loan Party therefrom, shall be effective unless in writing signed by the Required Lenders and the Borrower or the applicable Loan Party, as the case may be, and acknowledged by the Administrative Agent, and each such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given; provided, however, that no such amendment, waiver or consent shall:

(a)waive any condition set forth in Section 3.01 or 3.03 without the written consent of each Initial Lender;

(b)extend or increase the Commitment of any Lender (or reinstate any Commitment terminated pursuant to Section 2.05 or Section 6.01) without the written consent of such Lender

109

(it being understood that a waiver of any condition precedent in Article III or the waiver of any Default, Event of Default or mandatory prepayment shall not constitute an increase of any Commitment of a Lender);

(c)postpone any date fixed by this Agreement or any other Loan Document for any payment (but not any prepayment) of principal, interest, fees or other amounts due to the Lenders (or any of them) hereunder or under any other Loan Document without the written consent of each Lender directly adversely affected thereby;

(d)reduce the principal of, or the rate of interest specified herein on, any Advance, or any fees or other amounts payable hereunder or under any other Loan Document (it being understood that any waiver of default interest payable pursuant to Section 2.07 or any waiver of a Default or Event of Default, shall not constitute a decrease in the rate of interest or fees for this purpose) or alter the pro rata sharing of payments required hereunder, whether by modification of Section 2.11 or 2.13 or otherwise, without the written consent of each Lender directly adversely affected thereby;

(e)change the definition of “Required Lenders”, “Supermajority Lenders” or any other provision hereof specifying the number or percentage of Lenders required to amend, waive or otherwise modify any rights hereunder or grant any consent hereunder, in each case in a manner that would have the direct effect of reducing the number or percentage of Lenders required to amend, waive or otherwise modify any rights hereunder or grant any consent hereunder, without the written consent of each Lender;

(f)release one or more Guarantors (or otherwise limit such Guarantors’ liability with respect to the Obligations owing to the Agents and the Lender Parties under the Guaranties) if such release or limitation is in respect of all or substantially all of the value of the Guaranties to the Lender Parties, or release all or substantially all of the Collateral or release the Superpriority Claim of the Lenders, in each case without the written consent of each Lender;

(g)amend, modify or waive the provisions of Section 5.04(b) without the consent of the Supermajority Lenders; and

(h)change the definition of any of “Availability”, “Bank Product Reserves”, “Borrowing Base”, “Eligible Inventory”, “Eligible Receivables”, or “Reserves”, in each case in a manner adverse to the Lenders, without the written consent of the Supermajority Lenders;

and provided further that (i) no amendment, waiver or consent shall, unless in writing and signed by the Issuing Banks, in addition to the Lenders required above, by its terms adversely affect the rights or duties of the Issuing Banks under this Agreement or any Letter of Credit Application relating to any Letter of Credit issued or to be issued by it; (ii) no amendment, waiver or consent shall, unless in writing and signed by the Administrative Agent in addition to the Lenders required above, by its terms affect the rights or duties of the Administrative Agent under this Agreement or any other Loan Document.  Notwithstanding anything to the contrary herein, no Defaulting Lender shall have any right to approve or disapprove any amendment, waiver or consent hereunder, except that the Commitment of such Lender may not be increased or extended without the consent of such Lender (it being understood that a waiver of any condition precedent in Article III or the waiver of any Default, Event of Default or mandatory prepayment shall not constitute an increase of any Commitment of a Lender).

Section 10.02  Notices, Posting of Approved Electronic Communications, Etc.  (a) All notices, demands, requests, consents and other communications provided for in this Agreement shall be

110

given in writing, or by any telecommunication device capable of creating a written record (including electronic mail), and addressed to the party to be notified as follows:

(i)if to the Borrower or any other Loan Party, Chemtura Corporation, at 199 Benson Road, Middlebury, CT 06749, Attention: Chief Financial Officer, Telecopier number: (203) 573-2214, E-mail Address: stephen.forsyth@chemtura.com, with a copy to Kirkland & Ellis LLP, counsel to the Loan Parties, at its address at 153 E 53rd Street, New York, New York 10022, Attention: Yongjin Im, Telecopier number: (212) 446-6460, E-Mail Address: yim@kirkland.com

(ii)if to the Administrative Agent, Citibank, N.A., Two Penns Way, New Castle, 19720, Attention: Bank Loan Syndications Department, Telecopier number (212) 994-0961, E-Mail Address: oploanswebadmin@citigroup.com

(iii)if to any Issuing Bank or any other Lender Party, to it at its address (or telecopier number) set forth in its Administrative Questionnaire,

or at such other address as shall be notified in writing (x) in the case of the Borrower and the Administrative Agent, to the other parties and (y) in the case of all other parties, to the Borrower and the Administrative Agent.

(b)All notices, demands, requests, consents and other communications described in Section 10.02(a) shall be effective (i) if delivered by hand, including any overnight courier service, upon personal delivery, (ii) if delivered by mail, when deposited in the mails, (iii) if delivered by posting to an Approved Electronic Platform, an Internet website or a similar telecommunication device requiring that a user have prior access to such Approved Electronic Platform, website or other device (to the extent permitted by this Section 10.2 to be delivered thereunder), when such notice, demand, request, consent and other communication shall have been made generally available on such Approved Electronic Platform, Internet website or similar device to the class of Person being notified (regardless of whether any such Person must accomplish, and whether or not any such Person shall have accomplished, any action prior to obtaining access to such items, including registration, disclosure of contact information, compliance with a standard user agreement or undertaking a duty of confidentiality) and such Person has been notified in respect of such posting that a communication has been posted to the Approved Electronic Platform and (iv) if delivered by electronic mail or any other telecommunications device, when transmitted to an electronic mail address (or by another means of electronic delivery) as provided in Section 10.02(a); provided, however, that notices and communications to the Administrative Agent pursuant to Article II, III or VII shall not be effective until received by the Administrative Agent.

(c)Notwithstanding Sections 10.02(a) and (b) (unless the Administrative Agent requests that the provisions of Sections 10.02(a) and (b) be followed) and any other provision in this Agreement or any other Loan Document providing for the delivery of any Approved Electronic Communication by any other means, the Loan Parties shall deliver all Approved Electronic Communications to the Administrative Agent by properly transmitting such Approved Electronic Communications in an electronic/soft medium in a format acceptable to the Administrative Agent to oploanswebadmin@citigroup.com or such other electronic mail address (or similar means of electronic delivery) as the Administrative Agent may notify to the Borrower.  Nothing in this Section 10.02(c) shall prejudice the right of the Administrative Agent or any Lender Party to deliver any Approved Electronic Communication to any Loan Party in any manner authorized in this Agreement or to request that the Borrower effect delivery in such manner.

(d)Each of the Lender Parties and each Loan Party agree that the Administrative Agent may, but shall not be obligated to, make the Approved Electronic Communications available to the

111

Lender Parties by posting such Approved Electronic Communications on IntraLinks™ or a substantially similar electronic platform chosen by the Administrative Agent to be its electronic transmission system (the “Approved Electronic Platform”).

(e)Although the Approved Electronic Platform and its primary web portal are secured with generally-applicable security procedures and policies implemented or modified by the Administrative Agent from time to time (including, as of the Effective Date, a dual firewall and a User ID/Password Authorization System) and the Approved Electronic Platform is secured through a single-user-per-deal authorization method whereby each user may access the Approved Electronic Platform only on a deal-by-deal basis, each of the Lender Parties and each Loan Party acknowledges and agrees that the distribution of material through an electronic medium is not necessarily secure and that there are confidentiality and other risks associated with such distribution.  In consideration for the convenience and other benefits afforded by such distribution and for the other consideration provided hereunder, the receipt and sufficiency of which is hereby acknowledged, each of the Lender Parties and each Loan Party hereby approves distribution of the Approved Electronic Communications through the Approved Electronic Platform and understands and assumes the risks of such distribution.

(f)THE APPROVED ELECTRONIC PLATFORM AND THE APPROVED ELECTRONIC COMMUNICATIONS ARE PROVIDED “AS IS” AND “AS AVAILABLE”.  NONE OF THE ADMINISTRATIVE AGENT NOR ANY OTHER MEMBER OF THE AGENT’S GROUP WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF THE APPROVED ELECTRONIC COMMUNICATIONS OR THE APPROVED ELECTRONIC PLATFORM AND EACH EXPRESSLY DISCLAIMS ANY LIABILITY FOR ERRORS OR OMISSIONS IN THE APPROVED ELECTRONIC COMMUNICATIONS OR THE APPROVED ELECTRONIC PLATFORM.  NO WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR FREEDOM FROM VIRUSES OR OTHER CODE DEFECTS, IS MADE BY THE AGENT PARTIES IN CONNECTION WITH THE APPROVED ELECTRONIC COMMUNICATIONS OR THE APPROVED ELECTRONIC PLATFORM.

(g)Each of the Lender Parties and each Loan Party agree that the Administrative Agent may, but (except as may be required by applicable law) shall not be obligated to, store the Approved Electronic Communications on the Approved Electronic Platform in accordance with the Administrative Agent’s generally-applicable document retention procedures and policies.

Section 10.03  No Waiver; Remedies.  No failure on the part of any Lender Party or the Administrative Agent to exercise, and no delay in exercising, any right hereunder or under any Note shall operate as a waiver thereof; nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right.  The remedies herein provided are cumulative and not exclusive of any remedies provided by law.

Section 10.04  Costs, Fees and Expenses.  (a)  The Borrower agrees (i) to pay or reimburse the Administrative Agent (and, to the extent mutually agreed upon by the Borrower and the Administrative Agent, the Lenders) for all reasonable, documented and out-of-pocket costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby (including the monitoring of, and participation in, all aspects of the Cases), including all reasonable fees and expenses of outside counsel for the Administrative Agent and the reasonable fees and

112

expenses of one outside counsel for all Lenders as a group, (ii) to pay or reimburse the Lenders (including, without limitation, Citibank in its capacity as Administrative Agent) for all documented out-of-pocket costs and expenses incurred in connection with the ongoing maintenance and monitoring of Availability and enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all reasonable fees and expenses of counsel for the Lenders (including, without limitation, Citibank in its capacity as Administrative Agent).  The foregoing fees, costs and expenses shall include all search, filing, recording, title insurance, collateral review, monitoring, and appraisal charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Initial Lenders and the cost of independent public accountants and other outside experts retained jointly by the Initial Lenders.  All amounts due under this Section 10.04(a) shall be payable within ten Business Days after demand therefor.  The agreements in this Section shall survive the termination of the Commitments and repayment of all other Obligations.

(b)Whether or not the transactions contemplated hereby are consummated, the Borrower shall indemnify and hold harmless each Agent, each Agent’s Related Parties, each Lender and their respective Affiliates, directors, officers, employees, counsel, agents, advisors, attorneys-in-fact and representatives (collectively the “Indemnitees”) from and against any and all claims, damages, losses, liabilities and expenses (including, without limitation, reasonable and documented fees and expenses of outside counsel), joint or several that may be incurred by, or asserted or awarded against any Indemnitee, in each case arising out of or in connection with or relating to any investigation, litigation or proceeding or the preparation of any defense with respect thereto arising out of or in connection with (i) the execution, delivery, enforcement, performance or administration of any Loan Document or any other agreement, letter or instrument delivered in connection with the transactions contemplated thereby or the consummation of the transactions contemplated thereby, (ii) any Commitment, Advance or Letter of Credit or the use or proposed use of the proceeds therefrom (including any refusal by an Issuing Bank to honor a demand for payment under a Letter of Credit if the documents presented in connection with such demand do not strictly comply with the terms of such Letter of Credit), (iii) any actual or alleged presence or release of Hazardous Materials on or from any property currently or formerly owned or operated by the Borrower or any other Loan Party, or any Liability related in any way to the Borrower or any other Loan Party in respect of Environmental Laws, or (iv) any actual or prospective claim, litigation, investigation or proceeding relating to any of the foregoing, whether based on contract, tort or any other theory (including any investigation of, preparation for, or defense of any pending or threatened claim, investigation, litigation or proceeding) and regardless of whether any Indemnitee is a party thereto (all the foregoing, collectively, the “Indemnified Liabilities”), in all cases, whether or not caused by or arising, in whole or in part, out of the negligence of the Indemnitee; provided that such indemnity shall not, as to any Indemnitee, be available to the extent that such claim, damage, loss, liability or expense is determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted primarily from the gross negligence or willful misconduct of such Indemnitee.  In the case of an investigation, litigation or other proceeding to which the indemnity in this Section 10.04(b) applies, such indemnity shall be effective whether or not such investigation, litigation or proceeding is brought by the Borrower or any of its Subsidiaries, any security holders or creditors of the foregoing an Indemnitee or any other Person, or an Indemnitee is otherwise a party thereto and whether or not the transactions contemplated hereby are consummated.  No Indemnitee shall have any liability (whether direct or indirect, in contract, tort or otherwise) to the Borrower or any of its Subsidiaries for or in connection with the transactions contemplated hereby, except to the extent such liability is determined in a final non-appealable judgment by a court of competent jurisdiction to have resulted from such Indemnitee’s gross negligence or willful misconduct.  In no event, however, shall any Indemnitee be liable on any theory of liability for any special, indirect, consequential or punitive damages (including, without limitation, any loss of profits, business or anticipated savings).  No Indemnitee shall be liable for any damages arising from the use by

113

others of any information or other materials obtained through IntraLinks or other similar information transmission systems in connection with this Agreement.  All amounts due under this Section 10.04(b) shall be payable within ten Business Days after demand therefor.  The agreements in this Section shall survive the resignation of the Administrative Agent, the replacement of any Lender, the termination of the Commitments and the repayment, satisfaction or discharge of all the other Obligations.

(c)If any payment of principal of, or Conversion of, any Eurodollar Rate Advance is made by the Borrower to or for the account of a Lender Party other than on the last day of the Interest Period for such Advance, as a result of a payment or Conversion pursuant to Section 2.06, 2.09(b)(i) or 2.10(d), acceleration of the maturity of the Notes pursuant to Section 6.01 or for any other reason, or if the Borrower fails to make any payment or prepayment of an Advance for which a notice of prepayment has been given or that is otherwise required to be made, whether pursuant to Section 2.04, 2.06 or 6.01 or otherwise, the Borrower shall, upon demand by such Lender Party (with a copy of such demand to the Administrative Agent), pay to the Administrative Agent for the account of such Lender Party any amounts required to compensate such Lender Party for any additional losses, costs or expenses that it may reasonably incur as a result of such payment or Conversion or such failure to pay or prepay, as the case may be, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Lender Party to fund or maintain such Advance.

Section 10.05  Right of Set-off.  Subject to the DIP Refinancing Orders and the last sentence of Section 6.01, upon (a) the occurrence and during the continuance of any Event of Default and (b) the making of the request or the granting of the consent specified by Section 6.01 to authorize the Administrative Agent to declare the Notes due and payable pursuant to the provisions of Section 6.01, each Lender Party and each of its respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by law, to set off and otherwise apply any and all deposits (general or special, time or demand, provisional or final) at any time held and other indebtedness at any time owing by such Lender Party or such Affiliate to or for the credit or the account of the Borrower against any and all of the Obligations of the Borrower now or hereafter existing under this Agreement and the Note or Notes (if any) held by such Lender Party, irrespective of whether such Lender Party shall have made any demand under this Agreement or such Note or Notes and although such obligations may be unmatured.  Each Lender Party agrees promptly to notify the Borrower after any such set-off and application; provided, however, that the failure to give such notice shall not affect the validity of such set-off and application.  The rights of each Lender Party and its respective Affiliates under this Section are in addition to other rights and remedies (including, without limitation, other rights of set-off) that such Lender Party and its respective Affiliates may have.

Section 10.06  Binding Effect.  This Agreement shall become effective when it shall have been executed by the Borrower, the Guarantors, each Agent, the Initial Issuing Bank and the Administrative Agent shall have been notified by each Initial Lender that such Initial Lender has executed it and thereafter shall be binding upon and inure to the benefit of the Borrower, each Agent and each Lender Party and their respective successors and assigns, except that the Borrower shall not have the right to assign its rights hereunder or any interest herein without the prior written consent of each Lender Party.

Section 10.07  Successors and Assigns.  (a)  Each Lender may assign all or a portion of its rights and obligations under this Agreement (including, without limitation, all or a portion of its Commitment or Commitments, the Advances owing to it and the Note or Notes held by it); provided, however, that (i) unless otherwise agreed by the Administrative Agent each such assignment shall be of a uniform, and not a varying, percentage of all rights and obligations under and in respect of any or all Facilities, (ii) except in the case of an assignment to a Person that, immediately prior to such assignment, was a Lender, an Affiliate of any Lender or an Approved Fund of any Lender or an assignment of all of a

114

Lender’s rights and obligations under this Agreement, the aggregate amount of the Commitments being assigned to any such Eligible Assignee pursuant to such assignment (determined as of the date of the Assignment and Acceptance with respect to such assignment) shall be (A) in the case of the Revolving Credit Facility, at least $5,000,000 and (B) in the case of the Term Facility, unless the Administrative Agent shall otherwise consent, $1,000,000 or an integral multiple of $500,000 in excess thereof, (iii) each such assignment shall be to an Eligible Assignee, (iv) the parties to each such assignment shall execute and deliver to the Administrative Agent, for its acceptance and recording in the Register, an Assignment and Acceptance, together with any Note or Notes (if any) subject to such assignment and a processing and recordation fee of $3,500, (v) to the extent any such assignment immediately upon becoming effective shall increase amounts payable under Section 2.10 or 2.12, the Borrower shall not be liable for payment of such increased amounts unless such assignment is made with the Borrower’s prior consent after the Borrower has been informed of such increased amounts and (vi) prior to such assignment, the assignor or the Administrative Agent shall have given notice of such assignment to the Borrower.

(b)Upon such execution, delivery, acceptance and recording, from and after the effective date specified in such Assignment and Acceptance, (i) the assignee thereunder shall be a party hereto and, to the extent that rights and obligations hereunder have been assigned to it pursuant to such Assignment and Acceptance, have the rights and obligations of a Lender or Issuing Bank, as the case may be, hereunder and (ii) the Lender or Issuing Bank assignor thereunder shall, to the extent that rights and obligations hereunder have been assigned by it pursuant to such Assignment and Acceptance, relinquish its rights (other than its rights under Sections 2.10, 2.12 and 10.04 to the extent any claim thereunder relates to an event arising prior to such assignment) and be released from its obligations under this Agreement (and, in the case of an Assignment and Acceptance covering all of the remaining portion of an assigning Lender’s or Issuing Bank’s rights and obligations under this Agreement, such Lender or Issuing Bank shall cease to be a party hereto).

(c)By executing and delivering an Assignment and Acceptance, each Lender Party assignor thereunder and each assignee thereunder confirm to and agree with each other and the other parties thereto and hereto as follows:  (i) other than as provided in such Assignment and Acceptance, such assigning Lender Party makes no representation or warranty and assumes no responsibility with respect to any statements, warranties or representations made in or in connection with any Loan Document or the execution, legality, validity, enforceability, genuineness, sufficiency or value of, or the perfection or priority of any Lien or security interest created or purported to be created under or in connection with, any Loan Document or any other instrument or document furnished pursuant thereto; (ii) such assigning Lender Party makes no representation or warranty and assumes no responsibility with respect to the financial condition of any Loan Party or the performance or observance by any Loan Party of any of its obligations under any Loan Document or any other instrument or document furnished pursuant thereto; (iii) such assignee confirms that it has received a copy of this Agreement, together with copies of the financial statements referred to in Section 4.01 and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into such Assignment and Acceptance; (iv) such assignee will, independently and without reliance upon any Agent, such assigning Lender Party or any other Lender Party and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under this Agreement; (v) such assignee confirms that it is an Eligible Assignee; (vi) such assignee appoints and authorizes each Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Loan Documents as are delegated to such Agent by the terms hereof and thereof, together with such powers and discretion as are reasonably incidental thereto; and (vii) such assignee agrees that it will perform in accordance with their terms all of the obligations that by the terms of this Agreement are required to be performed by it as a Lender or Issuing Bank, as the case may be.

115

(d)The Administrative Agent, acting for this purpose (but only for this purpose) as the agent of the Borrower, shall maintain at its address referred to in Section 10.02 a copy of each Assignment and Acceptance delivered to and accepted by it and a register for the recordation of the names and addresses of the Lender Parties and the Commitment under each Facility of, and principal amount of the Advances owing under each Facility to, each Lender Party from time to time (the “Register”).  The entries in the Register shall be conclusive and binding for all purposes, absent manifest error, and the Borrower, the Agents and the Lender Parties may treat each Person whose name is recorded in the Register as a Lender Party hereunder for all purposes of this Agreement.  The Register shall be available for inspection by the Borrower or any Agent or any Lender Party at any reasonable time and from time to time upon reasonable prior notice.

(e)Upon its receipt of an Assignment and Acceptance executed by an assigning Lender Party and an assignee, together with any Note or Notes subject to such assignment, the Administrative Agent shall, if such Assignment and Acceptance has been completed and is in substantially the form of Exhibit C hereto, (i) accept such Assignment and Acceptance, (ii) record the information contained therein in the Register and (iii) give prompt notice thereof to the Borrower and each other Agent.  In the case of any assignment by a Lender, within five Business Days after its receipt of such notice, the Borrower, at its own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Note or Notes (if any) a new Note to the order of such Eligible Assignee in an amount equal to the Commitment assumed by it under each Facility pursuant to such Assignment and Acceptance and, if any assigning Lender that had a Note or Notes prior to such assignment has retained a Commitment hereunder under such Facility, a new Note to the order of such assigning Lender in an amount equal to the Commitment retained by it hereunder.  Such new Note or Notes shall be dated the effective date of such Assignment and Acceptance and shall otherwise be in substantially the form of Exhibit A-1, A-2 or A-3 hereto, as the case may be.

(f)Each Issuing Bank may assign to one or more Eligible Assignees all or a portion of its rights and obligations under the undrawn portion of its Letter of Credit Commitment at any time; provided, however, that (i) each such assignment shall be to an Eligible Assignee and (ii) the parties to each such assignment shall execute and deliver to the Administrative Agent, for its acceptance and recording in the Register, an Assignment and Acceptance, together with a processing and recordation fee of $3,500.

(g)Each Lender Party may sell participations to one or more Persons (other than any Loan Party or any of its Affiliates) in or to all or a portion of its rights and obligations under this Agreement (including, without limitation, all or a portion of its Commitments, the Advances owing to it and any Note or Notes held by it); provided, however, that (i) such Lender Party’s obligations under this Agreement (including, without limitation, its Commitments) shall remain unchanged, (ii) such Lender Party shall remain solely responsible to the other parties hereto for the performance of such obligations, (iii) such Lender Party shall remain the holder of any such Note for all purposes of this Agreement, (iv) the Borrower, the Agents and the other Lender Parties shall continue to deal solely and directly with such Lender Party in connection with such Lender Party’s rights and obligations under this Agreement, (v) no participant under any such participation shall have any right to approve any amendment or waiver of any provision of any Loan Document, or any consent to any departure by any Loan Party therefrom, except to the extent that such amendment, waiver or consent would reduce the principal of, or interest (other than default interest) on, the Advances or any fees or other amounts payable hereunder, in each case to the extent subject to such participation, postpone any date fixed for any payment of principal of, or interest on, the Advances or any fees or other amounts payable hereunder, in each case to the extent subject to such participation, or release all or substantially all of the value of the Collateral or of the value of the Guaranties, (vi) the participating banks or other entities shall be entitled to the benefit of Section 2.12 to the same extent as if they were a Lender Party but, with respect to any particular participant, to no

116

greater extent than the Lender Party that sold the participation to such participant and only if such participant agrees to comply with Section 2.12(e) as though it were a Lender Party and (vii) to the extent any such participation immediately upon becoming effective shall increase amounts payable under Section 2.10 or 2.12, the Borrower shall not be liable for payment of such increased amounts unless such participation is made with the Borrower’s prior consent after the Borrower has been informed of such increased amounts.

(h)Any Lender Party may, in connection with any assignment or participation or proposed assignment or participation pursuant to this Section 10.07, disclose to the assignee or participant or proposed assignee or participant any information relating to the Borrower furnished to such Lender Party by or on behalf of the Borrower; provided, however, that, prior to any such disclosure, the assignee or participant or proposed assignee or participant shall agree to preserve the confidentiality of any Information received by it from such Lender Party in accordance with Section 10.09 hereof.

(i)Notwithstanding any other provision set forth in this Agreement, any Lender Party may at any time (and without the consent of the Administrative Agent or the Borrower) create a security interest in all or any portion of its rights under this Agreement (including, without limitation, the Advances owing to it and any Note or Notes held by it) in favor of any Federal Reserve Bank in accordance with Regulation A of the Board of Governors of the Federal Reserve System

(j)Notwithstanding anything to the contrary contained herein, any Lender that is a fund that invests in bank loans may create a security interest in all or any portion of the Advances owing to it and the Note or Notes held by it to the trustee for holders of obligations owed, or securities issued, by such fund as security for such obligations or securities, provided, however, that unless and until such trustee actually becomes a Lender in compliance with the other provisions of this Section 10.07, (i) no such pledge shall release the pledging Lender from any of its obligations under the Loan Documents and (ii) such trustee shall not be entitled to exercise any of the rights of a Lender under the Loan Documents even though such trustee may have acquired ownership rights with respect to the pledged interest through foreclosure or otherwise.

(k)Notwithstanding anything to the contrary contained herein, any Lender Party (a “Granting Lender”) may grant to a special purpose funding vehicle organized and administered by such Lender Party identified as such in writing from time to time by the Granting Lender to the Administrative Agent and the Borrower (an “SPC”) the option to provide all or any part of any Advance that such Granting Lender would otherwise be obligated to make pursuant to this Agreement; provided that (i) nothing herein shall constitute a commitment by any SPC to fund any Advance, and (ii) if an SPC elects not to exercise such option or otherwise fails to make all or any part of such Advance, the Granting Lender shall be obligated to make such Advance pursuant to the terms hereof.  The making of an Advance by an SPC hereunder shall utilize the Commitment of the Granting Lender to the same extent, and as if, such Advance were made by such Granting Lender.  Each party hereto hereby agrees that (i) no SPC shall be liable for any indemnity or similar payment obligation under this Agreement for which a Lender Party would be liable, (ii) no SPC shall be entitled to the benefits of Sections 2.10 and 2.12 (or any other increased costs protection provision) and (iii) the Granting Lender shall for all purposes, including, without limitation, the approval of any amendment or waiver of any provision of any Loan Document, remain the Lender Party of record hereunder.  In furtherance of the foregoing, each party hereto hereby agrees (which agreement shall survive the termination of this Agreement) that, prior to the date that is one year and one day after the payment in full of all outstanding commercial paper or other senior Debt of any SPC, it will not institute against, or join any other person in instituting against, such SPC any bankruptcy, reorganization, arrangement, insolvency, or liquidation proceeding under the laws of the United States or any State thereof; provided that each Lender Party designating any SPC hereby agrees to indemnify and hold harmless each other party hereto for any loss, cost, damage or expense

117

arising out of its inability to institute such a proceeding against such SPC during such period of forbearance.  Notwithstanding anything to the contrary contained in this Agreement, any SPC may (i) with notice to, but without prior consent of, the Borrower and the Administrative Agent, assign all or any portion of its interest in any Advance to the Granting Lender and (ii) disclose on a confidential basis any non-public information relating to its funding of Advances to any rating agency, commercial paper dealer or provider of any surety or guarantee or credit or liquidity enhancement to such SPC.  This subsection (k) may not be amended without the prior written consent of each Granting Lender, all or any part of whose Advances are being funded by the SPC at the time of such amendment.

Section 10.08  Execution in Counterparts.  This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same agreement.  Delivery of an executed counterpart of a signature page to this Agreement by telecopier or by electronic transmission (e.g. “.pdf” or “tiff”) shall be effective as delivery of a manually executed counterpart of this Agreement.

Section 10.09  Confidentiality and Related Matters.  Each of the Administrative Agent and the Lender Parties agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) on a need-to-know basis to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent requested by any regulatory authority purporting to have jurisdiction over it (including any self-regulatory authority, such as the National Association of Insurance Commissioners), (c) to the extent required by applicable laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document, any action or proceeding relating to this Agreement or any other Loan Document, the enforcement of rights hereunder or thereunder or any litigation or proceeding to which the Administrative Agent or any Lender Party or any of its respective Affiliates may be a party, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or participant in, or any prospective assignee of or participant in, any of its rights or obligations under this Agreement, (ii) any actual or prospective party (or its managers, administrators, trustees, partners, directors, officers, employees, agents, advisors and other representatives) surety, reinsurer, guarantor or credit liquidity enhancer (or their advisors) to or in connection with any swap, derivative or other similar transaction under which payments are to be made by reference to the Obligations under the Loan Documents or to the Borrower and its obligations or to this Agreement or payments hereunder, (iii) to any rating agency when required by it, (iv) the CUSIP Service Bureau or any similar organization, (g) with the consent of the Borrower or (h) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender Party or any of their respective Affiliates on a nonconfidential basis from a source other than an Loan Party; provided that in the case of disclosure under subsections (b) (excluding disclosure to any bank regulatory authority) and (c) of this Section 10.09, such party subject to such requirement or request shall, to the extent permitted by law, provide the applicable Loan Party written notice of such requirement and cooperate with such Loan Party to obtain a protective order or other confidential treatment.  For purposes of this Section, “Information” means all information received from an Loan Party or any of its respective Subsidiaries relating to an Loan Party or any of its respective Subsidiaries or any of their respective businesses, other than any such information that is available to the Administrative Agent or any Lender Party on a nonconfidential basis prior to disclosure by any Loan Party or any of its respective Subsidiaries.  Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information.

118

Section 10.10  Treatment of Information.  (a)  Certain of the Lenders may enter into this Agreement and take or not take action hereunder or under the other Loan Documents on the basis of information that does not contain material non-public information with respect to any of the Loan Parties or their securities (“Restricting Information”).  Other Lenders may enter into this Agreement and take or not take action hereunder or under the other Loan Documents on the basis of information that may contain Restricting Information.  Each Lender Party acknowledges that United States federal and state securities laws prohibit any person from purchasing or selling securities on the basis of material, non-public information concerning the such issuer of such securities or, subject to certain limited exceptions, from communicating such information to any other Person.  Neither the Administrative Agent nor any of its Related Parties shall, by making any Communications (including Restricting Information) available to a Lender Party, by participating in any conversations or other interactions with a Lender Party or otherwise, make or be deemed to make any statement with regard to or otherwise warrant that any such information or Communication does or does not contain Restricting Information nor shall the Administrative Agent or any of its Related Parties be responsible or liable in any way for any decision a Lender Party may make to limit or to not limit its access to Restricting Information.  In particular, none of the Administrative Agent nor any of its Related Parties (i) shall have, and the Administrative Agent, on behalf of itself and each of its Related Parties, hereby disclaims, any duty to ascertain or inquire as to whether or not a Lender Party has or has not limited its access to Restricting Information, such Lender Party’s policies or procedures regarding the safeguarding of material, nonpublic information or such Lender Party’s compliance with applicable laws related thereto or (ii) shall have, or incur, any liability to any Loan Party or Lender Party or any of their respective Related Parties arising out of or relating to the Administrative Agent or any of its Related Parties providing or not providing Restricting Information to any Lender Party.

(b)           Each Loan Party agrees that (i) all Communications it provides to the Administrative Agent intended for delivery to the Lender Parties whether by posting to the Approved Electronic Platform or otherwise shall be clearly and conspicuously marked “PUBLIC” if such Communications do not contain Restricting Information which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof, (ii) by marking Communications “PUBLIC,” each Loan Party shall be deemed to have authorized the Administrative Agent and the Lender Parties to treat such Communications as either publicly available information or not material information (although, in this latter case, such Communications may contain sensitive business information and, therefore, remain subject to the confidentiality undertakings of Section 10.09) with respect to such Loan Party or its securities for purposes of United States Federal and state securities laws, (iii) all Communications marked “PUBLIC” may be delivered to all Lender Parties and may be made available through a portion of the Approved Electronic Platform designated “Public Side Information,” and (iv) the Administrative Agent shall be entitled to treat any Communications that are not marked “PUBLIC” as Restricting Information and may post such Communications to a portion of the Approved Electronic Platform not designated “Public Side Information.”  Neither the Administrative Agent nor any of its Affiliates shall be responsible for any statement or other designation by an Loan Party regarding whether a Communication contains or does not contain material non-public information with respect to any of the Loan Parties or their securities nor shall the Administrative Agent or any of its Affiliates incur any liability to any Loan Party, any Lender Party or any other Person for any action taken by the Administrative Agent or any of its Affiliates based upon such statement or designation, including any action as a result of which Restricting Information is provided to a Lender Party that may decide not to take access to Restricting Information.  Nothing in this Section 10.10 shall modify or limit a Lender Party’s obligations under Section 10.09 with regard to Communications and the maintenance of the confidentiality of or other treatment of Information.

(c)           Each Lender Party acknowledges that circumstances may arise that require it to refer to Communications that might contain Restricting Information.  Accordingly, each Lender Party

119

agrees that it will nominate at least one designee to receive Communications (including Restricting Information) on its behalf and identify such designee (including such designee’s contact information) on such Lender Party’s Administrative Questionnaire.  Each Lender Party agrees to notify the Administrative Agent from time to time of such Lender Party’s designee’s e-mail address to which notice of the availability of Restricting Information may be sent by electronic transmission.

(d)           Each Lender Party acknowledges that Communications delivered hereunder and under the other Loan Documents may contain Restricting Information and that such Communications are available to all Lender Parties generally.  Each Lender Party that elects not to take access to Restricting Information does so voluntarily and, by such election, acknowledges and agrees that the Administrative Agent and other Lender Parties may have access to Restricting Information that is not available to such electing Lender Party.  None of the Administrative Agent nor any Lender Party with access to Restricting Information shall have any duty to disclose such Restricting Information to such electing Lender Party or to use such Restricting Information on behalf of such electing Lender Party, and shall not be liable for the failure to so disclose or use, such Restricting Information.

(e)           The provisions of the foregoing clauses of this Section 10.10 are designed to assist the Administrative Agent, the Lender Parties and the Loan Parties, in complying with their respective contractual obligations and applicable law in circumstances where certain Lender Parties express a desire not to receive Restricting Information notwithstanding that certain Communications hereunder or under the other Loan Documents or other information provided to the Lender Parties hereunder or thereunder may contain Restricting Information.  Neither the Administrative Agent nor any of its Related Parties warrants or makes any other statement with respect to the adequacy of such provisions to achieve such purpose nor does the Administrative Agent or any of its Related Parties warrant or make any other statement to the effect that an Loan Party’s or Lender Party’s adherence to such provisions will be sufficient to ensure compliance by such Loan Party or Lender Party with itscontractual obligations or its duties under applicable law in respect of Restricting Information and each of the Lender Parties and each Loan Party assumes the risks associated therewith.

Section 10.11  Patriot Act Notice.  Each Lender Party and each Agent (for itself and not on behalf of any Lender Party) hereby notifies the Loan Parties that pursuant to the requirements of the Patriot Act, it is required to obtain, verify and record information that identifies each Loan Party, which information includes the name and address of such Loan Party and other information that will allow such Lender Party or such Agent, as applicable, to identify such Loan Party in accordance with the Patriot Act.  The Borrower shall, and shall cause each of its Subsidiaries to, provide the extent commercially reasonable, such information and take such actions as are reasonably requested by any Agents or any Lender Party in order to assist the Agents and the Lender Parties in maintaining compliance with the Patriot Act.

Section 10.12  Jurisdiction, Etc.  (a)  Each of the parties hereto hereby irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of the Bankruptcy Court and, if the Bankruptcy Court does not have (or abstains from) jurisdiction, to the nonexclusive jurisdiction of any New York State court or federal court of the United States of America sitting in New York City, and any appellate court from any thereof, in any action or proceeding arising out of or relating to this Agreement or any of the other Loan Documents to which it is a party, or for recognition or enforcement of any judgment, and each of the parties hereto hereby irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in any such New York State court or, to the extent permitted by law, in such federal court.  Each of the parties hereto agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.  Nothing in this Agreement shall affect any right that any party may otherwise have to bring any action or

120

proceeding relating to this Agreement or any of the other Loan Documents in the courts of any jurisdiction.

(b)           Each of the parties hereto irrevocably and unconditionally waives, to the fullest extent it may legally and effectively do so, any objection that it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement or any of the other Loan Documents to which it is a party in any New York State or federal court.  Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court.

Section 10.13  Governing Law.  This Agreement and the Notes shall be governed by, and construed in accordance with, the laws of the State of New York and, to the extent applicable, the Bankruptcy Code.

Section 10.14  Waiver of Jury Trial.  Each of the Guarantors, the Borrower, the Agents and the Lender Parties irrevocably waives all right to trial by jury in any action, proceeding or counterclaim (whether based on contract, tort or otherwise) arising out of or relating to any of the Loan Documents, the Advances or the actions of the Administrative Agent or any Lender Party in the negotiation, administration, performance or enforcement thereof.

[REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

121

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective officers thereunto duly authorized, as of the date first above written.

CHEMTURA CORPORATION, a debtor and a debtor-in-possession, as Borrower
By:
	Name:
	Title:

S-1

A & M CLEANING PRODUCTS, LLC
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
AQUA CLEAR INDUSTRIES, LLC
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
ASCK, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
ASEPSIS, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
BIOLAB COMPANY STORE, LLC
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:

S-2

BIOLAB FRANCHISE COMPANY, LLC
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
BIOLAB TEXTILE ADDITIVES, LLC
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
BIO-LAB, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
CNK CHEMICAL REALTY CORPORATION
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
CROMPTON COLORS INCORPORATED
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:

S-3

CROMPTON HOLDING CORPORATION
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
CROMPTON MONOCHEM, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
GLCC LAUREL, LLC
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
GREAT LAKES CHEMICAL CORPORATION
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
GREAT LAKES CHEMICAL GLOBAL, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:

S-4

GT SEED TREATMENT, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
HOMECARE LABS, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
ISCI, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
KEM MANUFACTURING
CORPORATION
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
LAUREL INDUSTRIES HOLDINGS, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:

S-5

MONOCHEM, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
NAUGATUCK TREATMENT COMPANY
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
RECREATIONAL WATER PRODUCTS, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
UNIROYAL CHEMICAL COMPANY LIMITED (DELAWARE)
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:
WEBER CITY ROAD LLC
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:

S-6

WRL OF INDIANA, INC.
As a debtor and a debtor-in-possession, and as a Guarantor
By:
	Name:
	Title:

S-7

CITIBANK, N.A., as
Administrative Agent, Initial Lender and Initial Issuing Bank
By:
	Name:
	Title:

S-8

[                                            ], as
Initial Lender
By:
	Name:
	Title:

S-9

EXECUTION

SCHEDULES

TO

AMENDED AND RESTATED SENIOR SECURED SUPERPRIORITY

DEBTOR-IN-POSSESSION CREDIT AGREEMENT

Dated as of February 3, 2010

Among

CHEMTURA CORPORATION,
as Debtor and Debtor-in-Possession

and

THE GUARANTORS PARTY HERETO,
as Debtors and Debtors in Possession under Chapter 11 of the Bankruptcy Code

and

CITIBANK, N.A.,

as Administrative Agent

and

WELLS FARGO FOOTHILL, LLC

as Syndication Agent

and

BARCLAYS BANK PLC

and

BANK OF AMERICA, N.A.

as Co-Documentation Agents

and

CITIBANK, N.A.,

as Initial Issuing Bank,

and

THE INITIAL LENDERS AND THE OTHER LENDERS PARTY HERETO

Schedule I

Commitments and Applicable Lending Offices

	AMOUNT		COMMITMENT
FACILITIES TOTAL
Citibank, N.A.	$	350,000,000.00	77.78	%
The Foothill Group, LLC	$	30,000,000.00	6.667	%
Bank of America N.A.	$	30,000,000.00	6.667	%
Barclays Bank PLC	$	30,000,000.00	6.667	%
Commerzbank AG, New York and Grand Cayman Branches	$	10,000,000.00	2.22	%
Total	$	450,000,000.00	100.00	%

	AMOUNT		COMMITMENT
TERM CREDIT FACILITY
Citibank, N.A.	$	300,000,000.00	100.00	%
Total	$	300,000,000.00	100.00	%

	AMOUNT			COMMITMENT
REVOLVING CREDIT FACILITY
Citibank, N.A.	$	50,000,000.00	(1)	33.33	%
The Foothill Group, LLC	$	30,000,000.00		20.00	%
Bank of America, N.A.	$	30,000,000.00		20.00	%
Barclays Bank PLC	$	30,000,000.00		20.00	%
Commerzbank AG, New York and Grand Cayman Branches	$	10,000,000.00		6.67	%
Total	$	150,000,000.00		100.00	%

(1) Also with a Letter of Credit Commitment of $50,000,000.00.

2

LENDER	APPLICABLE LENDING OFFICE
Citibank, N.A.	1615 Brett Road
	New Castle, DE 19720
	Attn: Diane Weaver
	T: (302) 323 3854
	F: (212) 994 0849
The Foothill Group, LLC	2450 Colorado Avenue, Suite 3000W
	Santa Monica, CA 90404
	Attn: Dennis Ascher
	T: (310) 453 7377
	F: (310) 453 7470
Bank of America, N.A.	200 Glastonbury Blvd
	Glastonbury, CT 06033
	Attn: Edgar Ezerins
	T: (860) 368 6024
	F: (860) 368 6029
Barclays Bank PLC	745 7th Ave
	New York, NY 10019
	Attn: Sam Yoo
	T: (212) 526 1264
	F: (212) 526 5115
Commerzbank AG, New York and Grand Cayman Branches	2 World Financial Center
	New York, NY 10281
	Attn: Robert Taylor
	T: (212) 266-7708
	F: (212) 266-7594

3

Schedule II

Intellectual Property

See attached.

4

CHEMTURA COPYRIGHTS

Copyright Registrations

Title	Record Owner	Reg. Date	Reg. Number	K&E Comments
AQUA CLEAR	Aqua Clear Industries, LLC	31-Dec-97	TX0005069576
ASK ALAN: SWIMMING POOL & SPA Q&A	Aqua Clear Industries, LLC	19-Aug-99	TX0005050042
POOL CARE MAINTENANCE GUIDE	Aqua Clear Industries, LLC	20-Aug-99	TX0005019487
SPA CARE GUIDE	Aqua Clear Industries, LLC	23-Aug-23	TX0005040197
SUN INFOSOURCE POOL & SPA WATER CARE	Aqua Clear Industries, LLC	20-Dec-99	TX0005085773
DISTRIBUTOR WATER ANALYSIS SOFTWARE.	Asepsis, Inc.	27-Feb-98	TX4737285
OMNI POOL CARE GUIDE	Asepsis, Inc., a wholly-owned subsidiary of Bio-Lab, Inc.	8-Jul-86	TX0001867589
OMNI TRAINING MANUAL	Asepsis, Inc., a wholly-owned subsidiary of Bio-Lab, Inc.	8-Jul-86	TX0001867103
SPA CARE GUIDE	Asepsis, Inc., a wholly-owned subsidiary of Bio-Lab, Inc.	8-Jul-86	TX0001858386
SOFTSWIM POOL CARE GUIDE : A COMPLETE GUIDE TO PERSONALIZED POOL CARE FROM BIOGUARD.	BioLab, Inc.	5-Apr-93	TX3515891
[KISS]	Bio-Lab, Inc.	31-Mar-94	TX0003663057
ALEX BAS	Bio-Lab, Inc.	10-Apr-96	TX0004254213
ALEX INTERACTIVE SOFTWARE	Bio-Lab, Inc.	15-Jun-89	TX0002748927
ALEX SOFTWARE PROGRAM	Bio-Lab, Inc.	15-Oct-93	TX0003665449
ALGAE CONTROL AND TREATMENT IN SWIMMING POOLS	Bio-Lab, Inc.	7-Jan-74	A506078
AUTOMATIC CHLORINATION	Bio-Lab, Inc.	5-Jan-73	A419253
BIOGUARD	Bio-Lab, Inc.	8-Jul-86	TX0001858286
BIO-GUARD	Bio-Lab, Inc.	15-Aug-89	TX2633127
CHEMICAL TECHNOLOGY & MARKETING PROGRAM	Bio-Lab, Inc.	14-Oct-74	A589720
COMPUTERIZED POOL WATER ANALYSIS AND TREATMENT	Bio-Lab, Inc.	17-Sep-79	TX0000329737

1

Title	Record Owner	Reg. Date	Reg. Number	K&E Comments
SEQUENCE
COMPUTERIZED WATER ANALYSIS DATA SHEET	Bio-Lab, Inc.	17-Sep-79	TX0000329738
LOOK UP COMPUTERIZED WATER ANALYSIS DATA SHEET FOR WINTERIZATION	Bio-Lab, Inc.	17-Sep-79	TX0000329739
OMNI/PROGUARD: DISTRIBUTOR VERSION	Bio-Lab, Inc.	15-Aug-89	TX0002642151
POOL BOOK: A COMPLETE GUIDE TO POOL CARE, OPENING TO CLOSING	Bio-Lab, Inc.	15-May-86	TX0001797302
POOL GUARDIAN: A PUBLICATION FOR BIOGUARD POOL & SPA DEALERS	Bio-Lab, Inc.	1-Jan-87	CSN0074704	CSN registrations are for collective works. It can be used as a reference to the entire collection of multiple registered works. This collection includes registration TX0002102981.
POOL GUARDIAN: A PUBLICATION FOR BIOGUARD POOL & SPA DEALERS	Bio-Lab, Inc.	1-May-87	TX2102981
THE BIO-GUARD TECHNICAL SERVICES MANUAL	Bio-Lab, Inc.	1-Mar-72	A348006
THE SPA BOOK: A COMPLETE GUIDE TO SPA AND HOT TUB CARE	Bio-Lab, Inc.	31-Oct-84	TX00018588287
THE POOL BOOK : A COMPLETE GUIDE TO PERSONALIZED POOL CARE.	Biolabs, Inc.	26-May-92	TX3321190
SADTLER SPECTRA 300 MHZ PROTON NUCLEAR MAGNETIC RESONANCE STATNDARDS : VOL. 21	Bio-Labs, Inc.; Sadtler Research Laboratories	2-Oct-96	TX4352390	Company to advise if Sadtler Research Laboratories maintains an interest in this copyright.
GREAT LAKES CHEMICAL CORP. : A HISTORY OF INNOVATION AND SUCCESS / EMERSON KAMPEN.	Great Lakes Chemical Corporation	22-Jun-90	TX2847365
K E M ELECTRONIC IGNITION : BOX NO. 117.	KEM Manufacturing Company, Inc.	11-Oct-84	VA182711

2

Title	Record Owner	Reg. Date	Reg. Number	K&E Comments
K E M MAG-PLUS : MAGNETIC SUPPRESSION IGNITION WIRE SET.	KEM Manufacturing Company, Inc.	1-Jun-87	VA266417
AERACE SPRAY MARK & STAIN REMOVER	Systems General, Inc.; Kem Manufacturing Corporation; and Madison Bionics	3-Jul-89	TX2585109	Company to advise if Systems General, Inc. and Madison Bionics maintain an interest in this copyright.
RUS-T-RACE DE-RUSTS, DEGREASES, CLEANS, ETCHES	Systems General, Inc.; Kem Manufacturing Corporation; and Madison Bionics	3-Jul-89	TX2585111	Company to advise if Systems General, Inc. and Madison Bionics maintain an interest in this copyright.
[SAFE AND SORRY]	Uniroyal Chemical Company, Inc. (NJ)	8-Jul-86	TXu000278155
PESTICIDE WORKER SAFETY INFORMATION	Uniroyal Chemical Company, Inc. (NJ)	8-Sep-82	PA0000607479
PESTICIDE WORKER SAFETY INFORMATION	Uniroyal Chemical Company, Inc. (NJ)	8-Sep-82	TX0003501412
POWERGRIP HTD SYSTEMS FOR INDUSTRIAL DRIVES: POWER TRANSMISSION BELT DRIVES.	Uniroyal, Inc.	1-Jul-85	TX0001626668
SAFETY COMMUNICATIONS FOR SUPERVISORS AND EMPLOYEES	Uniroyal, Inc.	1-Feb-79	TX0000186144
HARD WORK AND INTEGRITY: THE WITCO STORY/BY ALAN S. BROWN	Witco Corporation(1)	16-Jan-96	TX0004214643
SONNEBORN INVENTORY CONTROL SYSTEM	Witco Corporation	12-Oct-88	TXu000343458

(1) Company has confirmed that Chemtura Corporation is the beneficial owner of all copyrights currently held by Witco Corporation.

3

CHEMTURA CORPORATION

TRADEMARKS

Trademark Applications and Registrations

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ANDEROL	Algeria	Anderol, Inc.(1)	Pending	073383	25-Dec-2007
ANDEROL	Argentina	Anderol, Inc.	Pending	2792653	14-Dec-2007
EVEREST	Australia	Chemtura Corporation.	Registered	980363	17-Sep-2008	1270988	17-Sep-2008
ROYCO	Australia	Anderol, Inc.	Registered	1164102	02-Mar-2007	1164102	15-Oct-2007
ANDEROL	Austria	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
ANDEROL	Bangladesh	Anderol, Inc.	Pending	110925	30-Dec-2007
ANDEROL	Bolivia	Anderol, Inc.	Pending	SM585907	14-Dec-2007
ANDEROL	Brazil	Anderol, Inc.	Published	829249885	25-Jul-2007
ROYCO	Brazil	Anderol, Inc.	Pending	829651144	20-Mar-2008
ROYCO	Brazil	Anderol, Inc.	Pending	829651163	20-Mar-2008
ANDEROL	Bulgaria	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
ANDEROL	Chile	Anderol, Inc.	Registered	799780	13-Dec-2007	832795	13-Nov-2008
ANDEROL	China (Peoples Republic)	Anderol, Inc.	Pending	6219218	13-Aug-2007
ANDEROL in Chinese	China (Peoples Republic)	Anderol, Inc.	Registered	4650010	11-May-2005	4650010	07-Oct-2008
ANDEROL in Chinese	China (Peoples Republic)	Anderol, Inc.	Registered	4650011	11-May-2005	4650011	07-Oct-2008
EVEREST	China (Peoples Republic)	Chemtura Corporation	Registered	980363	17-Sep-2008	980363	17-Sep-2008
ANDEROL	Czech Republic	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007

(1)  Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Anderol, Inc.

1

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ANDEROL	Dominican Republic	Anderol, Inc.	Registered	200744064	21-Dec-2007	166268	17-Mar-2008
EVEREST	European Community	Chemtura Corporation	Registered	980363	17-Sep-2008	980363	17-Sep-2008
ROYCO	European Community	Anderol, Inc.	Registered	006249734	21-Aug-2007	006249734	19-Jun-2008
ANDEROL	Finland	Anderol, Inc.	Registered	0280167	21-Jul-1967	52822	22-Jul-1968
ANDEROL	France	Anderol, Inc.	Registered	INPI868414	23-Jul-1987	1419584	23-Jul-1987
ANDEROL	France	Anderol, Inc.	Registered	INPI211513	22-May-1990	1593399	22-May-1990
ANDEROL	Germany	Anderol, Inc.	Registered	R121164WZ	25-Jul-1967	920620	18-Jul-1974
ANDEROL	Indonesia	Anderol, Inc.	Pending	D002007043223	28-Dec-2007
ANDEROL	Int’l Registration - Madrid Agreement / Protocol	Chemtura Corporation	Registered	941130	02-Oct-2007	941130	02-Oct-2007
EVEREST	Int’l Registration	Chemtura Corporation	Registered	980363		980363	17-Sep-2008
ANDEROL PQ	Japan	Anderol, Inc.	Pending	217142008	24-Mar-2008
AOSYN	Japan	Anderol, Inc.	Registered	860422007	03-Aug-2007	5143498	20-Jun-2008
EVEREST	Japan	Chemtura Corporation	Registered	980363	17-Sep-2008	980363	17-Sep-2008
ROYCO	Japan	Anderol, Inc.	Registered	860412007	03-Aug-2007	5135802	23-May-2008
ROYCO (in Katakana)	Japan	Anderol, Inc.	Registered	877232007	09-Aug-2007	5135806	23-May-2008
ANDEROL	Korea, Republic of	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
ANDEROL	Kosovo	Anderol, Inc.	Pending	2435	23-Sep-2008
ANDEROL	Montenegro	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
ANDEROL	Nicaragua	Anderol, Inc.	Registered	20074616	14-Dec-2007
ANDEROL	Norway	Anderol, Inc.	Registered	93439	21-Jul-1967	75043	29-Aug-1968
EVEREST	Norway	Chemtura Corporation	Registered	980363	17-Sep-2008	980363	17-Sep-2008
ANDEROL	Panama	Anderol, Inc.	Registered	200733967	14-Dec-2007	167267	22-Aug-2008

2

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ANDEROL	Paraguay	Anderol, Inc.	Pending	431002007	17-Dec-2007
ANDEROL	Peru	Anderol, Inc.	Registered	3384422007	13-Dec-2007	139331	10-Jun-2008
ANDEROL	Philippines	Anderol, Inc.	Registered	42007012382	08-Nov-2007	42007012382	03-Mar-2008
ANDEROL	Poland	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
ANDEROL	Russian Federation	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
EVEREST	Russian Federation	Chemtura Corporation	Registered	980363	17-Sep-2008	980363	17-Sep-2008
ANDEROL	Serbia	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
ANDEROL	Singapore	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
EVEREST	Singapore	Chemtura Corporation	Registered	980363	17-Sep-2008	980363	17-Sep-2008
ANDEROL	Slovakia	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
ANDEROL	South Africa	Anderol, Inc.	Registered	673217	24-Jul-1967	673217	24-Jul-1997
ANDEROL	Switzerland	Anderol, Inc.	Registered	4708	10-Aug-1967	356837	10-Aug-1967
ANDEROL	Taiwan	Anderol, Inc.	Registered	95055503	25-Oct-2007	1270305	16-Jul-07
ANDEROL	Trinidad and Tobago	Anderol, Inc.	Published	39310	19-Dec-2007
ANDEROL	Turkey	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
EVEREST	Turkey	Chemtura Corporation	Registered	980363	17-Sep-2008	980363	17-Sep-2008
ANDEROL	Ukraine	Anderol, Inc.	Registered	941130	02-Oct-2007	941130	02-Oct-2007
EVEREST	Ukraine	Chemtura Corporation	Registered	980363	17-Sep-2008	980363	17-Sep-2008
ANDEROL	United States of America	Chemtura Corporation	Registered	76148904	18-Oct-2000	2503969	06-Nov-2001
PQ	United States of America	Chemtura Corporation	Registered	75006147	09-Sep-1988	1549762	01-Aug-1989
R in circle design with ROYCO	United States of America	Chemtura Corporation	Pending, ITU	77260292	21-Aug-2007
ROYCO	United States of America	Chemtura Corporation	Registered	74265106	05-Jan-1993	1744221	05-Jan-1993

3

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ROYCO	United States of America	Chemtura Corporation	Registered	77252282	10-Aug-2007	3401602	25-Mar-2008
ROYCO Stylized	United States of America	Chemtura Corporation	Registered	73785828	10-Mar-1989	1572700	26-Dec-1989
TRIPLE DROP DEVICE	United States of America	Chemtura Corporation	Registered	75006147	16-Oct-1995	2050404	08-Apr-1997
TIMONOX	Italy	Anzon Limited(2)	Registered	213724	08-May-1967	781802	08-May-1967
SUN-BURN	Australia	Aqua Clear Industries, LLC	Registered	469326	21-Jul-1987	469326	02-Nov-1989
SUN	Canada	Aqua Clear Industries, LLC	Registered	562568	14-May-1986	TMA325855	10-Apr-1987
SUN	Canada	Aqua Clear Industries, LLC	Registered	406065	11-Jan-1977	TMA226692	17-Mar-1978
SUN & Full Sun Design	Canada	Aqua Clear Industries, LLC	Registered	562567	14-May-1986	TMA342195	30-Jun-1988
SUN & Full Sun Design	France	Aqua Clear Industries, LLC	Registered	592216	26-Mar-1981	1721717	26-Mar-1981
SUN & Full Sun Design	Germany	Aqua Clear Industries, LLC	Registered	F303885Wz	20-Mar-1981	1034862	24-Jun-1982
SUN & Full Sun Design	Italy	Aqua Clear Industries, LLC	Registered	18322C/81	03-Apr-1981	393891	22-Jan-1986
SUN	Mexico	Aqua Clear Industries, LLC	Registered	178371	05-Jan-1981	272554	06-Apr-1982
SUN & Full Sun Design	United Kingdom	Aqua Clear Industries, LLC	Registered	1126242	28-Dec-1979	1126242	11-Apr-1984
MARK WITH CAT DESIGN	Switzerland	Argus Chemical Corporation(3)	Registered	3828	18-May-1989	372765	30-Oct-1989
POOL SEASON	Canada	Asepsis Inc.	Registered	692198	21-Oct-1991	509559	18-Mar-1999
BIOLAB	Australia	Biolab Services, Inc.	Registered		07-Aug-2003	965337	23-Dec-2005

(2)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Anzon Limited.

(3)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Argus Chemical Corporation.

4

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BIOLAB	Australia	Biolab Services, Inc.	Registered	612272	22-Sep-1993	612272	05-Nov-1996
BIOLAB	Australia	Biolab Services, Inc.	Registered	612273	22-Sep-1993	612273	16-Jul-1996
BIOLAB	Australia	Biolab Services, Inc.	Registered	612274	22-Sep-1993	612274	16-Jul-1996
BIOLAB	Australia	Biolab Services, Inc.	Registered	612275	22-Sep-1993	612275	05-Nov-1996
PROGUARD WATER SOLUTIONS	Australia	Biolab Services, Inc.	Registered	1023647	05-Oct-2004	1,023,647	21-Feb-2005
PROGUARD WATER SOLUTIONS	Canada	Biolab Services, Inc.	Published	1233132	07-Oct-2004
BIOLAB	European Community	Biolab Services, Inc.	Registered	4175477	30-Dec-2004	4175477	05-Dec-2005
PROGUARD WATER SOLUTIONS	European Community	Biolab Services, Inc.	Published	4061776	05-Oct-2004
LIQUIBROM	France	Biolab Services, Inc.	Registered	033219077	04-Apr-2003	033219077	12-Sep-2003
PROGUARD WATER SOLUTIONS	Mexico	Biolab Services, Inc.	Registered	680490	05-Oct-2004	860,455	25-Nov-2004
LIQUIBROM	United States of America	Biolab Services, Inc.	Registered	78289890	20-Aug-2003	2895633	19-Oct-2004
PROGUARD WATER SOLUTIONS	United States of America	Biolab Services, Inc.	Registered	78/398,942	08-Apr-2004	3074498	28-Mar-2006
Miscellaneous Design (2-Wave Swimmer Logo) in color	Argentina	Bio-Lab, Inc.	Registered	2069785	17-Feb-1997	1672773	29-Jun-1998
POOL TIME	Argentina	Bio-Lab, Inc.	Registered	2312448	20-Oct-2000	1869189	26-Apr-2002
POOL TIME & Ladder Design	Argentina	Bio-Lab, Inc.	Registered	2312449	20-Oct-2000	1869190	26-Apr-2002
BACK-UP	Australia	Bio-Lab, Inc.	Registered	419345	07-Dec-1984	419345	07-Dec-1984
BEGINNINGS	Australia	Bio-Lab, Inc.	Registered	858330	24-Nov-2000	858330	24-Nov-2000
BURN OUT EXTREME	Australia	Bio-Lab, Inc.	Registered	878089	05-Jun-2001	878089	01-Mar-2004

5

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BURN OUT SMART SHOCK	Australia	Bio-Lab, Inc.	Registered	878088	05-Jun-2001	878088	01-Mar-2004
BURN-OUT	Australia	Bio-Lab, Inc.	Registered	377024	18-Jun-1982	377024	18-Jun-1982
CLEARGUARD	Australia	Bio-Lab, Inc.	Registered	649621	30-Dec-1994	649621	07-Mar-1996
LIQUIBROM	Australia	Bio-Lab, Inc.	Registered	591084	23-Nov-1992	591084	06-Jul-1994
LITE	Australia	Bio-Lab, Inc.	Registered	667087	19-Jul-1995	667087	20-Jun-1997
MAGIC PILL	Australia	Bio-Lab, Inc.	Registered	757968	23-Mar-1998	757968	06-Nov-1998
POOLSIDE and Sun Design	Australia	Bio-Lab, Inc.	Pending	1328922	30-Oct-2009
POOLSIDE ASSIST and Sun Design	Australia	Bio-Lab, Inc.	Pending	1328923	30-Oct-2009
SMART SHOCK	Australia	Bio-Lab, Inc.	Registered	988246	09-Feb-2004	988246	15-Jun-2004
SMART STICKS	Australia	Bio-Lab, Inc.	Registered	581295	26-Jun-1992	581295	25-Mar-1994
SOFT SWIM	Australia	Bio-Lab, Inc.	Registered	580849	22-Jun-1992	580849	25-Oct-1993
STINGY STICK (Stylized)	Australia	Bio-Lab, Inc.	Registered	419346	07-Dec-1984	419346	03-Dec-1987
AQUABROME	Austria	Bio-Lab, Inc.	Registered	AM40002008	10-Jun-2008	247617	22-Oct-2008
AQUABROME DIHALO & Globe Design	Austria	Bio-Lab, Inc.	Registered	AM103983	20-Apr-1983	103859	12-Oct-1983
AQUABROME	Benelux	Bio-Lab, Inc.	Registered	651758	30-Jul-1982	383158	18-Feb-1983
AQUA CHEM	Brazil	Bio-Lab, Inc.	Published	825627907	30-Jun-2003
AQUA CHEM	Brazil	Bio-Lab, Inc.	Registered	819976334	17-Jul-1997	819976334	07-May-2002
AQUA CHEM	Brazil	Bio-Lab, Inc.	Registered	825627893	30-Jun-2003	825627893	05-Jun-2007
BIOGUARD	Brazil	Bio-Lab, Inc.	Registered	819886831	15-Apr-1997	819886831	24-Aug-1999
BIOGUARD & 2-Wave Swimmer Logo	Brazil	Bio-Lab, Inc.	Published	827501617	10-Jun-2005
BIOGUARD & 2-Wave Swimmer Logo	Brazil	Bio-Lab, Inc.	Published	827501633	10-Jun-2005
BIOGUARD & 2-Wave Swimmer Logo	Brazil	Bio-Lab, Inc.	Published	827501625	10-Jun-2005

6

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
Miscellaneous Design (2-Wave Swimmer Logo)	Brazil	Bio-Lab, Inc.	Registered	819886858	15-Apr-1997	819886858	24-Aug-1999
ALGICIDE PLUS	Canada	Bio-Lab, Inc.	Published	1373550	26-Nov-2007
AQUA CHEM	Canada	Bio-Lab, Inc.	Registered	734690	09-Aug-1993	TMA478011	18-Jun-1997
AQUA CHEM (Stylized)	Canada	Bio-Lab, Inc.	Registered	653455	19-Mar-1990	TMA452908	26-Jan-1996
BLN & Design	Canada	Bio-Lab, Inc.	Registered	774243	24-Dec-1993	TMA451502	08-Dec-1995
BURN OUT EXTREME	Canada	Bio-Lab, Inc.	Registered	1105368	05-Jun-2001	709562	14-Mar-2008
BURN-OUT	Canada	Bio-Lab, Inc.	Registered	388202	25-Jul-1975	TMA233332	01-Jun-1979
MAGIC PILL	Canada	Bio-Lab, Inc.	Registered	872700	19-Mar-1998	TMA562041	15-May-2002
MAINTAIN	Canada	Bio-Lab, Inc.	Published	1407251	14-Aug-2008
PRODUCT ADVISOR	Canada	Bio-Lab, Inc.	Registered	772726	11-Jan-1995	TMA512590	30-Jun-1999
SMART SHOCK	Canada	Bio-Lab, Inc.	Registered	1205420	05-Feb-2004	TMA638368	26-Apr-2005
SMART STICKS	Canada	Bio-Lab, Inc.	Registered	707912	29-Jun-1992	TMA458221	31-May-1996
SMART TABS	Canada	Bio-Lab, Inc.	Registered	751468	05-Apr-1994	TMA454997	08-Mar-1996
SOFTSWIM	Canada	Bio-Lab, Inc.	Registered	707618	23-Jun-1992	TMA471571	25-Feb-1997
SPOT CLEAR	Canada	Bio-Lab, Inc.	Pending	1446742	31-Jul-2009
WATER MASTER	Canada	Bio-Lab, Inc.	Registered	748697	02-Mar-1994	TMA463365	13-Sep-1996
POOL TIME	Chile	Bio-Lab, Inc.	Registered	514996	18-Jan-2001	625549	25-May-2002
POOL TIME & Ladder Design	Chile	Bio-Lab, Inc.	Registered	514995	18-Jan-2001	625548	25-Mar-2002
BIOGUARD	China (Peoples Republic)	Bio-Lab, Inc.	Pending	6015554	23-Apr-2007
BIOGUARD	China (Peoples Republic)	Bio-Lab, Inc.	Pending	6015553	23-Apr-2007
BIOGUARD	China (Peoples Republic)	Bio-Lab, Inc.	Published	6015552	23-Apr-2007
BIOGUARD	China (Peoples Republic)	Bio-Lab, Inc.	Pending	6015551	23-Apr-2007

7

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BIOGUARD (in Chinese)	China (Peoples Republic)	Bio-Lab, Inc.	Pending	6024201	27-Apr-2007
BIOGUARD (in Chinese)	China (Peoples Republic)	Bio-Lab, Inc.	Pending	6024200	27-Apr-2007
BIOGUARD (in Chinese)	China (Peoples Republic)	Bio-Lab, Inc.	Published	6024199	27-Apr-2007
BIOGUARD (in Chinese)	China (Peoples Republic)	Bio-Lab, Inc.	Published	6024268	23-Apr-2007
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	Costa Rica	Bio-Lab, Inc.	Registered		04-Oct-1988	76202	10-Jul-1991
GUARDEX & Squares Design	Costa Rica	Bio-Lab, Inc.	Registered	20028626	28-Nov-2002	139679	06-Aug-2003
GUARDEX & Squares Design	Costa Rica	Bio-Lab, Inc.	Registered	20028627	28-Nov-2002	139678	06-Aug-2003
Miscellaneous Design (2-Wave Swimmer Logo)	Costa Rica	Bio-Lab, Inc.	Pending	2009009441	20-Oct-3009
Miscellaneous Design (2-Wave Swimmer Logo)	Costa Rica	Bio-Lab, Inc.	Pending	20090782	29-Jan-2009
Miscellaneous Design (2-Wave Swimmer Logo)	Costa Rica	Bio-Lab, Inc.	Registered	54198	28-Jan-1998	120995	30-Jun-2000
GUARDEX & Squares Design	Dominican Republic	Bio-Lab, Inc.	Registered	2002169173	27-Nov-2002	139056	30-Nov-2003
GUARDEX & Squares Design	Dominican Republic	Bio-Lab, Inc.	Registered	2002169174	27-Nov-2002	139011	30-Nov-2003
GUARDEX & Squares Design	European Community	Bio-Lab, Inc.	Registered	2968485	28-Nov-2002	2968485	17-Mar-2004
SMART SHOCK	European Community	Bio-Lab, Inc.	Registered	3663655	11-Feb-2004	3663655	11-Feb-2004
AQUABROME & Globe Design	France	Bio-Lab, Inc.	Registered	636397	26-Jul-1982	1210196	26-Jul-1982

8

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	France	Bio-Lab, Inc.	Registered	681791	17-Nov-1983	1251311	17-Nov-1983
GUARDEX	France	Bio-Lab, Inc.	Registered	243355	28-Mar-1977	1428411	28-Mar-1977
Miscellaneous Design (2-Wave Swimmer Logo)	France	Bio-Lab, Inc.	Registered	97/709299	17-Dec-1997	97709299	29-May-1998
SMART STICKS	France	Bio-Lab, Inc.	Registered	97699,048	13-Oct-1997	97699048	27-Mar-1998
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	Georgia (State)	Bio-Lab, Inc.	Registered	T2445	01-Oct-1980	T2445	01-Oct-1980
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	Georgia (State)	Bio-Lab, Inc.	Registered	T2446	01-Oct-1980	T2446	01-Oct-1980
WKND.	Georgia (State)	Bio-Lab, Inc.	Registered	1304	09-Sep-2008	S24288	09-Sep-2008
WKND.	Georgia (State)	Bio-Lab, Inc.	Registered	1305	09-Sep-2008	S24309	09-Sep-2008
WKND.	Georgia (State)	Bio-Lab, Inc.	Registered			S24284	02-Oct-2008
AQUABROME	Germany	Bio-Lab, Inc.	Registered	H50872/5Wz	22-Jan-1983	1061831	03-Apr-1984
AQUABROME & Globe Design (label)	Germany	Bio-Lab, Inc.	Registered	H50277/1 Wz	02-Aug-1982	1047326	19-Apr-1983
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	Germany	Bio-Lab, Inc.	Registered	B721521 Wz	27-Sep-1983	1154503	16-Feb-1990
BROMINATOR	Germany	Bio-Lab, Inc.	Registered	39510982.5	10-Mar-1995	39510982	20-May-1996
Miscellaneous Design (2-Wave Swimmer Logo)	Germany	Bio-Lab, Inc.	Registered	39760885.3	18-Dec-1997	39760885	14-Jan-1999
SMART STICKS	Great Britain	Bio-Lab, Inc.	Registered	1505266	03-Jul-1992	1505266	16-Apr-1993
GUARDEX & Squares Design	Guatemala	Bio-Lab, Inc.	Registered	2002-8366	27-Nov-2002	126799	13-Nov-2003
GUARDEX & Squares Design	Guatemala	Bio-Lab, Inc.	Registered	2002-8367	27-Nov-2002	126801	13-Nov-2003
AQUABROME	Japan	Bio-Lab, Inc.	Registered	722951991	09-Jul-1991	4365436	03-Mar-2000

9

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
AQUABROME with Katakana	Japan	Bio-Lab, Inc.	Registered	H03025223	12-Mar-1991	2537008	31-May-1993
HYDROTECH & Globe Design	Japan	Bio-Lab, Inc.	Registered	952012004	18-Oct-2004	4993860	06-Oct-2006
HYDROTECH & Globe Design	Japan	Bio-Lab, Inc.	Registered	722941991	09-Jul-1991	2643882	28-Apr-1994
AQUA CHEM	Mexico	Bio-Lab, Inc.	Registered	242938	11-Sep-1995	556337	28-Aug-1997
BIOGUARD	Mexico	Bio-Lab, Inc.	Registered	706662	10-Mar-2005	952257	14-Sep-2006
BIOGUARD	Mexico	Bio-Lab, Inc.	Registered	600130	09-May-2003	842380	09-May-2003
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	Mexico	Bio-Lab, Inc.	Registered	147841	19-Aug-1992	429567	20-Jan-1993
Miscellaneous Design (2-Wave Swimmer Logo)	Mexico	Bio-Lab, Inc.	Registered	318148	18-Dec-1997	577034	22-May-1998
Miscellaneous Design (2-Wave Swimmer Logo)	Mexico	Bio-Lab, Inc.	Registered	318147	18-Dec-1997	656206	30-May-2000
Miscellaneous Design (2-Wave Swimmer Logo)	Mexico	Bio-Lab, Inc.	Registered	318146	18-Dec-1997	577243	25-May-1998
LITE	New Zealand	Bio-Lab, Inc.	Registered	251365	18-Jul-1995	251365	10-Nov-1997
Miscellaneous Design (2-Wave Swimmer Logo)	New Zealand	Bio-Lab, Inc.	Registered	286309	17-Dec-1997	286309	17-Jun-1998
Miscellaneous Design (2-Wave Swimmer Logo)	New Zealand	Bio-Lab, Inc.	Registered	286310	17-Dec-1997	286310	21-Oct-1998
Miscellaneous Design (2-Wave Swimmer Logo)	New Zealand	Bio-Lab, Inc.	Registered	286311	17-Dec-1997	286311	21-Oct-1998
POOLSIDE and Sun Design	New Zealand	Bio-Lab, Inc.	Pending	815057	30-Oct-2009

10

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
POOLSIDE ASSIST and Sun Design	New Zealand	Bio-Lab, Inc.	Pending	815058	30-Oct-2009
SMART SHOCK	New Zealand	Bio-Lab, Inc.	Registered	707828	09-Feb-2004	707828	12-Aug-2004
AQUA CHEM	Panama	Bio-Lab, Inc.	Registered	103487	28-Oct-1999	103487	28-Oct-1999
BIOGUARD	Panama	Bio-Lab, Inc.	Registered	103486	28-Oct-1999	103486	28-Oct-1999
GUARDEX & Squares Design	Panama	Bio-Lab, Inc.	Registered	124432	28-Nov-2002	124432	22-Dec-2003
GUARDEX & Squares Design	Panama	Bio-Lab, Inc.	Registered	124431	28-Nov-2002	124431	22-Dec-2003
AQUABROME (Stylized)	Portugal	Bio-Lab, Inc.	Registered	217264	05-Aug-1982	217264	20-Dec-1988
GUARDEX & Squares Design	Singapore	Bio-Lab, Inc.	Registered	T0218217H	27-Nov-2002	T02/18217H	28-May-2002
GUARDEX & Squares Design	Singapore	Bio-Lab, Inc.	Registered	T0218218F	27-Nov-2002	T02/18218F	28-May-2002
BACK-UP	South Africa	Bio-Lab, Inc.	Registered	846137	12-Jul-1984	846137	17-Sep-1985
BEGINNINGS	South Africa	Bio-Lab, Inc.	Registered	200023634	27-Nov-2000	200023634	12-Oct-2005
BIOGUARD	South Africa	Bio-Lab, Inc.	Pending	200522646	21-Oct-2005		11-Aug-1982
BIOGUARD	South Africa	Bio-Lab, Inc.	Registered	826200	11-Aug-1982	826200	11-Aug-1982
BIOGUARD	South Africa	Bio-Lab, Inc.	Registered	86199	11-Aug-1982	826199	11-Aug-1982
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	South Africa	Bio-Lab, Inc.	Registered	837125	05-Oct-1983	837125	30-Apr-1986
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	South Africa	Bio-Lab, Inc.	Registered	837129	05-Oct-1983	837129	30-Apr-1986
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	South Africa	Bio-Lab, Inc.	Registered	837126	05-Oct-1983	837126	29-Nov-1984
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	South Africa	Bio-Lab, Inc.	Registered	837127	05-Oct-1983	837127	29-Nov-1984

11

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BIOGUARD & 3-Wave Swimmer Logo (Stacked)	South Africa	Bio-Lab, Inc.	Registered	837128	05-Oct-1983	837128	29-Nov-1984
BURN OUT EXTREME	South Africa	Bio-Lab, Inc.	Registered	200109723	06-Jun-2001	200109723	07-May-2007
BURN-OUT	South Africa	Bio-Lab, Inc.	Registered	846138	12-Jul-1984	846138	17-Sep-1985
Miscellaneous Design (2-Wave Swimmer Logo)	South Africa	Bio-Lab, Inc.	Registered	9719504	17-Dec-1997	9719504	03-Jan-2002
Miscellaneous Design (2-Wave Swimmer Logo)	South Africa	Bio-Lab, Inc.	Registered	9719505	17-Dec-1997	9719505	03-Jan-2002
Miscellaneous Design (2-Wave Swimmer Logo)	South Africa	Bio-Lab, Inc.	Registered	9719506	17-Dec-1997	9719506	03-Jan-2002
SOFTSWIM	South Africa	Bio-Lab, Inc.	Registered	925162	22-Jun-1992	925162	04-Dec-1994
SOFTSWIM	South Africa	Bio-Lab, Inc.	Registered	925163	22-Jun-1992	925163	04-Dec-1994
AQUABROME	Spain	Bio-Lab, Inc.	Registered	1013378	29-Jul-1982	1013378	20-Dec-1983
SOFTSWIM	Spain	Bio-Lab, Inc.	Registered	1709718	26-Jun-1992	1709718	05-May-1995
SOFTSWIM	Spain	Bio-Lab, Inc.	Registered	1709719	26-Jun-1992	1709719	05-May-1995
AQUABROME	Sweden	Bio-Lab, Inc.	Registered	824580	04-Aug-1982	187687	12-Aug-1983
AQUABROME	Switzerland	Bio-Lab, Inc.	Registered	01280/2003	27-Feb-2003	520635	20-Apr-2004
REOMOL	Tunisia	Bio-Lab, Inc.	Pending	EE081131	30-Apr-2008
BEGINNINGS	United Kingdom	Bio-Lab, Inc.	Registered	2254262	28-Nov-2000	2254262	25-May-2001
LIQUIBROM	United Kingdom	Bio-Lab, Inc.	Registered	1518883	13-Nov-1992	1518883	24-Jun-1994
Miscellaneous Design (2-Wave Swimmer Logo)	United Kingdom	Bio-Lab, Inc.	Registered	2154248	22-Dec-1997	2154248	19-Feb-1999
3 Droplets Design	United States of America	Bio-Lab, Inc.	Registered	75381539	29-Oct-1997	2217231	12-Jan-1999
3” TABLETS PLUS	United States of America	Bio-Lab, Inc.	Registered	76392163	08-Apr-2002	2692851	04-Mar-2003

12

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
4-IN-1	United States of America	Bio-Lab, Inc.	Registered	78269185	01-Jul-2003	2903296	16-Nov-2004
4-IN-1 (Stylized)	United States of America	Bio-Lab, Inc.	Registered	73072053	17-Dec-1975	1060530	08-Mar-1977
ACCU-DEMAND 30	United States of America	Bio-Lab, Inc.	Registered	78724190	30-Sep-2005	3341365	20-Nov-2007
ACCU-SCAN	United States of America	Bio-Lab, Inc.	Registered	75399313	03-Dec-1997	2247398	25-May-1999
ALGAE ALL 60	United States of America	Bio-Lab, Inc.	Registered	78553738	25-Jan-2005	3054436	31-Jan-2006
ALGAE PREDATOR	United States of America	Bio-Lab, Inc.	Registered	76378038	06-Mar-2002	2832648	13-Apr-2004
ALGAECIDE PLUS	United States of America	Bio-Lab, Inc.	Registered	77079962	20-Jan-2007	3285366	25-Aug-2007
ALGALATOR	United States of America	Bio-Lab, Inc.	Registered	73222924	11-Jul-1979	1174683	27-Oct-1981
ALGICIDE PLUS	United States of America	Bio-Lab, Inc.	Registered	75811586	29-Sep-1999	2505287	06-Nov-2001
AQUA BURN	United States of America	Bio-Lab, Inc.	Registered	74235491	23-Dec-1991	1717321	22-Sep-1992
AQUA CHEM	United States of America	Bio-Lab, Inc.	Registered	74090109	21-Aug-1990	1664646	19-Nov-1991
AQUA CHEM (Stylized)	United States of America	Bio-Lab, Inc.	Registered	73396774	30-Sep-1982	1428018	10-Feb-1987
AQUA CHEM and Swirl Design	United States of America	Bio-Lab, Inc.	Pending, ITU	77/610298	07-Nov-2008
AQUA CHEM SKIMMER SCREEN	United States of America	Bio-Lab, Inc.	Registered	78310466	07-Oct-2003	3130548	15-Aug-2006

13

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
AQUA CHLOR	United States of America	Bio-Lab, Inc.	Registered	74234580	02-Jan-1992	1753484	23-Feb-1993
AQUA CLEAR	United States of America	Bio-Lab, Inc.	Registered	75381538	29-Oct-1997	2207204	01-Dec-1998
AQUA CLEAR & Stylized 3 Droplet Design	United States of America	Bio-Lab, Inc.	Registered	78351279	13-Jan-2004	2970220	19-Jul-2005
AQUA STICKS	United States of America	Bio-Lab, Inc.	Registered	74235490	23-Dec-1991	1723106	13-Oct-1992
AQUA TABS	United States of America	Bio-Lab, Inc.	Registered	74235492	23-Dec-1991	1717322	22-Sep-1992
AQUABROME	United States of America	Bio-Lab, Inc.	Registered	73350457	16-Feb-1982	1246145	26-Jul-1983
ARCTIC BLUE	United States of America	Bio-Lab, Inc.	Registered	75764084	30-Jul-1999	2507761	13-Nov-2001
ASSIST	United States of America	Bio-Lab, Inc.	Registered	74666307	27-Apr-1995	1960371	05-Mar-1996
BACK UP	United States of America	Bio-Lab, Inc.	Registered	73400603	25-Oct-1982	1266822	14-Feb-1984
BACKYARD ESSENTIALS	United States of America	Bio-Lab, Inc.	Registered	78498596	12-Oct-2004	3151890	03-Oct-2006
BACKYARD ESSENTIALS	United States of America	Bio-Lab, Inc.	Registered	78360447	30-Jan-2004	3030345	13-Dec-2005
BALANCE PAK	United States of America	Bio-Lab, Inc.	Registered	72409870	10-Dec-1971	949632	02-Jan-1973
BANISH	United States of America	Bio-Lab, Inc.	Registered	75522664	21-Jul-1998	2396307	17-Oct-2000
BEGINNINGS	United States of America	Bio-Lab, Inc.	Registered	76058909	30-May-2000	2523516	25-Dec-2001
BIO-CLEAR	United States of America	Bio-Lab, Inc.	Registered	74294812	16-Jul-1992	1769578	11-May-1993
BIOGUARD	United States of America	Bio-Lab, Inc.	Registered	73683779	14-Sep-1987	1599055	05-Jun-1990
BIOGUARD	United States of America	Bio-Lab, Inc.	Registered	72167697	29-Apr-1963	782646	05-Jan-1965

14

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BIOGUARD & 2-Wave Swimmer Logo (Stacked)	United States of America	Bio-Lab, Inc.	Registered	73266764	18-Jun-1980	1210211	28-Sep-1982
BREAKOUT	United States of America	Bio-Lab, Inc.	Registered	77434261	28-Mar-2008	3520429	21-Oct-2008
BREAKOUT TOTAL	United States of America	Bio-Lab, Inc.	Published ITU	77774767	6-Jul-2009
BURN OUT EXTREME	United States of America	Bio-Lab, Inc.	Registered	76177559	07-Dec-2000	2929942	08-Mar-2005
BURN-OUT	United States of America	Bio-Lab, Inc.	Registered	72/291958	27-Feb-1968	866704	18-Mar-1969
CHEM-OUT	United States of America	Bio-Lab, Inc.	Registered	73126649	16-May-1977	1083039	24-Jan-1978
CHLOREXTRA	United States of America	Bio-Lab, Inc.	Registered	78499726	14-Oct-2004	3189944	26-Dec-2006
CHLOREXTRA II	United States of America	Bio-Lab, Inc.	Pending ITU	77894399	16-Dec-2009
CHLORINATING GRANULES PLUS	United States of America	Bio-Lab, Inc.	Registered	76389866	02-Apr-2002	2697567	18-Mar-2003
CLARITABS (Stylized)	United States of America	Bio-Lab, Inc.	Registered	73002276	28-Sep-1973	1039017	11-May-1976
CLC2	United States of America	Bio-Lab, Inc.	Registered	77262427	23-Aug-2007	3641376	16-June-2009
CLEAR COMFORT	United States of America	Bio-Lab, Inc.	Registered	75530942	04-Aug-1998	2375956	08-Aug-2000
CLEAR MAGIC	United States of America	Bio-Lab, Inc.	Registered	74257886	23-Mar-1992	1964360	26-Mar-1996
CLEAR-OUT	United States of America	Bio-Lab, Inc.	Registered	74435939	15-Sep-1993	1841596	28-Jun-1994
CONVERT	United States of America	Bio-Lab, Inc.	Published ITU	77/546,746	14-Aug-2008

15

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CPC	United States of America	Bio-Lab, Inc.	Registered	73010180	04-Jan-1974	997826	12-Nov-1974
CRYSTAL CLEAR MULTI-SHOCK	United States of America	Bio-Lab, Inc.	Registered	75565805	07-Oct-1998	2449677	08-May-2001
DUOTAB	United States of America	Bio-Lab, Inc.	Pending ITU	77871514	12-Nov-2009
EASY SHOCK & SWIM	United States of America	Bio-Lab, Inc.	Registered	78386562	18-Mar-2004	2933333	15-Mar-2005
ECOKLEAN	United States of America	Bio-Lab, Inc.	Published ITU	77771151	30-Jun-2009
ENZY-CLEAN	United States of America	Bio-Lab, Inc.	Registered	74294811	16-Jul-1992	1769577	11-May-1993
ERASE	United States of America	Bio-Lab, Inc.	Registered	75348898	28-Aug-1997	2175148	21-Jul-1998
EVERYDAY CHLORINATING GRANULES	United States of America	Bio-Lab, Inc.	Registered	78287534	14-Aug-2003	2934762	22-Mar-2005
FERRITABS	United States of America	Bio-Lab, Inc.	Registered	73033882	07-Oct-1974	1029120	06-Jan-1976
FILTER CLEANER PLUS	United States of America	Bio-Lab, Inc.	Registered	76189805	04-Jan-2001	2840692	11-May-2004
FILTER SAND PLUS	United States of America	Bio-Lab, Inc.	Registered	78316304	21-Oct-2003	3098873	30-May-2006
FOAM BUSTER	United States of America	Bio-Lab, Inc.	Registered	73361723	26-Apr-1982	1281142	12-Jun-1984
GREAT POOL CARE. EXPECT IT.	United States of America	Bio-Lab, Inc.	Registered	76355219	07-Jan-2002	2860780	06-Jul-2004

16

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
GUARDEX	United States of America	Bio-Lab, Inc.	Registered	73030374	26-Aug-1974	1031099	27-Jan-1976
GUARDEX & Squares Design	United States of America	Bio-Lab, Inc.	Registered	76417436	28-May-2002	2690819	25-Feb-2003
HARMONY	United States of America	Bio-Lab, Inc.	Registered	78465185	10-Aug-2004	3286795	28-Aug-2007
HYDRO-QUEST	United States of America	Bio-Lab, Inc.	Registered	73/222,922	11-Jul-1979	1159610	07-Jul-1981
HYDROTECH	United States of America	Bio-Lab, Inc.	Registered	78420132	17-May-2004	2955134	24-May-2005
HYDROTECH	United States of America	Bio-Lab, Inc.	Registered	78420141	17-May-2004	2955136	24-May-2005
HYDROTECH	United States of America	Bio-Lab, Inc.	Registered	78420144	17-May-2004	2965238	05-Jul-2005
HYDROTECH & Sun Design	United States of America	Bio-Lab, Inc.	Registered	78420635	18-May-2004	2983223	09-Aug-2005
HYDROTECH & Sun Design	United States of America	Bio-Lab, Inc.	Registered	78420641	18-May-2004	2955139	24-May-2005
HYDROTECH & Sun Design	United States of America	Bio-Lab, Inc.	Registered	78420645	18-May-2004	2965244	05-Jul-2005
IMAGINE	United States of America	Bio-Lab, Inc.	Registered	78/465,191	10-Aug-2004	3015354	15-Nov-2005
IMPROVE	United States of America	Bio-Lab, Inc.	Published ITU	77/546,729	14-Aug-2008
INHIBIT	United States of America	Bio-Lab, Inc.	Published ITU	77/546738	14-Aug-2008
INITIATOR	United States of America	Bio-Lab, Inc.	Registered	74519328	15-Apr-1994	1928723	17-Oct-1995
INSIGNIA	United States of America	Bio-Lab, Inc.	Registered	78386180	17-Mar-2004	2943847	26-Apr-2005
KLEEN IT	United States of America	Bio-Lab, Inc.	Registered	73345253	11-Jan-1982	1,252,055	27-Sep-1983

17

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
LO ‘N SLO	United States of America	Bio-Lab, Inc.	Registered	72/300,549	17-Jun-1968	0877630	30-Sep-1969
MAINTAIN	United States of America	Bio-Lab, Inc.	Pending, ITU	77/546,741	14-Aug-2008
MAINTAIN	United States of America	Bio-Lab, Inc.	Pending ITU	77871954	13-Nov-2009
MAXIMIZER	United States of America	Bio-Lab, Inc.	Registered	78472506	24-Aug-2004	3143177	12-Sep-2006
MINERAL SPRINGS	United States of America	Bio-Lab, Inc.	Registered	75741044	01-Jul-1999	2472207	24-Jul-2001
Miscellaneous Design (2-Wave Swimmer Logo)	United States of America	Bio-Lab, Inc.	Registered	75315980	27-Jun-1997	2212469	22-Dec-1998
Miscellaneous Design (2-Wave Swimmer Logo)	United States of America	Bio-Lab, Inc.	Registered	73387959	23-Sep-1982	1257256	15-Nov-1983
MOMENTS	United States of America	Bio-Lab, Inc.	Registered	75565806	07-Oct-1998	2482919	28-Aug-2001
MUSTARD BUSTER	United States of America	Bio-Lab, Inc.	Registered	74011166	15-Dec-1989	1652119	30-Jul-1991
MUSTARD MASTER	United States of America	Bio-Lab, Inc.	Registered	74011167	15-Dec-1989	1646586	04-Jun-1991
‘NICE-N-CLEAR’ (Stylized)	United States of America	Bio-Lab, Inc.	Registered	73423016	25-Apr-1983	1314238	15-Jan-1985
OFF THE WALL	United States of America	Bio-Lab, Inc.	Registered	73592439	09-Apr-1986	1433517	24-Mar-1987
OMNI	United States of America	Bio-Lab, Inc.	Pending	77472054	12-May-2008
OMNI & Swatch O Design	United States of America	Bio-Lab, Inc.	Registered	73690551	16-Oct-1987	1504458	20-Sep-1988
OPTIMIZER	United States of America	Bio-Lab, Inc.	Registered	74666309	27-Apr-1995	1960373	05-Mar-1996
OPTIMIZER PLUS	United States of America	Bio-Lab, Inc.	Registered	78322283	03-Nov-2003	2906643	30-Nov-2004

18

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OPTIMUM	United States of America	Bio-Lab, Inc.	Registered	77437619	02-Apr-2008	3658997	21-Jul-2009
OXYSHEEN	United States of America	Bio-Lab, Inc.	Registered	73417815	18-Mar-1983	1282899	26-Jun-1984
OXY-SHOCK	United States of America	Bio-Lab, Inc.	Registered	73222923	11-Jul-1979	1160514	14-Jul-1981
PERFECTLY CLEAR	United States of America	Bio-Lab, Inc.	Registered	74302945	10-Aug-1992	1801781	02-Nov-1993
PHOS-AWAY	United States of America	Bio-Lab, Inc.	Registered	75718360	01-Jun-1999	2400987	31-Oct-2000
POLYSHEEN	United States of America	Bio-Lab, Inc.	Registered	73083767	13-Apr-1976	1052711	16-Nov-1976
POOL MAGNET	United States of America	Bio-Lab, Inc.	Registered	73/027,545	23-Jul-1974	1012715	10-Jun-1975
POOL POD Design	United States of America	Bio-Lab, Inc.	Registered	78793820	18-Jan-2006	3248724	29-May-2007
POOL PODS	United States of America	Bio-Lab, Inc.	Registered	78722902	29-Sep-2005	3299354	25-Sep-2007
POOL SALT PLUS and Design	United States of America	Bio-Lab, Inc.	Registered	77/535,697	31-Jul-2008	3734921	05-Jan-2010
POOL TIME	United States of America	Bio-Lab, Inc.	Registered	73144095	11-Oct-1977	1139129	02-Sep-1980
POOL TIME & Ladder Design	United States of America	Bio-Lab, Inc.	Registered	76174294	01-Dec-2000	2708426	22-Apr-2003
POWER CHLOR	United States of America	Bio-Lab, Inc.	Published ITU	77622135	26-Nov-2008
POWER CHLOR	United States of America	Bio-Lab, Inc.	Published ITU	77659168	29-Jan-2009
PRO CARE & Design	United States of America	Bio-Lab, Inc.	Registered	73822838	25-Aug-1989	1612517	11-Sep-1990
PRO GUARD	United States of America	Bio-Lab, Inc.	Registered	75895689	12-Jan-2000	2415844	26-Dec-2000
PRO GUARD	United States of America	Bio-Lab, Inc.	Registered	73514229	18-Dec-1984	1353530	13-Aug-1985

19

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PRO GUARD	United States of America	Bio-Lab, Inc.	Registered	78395709	02-Apr-2004	2938257	05-Apr-2005
PRO GUARD	United States of America	Bio-Lab, Inc.	Registered	78395706	02-Apr-2004	2938256	05-Apr-2005
PRO GUARD	United States of America	Bio-Lab, Inc.	Registered	78395700	02-Apr-2004	3036710	27-Dec-2005
QUICK CLEAR	United States of America	Bio-Lab, Inc.	Registered	74011168	15-Dec-1989	1639448	02-Apr-1991
REMEDY	United States of America	Bio-Lab, Inc.	Published ITU	77/546,734	14-Aug-2008
RENEWAL	United States of America	Bio-Lab, Inc.	Registered	76008077	23-Mar-2000	2534823	29-Jan-2002
REOLUBE	United States of America	Bio-Lab, Inc.	Pending ITU	77732297	8-May-2009
RESTORE	United States of America	Bio-Lab, Inc.	Registered	78465198	10-Aug-2004	3031771	20-Dec-2005
SHOCK AND SWIM	United States of America	Bio-Lab, Inc.	Registered	74160481	24-Apr-1991	1693869	16-Jun-1992
SHOCK ‘N CLEAR	United States of America	Bio-Lab, Inc.	Registered	76384798	20-Mar-2002	2726732	17-Jun-2003
SHOCK PLUS	United States of America	Bio-Lab, Inc.	Registered	75367012	02-Oct-1997	2178683	04-Aug-1998
SHOCKRIGHT	United States of America	Bio-Lab, Inc.	Registered	73795090	24-Apr-1989	1572714	26-Dec-1989
SHOCKXTRA BLUE	United States of America	Bio-Lab, Inc.	Registered	78305328	25-Sep-2003	2884410	14-Sep-2004
SILK SMART STICKS	United States of America	Bio-Lab, Inc.	Registered	77480911	22-May-2008	3596416	24-Mar-2009
SILK STICKS	United States of America	Bio-Lab, Inc.	Registered	78912381	20-Jun-2006	3,360,881	25-Dec-2007
SILK TABS	United States of America	Bio-Lab, Inc.	Registered	78912366	20-Jun-2006	3446932	10-Jun-2008
SILKGUARD	United States of America	Bio-Lab, Inc.	Registered	78912317	20-Jun-2006	3416140	22-Apr-2008

20

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
SILKGUARD & Design	United States of America	Bio-Lab, Inc.	Registered	77042361	13-Nov-2006	3379152	05-Feb-2008
SIMPLICITY	United States of America	Bio-Lab, Inc.	Registered	74593475	01-Nov-1994	2024409	17-Dec-1996
SINK ‘N SWEEP	United States of America	Bio-Lab, Inc.	Registered	77438898	03-Apr-2008	3636454	09-Jun-2009
SKIM MOR	United States of America	Bio-Lab, Inc.	Registered	76478371	26-Dec-2002	2884911	14-Sep-2004
SMART GUARD	United States of America	Bio-Lab, Inc.	Registered	74593483	01-Nov-1994	2044348	11-Mar-1997
SMART SHOCK	United States of America	Bio-Lab, Inc.	Registered	78287543	14-Aug-2003	2877552	24-Aug-2004
SMART STICKS	United States of America	Bio-Lab, Inc.	Registered	74235634	07-Jan-1992	1805023	16-Nov-1993
SNAP	United States of America	Bio-Lab, Inc.	Registered	74593476	01-Nov-1994	2027593	31-Dec-1996
SOFT SOAK	United States of America	Bio-Lab, Inc.	Registered	74427121	20-Aug-1993	1899500	13-Jun-1995
SOFTSWIM	United States of America	Bio-Lab, Inc.	Registered	74483444	27-Jan-1994	1922782	26-Sep-1995
SPA BROM	United States of America	Bio-Lab, Inc.	Registered	73235692	18-Oct-1979	1192704	30-Mar-1982
SPA ESSENTIALS	United States of America	Bio-Lab, Inc.	Registered	75187287	24-Oct-1996	2241811	27-Apr-1999
SPA GUARD (Stylized)	United States of America	Bio-Lab, Inc.	Registered	73175723	23-Jun-1978	1125285	25-Sep-1979
SPA SILKEN	United States of America	Bio-Lab, Inc.	Registered	75793972	03-Sep-1999	2375198	08-Aug-2000
SPA SYMMETRY	United States of America	Bio-Lab, Inc.	Registered	77103355	09-Feb-2007	3412378	15-Apr-2008
SPA TIME Stylized	United States of America	Bio-Lab, Inc.	Pending ITU	77785893	21-Jul-2009
SPACLEAR	United States of America	Bio-Lab, Inc.	Registered	76450552	12-Sep-2002	2717535	20-May-2003

21

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
SPACLEAR & Design	United States of America	Bio-Lab, Inc.	Registered	76461055	21-Oct-2002	2717539	20-May-2003
SPARKALIZER	United States of America	Bio-Lab, Inc.	Registered	73361725	26-Apr-1982	1277590	15-May-1984
SPARKLE UP	United States of America	Bio-Lab, Inc.	Registered	73027549	23-Jul-1974	1008667	15-Apr-1975
SPA-TIME	United States of America	Bio-Lab, Inc.	Registered	73592403	09-Apr-1986	1418819	02-Dec-1986
SPOT CLEAR	United States of America	Bio-Lab, Inc.	Pending ITU	77781387	15-Jul-2009
SPOT KILL	United States of America	Bio-Lab, Inc.	Registered	73041314	09-Jan-1975	1053827	07-Dec-1976
STINGY STICK	United States of America	Bio-Lab, Inc.	Registered	75128732	25-Jun-1996	2071759	17-Jun-1997
STOW-AWAY	United States of America	Bio-Lab, Inc.	Registered	73082126	30-Mar-1976	1051665	02-Nov-1976
STRIP-KWIK	United States of America	Bio-Lab, Inc.	Registered	73082125	30-Mar-1976	1061451	15-Mar-1977
SUMMER ALGAE PROTECTOR	United States of America	Bio-Lab, Inc.	Registered	75697047	04-May-1999	2351034	16-May-2000
SUMMER ALGAE PROTECTOR	United States of America	Bio-Lab, Inc.	Registered	78825442	28-Feb-2006	3180990	05-Dec-2006
SUN	United States of America	Bio-Lab, Inc.	Registered	73720150	31-Mar-1988	1513263	22-Nov-1988
SUN	United States of America	Bio-Lab, Inc.	Registered	73059384	01-Aug-1975	1044613	27-Jul-1976
SUN & Full Sun Design	United States of America	Bio-Lab, Inc.	Registered	73204518	21-Feb-1979	1154338	19-May-1981
SUN & Full Sun Design	United States of America	Bio-Lab, Inc.	Registered	73216221	18-May-1979	1138312	29-Jul-1980
SUN & Full Sun Design	United States of America	Bio-Lab, Inc.	Registered	73207091	12-Mar-1979	1135461	20-May-1980
SUN SUPER TAB & Full Sun Design	United States of America	Bio-Lab, Inc.	Registered	74120213	03-Dec-1990	1676464	25-Feb-1992

22

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
SUN-BRITE	United States of America	Bio-Lab, Inc.	Registered	74645764	13-Mar-1995	2018342	19-Nov-1996
SUN-BURN	United States of America	Bio-Lab, Inc.	Registered	75131637	09-Jul-1996	2081365	22-Jul-1997
SUN-BURN EXTRA	United States of America	Bio-Lab, Inc.	Registered	77278724	13-Sep-2007	3491595	26-Aug-2008
SUN-BURN FORCE	United States of America	Bio-Lab, Inc.	Pending	77909734	12-Jan-2010
SUNSHIELD	United States of America	Bio-Lab, Inc.	Registered	76020767	07-Apr-2000	2446373	24-Apr-2001
SUPER TAB	United States of America	Bio-Lab, Inc.	Registered	74120579	03-Dec-1990	1669049	24-Dec-1991
SWIM FREE	United States of America	Bio-Lab, Inc.	Registered	73055852	23-Jun-1975	1031173	27-Jan-1976
SYNERGY	United States of America	Bio-Lab, Inc.	Registered	74368851	18-Mar-1993	1852826	06-Sep-1994
TABGARD	United States of America	Bio-Lab, Inc.	Registered	72/378163	08-Dec-1970	928533	08-Feb-1972
TRU-BLUE	United States of America	Bio-Lab, Inc.	Registered	74645763	13-Mar-1995	2014462	05-Nov-1996
WATER MASTER	United States of America	Bio-Lab, Inc.	Registered	73571478	03-Dec-1985	1401044	15-Jul-1986
WE KNOW POOLS	United States of America	Bio-Lab, Inc.	Registered	74161403	11-Apr-1991	1678035	03-Mar-1992
WKND.	United States of America	Bio-Lab, Inc.	Registered	77223660	06-Jul-2007	3632093	02-Jun-2009
WKND.	United States of America	Bio-Lab, Inc.	Registered	77975591	06-Jul-2007	3633047	02-Jun-2009
WONDER TAB	United States of America	Bio-Lab, Inc.	Registered	78354090	20-Jan-2004	2999140	20-Sep-2005
AQUA CHEM	Venezuela	Bio-Lab, Inc.	Registered	6288-1995	09-Nov-1995	P204917	08-May-1998
BIOLAB	Venezuela	Bio-Lab, Inc.	Registered	305087	12-Mar-1987	D25882	01-Dec-1989
CHEMTURA	Albania	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005

23

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA AND DESIGN	Albania	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ENVIROMITE	Angola	Chemtura Corporation	Pending	19964	29-Aug-2008
CHEMTURA	Antigua and Barbuda	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Antigua and Barbuda	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ABDERUS	Argentina	Chemtura Corporation	Registered	2664639	20-Apr-2006	2162814	07-Jun-2007
CHEMTURA	Argentina	Chemtura Corporation	Registered	2600834	01-Jul-2005	2176780	24-Aug-2007
CHEMTURA	Argentina	Chemtura Corporation	Registered	2600835	01-Jul-2005	2176781	24-Aug-2007
CHEMTURA	Argentina	Chemtura Corporation	Registered	2600836	01-Jul-2005	2176779	24-Aug-2007
CHEMTURA	Argentina	Chemtura Corporation	Registered	2600838	01-Jul-2005	2176778	24-Aug-2007
CHEMTURA	Argentina	Chemtura Corporation	Registered	2600840	01-Jul-2005	2176777	24-Aug-2007
CHEMTURA	Argentina	Chemtura Corporation	Registered	2600841	01-Jul-2005	2176317	24-Aug-2007
CROMPTON	Argentina	Chemtura Corporation	Registered	2386108	15-Aug-2002	1970856	19-Feb-2004
CROMPTON	Argentina	Chemtura Corporation	Registered	2386111	15-Aug-2002	1930577	05-Jun-2003
DIMENSION	Argentina	Chemtura Corporation	Registered	2664057	18-Apr-2006	2246878	04-Sep-2008
HIVALLOY	Argentina	Chemtura Corporation	Registered	2421406	28-Mar-2003	1982915	31-Mar-1993
HYBASE	Argentina	Chemtura Corporation	Registered	1341238	10-Aug-1982	2059044	19-Nov-1984
INOVATE	Argentina	Chemtura Corporation	Pending	2664056	18-Apr-2006

24

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
LANGIS	Argentina	Chemtura Corporation	Registered	2677936	13-Jun-2006	2223351	08-Apr-2008
LOGICO	Argentina	Chemtura Corporation	Registered			1668286	15-May-1998
MARK OBS	Argentina	Chemtura Corporation	Registered	2601540	04-Jul-2005	2246732	20-Aug-2009
PLANTSEG	Argentina	Chemtura Corporation	Registered	2664637	20-Apr-2006	2162810	07-Jun-2007
ROYALFLO	Argentina	Chemtura Corporation	Registered	2645440	16-Jan-2006	2150574	30-Mar-2007
SEED LOCK	Argentina	Chemtura Corporation	Registered	2664638	20-Apr-2006	2162812	07-Jun-2007
CHEMTURA	Armenia	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Armenia	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ACRAMITE	Australia	Chemtura Corporation	Registered	840733	29-Jun-2000	840733	17-May-2001
ADIPRENE	Australia	Chemtura Corporation	Registered	118487	25-May-1954	118487	25-May-1954
ADIPRENE EXTREME	Australia	Chemtura Corporation	Registered	978130	13-Nov-2003	978130	07-Jul-2004
ADOBE	Australia	Chemtura Corporation	Registered	866962	23-Feb-2001	866962	24-Oct-2001
ALAR	Australia	Chemtura Corporation	Registered	196826	20-Aug-1965	A196826	20-Aug-1965
ASSAULT	Australia	Chemtura Corporation	Registered	895067	15-Nov-2001	895067	24-Mar-2003
BLENDEX	Australia	Chemtura Corporation	Registered		06-Mar-1962	172414	30-Aug-1964
B-NINE	Australia	Chemtura Corporation	Registered	542846	27-Sep-1990	542846	17-Dec-1992
BRYTON	Australia	Chemtura Corporation	Registered	154183	02-Jun-1959	A154183	25-Oct-1960

25

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CASORON	Australia	Chemtura Corporation	Registered	0000160588	08-Jun-1960	160588	18-Oct-1961
CHEMTURA AND DESIGN	Australia	Chemtura Corporation	Registered	873323	01-Aug-2005	1096678	01-Aug-2005
CROMPTON	Australia	Chemtura Corporation	Registered	923019	13-Aug-2002	923019	06-Dec-2004
DEVICE (BULLSEYE)	Australia	Chemtura Corporation	Registered	0000321988	12-Sep-1978	321988	12-Sep-1978
HEAD Design (Primitive)	Australia	Chemtura Corporation	Registered	344875	10-Apr-1980	A344875	10-Apr-1980
DIMILIN	Australia	Chemtura Corporation	Registered	000283068	06-Nov-1974	283068	02-Mar-1977
DRAPEX	Australia	Chemtura Corporation	Registered	0000342839	13-Feb-1980	342839	26-Oct-1981
DU-CASON	Australia	Chemtura Corporation	Registered	233181	10-Oct-1969	233181	04-Feb-1971
DURAZONE	Australia	Chemtura Corporation	Registered	566145	29-Oct-1991	566145	28-May-1993
EVERSHIELD	Australia	Chemtura Corporation	Registered	834297	09-May-2000	834297	28-Mar-2001
FLEXZONE	Australia	Chemtura Corporation	Registered	0000158204	03-Feb-1960	A158204	03-Feb-1960
FLORAMITE	Australia	Chemtura Corporation	Registered	1134956	12-Sep-2006	1134956	30-Apr-2007
HYBASE	Australia	Chemtura Corporation	Registered	154011	21-May-1959	154011	21-May-1994
INTERLOY	Australia	Chemtura Corporation	Registered	955756	29-May-2003	955756	17-Nov-2003
JAG	Australia	Chemtura Corporation	Registered	895068	15-Nov-2001	895068	15-Jul-2002
MARK	Australia	Chemtura Corporation	Registered	932551	31-Oct-2002	932551	16-Feb-2004
MICROMITE	Australia	Chemtura Corporation	Registered	0000337428	05-Sep-1979	A337428	05-Sep-1979

26

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
NAUGALUBE	Australia	Chemtura Corporation	Registered	340462	23-Nov-1979	A340462	23-Nov-1979
NAUGARD	Australia	Chemtura Corporation	Registered	0000207339	06-Jan-1967	A207339	06-Jan-1967
NAUGAWHITE	Australia	Chemtura Corporation	Registered	0000158203	03-Feb-1960	A158203	03-Feb-1960
OBS	Australia	Chemtura Corporation	Registered	764638	18-Jul-2001	764638	18-Jul-2001
OMITE	Australia	Chemtura Corporation	Registered	0000208214	20-Feb-1967	208214	20-Feb-1967
PANTERA	Australia	Chemtura Corporation	Registered	486105	29-Apr-1988	A486105	03-Jan-1991
PLANTVAX	Australia	Chemtura Corporation	Registered	0235252	24-Dec-1969	A235252	24-Dec-1969
POLYBOND	Australia	Chemtura Corporation	Registered	344280	24-Mar-1980	344280	24-Mar-1980
POLYLOC	Australia	Chemtura Corporation	Registered	882342	13-Jul-2001	882342	22-May-2003
POLYWET	Australia	Chemtura Corporation	Registered	340463	23-Nov-1979	A340463	23-Nov-1979
RANCONA	Australia	Chemtura Corporation	Registered	1274244	03-Nov-2008	982331	03-Nov-2008
RIBBON FLOW	Australia	Chemtura Corporation	Registered	614936	29-Oct-1993	A614936	03-Feb-1995
ROYALFLO	Australia	Chemtura Corporation	Registered	657370	31-Mar-1995	657370	01-Jul-1996
SCREEN	Australia	Chemtura Corporation	Registered	866961	23-Feb-2001	866961	24-Oct-2001
TEDION V18	Australia	Chemtura Corporation	Registered	123938	04-Mar-1955	123938	31-Oct-1969
TERRA-COAT	Australia	Chemtura Corporation	Registered	0000264772	04-Jan-1973	A264772	04-Jan-1973
TERRAZOLE	Australia	Chemtura Corporation	Registered	0000265057	18-Jan-1973	A265057	18-Jan-1973

27

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ULTRANOX	Australia	Chemtura Corporation	Registered		20-Jun-1985	428608	16-Oct-1987
UNIMITE	Australia	Chemtura Corporation	Registered	561582	13-Aug-1991	A561582	11-Mar-1993
VIBRABOND	Australia	Chemtura Corporation	Registered	339687	01-Nov-1979	A339687	01-Nov-1979
VIBRASPRAY	Australia	Chemtura Corporation	Registered	360173	13-May-1981	360173	13-May-1981
VIBRASPRAY	Australia	Chemtura Corporation	Registered	0000332652	10-May-1979	332652	10-May-1979
VITAFLO	Australia	Chemtura Corporation	Registered		22-Mar-1978	316710	22-Mar-1978
VITAVAX	Australia	Chemtura Corporation	Registered	210815	09-Jun-1967	210815	09-Jun-1967
WITCOBOND	Australia	Chemtura Corporation	Registered	500047	22-Nov-1988	500047	28-Dec-1990
WRM	Australia	Chemtura Corporation	Registered	612231	24-Sep-1993	612231	19-Feb-1996
ALAR	Austria	Chemtura Corporation	Registered	012/67	03-Jan-1967	59486	16-May-1967
BLENDEX	Austria	Chemtura Corporation	Registered	64878	24-Jul-1969	64878	20-Oct-1969
HIVALLOY	Austria	Chemtura Corporation	Registered	AM 5057/90	05-Oct-1990	134854	26-Feb-1991
INTERLOY	Austria	Chemtura Corporation	Registered	AM35662003	27-May-2003	212302	12-Sep-2003
ULTRANOX	Austria	Chemtura Corporation	Registered		26-May-1992	144196	08-Oct-1992
WESTON	Austria	Chemtura Corporation	Registered		06-Feb-1984	107559	30-Nov-1984
BLENDEX	Azerbaijan	Chemtura Corporation	Registered	1498-PRT	15-Apr-1994	960082	02-Oct-1996
ULTRANOX	Azerbaijan	Chemtura Corporation	Registered	940497	11-May-1994	981971	30-Nov-1998

28

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
WESTON	Azerbaijan	Chemtura Corporation	Registered	940533	18-May-1994	981970	30-Nov-1998
BLENDEX	Belarus	Chemtura Corporation	Registered		04-Oct-1993	1818	23-Nov-1993
CHEMTURA	Belarus	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA (in Cyrillic)	Belarus	Chemtura Corporation	Registered	20052837	19-Oct-2005	27862	23-Jul-2008
CHEMTURA AND DESIGN	Belarus	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ELASTIQ (in Cyrillic)	Belarus	Chemtura Corporation	Pending	20071091	27-Mar-2007
RANCONA	Belarus	Chemtura Corporation	Pending	982331	03-Nov-2008
SIGNAL	Belarus	Chemtura Corporation	Pending	20093996	30-Oct-2009
STIRRUP	Belarus	Chemtura Corporation	Pending	20083913	17-Oct-2008
STIRRUP in Cyrillic	Belarus	Chemtura Corporation	Pending	20083914	17-Oct-2008
ULTRANOX	Belarus	Chemtura Corporation	Registered	1591	10-Dec-1993	4422	02-Jul-1996
WESTON	Belarus	Chemtura Corporation	Registered	1632	10-Dec-1993	4825	30-Aug-1996
BLENDEX	Benelux	Chemtura Corporation	Registered	568868	24-Dec-1971	102624	24-Sep-1974
CHEMTURA AND DESIGN	Benelux	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
DRAPEX	Benelux	Chemtura Corporation	Registered	65589	13-Dec-1988	459241	01-Dec-1989
DUCASON	Benelux	Chemtura Corporation	Registered	1110394	21-Apr-2006	804615	21-Apr-2006
DU-DIM	Benelux	Chemtura Corporation	Registered	699498	30-Jun-1987	430999	04-Jan-1988

29

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FLEXZONE	Benelux	Chemtura Corporation	Registered	0069417	22-Oct-1971	0069417	14-Sep-1973
HIVALLOY	Benelux	Chemtura Corporation	Registered	752831	03-Oct-1990	486959	01-Jul-1991
HYBASE	Benelux	Chemtura Corporation	Registered	504678	04-Feb-1971	005545	11-Aug-1971
INTERLOY	Benelux	Chemtura Corporation	Registered	1033557	26-May-2003	745107	26-May-2003
ISOFOAM	Benelux	Chemtura Corporation	Registered	633486	21-Nov-1979	363240	20-Jun-1980
MARK	Benelux	Chemtura Corporation	Registered	65590	13-Dec-1988	459242	01-Dec-1989
PETRONATE	Benelux	Chemtura Corporation	Registered	027609	30-Dec-1971	104167	30-Dec-1996
ULTRANOX	Benelux	Chemtura Corporation	Registered		20-Jun-1985	410736	12-Feb-1986
WESTON	Benelux	Chemtura Corporation	Registered	25303	22-Dec-1971	98422	22-Dec-1980
CHEMTURA	Bhutan	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Bhutan	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
CHEMTURA	Bolivia	Chemtura Corporation	Registered		21-Oct-2005	105076	26-Aug-2006
CHEMTURA	Bolivia	Chemtura Corporation	Registered		21-Oct-2005	105116	28-Aug-2006
CHEMTURA	Bolivia	Chemtura Corporation	Registered		21-Oct-2005	105077	25-Aug-2006
CHEMTURA	Bolivia	Chemtura Corporation	Registered		21-Oct-2005	105066	25-Aug-2006
CHEMTURA	Bolivia	Chemtura Corporation	Registered		21-Oct-2005	105068	25-Aug-2006

30

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	Bolivia	Chemtura Corporation	Registered		21-Oct-2005	105067	25-Aug-2006
CHEMTURA	Bolivia	Chemtura Corporation	Registered		21-Oct-2005	105075	25-Aug-2006
CHEMTURA	Bolivia	Chemtura Corporation	Registered		21-Oct-2005	105078	25-Aug-2006
CRUSADER	Bolivia	Chemtura Corporation	Registered		03-Dec-2004	101905-C	09-Jan-2006
RANCONA	Bolivia	Chemtura Corporation	Pending	014511	30-Oct-2008
RANCONA	Bolivia	Chemtura Corporation	Pending	014512	30-Oct-2008
BLENDEX	Bosnia and Herzegovina	Chemtura Corporation	Registered	BAZR 972505A	11-Jul-1997	BAZR972505	19-Feb-2002
ENVIROMITE	Botswana	Chemtura Corporation	Registered	BW/M/08/00546	02-Sep-2008	BW/M/08/00546	09-Jun-2009
ACTAFOAM	Brazil	Chemtura Corporation	Published	829958452	15-Sep-2008
ARRANKE	Brazil	Chemtura Corporation	Registered	827541961	27-Jun-2005	827541961	29-Apr-2008
CHEMTURA	Brazil	Chemtura Corporation	Registered	827528418	22-Jun-2005	827528418	03-Jun-2008
CHEMTURA	Brazil	Chemtura Corporation	Registered	827529570	22-Jun-2005	827529570	03-Jun-2008
CHEMTURA	Brazil	Chemtura Corporation	Registered	827528450	22-Jun-2005	827528450	03-Jun-2008
CHEMTURA	Brazil	Chemtura Corporation	Registered	827529562	22-Jun-2005	827529562	03-Jun-2008
CHEMTURA	Brazil	Chemtura Corporation	Registered	827528469	22-Jun-2005	827528469	03-Jun-2008
CHEMTURA	Brazil	Chemtura Corporation	Registered	827528400	22-Jun-2005	827528400	03-Jun-2008
CHEMTURA	Brazil	Chemtura Corporation	Registered	827529597	22-Jun-2005	827529597	03-Jun-2008

31

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	Brazil	Chemtura Corporation	Registered	827529589	22-Jun-2005	827529589	03-Jun-2008
DIMENSION	Brazil	Chemtura Corporation	Published	828289727	17-Apr-2006
FLORAMITE	Brazil	Chemtura Corporation	Registered	827207026	28-Feb-2005	827207026	02-Oct-2007
INOVATE	Brazil	Chemtura Corporation	Published	828389179	19-May-2006
RANCONA	Brazil	Chemtura Corporation	Pending		31-Oct-2008
RANCONA	Brazil	Chemtura Corporation	Pending		31-Oct-2008
TEMPRANO	Brazil	Chemtura Corporation	Published	830.114.203	17-Nov-2008
WITCOLINK	Brazil	Chemtura Corporation	Registered	828272492	22-Mar-2006	828272492	03-Jun-2008
ANCHOR	Bulgaria	Chemtura Corporation	Pending	111455	23-Sep-2009
CHEMTURA	Bulgaria	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Bulgaria	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
DEVICE (BULLSEYE)	Bulgaria	Chemtura Corporation	Registered		13-Sep-1978	11839	25-May-1979
ELASTIQ	Bulgaria	Chemtura Corporation	Registered	84029	17-Jan-2006	61581	17-Jan-2006
ELASTIQ (in Cyrillic)	Bulgaria	Chemtura Corporation	Registered	85757	23-Mar-2006	62969	23-Mar-2006
LEVEL	Bulgaria	Chemtura Corporation	Pending	94658	16-Mar-2007
RANCONA	Bulgaria	Chemtura Corporation	Pending	982331	03-Nov-2008
BI-LARV	Cambodia	Chemtura Corporation	Registered	2543506	20-Jun-2006	2466406	20-Jun-2006

32

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADOBE	Canada	Chemtura Corporation	Pending	1372395	16-Nov-2007
ATTENDANT	Canada	Chemtura Corporation	Published	1382308	06-Feb-2008
BI-LARV	Canada	Chemtura Corporation	Published	1317928	26-Sep-2006
BLENDEX	Canada	Chemtura Corporation	Registered	267912	02-Mar-1962	134359	24-Jan-1964
BROADSWORD	Canada	Chemtura Corporation	Pending	1401051	25-Jun-2008
CHEMTURA	Canada	Chemtura Corporation	Published	1292195	02-Mar-2006
DELAC	Canada	Chemtura Corporation	Registered	0000237496	21-Sep-1956	106614	10-May-1957
DELETE	Canada	Chemtura Corporation	Registered	0347823	15-Nov-1971	187988	19-Jan-1973
FLEXZONE	Canada	Chemtura Corporation	Registered	0000260823	21-Jan-1961	TMA123076	04-Aug-1961
FLORAMITE	Canada	Chemtura Corporation	Registered	1245107	27-Jan-2005	TMA702203	04-Dec-2007
HYBASE	Canada	Chemtura Corporation	Registered	239595	23-Feb-1957	107975	13-Sep-1957
INOVATE	Canada	Chemtura Corporation	Published	1319319	10-Oct-2006
INTERLOY	Canada	Chemtura Corporation	Published	1181165	10-Jun-2003
ISO-FLO	Canada	Chemtura Corporation	Registered	0447017	22-Nov-1979	TMA248195	18-Jul-1980
OXAF	Canada	Chemtura Corporation	Registered	0000341222	22-Mar-1971	TMA182201	30-Mar-1972
PREVAMITE	Canada	Chemtura Corporation	Published	1,379,437	16-Jan-2008
RANCONA	Canada	Chemtura Corporation	Published	1416167	28-Oct-2008

33

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
REPRESS	Canada	Chemtura Corporation	Pending	1401053	25-Jun-2008
SEENOX	Canada	Chemtura Corporation	Registered	470635	29-May-1981	280373	17-Jun-1983
TEMPRANO	Canada	Chemtura Corporation	Published	1379433	16-Jan-2008
TRIMENE BASE	Canada	Chemtura Corporation	Registered	588884	29-Jul-1987	398876	05-Jun-1992
ULTRANOX	Canada	Chemtura Corporation	Registered	547790	16-Aug-1985	TMA339645	29-Apr-1988
VETO	Canada	Chemtura Corporation	Pending	1372791	19-Nov-2007
WESTON	Canada	Chemtura Corporation	Published	1417786	10-Nov-2008
WIT-CA-FIL	Canada	Chemtura Corporation	Registered	500010	09-Mar-1983	304853	16-Oct-2000
ACTAFOAM	Chile	Chemtura Corporation	Pending	840017	07-Oct-2008
BLENDEX	Chile	Chemtura Corporation	Registered			731867	25-May-1995
CHEMTURA	Chile	Chemtura Corporation	Registered	692533	22-Jun-2005	754039	21-Mar-2006
INOVATE	Chile	Chemtura Corporation	Registered	745187	25-Sep-2006	781966	12-Mar-2007
RANCONA	Chile	Chemtura Corporation	Pending	843436	04-Nov-2008
VITAVAX S.P.	Chile	Chemtura Corporation	Registered	211347	16-Jun-1992	582439	27-Oct-1972
WESTON	Chile	Chemtura Corporation	Registered		23-May-1984	705206	08-Aug-1984
ACRAMITE	China (Peoples Republic)	Chemtura Corporation	Pending	6316724	11-Oct-2007
ACRAMITE (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Pending	6024203	27-Apr-2007

34

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADIPRENE	China (Peoples Republic)	Chemtura Corporation	Registered	3800710	27-Nov-2003	3800710	14-Sep-2005
ADIPRENE EXTREME	China (Peoples Republic)	Chemtura Corporation	Registered	3800711	17-Nov-2003	3800711	14-Sep-2005
ASSAULT	China (Peoples Republic)	Chemtura Corporation	Registered	3013681	08-Nov-2001	3013681	21-Dec-2002
BLENDEX	China (Peoples Republic)	Chemtura Corporation	Registered	4404309	08-Dec-2004	4404309	14-Mar-2008
B-NINE	China (Peoples Republic)	Chemtura Corporation	Registered	930001146	28-Apr-1993	70508	25-Oct-1993
BXA	China (Peoples Republic)	Chemtura Corporation	Registered	0940001011	14-Dec-1994	75038	15-Jan-1995
CHEMTURA	China (Peoples Republic)	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA (in Chinese - Phase I)	China (Peoples Republic)	Chemtura Corporation	Registered	4965947	27-Oct-2005	4965947	14-Feb-2009
CHEMTURA (in Chinese - Phase I)	China (Peoples Republic)	Chemtura Corporation	Registered	4965949	27-Oct-2005	4965949	14-Feb-2009
CHEMTURA (in Chinese - Phase I)	China (Peoples Republic)	Chemtura Corporation	Registered	4965950	27-Oct-2005	4965950	14-Feb-2009
CHEMTURA (in Chinese - Phase I)	China (Peoples Republic)	Chemtura Corporation	Registered	4965954	27-Oct-2005	4965954	14-Feb-2009
CHEMTURA (in Chinese - Phase I)	China (Peoples Republic)	Chemtura Corporation	Registered	4965951	27-Oct-2005	4965951	21-Sep-2008
CHEMTURA (in Chinese - Phase I)	China (Peoples Republic)	Chemtura Corporation	Registered	4965952	27-Oct-2005	4965952	21-Sep-2008
CHEMTURA (in Chinese) (Phase I)	China (Peoples Republic)	Chemtura Corporation	Registered	4965953	27-Oct-2005	4965953	28-Apr-2009
CHEMTURA AND DESIGN	China (Peoples Republic)	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
CHEMTURA (in Chinese - Simplified II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146806	28-Jan-2006
CHEMTURA (in Chinese - Simplified II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146805	28-Jan-2006

35

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA (in Chinese - Simplified II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146804	28-Jan-2006
CHEMTURA (in Chinese - Simplified II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146803	28-Jan-2006
CHEMTURA (in Chinese - Simplified II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146820	28-Jan-2006
CHEMTURA (in Chinese - Simplified II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146821	28-Jan-2006
CHEMTURA (in Chinese - Simplified II)	China (Peoples Republic)	Chemtura Corporation	Published	5146802	28-Jan-2006
CHEMTURA (in Chinese - Simplified II)	China (Peoples Republic)	Chemtura Corporation	Published	5146801	28-Jan-2006
CHEMTURA (in Chinese - Traditional II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146809	28-Jan-2006
CHEMTURA (in Chinese - Traditional II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146807	28-Jan-2006
CHEMTURA (in Chinese - Traditional II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146808	28-Jan-2006
CHEMTURA (in Chinese - Traditional II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146810	28-Jan-2006
CHEMTURA in Chinese (Traditional) (Phase II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146812	28-Jan-2006
CHEMTURA (in Chinese - Traditional II)	China (Peoples Republic)	Chemtura Corporation	Pending	5146822	28-Jan-2006
CHEMTURA (in Chinese - Traditional II)	China (Peoples Republic)	Chemtura Corporation	Published	5146811	28-Jan-2006
CHEMTURA (in Chinese - Traditional II)	China (Peoples Republic)	Chemtura Corporation	Published	5146813	28-Jan-2006
COMITE	China (Peoples Republic)	Chemtura Corporation	Registered	94097104	24-Sep-1994	854078	14-Jul-1996
COMITE (in Chinese) (Simplified)	China (Peoples Republic)	Chemtura Corporation	Registered	09800063892	12-Jun-1998	1322783	14-Oct-1999
COMITE (in Chinese) (Simplified)	China (Peoples Republic)	Chemtura Corporation	Registered	200321038	25-Oct-2000	2018123	07-Dec-2004

36

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
COMITE and Bullseye Design	China (Peoples Republic)	Chemtura Corporation	Pending	6886343	07-Aug-2008
COMITE in Chinese (Traditional Characters)	China (Peoples Republic)	Chemtura Corporation	Pending	7109386	12-Dec-2008
CROMPTON	China (Peoples Republic)	Chemtura Corporation	Registered	3320585	26-Sep-2002	3320585	21-Sep-2004
CROMPTON	China (Peoples Republic)	Chemtura Corporation	Registered	3320586	26-Sep-2002	3320586	07-May-2004
CROMPTON	China (Peoples Republic)	Chemtura Corporation	Registered	3320587	26-Sep-2002	3320587	14-Mar-2004
CROMPTON	China (Peoples Republic)	Chemtura Corporation	Registered	3320588	26-Sep-2002	3320588	28-May-2004
CROMPTON	China (Peoples Republic)	Chemtura Corporation	Registered	3320589	26-Sep-2002	3320589	28-May-2004
CROMPTON (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	3320592	26-Sep-2002	3320592	14-Mar-2004
CROMPTON (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	3320593	26-Sep-2002	3320593	28-May-2004
CROMPTON (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	3320594	26-Sep-2002	3320594	28-May-2004
DELAC	China (Peoples Republic)	Chemtura Corporation	Registered	0092001221	13-Jul-1992	166114	30-Nov-1992
DELAC MOR	China (Peoples Republic)	Chemtura Corporation	Registered	0092001222	13-Jul-1992	166115	29-Nov-1992
DELAC NS	China (Peoples Republic)	Chemtura Corporation	Registered	0092001223	13-Jul-1992	166116	30-Nov-1982
DELAC S	China (Peoples Republic)	Chemtura Corporation	Registered	0092001225	13-Jul-1992	166117	30-Nov-1982
DI MEI LING in Chinese Characters	China (Peoples Republic)	Chemtura Corporation	Pending	7941443	24-Dec-2009
DI MI LING in Chinese Characters	China (Peoples Republic).	Chemtura Corporation	Pending	7941442	24-Dec-09
DIMILIN in Chinese Characters	China (Peoples Republic)	Chemtura Corporation	Pending	6834914	11-Jul-2008

37

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FLEXZONE	China (Peoples Republic)	Chemtura Corporation	Registered	0092001224	13-Jul-1992	166118	30-Nov-1992
FLEXZONE 3C	China (Peoples Republic)	Chemtura Corporation	Registered	0092001226	13-Jul-1991	166119	30-Nov-1992
FLEXZONE 7F	China (Peoples Republic)	Chemtura Corporation	Registered	0092001198	13-Jul-1992	166120	30-Nov-1992
FLEXZONE 7L	China (Peoples Republic)	Chemtura Corporation	Registered	0092001199	13-Jul-1992	166121	30-Nov-1992
GENOX	China (Peoples Republic)	Chemtura Corporation	Registered	3260643	01-Aug-2002	3260643	21-Mar-2004
HIVALLOY	China (Peoples Republic)	Chemtura Corporation	Registered	90050753	04-Dec-1990	573926	10-Dec-1991
INTERLOY	China (Peoples Republic)	Chemtura Corporation	Registered	3576340	02-Jun-2003	3576340	14-May-2005
JAG	China (Peoples Republic)	Chemtura Corporation	Registered	3013683	08-Nov-2001	3013683	20-Dec-2002
LANCER (in Chinese)	China (Peoples Republic)	Chemtura Corporation	Pending	6019589	25-Apr-2007
LANGIS	China (Peoples Republic)	Chemtura Corporation	Registered	3484870	13-Mar-2003	3484870	14-Dec-2004
LANGIS (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	3484869	13-Mar-2003	3484869	14-Dec-2004
LANGIS SUPER	China (Peoples Republic)	Chemtura Corporation	Pending	6750787	28-May-2008
LANGIS SUPER (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	4865703	29-Aug-2005	4865703	21-Jan-2009
MARK OBS	China (Peoples Republic)	Chemtura Corporation	Pending		23-Jun-2005
MBT	China (Peoples Republic)	Chemtura Corporation	Registered	0092001200	13-Jul-1992	166122	29-Nov-1992
MBTS	China (Peoples Republic)	Chemtura Corporation	Registered	0092001201	13-Jul-1992	166123	29-Nov-1992
NAUGARD	China (Peoples Republic)	Chemtura Corporation	Registered	0940001009	14-Dec-1994	75036	15-Jan-1995

38

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OBS	China (Peoples Republic)	Chemtura Corporation	Registered	764638	18-Jul-2001	764638	18-Jul-2001
OCTAMINE	China (Peoples Republic)	Chemtura Corporation	Registered	0940001010	14-Dec-1994	75037	15-Jan-1995
OMITE	China (Peoples Republic)	Chemtura Corporation	Registered	0930001829	23-Oct-1993	70506	25-Oct-1993
OMITE (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	0960082921	16-Jul-1996	1099523	14-Sep-1997
OXAF	China (Peoples Republic)	Chemtura Corporation	Registered	0940001007	14-Dec-1994	75039	15-Jan-1995
PANTERA	China (Peoples Republic)	Chemtura Corporation	Registered	0950108005	25-Aug-1995	978798	13-Apr-1997
PANTERA	China (Peoples Republic)	Chemtura Corporation	Registered	0008821034	28-Jun-1988	345858	20-Apr-1989
PANTERA (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	09800065985	17-Jun-1998	1322750	14-Oct-1999
Paraquat Herbicide Chinese Characters	China (Peoples Republic).	Chemtura Corporation	Pending	7462361	11-Jun-09
POLYLOC	China (Peoples Republic)	Chemtura Corporation	Registered	3023315	23-Nov-2001	3023315	28-Dec-2002
POLYLOC (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	3023311	23-Nov-2001	3023311	28-Dec-2002
PROVAX	China (Peoples Republic)	Chemtura Corporation	Registered	0088026364	04-Aug-1988	351785	20-Jun-1989
RANCONA	China (Peoples Republic)	Chemtura Corporation	Pending		03-Nov-2008
RANCONA DIMENSION	China (Peoples Republic)	Chemtura Corporation	Pending	7497643	25-Jun-2009
RANCONA DIMENSION	China (Peoples Republic)	Chemtura Corporation	Pending	7461983	11-Jun-2009
RANCONA DIMENSION in Chinese Characters (Version I)	China (Peoples Republic)	Chemtura Corporation	Pending	7497644	25-Jun-2009

39

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
RANCONA DIMENSION in Chinese Characters (Version I)	China (Peoples Republic)	Chemtura Corporation	Pending	7497643	11-Jun-2009
RANCONA DIMENSION in Chinese Characters (Version II)	China (Peoples Republic)	Chemtura Corporation	Pending	7462045	25-Jun-2009
RANCONA DIMENSION in Chinese Characters (Version II)	China (Peoples Republic)	Chemtura Corporation	Pending	7462043	11-June-2009
RIBBON FLOW	China (Peoples Republic)	Chemtura Corporation	Registered	0093114429	24-Nov-1993	751218	21-Jun-1995
ROYAL MH (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	9800063853	12-Jun-1998	1322596	14-Oct-1999
ROYAL MH-30	China (Peoples Republic)	Chemtura Corporation	Registered	0930001147	28-Apr-1993	70509	25-Oct-1993
ROYALCAP	China (Peoples Republic)	Chemtura Corporation	Pending	6822320	04-Jul-2008
ROYALCAP (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Pending	5443072	26-Jun-2006
ROYALFLO	China (Peoples Republic)	Chemtura Corporation	Registered	0095046975	21-Apr-1995	932584	21-Jan-1997
SEEDKARE	China (Peoples Republic)	Chemtura Corporation	Published	5990162	10-Apr-2007
SEEDKARE	China (Peoples Republic)	Chemtura Corporation	Pending	5990163	10-Apr-2007
SIGNAL (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	3008965	01-Nov-2001	3008965	14-Dec-2002
TEBUCONAZOLE (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Pending	6024205	27-Apr-2007
TEBUCONAZOLE (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Pending	6024204	27-Apr-2007

40

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TEBUVAX	China (Peoples Republic)	Chemtura Corporation	Pending	6116233	18-Jun-2007
TUEX	China (Peoples Republic)	Chemtura Corporation	Registered	0092001202	13-Jul-1992	166124	29-Nov-1992
ULTRANOX	China (Peoples Republic)	Chemtura Corporation	Registered		11-Nov-1985	263669	29-Sep-1986
UNIROYAL CHEMICAL COMPANY (IN CHINESE)	China (Peoples Republic)	Chemtura Corporation	Registered	2000163850	25-Oct-2000	1900038	21-Nov-2002
VIBRATHANE	China (Peoples Republic)	Chemtura Corporation	Registered	0940001024	16-Dec-1994	75040	15-Jan-1995
VITAVAX	China (Peoples Republic)	Chemtura Corporation	Registered	0930001337	20-May-1993	70503	25-Oct-1993
VITAVAX (IN CHINESE CHARACTERS)	China (Peoples Republic)	Chemtura Corporation	Registered	0960002689	14-Aug-1997	300007	30-Sep-1987
WESTON	China (Peoples Republic)	Chemtura Corporation	Registered		10-May-1994	798348	14-Dec-1995
BLENDEX	Colombia	Chemtura Corporation	Registered	311295	10-Oct-1989	137111	13-Feb-1992
FLEXZONE	Colombia	Chemtura Corporation	Registered	97864	25-May-1966	67902	19-Sep-1968
INOVATE	Colombia	Chemtura Corporation	Registered	06105049	18-Oct-2006	333830	29-May-2007
ULTRANOX	Colombia	Chemtura Corporation	Registered	Not known	11-Aug-1992	144795	31-Dec-1993
VITAVAX	Colombia	Chemtura Corporation	Registered	06016900	21-Feb-2006	389004	28-Sep-2009
VITAVAX	Colombia	Chemtura Corporation	Registered	262873	12-Nov-1986	129527	23-Jul-1990
WESTON	Colombia	Chemtura Corporation	Registered		30-May-1984	119168	31-Aug-1987
ARROMAX	Costa Rica	Chemtura Corporation	Registered	6860-2005	06-Sep-2005	182335	17-Nov-2008

41

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
LOGICO	Costa Rica	Chemtura Corporation	Registered	2005-743	01-Feb-2005	158553	18-May-2006
MARK OBS	Costa Rica	Chemtura Corporation	Registered	2005-5092	07-Jul-2005	159966	06-Jul-2006
PANAREX	Costa Rica	Chemtura Corporation	Registered	2005-2509	06-Apr-2005	159294	05-Jun-2006
PANTHER	Costa Rica	Chemtura Corporation	Pending	2005-744	01-Feb-2005
BLENDEX	Croatia	Chemtura Corporation	Registered	Z931517	21-Apr-1993	Z931517	01-Jun-1995
CHEMTURA	Croatia	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Croatia	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
FLEXZONE	Croatia	Chemtura Corporation	Registered	00Z942276N	09-Nov-1994	Z942276	04-Dec-1995
CHEMTURA	Cuba	Chemtura Corporation	Published	A0001803	21-Jun-2005
CHEMTURA AND DESIGN	Cuba	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
BLENDEX	Czech Republic	Chemtura Corporation	Registered	42917	13-Mar-1969	160690	13-Mar-1969
CHEMTURA	Czech Republic	Chemtura Corporation	Registered		24-Jun-2005	278296	23-Jan-2006
ELASTIQ	Czech Republic	Chemtura Corporation	Registered	0426026	04-May-2005	285358	27-Nov-2006
OBS	Czech Republic	Chemtura Corporation	Registered	764638	18-Jul-2001	764638	18-Jul-2001
ULTRANOX	Czech Republic	Chemtura Corporation	Registered	68810	26-May-1992	175524	29-Mar-1994
BLENDEX	Denmark	Chemtura Corporation	Registered	VA198605084	05-Aug-1986	VR199000234	19-Jan-1990
CK & DESIGN	Denmark	Chemtura Corporation	Registered	VA199207643	28-Oct-1992	VR199407585	11-Nov-1994

42

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CK CROMPTON & KNOWLES CORPORATION	Denmark	Chemtura Corporation	Registered	VA199207642	28-Oct-1992	US	11-Nov-1994
CYCLOL	Denmark	Chemtura Corporation	Registered	VA198908785	24-Nov-1989	VR199200513	31-Jan-1992
DRAPEX	Denmark	Chemtura Corporation	Registered	VA200101391	05-Apr-2001	VR200102065	09-May-2001
HIVALLOY	Denmark	Chemtura Corporation	Registered	VA199007539	04-Oct-1990	VR199106988	18-Oct-1991
HYBASE	Denmark	Chemtura Corporation	Registered	VA195703031	03-Dec-1957	VR195802259	15-Nov-1958
INTERLOY	Denmark	Chemtura Corporation	Registered	VA200302077	27-May-2003	VR200301944	04-Jun-2003
ARROMAX	Dominican Republic	Chemtura Corporation	Registered	2005-60845	14-Sep-2005	173361	16-Apr-2009
ARROMAX	Ecuador	Chemtura Corporation	Registered	161382	31-Aug-2005	6011-07	06-Jun-2007
CARBOVAX	Ecuador	Chemtura Corporation	Pending	222229	25-Nov-2009
CARBOVAX	Ecuador	Chemtura Corporation	Pending	222230	25-Nov-09
CHEMTURA	Ecuador	Chemtura Corporation	Registered	163673	26-Oct-2005	375506	06-Sep-2006
CHEMTURA	Ecuador	Chemtura Corporation	Registered	163672	26-Oct-2005	375406	06-Sep-2006
CHEMTURA	Ecuador	Chemtura Corporation	Registered	163671	26-Oct-2005	375306	06-Sep-2006
CHEMTURA	Ecuador	Chemtura Corporation	Registered	163670	26-Oct-2005	375206	06-Sep-2006
CHEMTURA	Ecuador	Chemtura Corporation	Registered	163677	26-Oct-2005	374906	06-Sep-2006
CHEMTURA	Ecuador	Chemtura Corporation	Registered	163668	26-Oct-2005	375006	06-Sep-2006
CHEMTURA	Ecuador	Chemtura Corporation	Registered	163669	26-Oct-2005	375106	06-Sep-2006

43

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	Ecuador	Chemtura Corporation	Registered	163666	26-Oct-2005	374806	06-Sep-2006
DIMILIN	Ecuador	Chemtura Corporation	Registered		05-Jul-1979	4031	22-Nov-1979
TERRAVAX	Ecuador	Chemtura Corporation	Pending	222227	25-Nov-09
TERRAVAX	Ecuador	Chemtura Corporation	Pending	222228	25-Nov-09
CHEMTURA	Egypt	Chemtura Corporation	Registered	176552	25-Jun-2005	176552	25-Jun-2005
CHEMTURA	Egypt	Chemtura Corporation	Registered	176553	25-Jun-2005	176553	25-Jun-2005
CHEMTURA	Egypt	Chemtura Corporation	Registered	176554	25-Jun-2005	176554	25-Jun-2005
CHEMTURA	Egypt	Chemtura Corporation	Registered	176555	25-Jun-2005	176555	25-Jun-2005
CHEMTURA	Egypt	Chemtura Corporation	Registered	176556	25-Jun-2005	176556	25-Jun-2005
CHEMTURA	Egypt	Chemtura Corporation	Registered	176557	25-Jun-2005	176557	25-Jun-2005
CHEMTURA	Egypt	Chemtura Corporation	Registered	176558	25-Jun-2005	176558	25-Jun-2005
CHEMTURA	Egypt	Chemtura Corporation	Registered	176559	25-Jun-2005	176559	25-Jun-2005
ENVIROMITE	Egypt	Chemtura Corporation	Pending	221182	02-Sep-2008
ELASTIQ	Estonia	Chemtura Corporation	Registered	m200700375	19-Mar-2007	45482	01-Sep-2008
ULTRANOX	Estonia	Chemtura Corporation	Registered		13-Dec-1993	18068	19-Dec-1995
WESTON	Estonia	Chemtura Corporation	Registered		13-Dec-1993	18067	19-Dec-1995
ENVIROMITE	Ethiopia	Chemtura Corporation	Registered	4190	11-Feb-09	6145	16-Mar-09

44

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
AXION	European Community	Chemtura Corporation	Registered	845506	25-Feb-2005	845506	25-Feb-2005
BLENDEX	European Community	Chemtura Corporation	Registered	002821494	02-Aug-2002	002821494	14-Oct-2003
CHEMTURA	European Community	Chemtura Corporation	Published	007189467	26-Aug-2008
CHEMTURA AND DESIGN	European Community	Chemtura Corporation	Registered	873323	01-Aug-2005	873323
CROMPTON	European Community	Chemtura Corporation	Registered	2207108	07-May-2001	2207108	26-Aug-2002
DEVICE	European Community	Chemtura Corporation	Registered	4623609	07-Sep-2005	4623609	31-Aug-2006
GENOX	European Community	Chemtura Corporation	Registered	002790632	26-Jul-2002	002790632	07-Dec-2004
INOVATE	European Community	Chemtura Corporation	Registered	A0005904	20-Sep-2006	900762	20-Sep-2006
MARK OBS	European Community	Chemtura Corporation	Registered		23-Jun-2005	858778	23-Jun-2005
RANCONA	European Community	Chemtura Corporation	Registered	982331	03-Nov-2008	982331	03-Nov-2008
RANGO	European Community	Chemtura Corporation	Registered	4509485	27-Jun-2005	4509485	25-Aug-2006
THIRAFLO	European Community	Chemtura Corporation	Registered	5915641	18-May-2007	5915641	26-Mar-2008
ULTRANOX	European Community	Chemtura Corporation	Registered	002821502	02-Aug-2002	002821502	30-Oct-2003
WESTON	European Community	Chemtura Corporation	Registered	002821403	02-Aug-2002	002821403	29-Jun-2004
BLENDEX	Finland	Chemtura Corporation	Registered	275569	17-Jun-1969	58347	05-May-1971
DRAPEX	Finland	Chemtura Corporation	Registered	101680	14-Feb-1980	81717	20-May-1982
HIVALLOY	Finland	Chemtura Corporation	Registered	503590	04-Oct-1990	117935	20-Mar-1992

45

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
INTERLOY	Finland	Chemtura Corporation	Registered	200301342	28-May-2003	229638	13-Feb-2004
MARK	Finland	Chemtura Corporation	Registered	T200400339	13-Feb-2004	233966	31-Aug-2005
TAYSSATO	Finland	Chemtura Corporation	Pending	T200901103	21-Apr-09
ULTRANOX	Finland	Chemtura Corporation	Registered		18-Jun-1992	131119	07-Mar-1994
WESTON	Finland	Chemtura Corporation	Registered		08-Feb-1984	93548	20-Aug-1985
ACTAFOAM	France	Chemtura Corporation	Registered	083598933	17-Sep-2008	083598933	20-Feb-2009
BLENDEX	France	Chemtura Corporation	Registered		27-Nov-1986	1381768	27-Nov-1986
CASTOCURE	France	Chemtura Corporation	Registered	194388	09-Mar-1990	1579575	09-Mar-1990
CASTOMER	France	Chemtura Corporation	Registered	194389	09-Mar-1990	1579576	09-Mar-1990
CAYTUR	France	Chemtura Corporation	Registered	846012	20-Mar-1987	1399603	20-Mar-1987
FLEXZONE	France	Chemtura Corporation	Registered	718578	23-Oct-1984	1287566	23-Oct-1994
HIVALLOY	France	Chemtura Corporation	Registered	243063	12-Oct-1990	1638121	12-Oct-1990
HYBASE	France	Chemtura Corporation	Registered	645315	16-Nov-1982	1223924	16-Nov-1982
INTERLOY	France	Chemtura Corporation	Registered	033245759	16-Sep-2003	033245759	06-Sep-2004
ISO-FLO	France	Chemtura Corporation	Registered	194387	09-Mar-1990	1579574	09-Mar-1990
ISOFOAM	France	Chemtura Corporation	Registered	194390	09-Mar-1990	1579577	09-Mar-1990
NAUGARD	France	Chemtura Corporation	Registered		10-Oct-1986	1374210	10-Oct-1986

46

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OMITE	France	Chemtura Corporation	Registered	817152	03-Oct-1986	1373353	03-Oct-1986
PETROMIX and Design	France	Chemtura Corporation	Registered	190612	23-Feb-1990	1577150	23-Feb-1990
TERRAZOLE	France	Chemtura Corporation	Registered	795487	09-May-1986	1354021	09-May-1986
ULTRANOX	France	Chemtura Corporation	Registered		21-Jun-1985	1315992	21-Jun-1985
WESTON	France	Chemtura Corporation	Registered		07-Feb-1984	1259823	07-Feb-1984
WITCO	France	Chemtura Corporation	Registered	1197419	05-Mar-1982	1197419	05-Mar-1982
CHEMTURA	Georgia	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA (in Cyrillic)	Georgia	Chemtura Corporation	Registered	AM2005036024	20-Oct-2005	M17129	28-Nov-2006
CHEMTURA AND DESIGN	Georgia	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ULTRANOX	Georgia	Chemtura Corporation	Registered	T1993001952	27-Jul-1993	8013	08-Jan-1998
WESTON	Georgia	Chemtura Corporation	Registered	T1993001951	27-Jul-1993	8012	08-Jan-1998
ACTAFOAM	Germany	Chemtura Corporation	Registered	DE302008052238.8/01	07-Aug-2008	020080522	26-Jan-2009
BLENDEX	Germany	Chemtura Corporation	Registered	W46368	19-Mar-1969	636975	26-Jan-1970
CASTOMER	Germany	Chemtura Corporation	Registered	W 30248/1 Wz	27-Nov-1979	1037328	25-Aug-1982
DRAPEX	Germany	Chemtura Corporation	Registered	30659887601	28-Sep-2006	30659887.6	23-Mar-2007
HIVALLOY	Germany	Chemtura Corporation	Registered	H64146/1Wz	04-Oct-1990	2014466	22-May-1992
HYBASE	Germany	Chemtura Corporation	Registered	C 7559/20bWz	25-Nov-1957	727070	25-Nov-1987

47

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
INTERLOY	Germany	Chemtura Corporation	Registered	303273232	27-May-2003	30327323	19-Nov-2003
NAUGARD	Germany	Chemtura Corporation	Registered	U2795/6 WZ	03-Jan-1967	838556	31-Oct-1967
PANAREX	Germany	Chemtura Corporation	Registered	DE 302008038466.2/05	13-Jun-2008	302008038466	03-Dec-2008
POLYGARD	Germany	Chemtura Corporation	Registered		26-Jan-1957	710677	26-Jan-1957
ULTRANOX	Germany	Chemtura Corporation	Registered		14-Jun-1985	1081440	06-Sep-1985
ULTRANOX	Germany	Chemtura Corporation	Registered		12-Sep-1990	650480	06-Apr-1992
ACRAMITE	Greece	Chemtura Corporation	Registered	146017	06-Feb-2001	146017	17-Jul-2002
ALAR	Greece	Chemtura Corporation	Registered	36797	17-Jan-1967	36797	17-Jan-1968
BLENDEX	Greece	Chemtura Corporation	Registered	42057	16-Jun-1969	42057	17-Aug-1970
B-NINE	Greece	Chemtura Corporation	Registered	152221	07-Feb-2007	152221	18-Jun-2008
CASORON	Greece	Chemtura Corporation	Registered	25719	11-Jun-1960	25719	17-Aug-1961
CHEMTURA SEEDKARE	Greece	Chemtura Corporation	Registered	152848	09-Nov-2007	152848	19-May-2009
COMITE	Greece	Chemtura Corporation	Registered	113681	09-Apr-1993	113681	17-Oct-1995
COMITE (IN GREEK)	Greece	Chemtura Corporation	Registered	114613	11-Jun-1993	114613	17-May-1996
DEVICE (BULLSEYE)	Greece	Chemtura Corporation	Registered	61935	08-Sep-1978	61935	17-Feb-1980
DIMILIN	Greece	Chemtura Corporation	Registered	60560	09-Feb-1978	60560	17-Aug-1979
DU-DIM	Greece	Chemtura Corporation	Registered	87887	02-Feb-1988	87887	17-Apr-1990

48

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FLORAMITE	Greece	Chemtura Corporation	Registered	146016	06-Feb-2001	146016	17-Jul-2002
HIVALLOY	Greece	Chemtura Corporation	Registered	101032	10-Oct-1990	101032	17-Dec-1993
INTERLOY	Greece	Chemtura Corporation	Registered	148829	12-Jun-2003	148829	19-Oct-2004
OMITE	Greece	Chemtura Corporation	Registered	49165	03-Oct-1972	49165	17-Oct-1973
OMITE (IN GREEK)	Greece	Chemtura Corporation	Registered	114614	11-Jun-1993	114614	17-May-1996
PANAREX	Greece	Chemtura Corporation	Registered	145533	27-Oct-2000	145533	17-May-2002
PROVAX	Greece	Chemtura Corporation	Registered	90097	09-Aug-1988	90097	19-May-1992
R. MH-30	Greece	Chemtura Corporation	Registered	87136	03-Nov-1987	87136	19-Mar-1990
R. MH-30	Greece	Chemtura Corporation	Registered	87669	13-Jan-1988	87669	17-Jan-1990
ROYALTAC	Greece	Chemtura Corporation	Registered	78204	05-Oct-1984	78204	17-Feb-1987
ROYALTAC	Greece	Chemtura Corporation	Registered	87650	12-Jan-1988	87650	17-Apr-1992
TERRAZOLE	Greece	Chemtura Corporation	Registered	59278	15-Jul-1977	59278	17-Jan-1981
TRIVAX	Greece	Chemtura Corporation	Registered	61828	24-Aug-1978	61828	17-Jul-1987
VITAVAX	Greece	Chemtura Corporation	Registered	37576	09-Jun-1967	37576	17-Jul-1968
VITAVAX (IN GREEK)	Greece	Chemtura Corporation	Registered	114637	14-Jun-1993	114637	17-May-1996
VITAVAX-C	Greece	Chemtura Corporation	Pending	152605	26-Jul-2007
WESTON	Greece	Chemtura Corporation	Registered	76742	21-Mar-1984	76742	17-Jul-1986

49

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ACTAFOAM	Guatemala	Chemtura Corporation	Registered	2008-7899	26-Sep-2008	162775	13-Apr-2009
MARK OBS	Guatemala	Chemtura Corporation	Registered	2005-4904	07-Jul-2005	143827	20-Jul-2006
BLENDEX	Hong Kong	Chemtura Corporation	Registered	863	01-Sep-1965	19660130	31-Jan-1986
CHEMTURA	Hong Kong	Chemtura Corporation	Registered	300499131	22-Sep-2005	300499131	22-Sep-2005
CHEMTURA in Chinese (Simplified And Traditional)	Hong Kong	Chemtura Corporation	Registered	300572724	26-Jan-2006	300572724	26-Jan-2006
HIVALLOY	Hong Kong	Chemtura Corporation	Registered	8245/90	10-Oct-1990	199201736	30-Apr-1992
INTERLOY	Hong Kong	Chemtura Corporation	Registered	300026171	29-May-2003	300026171	26-Nov-2003
POLYBOND	Hong Kong	Chemtura Corporation	Registered	300579376	11-Feb-2006	300579376	11-Feb-2006
ULTRANOX	Hong Kong	Chemtura Corporation	Registered	19852103	21-Jun-1985	19861236	21-May-1986
BLENDEX	Hungary	Chemtura Corporation	Registered	121250	18-Apr-1969	121250	30-Oct-1969
CHEMTURA	Hungary	Chemtura Corporation	Registered	M0502100	21-Jun-2005	187621	21-Jun-2005
ELASTIQ	Hungary	Chemtura Corporation	Registered	M0502131	23-Jun-2005	187008	07-Nov-2006
FLEXZONE	Hungary	Chemtura Corporation	Registered	111684	21-Oct-1968	120523	13-Mar-1969
HARDFLEX	Hungary	Chemtura Corporation	Registered	M0704101	11-Dec-2007	195265	03-Sep-2008
HIVALLOY	Hungary	Chemtura Corporation	Registered	3934/90	05-Oct-1990	131607	15-Jun-2002
INTERLOY	Hungary	Chemtura Corporation	Registered	M0302374	02-Jun-2003	180166	16-Dec-2004
OBS	Hungary	Chemtura Corporation	Registered	764638	17-Jul-2001	764638	17-Jul-2001

50

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
SUNFLEX	Hungary	Chemtura Corporation	Registered	M0704100	11-Dec-2007	195273	03-Sep-2008
ULTRANOX	Hungary	Chemtura Corporation	Registered	M9203058	05-Jun-1992	136048	28-Jun-1993
UNIREX	Hungary	Chemtura Corporation	Registered	M0900401	13-Feb-09	198731	21-Oct-09
CHEMTURA	Iceland	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Iceland	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ALLEGIANCE	India	Chemtura Corporation	Published	1409467	27-Dec-2005
AXION	India	Chemtura Corporation	Published	01348879	05-Apr-2005
BI-LARV	India	Chemtura Corporation	Registered	1390429	07-Oct-2005	1390420	09-Aug-2008
CHEMTURA	India	Chemtura Corporation	Registered	1373204	22-Jul-2005	1373204	22-Jul-2005
CROMPTON	India	Chemtura Corporation	Published	1335373	31-Jan-2005
DRAPEX	India	Chemtura Corporation	Registered	359382	10-Mar-1980	359382	10-Mar-1980
HYBASE	India	Chemtura Corporation	Registered	190426	23-May-1959	190426	23-May-1959
IMIVAX	India	Chemtura Corporation	Pending	1428362	06-Mar-2006
INTERLOY	India	Chemtura Corporation	Registered	01204013	04-Jun-2003	1204013	04-Jun-2003
MASTAMITE	India	Chemtura Corporation	Pending	awaiting	19-Jan-2009
PANTERA	India	Chemtura Corporation	Published	1354742	03-May-2005
PETRONATE	India	Chemtura Corporation	Registered		18-Aug-1971	274370	02-Apr-1974

51

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VORTEX	India	Chemtura Corporation	Pending	1687185	14-May-2008
ACRAMITE	Indonesia	Chemtura Corporation	Published	D00200502179	07-Oct-2005
RANCONA	International	Chemtura Corporation	Pending	A0014334	03-Nov-2008
OBS	International	Chemtura Corporation	Registered	76468	18-Jul-2001	764638	18-Jul-2001
AXION	International	Chemtura Corporation	Registered	845506	25-Feb-2005	845506	25-Feb-2005
CHEMTURA	International	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	International	Chemtura Corporation	Registered	A0002161	01-Aug-2005	873323	01-Aug-2005
INOVATE	International	Chemtura Corporation	Registered	A0005904	20-Sep-2006	900762	20-Sep-2006
MARK OBS	International	Chemtura Corporation	Registered	858778	23-Jan-2005	858778	23-Jun-2005
BLENDEX	Iran	Chemtura Corporation	Registered	46886	19-Jun-1969	33154	28-Sep-1969
CHEMTURA	Iran	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Iran	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
BLENDEX	Ireland	Chemtura Corporation	Registered	42969	10-Mar-1969	74820	25-Nov-1970
DIMILIN	Ireland	Chemtura Corporation	Registered	0003294/77	30-Dec-1977	94538	19-Sep-1984
DRAPEX	Ireland	Chemtura Corporation	Registered	344/80	11-Feb-1980	97015	30-Sep-1982
INTERLOY	Ireland	Chemtura Corporation	Registered	9622003	26-May-2003	227178	26-May-2003
VITAVAX	Ireland	Chemtura Corporation	Registered	0000001664	01-Aug-1972	81561	13-Jul-1976

52

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BLENDEX	Israel	Chemtura Corporation	Registered	29968	13-Mar-1969	29968	18-Feb-1971
B-NINE	Israel	Chemtura Corporation	Registered		31-Jul-1972	35934	03-Oct-1974
ENVIROMITE	Israel	Chemtura Corporation	Pending	214435	21-Aug-2008
FLORAMITE	Israel	Chemtura Corporation	Registered	146479	05-Feb-2001	146479	02-Jan-2002
HIVALLOY	Israel	Chemtura Corporation	Registered	77767	03-Oct-1990	77767	08-Dec-1993
INTERLOY	Israel	Chemtura Corporation	Registered	164587	26-May-2003	164587	14-Apr-2004
TERRAZOLE	Israel	Chemtura Corporation	Registered		01-Aug-1972	35936	04-Mar-1974
BI-LARV	Italy	Chemtura Corporation	Pending	TO2006C001081	18-Apr-2006
BLENDEX	Italy	Chemtura Corporation	Registered	MI96C002183	04-Mar-1996	00747755	15-May-1998
CHEMTURA SEEDKARE	Italy	Chemtura Corporation	Pending	T02007C003843	30-Nov-2007
CLEAN-SOIL	Italy	Chemtura Corporation	Registered	2004C003338	15-Nov-2004	1102621	18-Mar-2008
DICLOSOL	Italy	Chemtura Corporation	Registered	2004C003339	15-Nov-2004	1102622	18-Mar-2008
DRAPEX	Italy	Chemtura Corporation	Registered	RM99C005062	08-Oct-1999	892953	21-May-2003
ENVIROMITE	Italy	Chemtura Corporation	Pending	MI2008C009321	26-Aug-2008
FLEXZONE	Italy	Chemtura Corporation	Registered	21071960	31-Mar-1960	158745	05-Apr-1962
FORTUNE	Italy	Chemtura Corporation	Registered	2004C003336	15-Nov-2004	1102599	18-Mar-2008
HIVALLOY	Italy	Chemtura Corporation	Registered	2000C006054	18-Oct-1990	601735	14-Jul-1993

53

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
HYBASE	Italy	Chemtura Corporation	Registered	097C007657	13-Aug-1957	810796	13-Apr-2000
INDIPENDENT	Italy	Chemtura Corporation	Pending	2004C003337	15-Nov-2004
INTERLOY	Italy	Chemtura Corporation	Registered	T02003C001556	04-Jun-2003	1056348	07-Jul-2007
MARK	Italy	Chemtura Corporation	Registered	RM99C005061	08-Oct-1999	892952	08-Oct-1999
NO-LARV	Italy	Chemtura Corporation	Registered	MI2007C005031	09-May-2007	awaiting	14-May-2007
OXAF	Italy	Chemtura Corporation	Registered	092C000453	03-May-1992	634571	21-Nov-1994
ULTRANOX	Italy	Chemtura Corporation	Registered	95C006309	19-Jun-1995	728103	13-Oct-1997
WESTON	Italy	Chemtura Corporation	Registered	RM94C000685	18-Feb-1994	686876	18-Sep-1996
ZETOS	Italy	Chemtura Corporation	Pending	MI2007C010948	14-Oct-2007
ADIPRENE	Japan	Chemtura Corporation	Registered	2007117290	21-Nov-2007	5132241	25-Apr-2008
AXION	Japan	Chemtura Corporation	Registered	845506	25-Feb-2005	845506	25-Feb-2005
BLENDEX	Japan	Chemtura Corporation	Registered	2711962	10-Jan-1962	0612768	16-May-1963
BLENDEX (IN KATAKANA)	Japan	Chemtura Corporation	Registered	S53-087472	04-Dec-1978	1527102	30-Jul-1982
B-NINE	Japan	Chemtura Corporation	Registered	0135602/96	29-Nov-1996	4145976	15-May-1998
B-NINE (IN KATAKANA)	Japan	Chemtura Corporation	Registered	0141202/96	13-Dec-1996	4151407	29-May-1998
CHEMTURA	Japan	Chemtura Corporation	Registered	2007-126227	21-Dec-2007	5141882	13-Jun-2008
CHEMTURA (in Katakana)	Japan	Chemtura Corporation	Registered	2005-097125	12-Oct-2005	5015061	05-Jan-2007

54

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA AND DESIGN	Japan	Chemtura Corporation	Registered	2007-126228	21-Dec-2007	5141883	13-Jun-2008
CROMPTON	Japan	Chemtura Corporation	Registered	2002-071262	22-Aug-2002	4753509	05-Mar-2004
DEMILIN	Japan	Chemtura Corporation	Registered	0023296/76	14-Apr-1976	1459897	30-Apr-1981
DEMILIN (IN KATAKANA)	Japan	Chemtura Corporation	Registered	0163616/74	17-Dec-1974	1381208	29-Jun-1979
DIMILIN (in Katakana)	Japan	Chemtura Corporation	Registered	2007086609	07-Aug-2007	5107396	25-Jan-2008
FLEXZONE	Japan	Chemtura Corporation	Registered	0207036/92	05-Feb-1960	0576203	01-Jul-1961
FLEXZONE	Japan	Chemtura Corporation	Registered	2004-026035	19-Mar-2004	4843300	04-Mar-2005
GENOX	Japan	Chemtura Corporation	Registered	2002065439	02-Aug-2002	4684996	20-Jun-2003
HIVALLOY	Japan	Chemtura Corporation	Registered	110896/90	03-Oct-1990	2525820	28-Apr-1993
HYBASE	Japan	Chemtura Corporation	Registered	4684/1961	17-Feb-1961	0597441	18-Sep-1962
INTERLOY	Japan	Chemtura Corporation	Registered	2003-056850	08-Jul-2003	4818091	12-Nov-2004
MARK OBS	Japan	Chemtura Corporation	Registered	858778	23-Jun-2005	858778	23-Jun-2005
MITO-KOHNE and Katakana	Japan	Chemtura Corporation	Registered			4489946	13-Jul-2001
MITOKOHNE in Katakana	Japan	Chemtura Corporation	Registered			2097089	30-Nov-1988
NAUGARD XL-1	Japan	Chemtura Corporation	Registered	0120452/84	01-Nov-1984	1926464	28-Jan-1987
OBS	Japan	Chemtura Corporation	Registered	764638	18-Jul-2001	764638	18-Jul-2001
PETRONATE	Japan	Chemtura Corporation	Registered	34389/1955	15-Dec-1955	493608	19-Dec-1956

55

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PLANTVAX	Japan	Chemtura Corporation	Registered	0200991/87		1270885	16-May-1977
PLANTVAX (IN KATAKANA)	Japan	Chemtura Corporation	Registered	0017234/72	07-Feb-1972	1313151	25-Nov-1977
POLYBOND	Japan	Chemtura Corporation	Pending	200601474	21-Feb-2006
POLYGARD	Japan	Chemtura Corporation	Registered		28-Jan-1957	508594	12-Oct-1957
TEDEON V18 (IN KATAKANA)	Japan	Chemtura Corporation	Registered	0000018968	16-May-1956	500376	17-Apr-1957
ULTRANOX	Japan	Chemtura Corporation	Registered	63655/1985	24-Jun-1985	2302355	27-Feb-1991
WITCOBOND	Japan	Chemtura Corporation	Registered	27268/1988	11-Mar-1988	2701771	22-Dec-1994
WITCOBOND	Japan	Chemtura Corporation	Registered	111350/1992	08-May-1992	2708017	30-Jun-1995
ULTRANOX	Jersey	Chemtura Corporation	Registered	2821502	02-Aug-2002	2821502	30-Oct-2003
WESTON	Jersey	Chemtura Corporation	Registered	2821403	02-Aug-2002	2821403	29-Jun-2004
BLENDEX	Jordan	Chemtura Corporation	Registered		07-Nov-1986	24127	07-Nov-1986
ENVIROMITE	Jordan	Chemtura Corporation	Registered	103108	09-Oct-2008	103108	10-Mar-2009
BLENDEX	Kazakhstan	Chemtura Corporation	Registered	4037	21-Oct-1993	2369	17-Jul-1995
CHEMTURA (in Cyrillic)	Kazakhstan	Chemtura Corporation	Registered	32454	18-Oct-2005	22761	18-Oct-2005
ELASTIQ	Kazakhstan	Chemtura Corporation	Registered	33367	18-Jan-2006	23146	14-Sep-2007
ELASTIQ (in Cyrillic)	Kazakhstan	Chemtura Corporation	Registered	34294	30-Mar-2006	24044	07-Feb-2008
RANCONA	Kazakhstan	Chemtura Corporation	Pending	45092	31-Oct-2008

56

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
STIRRUP	Kazakhstan	Chemtura Corporation	Pending	44944	17-Oct-2008
STIRRUP in Cyrillic	Kazakhstan	Chemtura Corporation	Pending	44945	17-Oct-2008
ULTRANOX	Kazakhstan	Chemtura Corporation	Registered	10850	21-Oct-1993	2370	21-Oct-2003
WESTON	Kazakhstan	Chemtura Corporation	Registered	4039	21-Oct-1993	4162	02-Sep-1996
BADGER	Kenya	Chemtura Corporation	Registered	56754	11-Nov-2004	56754	11-Nov-2004
CHEMTURA	Kenya	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Kenya	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ENVIROMITE	Kenya	Chemtura Corporation	Registered	63955	27-Aug-2008	63955	17-Feb-2009
INGWE	Kenya	Chemtura Corporation	Registered	56779	22-Nov-2004	56779	22-Nov-2004
INOVATE	Kenya	Chemtura Corporation	Pending	A0005904	20-Sep-2006
ROYALKARE	Kenya	Chemtura Corporation	Registered	60039	23-Oct-2006	60039	07-Mar-2007
ROYALKOTE	Kenya	Chemtura Corporation	Registered	60040	23-Oct-2006	60040	06-Feb-2007
ROYALMARQ	Kenya	Chemtura Corporation	Registered	60041	23-Oct-2006	60041	06-Feb-2007
ROYALNEX	Kenya	Chemtura Corporation	Registered	60042	23-Oct-2006	60042	06-Feb-2007
TERRAGUARD	Kenya	Chemtura Corporation	Registered	58059	20-Sep-2005	58059	20-Sep-2005
CHEMTURA	Korea, Democratic People’s Republic of	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005

57

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA AND DESIGN	Korea, Democratic People’s Republic of	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ACTAFOAM	Korea, Republic of	Chemtura Corporation	Published	4020080045118	18-Sep-2008
CHEMTURA	Korea, Republic of	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	19-Nov-2008
CHEMTURA AND DESIGN	Korea, Republic of	Chemtura Corporation	Registered		01-Aug-2005	873323	01-Aug-2005
CROMPTON	Korea, Republic of	Chemtura Corporation	Registered	200236668	12-Aug-2002	596510	20-Oct-2004
GENOX	Korea, Republic of	Chemtura Corporation	Registered	200235101	31-Jul-2002	604267	29-Dec-2004
GENOX	Korea, Republic of	Chemtura Corporation	Registered	199313267	22-Apr-1993	338496	29-Apr-1996
HIVALLOY	Korea, Republic of	Chemtura Corporation	Registered	90-29721	10-Oct-1990	235219	07-Apr-1992
INTERLOY	Korea, Republic of	Chemtura Corporation	Registered	40200323556	26-May-2003	592808	09-Sep-2004
MARK OBS	Korea, Republic of	Chemtura Corporation	Registered	858778	23-Jun-2005	858778	23-Jun-2005
NAUGARD	Korea, Republic of	Chemtura Corporation	Registered	4020080010671	06-Mar-2008	400784424	01-Apr-2009
NAUGARD PHR	Korea, Republic of	Chemtura Corporation	Registered	4020080010672	06-Mar-2008	400784425	01-Apr-2009
ULTRANOX	Korea, Republic of	Chemtura Corporation	Registered	92-16630	17-Jun-1992	274428	16-Sep-1993
VITATHIRAM (IN KOREAN CHARACTERS)	Korea, Republic of	Chemtura Corporation	Registered	86-9899	30-May-1986	143712	30-Jul-1987
WESTON	Korea, Republic of	Chemtura Corporation	Registered	9416508	25-Apr-1994	331063	11-Jan-1996
WITCO	Korea, Republic of	Chemtura Corporation	Registered	2449/1980	18-Nov-1980	72765	18-Nov-1980

58

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BLENDEX	Kosovo	Chemtura Corporation	Pending	2481	23-Sep-2008
CHEMTURA	Kosovo	Chemtura Corporation	Pending	2439	23-Sep-2008
CHEMTURA and Design	Kosovo	Chemtura Corporation	Pending	2444	23-Sep-2008
FLEXZONE	Kosovo	Chemtura Corporation	Pending	2482	23-Sep-2008
ENVIROMITE	Kuwait	Chemtura Corporation	Pending	99473	18-Nov-2008
BLENDEX	Kyrgyz Republic	Chemtura Corporation	Registered	2294	31-Mar-1999	1697	30-Nov-1994
CHEMTURA	Kyrgyz Republic	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA (in Cyrillic)	Kyrgyz Republic	Chemtura Corporation	Registered	200504133	19-Oct-2005	8129	31-May-2007
CHEMTURA AND DESIGN	Kyrgyz Republic	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ULTRANOX	Kyrgyz Republic	Chemtura Corporation	Registered	940632.3	31-Oct-1994	3069	30-Jan-1996
WESTON	Kyrgyz Republic	Chemtura Corporation	Registered	940631.3	31-Oct-1994	3261	29-Mar-1996
BI-LARV	Laos	Chemtura Corporation	Registered	14834	20-Jul-2006	14382	13-Mar-2007
ELASTIQ	Latvia	Chemtura Corporation	Registered	M0652	17-Jan-2006	M58042	20-Sep-2007
ULTRANOX	Latvia	Chemtura Corporation	Registered	M922269	01-Dec-1992	M30838	30-Sep-1995
WESTON	Latvia	Chemtura Corporation	Registered	M92-2268	01-Dec-1992	M30837	30-Sep-1995
BLENDEX	Lebanon	Chemtura Corporation	Registered		02-Apr-1969	79062	08-Mar-1999
ENVIROMITE	Lebanon	Chemtura Corporation	Registered	6225	03-Sep-2008	118375	12-Sep-2008

59

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	Lesotho	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Lesotho	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
CHEMTURA	Liechtenstein	Chemtura Corporation	Registered		01-Aug-2005	13650	01-Aug-2005
CHEMTURA	Liechtenstein	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Liechtenstein	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ELASTIQ	Lithuania	Chemtura Corporation	Registered	20060935	12-May-2006	55408	12-May-2006
ULTRANOX	Lithuania	Chemtura Corporation	Registered	ZP12547	30-Sep-1993	23707	09-May-1997
WESTON	Lithuania	Chemtura Corporation	Registered	12548	30-Sep-1993	23708	18-Oct-1996
CHEMTURA	Macedonia	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Macedonia	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
BADGER	Malawi	Chemtura Corporation	Registered	562/2004	11-Nov-2004	562/2004	11-Nov-2004
INGWE	Malawi	Chemtura Corporation	Registered	608/2004	25-Nov-2004	6082004	25-Nov-2004
ANDEROL	Malaysia	Chemtura Corporation	Pending	08016150	13-Aug-2008
BI-LARV	Malaysia	Chemtura Corporation	Registered	2006/09196	30-May-2006	2006/09196	15-Oct-2008
BLENDEX	Malaysia	Chemtura Corporation	Registered		12-Sep-1968	MB50688	12-Sep-1968
DRAPEX	Malaysia	Chemtura Corporation	Registered	M/85868	27-Mar-1980	M/85868	16-Jul-1987
PANTERA	Malaysia	Chemtura Corporation	Registered	MA/2626/88	06-Jun-1988	88002626	19-Jul-1994

60

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
POLYBOND	Malaysia	Chemtura Corporation	Registered	200602610	23-Feb-2006	06002610	23-Feb-2006
RIBBON FLOW	Malaysia	Chemtura Corporation	Registered	MA/8578/93	01-Nov-1993	93008578	19-May-1995
TEDION V18	Malaysia	Chemtura Corporation	Registered	0MA67286	21-Feb-1986	86000672	16-Mar-1995
TERRAZOLE	Malaysia	Chemtura Corporation	Registered	MA/7422/89	30-Nov-1989	89007422	30-Jul-1994
ULTRANOX	Malaysia	Chemtura Corporation	Registered	200210552	27-Aug-2002	201010552	27-Aug-2002
ACTAFOAM	Mexico	Chemtura Corporation	Registered	962350	19-Sep-2008	1064993	30-Sep-2008
ADOBE	Mexico	Chemtura Corporation	Registered	968306	16-Oct-2008	1092778	30-Oct-2008
ADOBE	Mexico	Chemtura Corporation	Registered	968305	16-Oct-2008	1070074	30-Oct-2008
BLENDEX	Mexico	Chemtura Corporation	Registered		07-Aug-1979	236039	15-Nov-1979
CARBOVAX	Mexico	Chemtura Corporation	Registered	677882	21-Sep-2004	913362	21-Sep-2004
CHEMTURA	Mexico	Chemtura Corporation	Registered	725848	29-Jun-2005	897433	26-Aug-2005
CHEMTURA	Mexico	Chemtura Corporation	Registered	725849	29-Jun-2005	897434	26-Aug-2005
CHEMTURA	Mexico	Chemtura Corporation	Registered	725850	29-Jun-2005	897435	26-Aug-2005
CHEMTURA	Mexico	Chemtura Corporation	Registered	725851	29-Jun-2005	897436	26-Aug-2005
CHEMTURA	Mexico	Chemtura Corporation	Registered	725852	29-Jun-2005	903849	17-Oct-2005
CHEMTURA	Mexico	Chemtura Corporation	Registered	725853	29-Jun-2005	897437	26-Aug-2005
CHEMTURA	Mexico	Chemtura Corporation	Registered	725854	29-Jun-2005	925710	27-Mar-2006

61

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	Mexico	Chemtura Corporation	Registered	725855	29-Jun-2005	897438	26-Aug-2005
CROMPTON	Mexico	Chemtura Corporation	Registered	560929	13-Aug-2002	814000	25-Nov-2003
CROMPTON	Mexico	Chemtura Corporation	Registered	560,930	13-Aug-2002	761,834	27-Aug-2002
CROMPTON	Mexico	Chemtura Corporation	Registered	560,931	13-Aug-2002	761,835	27-Aug-2002
CROMPTON	Mexico	Chemtura Corporation	Registered	560932	13-Aug-2002	795107	12-Jun-2003
CROMPTON	Mexico	Chemtura Corporation	Registered	560,933	13-Aug-2002	761,836	27-Aug-2002
DELAC	Mexico	Chemtura Corporation	Registered	95609	07-Sep-1990	424203	22-Oct-1992
DRAPEX	Mexico	Chemtura Corporation	Registered	601715	21-May-2003	795603	23-Jun-2003
FLEXZONE	Mexico	Chemtura Corporation	Registered		12-Feb-1960	101845	20-Oct-1960
INOVATE	Mexico	Chemtura Corporation	Registered	816138	30-Oct-2006	983099	30-Oct-2006
INTERLOY	Mexico	Chemtura Corporation	Registered	604705	10-Jun-2003	808022	29-Sep-2003
MARK OBS	Mexico	Chemtura Corporation	Registered	726786	05-Jul-2005	975478	05-Jul-2005
RANCONA	Mexico	Chemtura Corporation	Registered	971641	31-Oct-2008	1080097	21-Jan-2009
RANCONA	Mexico	Chemtura Corporation	Registered	971642	31-Oct-2008	1080097	21-Jan-2009
ULTRANOX	Mexico	Chemtura Corporation	Registered	74035	19-Oct-1989	457296	19-Oct-1989
WESTON	Mexico	Chemtura Corporation	Registered		14-Jun-1979	252064	03-Oct-1980
WITCOLINK	Mexico	Chemtura Corporation	Registered	774120	27-Mar-2006	986169	27-Mar-2006

62

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BLENDEX	Moldova	Chemtura Corporation	Registered	002801	12-Jul-1994	R2035	03-Aug-1995
CHEMTURA	Moldova	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Moldova	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ELASTIQ	Moldova	Chemtura Corporation	Registered	020902	19-Mar-2007	16648	19-Jun-2008
RANCONA	Moldova	Chemtura Corporation	Pending	982331	03-Nov-2008
ROYALFLO	Moldova	Chemtura Corporation	Registered	020732	16-Feb-2007	16710	09-Jul-2008
STIRRUP	Moldova	Chemtura Corporation	Registered	024439	16-Oct-2008	19033	05-Oct-2009
STIRRUP in Cyrillic	Moldova	Chemtura Corporation	Registered	024440	16-Oct-2008	19034	05-Oct-2009
ULTRANOX	Moldova	Chemtura Corporation	Registered	002447	13-Jul-1994	R 2780	01-Dec-1995
WESTON	Moldova	Chemtura Corporation	Registered	002428	12-Jul-1994	R3671	27-Mar-1996
BLENDEX	Monaco	Chemtura Corporation	Registered		29-Aug-1986	17234	28-Aug-1996
CHEMTURA	Monaco	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Monaco	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
CHEMTURA	Mongolia	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Mongolia	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
CHEMTURA	Montenegro	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Montenegro	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005

63

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	Morocco	Chemtura Corporation	Registered		30-Jun-2005	98507	30-Jun-2005
CHEMTURA	Morocco	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Morocco	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
CHEMTURA	Mozambique	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Mozambique	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
CHEMTURA	Namibia	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Namibia	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
DRAPEX	Nepal	Chemtura Corporation	Registered		26-Jul-2001	17093058	18-Oct-2001
MARK	Nepal	Chemtura Corporation	Registered			18604/059	03-Jan-2003
VITAVAX	Nepal	Chemtura Corporation	Registered		01-Oct-1993	9486/050	04-Nov-1993
CHEMTURA	Netherlands Antilles	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Netherlands Antilles	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ACRAMITE	New Zealand	Chemtura Corporation	Registered	617753	28-Jun-2000	617753	04-Jan-2001
BANISH	New Zealand	Chemtura Corporation	Registered	755645	22-Sep-2006	755645	22-Mar-2007
BLENDEX	New Zealand	Chemtura Corporation	Registered	83122	06-Jan-1967	83122	15-Jan-1968
BRYTON	New Zealand	Chemtura Corporation	Registered	63994	02-Jun-1959	63994	19-Aug-1960
CHEMTURA	New Zealand	Chemtura Corporation	Registered	731468	21-Jun-2005	731468	10-May-2007

64

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DRAPEX	New Zealand	Chemtura Corporation	Registered	131364	14-Feb-1980	131364	28-Jun-1982
HIVALLOY	New Zealand	Chemtura Corporation	Registered	205215	03-Oct-1990	205215	13-Feb-1995
HYBASE	New Zealand	Chemtura Corporation	Registered	63919	19-May-1959	63919	13-May-1960
INTERLOY	New Zealand	Chemtura Corporation	Registered	679619	26-May-2003	679619	09-Oct-2003
TERRA-COAT	New Zealand	Chemtura Corporation	Registered	102823	04-Jan-1973	102823	16-Mar-1974
FLEXZONE	Nicaragua	Chemtura Corporation	Registered		24-Oct-1969	22176	30-Jan-1970
CHEMTURA	Norway	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Norway	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
DRAPEX	Norway	Chemtura Corporation	Registered	800412	12-Feb-1980	108045	09-Apr-1981
HIVALLOY	Norway	Chemtura Corporation	Registered	905114	04-Oct-1990	151843	20-Aug-1992
INTERLOY	Norway	Chemtura Corporation	Registered	20030527	27-May-2003	224048	17-Aug-2004
MARK OBS	Norway	Chemtura Corporation	Registered	858778	23-Jun-2005	858778	23-Jun-2005
ENVIROMITE	Oman	Chemtura Corporation	Pending	52992	24-Aug-2008
CHEMTURA	Pakistan	Chemtura Corporation	Registered	210812	23-Jun-2005	210812	15-May-2008
CHEMTURA	Pakistan	Chemtura Corporation	Registered	210811	23-Jun-2005	210811	15-May-2008
CHEMTURA	Pakistan	Chemtura Corporation	Registered	210805	23-Jun-2005	210805	15-May-2008
CHEMTURA	Pakistan	Chemtura Corporation	Registered	210810	23-Jun-2005	210810	15-May-2008

65

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	Pakistan	Chemtura Corporation	Registered	210809	23-Jun-2005	210809	15-May-2008
CHEMTURA	Pakistan	Chemtura Corporation	Registered	210808	23-Jun-2005	210808	15-May-2008
CHEMTURA	Pakistan	Chemtura Corporation	Registered	210807	23-Jun-2005	210807	15-May-2008
CHEMTURA	Pakistan	Chemtura Corporation	Registered	210806	23-Jun-2005	210806	15-May-2008
DRAPEX	Pakistan	Chemtura Corporation	Registered	175213	01-Dec-2001	175213	07-Dec-2001
CHEMTURA	Paraguay	Chemtura Corporation	Registered	32619-2005	26-Oct-2005	294177	11-Jul-2006
CHEMTURA	Paraguay	Chemtura Corporation	Registered	32620-2005	26-Oct-2005	294178	11-Jul-2006
CHEMTURA	Paraguay	Chemtura Corporation	Registered	32621-2005	26-Oct-2005	294179	11-Jul-2006
CHEMTURA	Paraguay	Chemtura Corporation	Registered	32622-2005	26-Oct-2005	294180	11-Jul-2006
CHEMTURA	Paraguay	Chemtura Corporation	Registered	32623-2005	26-Oct-2005	294181	11-Jul-2006
CHEMTURA	Paraguay	Chemtura Corporation	Registered	32624-2005	26-Oct-2005	294182	11-Jul-2006
CHEMTURA	Paraguay	Chemtura Corporation	Registered	32625-2005	26-Oct-2005	291768	21-Aug-2006
CHEMTURA	Paraguay	Chemtura Corporation	Registered	32626-2005	26-Oct-2005	291769	21-Aug-2006
CRUSADER	Paraguay	Chemtura Corporation	Registered	34189-2004	02-Dec-2004	279446	21-Jun-2005
BLENDEX	Peru	Chemtura Corporation	Registered	52269	28-Dec-1981	45322	19-Aug-1982
CHEMTURA	Peru	Chemtura Corporation	Registered	258757-2005/OSD	26-Oct-2005	118030	07-Aug-2006
CHEMTURA	Peru	Chemtura Corporation	Registered	258758-2005/OSD	26-Oct-2005	116213	12-Jun-2006

66

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	Peru	Chemtura Corporation	Registered	258759-2005/OSD	26-Oct-2005	113446	15-Mar-2006
CHEMTURA	Peru	Chemtura Corporation	Registered	258760-2005/OSD	26-Oct-2005	118031	07-Aug-2006
CHEMTURA	Peru	Chemtura Corporation	Registered	258761-2005/OSD	26-Oct-2005	118032	07-Aug-2006
CHEMTURA	Peru	Chemtura Corporation	Registered	258762-2005/OSD	26-Oct-2005	118033	07-Aug-2006
CHEMTURA	Peru	Chemtura Corporation	Registered	258763-2005/OSD	26-Oct-2005	113447	15-Mar-2006
CHEMTURA	Peru	Chemtura Corporation	Registered	258764-2005/OSD	26-Oct-2005	118034	07-Aug-2006
B-NINE	Poland	Chemtura Corporation	Pending	Z362159	27-Oct-09
BLENDEX	Poland	Chemtura Corporation	Registered	68318	07-May-1969	48680	28-Nov-1969
CASORON	Poland	Chemtura Corporation	Registered	000Z-85011	29-Sep-1987	63260	02-Sep-1989
ELASTIQ	Poland	Chemtura Corporation	Registered	Z296479	14-Jun-2005	R193840	14-Jun-2005
FLEXZONE	Poland	Chemtura Corporation	Registered	0000Z67765	03-Oct-1968	048468	03-Oct-1968
MARK OBS	Poland	Chemtura Corporation	Registered	858778	23-Jun-2005	858778	23-Jun-2005
OBS	Poland	Chemtura Corporation	Registered	764638	18-Jul-2001	764638	18-Jul-2001
ULTRANOX	Poland	Chemtura Corporation	Registered	108916	05-May-1992	78679	27-Sep-1994
WESTON	Poland	Chemtura Corporation	Registered	108915	05-May-1992	78678	12-Oct-1994
ANDEROL	Portugal	Chemtura Corporation	Registered	211858	28-May-1981	211858	02-Nov-1998
BLENDEX	Portugal	Chemtura Corporation	Registered	236322	08-Aug-1986	236322	17-Jul-1992

67

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ENVIROMITE	Qatar	Chemtura Corporation	Published	54527	28-Oct-2008
CHEMTURA	Romania	Chemtura Corporation	Registered	M2005007065	22-Jun-2005	70949	22-Jun-2005
CHEMTURA	Romania	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Romania	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ELASTIQ	Romania	Chemtura Corporation	Registered	2005006533	08-Jun-2005	70346	08-Jun-2005
LEVEL	Romania	Chemtura Corporation	Registered	M2009000056	07-Jan-2009	100147	07-Jan-2009
RANCONA	Romania	Chemtura Corporation	Pending		03-Nov-2008
ULTRANOX	Romania	Chemtura Corporation	Registered			18147	21-Jul-1992
WESTON	Romania	Chemtura Corporation	Registered	27364	21-Jul-1992	18148	21-Jul-1992
BLENDEX	Russian Federation	Chemtura Corporation	Registered	53172	31-Mar-1969	39078	12-Dec-1969
B-NINE	Russian Federation	Chemtura Corporation	Registered	84347	07-Sep-1978	63827	23-Mar-1979
CHEMTURA	Russian Federation	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA (in Cyrillic)	Russian Federation	Chemtura Corporation	Registered	2005724064	20-Sep-2005	324871	21-Sep-2005
CHEMTURA (in Cyrillic)	Russian Federation	Chemtura Corporation	Registered	2005725727	10-Oct-2005	319064	10-Oct-2005
CHEMTURA AND DESIGN	Russian Federation	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
DIMILIN (IN CYRILLIC)	Russian Federation	Chemtura Corporation	Registered	107961	19-Jan-1998	83667	12-Sep-1988
ELASTIQ (in Cyrillic)	Russian Federation	Chemtura Corporation	Pending	2007708248	26-Mar-2007

68

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FLEXZONE	Russian Federation	Chemtura Corporation	Registered	51604	30-Sep-1968	37948	23-Jun-1969
FOMREZ	Russian Federation	Chemtura Corporation	Registered	2008707500	14-Mar-2008	379611	20-May-2009
HIVALLOY	Russian Federation	Chemtura Corporation	Registered	126920	04-Oct-1990	96764	17-Mar-1991
INOVATE	Russian Federation	Chemtura Corporation	Pending	A0005904	20-Sep-2006
INTERLOY	Russian Federation	Chemtura Corporation	Registered	2003711074	04-Jun-2003	267989	28-Apr-2004
NAUGARD	Russian Federation	Chemtura Corporation	Registered	83701	21-Jun-1978	63671	19-Jan-1979
POLYBOND	Russian Federation	Chemtura Corporation	Registered	2007731214	09-Oct-2007	366837	08-Dec-2008
RANCONA	Russian Federation	Chemtura Corporation	Pending		03-Nov-2008
STIRRUP	Russian Federation	Chemtura Corporation	Pending	20087330079	16-Oct-2008
STIRRUP in Cyrillic	Russian Federation	Chemtura Corporation	Pending	20087330078	16-Oct-2008
TRIMENE BASE	Russian Federation	Chemtura Corporation	Registered	5106	30-Sep-1968	37949	23-Jun-1969
ULTRANOX	Russian Federation	Chemtura Corporation	Registered	159506	01-Jun-1992	117480	26-Apr-1994
VIBRATHANE	Russian Federation	Chemtura Corporation	Registered	83703	21-Jun-1978	63343	26-Jan-1979
WESTON	Russian Federation	Chemtura Corporation	Registered	159507	01-Jun-1992	122123	09-Dec-1994
DU-DIM	Saudi Arabia	Chemtura Corporation	Registered	116715	24-Apr-2007	96626	06-Jan-2008
BLENDEX	Serbia	Chemtura Corporation	Registered	Z184/69	27-Mar-1969	18946	22-Jun-1971
CHEMTURA	Serbia	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005

69

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA AND DESIGN	Serbia	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
FLEXZONE	Serbia	Chemtura Corporation	Registered	00Z-691/68	26-Sep-1968	0018570	21-Apr-1970
CHEMTURA	Sierra Leone	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Sierra Leone	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ADIPRENE EXTREME	Singapore	Chemtura Corporation	Registered	T04/10974E	06-Jul-2004	T04/10974E	06-Jul-2004
BLENDEX	Singapore	Chemtura Corporation	Registered	44670	11-Sep-1968	T68/44670Z	11-Sep-1968
CHEMTURA	Singapore	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA (in Chinese Characters Simplified) (Phase I)	Singapore	Chemtura Corporation	Registered	T0520746E	20-Oct-2005	T0520746E	20-Oct-2005
CHEMTURA (in Chinese Characters Simplified) (Phase I)	Singapore	Chemtura Corporation	Registered	T0520754F	20-Oct-2005	T0520754F	20-Oct-2005
CHEMTURA AND DESIGN	Singapore	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
CHEMTURA in Chinese (Simplified) (Phase II)	Singapore	Chemtura Corporation	Registered	T06/02232I	06-Feb-2006	T06/022321	06-Feb-2006
CHEMTURA in Chinese (Simplified) (Phase II)	Singapore	Chemtura Corporation	Registered	T0602233G	06-Feb-2006	T0602233G	06-Feb-2006
CHEMTURA in Chinese (Simplified) (Phase II)	Singapore	Chemtura Corporation	Registered	T06/02234E	06-Feb-2006	T06/02234E	06-Feb-2006
CHEMTURA in Chinese (Simplified) (Phase II)	Singapore	Chemtura Corporation	Registered	T06/02235C	06-Feb-2006	T06/02235C	06-Feb-2006

70

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA in Chinese (Simplified) (Phase II)	Singapore	Chemtura Corporation	Registered	T06/02236A	06-Feb-2006	T06/02236A	06-Feb-2006
CHEMTURA in Chinese (Simplified) (Phase II)	Singapore	Chemtura Corporation	Registered	T06/02237Z	06-Feb-2006	T06/02237Z	06-Feb-2006
CHEMTURA in Chinese (Simplified) (Phase II)	Singapore	Chemtura Corporation	Registered	T06/02238H	06-Feb-2006	T06/02238H	06-Feb-2006
CHEMTURA in Chinese (Simplified) (Phase II)	Singapore	Chemtura Corporation	Registered	T0602239F	06-Feb-2006	T06/02239F	06-Feb-2006
CHEMTURA in Chinese (Traditional) (Phase II)	Singapore	Chemtura Corporation	Registered	T0602221C	06-Feb-2006	T0602221C	06-Feb-2006
CHEMTURA in Chinese (Traditional) (Phase II)	Singapore	Chemtura Corporation	Registered	T0602222A	06-Feb-2006	T0602222A	06-Feb-2006
CHEMTURA in Chinese (Traditional) (Phase II)	Singapore	Chemtura Corporation	Registered	T0602223Z	06-Feb-2006	T06/02223Z	02-Jun-2006
CHEMTURA in Chinese (Traditional) (Phase II)	Singapore	Chemtura Corporation	Registered	T0602224H	06-Feb-2006	T0602224H	06-Feb-2006
CHEMTURA in Chinese (Traditional) (Phase II)	Singapore	Chemtura Corporation	Registered	T0602225F	06-Feb-2006	T0602225F	06-Feb-2006
CHEMTURA in Chinese (Traditional) (Phase II)	Singapore	Chemtura Corporation	Registered	T0602226D	06-Feb-2006	T0602226D	06-Feb-2006
CHEMTURA in Chinese (Traditional) (Phase II)	Singapore	Chemtura Corporation	Registered	T06/02228J	06-Feb-2006	T06/02228J	06-Feb-2006

71

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA in Chinese (Traditional) (Phase II)	Singapore	Chemtura Corporation	Registered	T0602229I	06-Feb-2006	T06/02229I	06-Feb-2006
DRAPEX	Singapore	Chemtura Corporation	Registered	1159/80	24-Mar-1980	T80/01159	24-Mar-1980
INTERLOY	Singapore	Chemtura Corporation	Registered	0308572I	06-Jun-2003	T03/08572I	04-Aug-2003
OBS	Singapore	Chemtura Corporation	Registered	764638	18-Jul-2001	764638	18-Jul-2001
POLYBOND	Singapore	Chemtura Corporation	Registered	T06/02829G	13-Feb-2006	T0602829G	13-Feb-2006
ULTRANOX	Singapore	Chemtura Corporation	Registered	2786/85	21-Jun-1985	T85/02736A	21-Jun-1985
WESTON	Singapore	Chemtura Corporation	Registered	4309/92	10-Jun-1992	T92/04309A	10-Jun-1992
BLENDEX	Slovak Republic	Chemtura Corporation	Registered	42917	13-Mar-1969	160690	07-Feb-1972
ELASTIQ	Slovak Republic	Chemtura Corporation	Registered	11212005	16-Jun-2005	213845	09-May-2006
FLEXZONE	Slovak Republic	Chemtura Corporation	Registered	0000042327	27-Sep-1968	159170	04-Aug-1969
ULTRANOX	Slovak Republic	Chemtura Corporation	Registered	68810	26-May-1992	173775	10-Feb-1995
BLENDEX	Slovenia	Chemtura Corporation	Registered	Z6980184	16-Feb-1994	6980184	22-Aug-1996
ACRAMITE	South Africa	Chemtura Corporation	Published	2007/25661	06-Nov-2007
BADGER	South Africa	Chemtura Corporation	Published	200420349	09-Nov-2004
BLENDEX	South Africa	Chemtura Corporation	Registered		10-Mar-1969	690955	19-May-1970
CASTOMER	South Africa	Chemtura Corporation	Registered	79/6251	22-Nov-1979	79/6251	15-Jan-1982
CHEMTURA	South Africa	Chemtura Corporation	Registered	200512222	21-Jun-2005	200512222	21-Jun-2005

72

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	South Africa	Chemtura Corporation	Registered	200512223	21-Jun-2005	200512223	21-Jun-2005
CHEMTURA	South Africa	Chemtura Corporation	Registered	200512224	21-Jun-2005	200512224	21-Jun-2005
CHEMTURA	South Africa	Chemtura Corporation	Registered	200512225	21-Jun-2005	200512225	21-Jun-2005
CHEMTURA	South Africa	Chemtura Corporation	Registered	200512226	21-Jun-2005	200512226	21-Jun-2005
CHEMTURA	South Africa	Chemtura Corporation	Registered	200512227	21-Jun-2005	200512227	21-Jun-2005
CHEMTURA	South Africa	Chemtura Corporation	Registered	200512228	21-Jun-2005	200512228	21-Jun-2005
CHEMTURA	South Africa	Chemtura Corporation	Registered	200512229	21-Jun-2005	200512229	21-Jun-2005
CROMPTON	South Africa	Chemtura Corporation	Registered	200500986	19-Jan-2005	200500986	04-Aug-2008
CROMPTON	South Africa	Chemtura Corporation	Registered	200500987	19-Jan-2005	200500987	27-Aug-2008
CROMPTON	South Africa	Chemtura Corporation	Registered	200500988	19-Jan-2005	200500988	26-Aug-2008
CROMPTON	South Africa	Chemtura Corporation	Registered	200500989	19-Jan-2005	200500989	18-Jan-2005
CROMPTON	South Africa	Chemtura Corporation	Registered	200500990	19-Jan-2005	200500990	26-Aug-2008
DRAPEX	South Africa	Chemtura Corporation	Registered	80/0800	18-Feb-1980	80/0800	10-Apr-1981
ENVIROMITE	South Africa	Chemtura Corporation	Pending	200819724	25-Aug-2008
FLEXZONE	South Africa	Chemtura Corporation	Registered	690124	14-Jan-1969	690124	09-Mar-1970
HIVALLOY	South Africa	Chemtura Corporation	Registered	90/8609	03-Oct-1990	90/8609	31-Aug-1993
HYBASE	South Africa	Chemtura Corporation	Registered	59/1482	20-May-1959	59/1482	14-Sep-1959

73

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
INGWE	South Africa	Chemtura Corporation	Registered	200421132	22-Nov-2004	200421132	26-Aug-2008
INOVATE	South Africa	Chemtura Corporation	Pending	2006/22745	22-Sep-2006
INTERLOY	South Africa	Chemtura Corporation	Registered	200308524	26-May-2003	2003/08524	08-Apr-2003
NAUGARD	South Africa	Chemtura Corporation	Registered	670019	03-Jan-1967	670019	24-Aug-1967
OMITE	South Africa	Chemtura Corporation	Registered	670577	16-Feb-1967	670577	04-Mar-1968
PETRONATE	South Africa	Chemtura Corporation	Registered	72/3279	20-Jun-1972	72/3279	20-Jun-1972
PROCURE	South Africa	Chemtura Corporation	Registered	200512890	28-Jun-2005	2005/12890	04-Aug-2008
ROYALKARE	South Africa	Chemtura Corporation	Published	200623307	02-Oct-2006
ROYALKOTE	South Africa	Chemtura Corporation	Published	200623308	02-Oct-2006
ROYALMARQ	South Africa	Chemtura Corporation	Published	200623309	02-Oct-2006
ROYALNEX	South Africa	Chemtura Corporation	Pending	2007/05395	14-Mar-2007
ROYALNEX	South Africa	Chemtura Corporation	Published	200623310	02-Oct-2006
TERRAGUARD	South Africa	Chemtura Corporation	Registered	200512891	28-Jun-2005	2005/12891	04-Aug-2008
ULTRANOX	South Africa	Chemtura Corporation	Registered		08-Jun-1992	924735	16-May-1995
VIBRABOND	South Africa	Chemtura Corporation	Registered	873087	30-Apr-1987	873087	19-Feb-1991
VIBRABOND	South Africa	Chemtura Corporation	Registered	873088	30-Apr-1987	873088	19-Feb-1991
VIBRACURE	South Africa	Chemtura Corporation	Registered	873085	30-Apr-1987	873085	19-Feb-1991

74

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VIBRACURE	South Africa	Chemtura Corporation	Registered	873086	30-Apr-1987	873086	19-Feb-1991
VIBRASPRAY	South Africa	Chemtura Corporation	Registered	873083	30-Apr-1987	873083	19-Feb-1991
VIBRASPRAY	South Africa	Chemtura Corporation	Registered	873084	30-Apr-1987	873084	19-Feb-1991
VIBRATHANE	South Africa	Chemtura Corporation	Registered	873081	30-Apr-1987	873081	30-May-1991
VIBRATHANE	South Africa	Chemtura Corporation	Registered	873082	30-Apr-1987	873082	30-May-1991
VITAFLO	South Africa	Chemtura Corporation	Registered	771489	07-Apr-1977	771489	21-Jul-1978
VITAVAX	South Africa	Chemtura Corporation	Registered	672375	06-Jun-1967	672375	04-Aug-1968
WESTON	South Africa	Chemtura Corporation	Registered	92/24734	08-Jun-1992	B92/4734	03-May-1995
BLENDEX	Spain	Chemtura Corporation	Registered	398729	17-Mar-1962	398729	25-Feb-1965
B-NINE	Spain	Chemtura Corporation	Registered	2841872(7)	26-Aug-2008	2841872	01-Feb-2009
CAYTUR	Spain	Chemtura Corporation	Registered		19-Apr-1967	532096	23-Sep-1969
MARK	Spain	Chemtura Corporation	Registered	2686765	26-Dec-2005	2686765	29-Mar-2007
OMITE	Spain	Chemtura Corporation	Registered		17-Feb-1967	524834	10-Jul-1969
PETRONATE	Spain	Chemtura Corporation	Registered	666691	15-Feb-1972	666691	01-Feb-1978
POLYBOND	Spain	Chemtura Corporation	Registered	1689021	01-Jul-1992	1689021	03-Mar-1995
ROYAL MH	Spain	Chemtura Corporation	Registered	02781871/3	09-Jul-2007	2781871	17-Jan-2008
ROYAL MH NO BROTES	Spain	Chemtura Corporation	Registered	02781876/4	09-Jul-2007	2781876	17-Jan-2008

75

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ROYAL MH-30	Spain	Chemtura Corporation	Registered	1706553	10-Jun-1992	1706553	21-Feb-1994
ULTRANOX	Spain	Chemtura Corporation	Registered	1109753	21-Jun-1985	1109753	05-May-1992
WESTON	Spain	Chemtura Corporation	Registered	1959234	13-Feb-1984	1060234	13-Feb-1987
MARK	Sri Lanka	Chemtura Corporation	Pending	128946	23-Nov-2005
CHEMTURA	Swaziland	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Swaziland	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
BLENDEX	Sweden	Chemtura Corporation	Registered	86-5766	05-Aug-1986	238810	14-Aug-1992
DRAPEX	Sweden	Chemtura Corporation	Registered	80-0806	14-Feb-1980	175189	06-Feb-1981
HIVALLOY	Sweden	Chemtura Corporation	Registered	909054	03-Oct-1990	234531	15-May-1992
INTERLOY	Sweden	Chemtura Corporation	Registered	200303292	26-May-2003	363458	10-Oct-2003
ULTRANOX	Sweden	Chemtura Corporation	Registered	85-4511	20-Jun-1985	204839	06-Mar-1987
BLENDEX	Switzerland	Chemtura Corporation	Registered	00527/1989	25-Apr-1989	369498	13-Jun-1989
CHEMTURA	Switzerland	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Switzerland	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
HIVALLOY	Switzerland	Chemtura Corporation	Registered	7252/1990.3	03-Oct-1990	394590	21-Aug-1991
INTERLOY	Switzerland	Chemtura Corporation	Registered	04061/2003	06-Aug-2003	514436	24-Sep-2003
OBS	Switzerland	Chemtura Corporation	Registered	764638	18-Jul-2001	764638	18-Jul-2001

76

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ULTRANOX	Switzerland	Chemtura Corporation	Registered	3884	20-Jun-1985	340312	23-Sep-1985
WESTON	Switzerland	Chemtura Corporation	Registered	691	09-Feb-1984	P332266	12-Sep-1984
CHEMTURA	Syria	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Syria	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ANDEROL	Taiwan	Chemtura Corporation	Registered	96050212	06-Nov-2006	01361728	16-Jul-2007
BLENDEX	Taiwan	Chemtura Corporation	Registered	14316	01-Jul-1962	14592	01-Jan-1963
CHEMTURA	Taiwan	Chemtura Corporation	Registered	094029722	22-Jun-2005	1229896	16-Sep-2006
CHEMTURA in Chinese (Simplified) (Phase II)	Taiwan	Chemtura Corporation	Registered	095008034	21-Feb-2006	1235577	01-Nov-2006
CHEMTURA in Chinese (Traditional) (Phase I)	Taiwan	Chemtura Corporation	Registered	094052954	02-Nov-2005	1235479	01-Nov-2006
CROMPTON	Taiwan	Chemtura Corporation	Registered	91036832	30-Aug-2002	1056674	16-Sep-2003
CROMPTON	Taiwan	Chemtura Corporation	Registered	91036833	30-Aug-2002	1053041	16-Aug-2003
CROMPTON	Taiwan	Chemtura Corporation	Registered	91036834	30-Aug-2002	1056963	16-Sep-2003
CROMPTON	Taiwan	Chemtura Corporation	Registered	91036835	30-Aug-2002	1063033	31-Oct-2003
CROMPTON	Taiwan	Chemtura Corporation	Registered	91036836	30-Aug-2002	1059685	01-Oct-2003
CROMPTON (IN TAIWANESE)	Taiwan	Chemtura Corporation	Registered	91036837	30-Aug-2002	1056675	16-Sep-2003
CROMPTON (IN TAIWANESE)	Taiwan	Chemtura Corporation	Registered	91036838	30-Aug-2002	1053042	16-Aug-2003

77

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CROMPTON (IN TAIWANESE)	Taiwan	Chemtura Corporation	Registered	91036839	30-Aug-2002	1056964	16-Sep-2003
CROMPTON (IN TAIWANESE)	Taiwan	Chemtura Corporation	Registered	91036840	30-Aug-2002	1063034	01-Nov-2003
CROMPTON (IN TAIWANESE)	Taiwan	Chemtura Corporation	Registered	91036841	30-Aug-2002	1059686	01-Oct-2003
FLEXZONE	Taiwan	Chemtura Corporation	Registered	0087040747	19-Aug-1998	866521	16-Sep-1999
FLEXZONE 11	Taiwan	Chemtura Corporation	Registered	0087040743	19-Aug-1998	866582	16-Sep-1999
FLEXZONE 3C	Taiwan	Chemtura Corporation	Registered	0087040741	19-Aug-1998	866580	16-Sep-1999
FLEXZONE 4L	Taiwan	Chemtura Corporation	Registered	0870040742	19-Aug-1998	866581	16-Sep-1999
FLEXZONE 7F	Taiwan	Chemtura Corporation	Registered	0087040744	19-Aug-1998	866583	16-Sep-1999
HIVALLOY	Taiwan	Chemtura Corporation	Registered	79-44024	08-Oct-1990	520358	16-May-1991
HIVALLOY	Taiwan	Chemtura Corporation	Registered	79050453	20-Nov-1990	530064	16-Jul-1991
MARK OBS	Taiwan	Chemtura Corporation	Registered	94031534	30-Jun-2005	1195631	16-Feb-2006
NAUGALUBE	Taiwan	Chemtura Corporation	Registered	098000567	09-Jan-2009	1373655	16-Aug-09
NAUGEX	Taiwan	Chemtura Corporation	Registered	79039547	07-Sep-1990	530853	16-Aug-1991
PANTERA	Taiwan	Chemtura Corporation	Registered	85031322	26-Jun-1996	752551	16-Mar-1997
POLYBOND	Taiwan	Chemtura Corporation	Registered	95006748	14-Feb-2006	1246128	16-Jan-2007
TERRAZOLE	Taiwan	Chemtura Corporation	Registered	75011815	18-Mar-1986	342697	01-Nov-1986
ULTRANOX	Taiwan	Chemtura Corporation	Registered		01-Jul-1985	312902	01-Feb-1976

78

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
WESTON	Taiwan	Chemtura Corporation	Registered	91035450	16-Aug-2002	1046033	16-Jun-2003
BLENDEX	Tajikistan	Chemtura Corporation	Registered	94000421	01-Jul-1994	276	01-Jul-1994
ULTRANOX	Tajikistan	Chemtura Corporation	Registered	94000433	01-Jul-1994	2360	01-Jul-1994
WESTON	Tajikistan	Chemtura Corporation	Registered	94000422	01-Jul-1994	2574	16-Jul-1997
ENVIROMITE	Tanganyika	Chemtura Corporation	Pending	awaiting	28-Aug-2008
BLENDEX	Thailand	Chemtura Corporation	Registered	369337	18-Sep-1968	TM80603	10-Sep-1998
CHEMTURA	Thailand	Chemtura Corporation	Registered	603536	16-Sep-2005	TM278209	24-Mar-2008
CHEMTURA	Thailand	Chemtura Corporation	Registered	603537	16-Sep-2005	TM260122	16-Sep-2005
CHEMTURA	Thailand	Chemtura Corporation	Registered	603538	16-Sep-2005	TM251670	27-Nov-2006
CHEMTURA	Thailand	Chemtura Corporation	Registered	603539	16-Sep-2005	TM242061	26-May-2006
CHEMTURA	Thailand	Chemtura Corporation	Registered	603540	16-Sep-2005	TM257435	16-Sep-2005
CHEMTURA	Thailand	Chemtura Corporation	Registered	603541	16-Sep-2005	TM255603	16-Sep-2005
CHEMTURA	Thailand	Chemtura Corporation	Registered	603542	16-Sep-2005	TM275984	16-Sep-2005
CHEMTURA	Thailand	Chemtura Corporation	Registered	603543	16-Sep-2005	TM269039	16-Oct-2007
FLEXZONE	Thailand	Chemtura Corporation	Registered	405272	26-Dec-1989	TM107472	14-Jan-1991
HIVALLOY	Thailand	Chemtura Corporation	Registered	435129	17-Oct-2000	126338	18-Jan-2003
POLYBOND	Thailand	Chemtura Corporation	Registered	618889	24-Feb-2006	TM259820	24-Feb-2006

79

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TERRAZOLE	Thailand	Chemtura Corporation	Registered	310572	30-Jun-1976	TM47158	30-Jun-1976
ULTRANOX	Thailand	Chemtura Corporation	Registered	230966	21-Jul-1992	TM4481	25-Aug-1993
WESTON	Thailand	Chemtura Corporation	Registered	230965	21-Jul-1992	TM13308	25-Jul-1994
BLENDEX	Tunisia	Chemtura Corporation	Registered		29-Oct-1986	EE011996	29-Oct-1986
ENVIROMITE	Tunisia	Chemtura Corporation	Published	EE08 2181	28-Aug-2008
BLENDEX	Turkey	Chemtura Corporation	Registered	17325	15-Apr-1969	110566	15-Apr-1989
CHEMTURA	Turkey	Chemtura Corporation	Registered	2005/032666	05-Aug-2005	2005 32666	05-Aug-2005
CHEMTURA	Turkey	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
DIMILIN	Turkey	Chemtura Corporation	Registered	97/6558	12-May-1997	184875	12-May-1997
FLORAMITE	Turkey	Chemtura Corporation	Registered	2006042410	04-Sep-2006	200642410	04-Sep-2006
OBS	Turkey	Chemtura Corporation	Registered	764638	18-Jul-2001	764638	18-Jul-2001
ULTRANOX	Turkey	Chemtura Corporation	Registered	5767/92	13-Jul-1992	137320	13-Jul-1992
WESTON	Turkey	Chemtura Corporation	Registered	9346/84	13-Feb-1984	80465	13-Feb-1984
WESTON CHEMICAL	Turkey	Chemtura Corporation	Registered	43872	15-Jul-1971	129659	15-Jul-1971
CHEMTURA	Turkmenistan	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Turkmenistan	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ULTRANOX	Turkmenistan	Chemtura Corporation	Registered	1(3600)	28-Jun-1996	380	25-Feb-1997

80

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
WESTON	Turkmenistan	Chemtura Corporation	Registered	1(3601)	28-Jun-1996	382	25-Feb-1997
BADGER	Uganda	Chemtura Corporation	Registered	27148	09-Nov-2004	27148	15-Nov-2004
ENVIROMITE	Uganda	Chemtura Corporation	Registered	31428	27-Aug-2008	31428	12-Mar-2009
INGWE	Uganda	Chemtura Corporation	Registered	27168	19-Nov-2004	27168	19-Nov-2004
BLENDEX	Ukraine	Chemtura Corporation	Registered	39078	31-Mar-1989	5756	30-Jun-1994
CASORON	Ukraine	Chemtura Corporation	Registered	m200703652	07-Mar-2007	86756	10-Jan-2008
CHEMTURA	Ukraine	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Ukraine	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
DIMILIN	Ukraine	Chemtura Corporation	Registered	200617747	13-Nov-2006	91359	12-May-2008
ELASTIQ	Ukraine	Chemtura Corporation	Registered	200506225	08-Jun-2005	74250	10-Apr-2007
ELASTIQ (in Cyrillic)	Ukraine	Chemtura Corporation	Registered	m200604619	30-Mar-2006	81988	10-Sep-2007
FAZOR	Ukraine	Chemtura Corporation	Registered	200617746	13-Nov-2006	91538	12-May-2008
INOVATE	Ukraine	Chemtura Corporation	Pending	A0005904	20-Sep-2006
LEVEL	Ukraine	Chemtura Corporation	Pending	M200820176	12-Nov-2008
OMITE	Ukraine	Chemtura Corporation	Registered	200703653	07-Mar-2007	87247	25-Jan-2008
QUARK	Ukraine	Chemtura Corporation	Pending	M200820175	12-Nov-2008
RANCONA	Ukraine	Chemtura Corporation	Pending		03-Nov-2008

81

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
STIRRUP	Ukraine	Chemtura Corporation	Pending	m200818780	16-Oct-2008
STIRRUP in Cyrillic	Ukraine	Chemtura Corporation	Pending	m200818779	16-Oct-2008
ULTRANOX	Ukraine	Chemtura Corporation	Registered	2001095622	07-Sep-2001	35828	17-Nov-2003
WESTON	Ukraine	Chemtura Corporation	Registered	2001095623	07-Sep-2001	35829	17-Nov-2003
DU-DIM	United Arab Emirates	Chemtura Corporation	Pending	96292	19-Jun-2007
ENVIROMITE	United Arab Emirates	Chemtura Corporation	Pending	120871	20-Oct-2008
ACTAFOAM	United Kingdom	Chemtura Corporation	Registered	2497664	15-Sep-2008	2497664	09-Jan-2009
BLENDEX	United Kingdom	Chemtura Corporation	Registered	831835	09-Mar-1962	831835	09-Mar-1962
B-NINE	United Kingdom	Chemtura Corporation	Registered	996005	28-Jul-1972	996005	28-Jul-1972
CASTOMER	United Kingdom	Chemtura Corporation	Registered	836173	25-Jun-1962	836173	25-Jun-1962
CYCLOFOR	United Kingdom	Chemtura Corporation	Registered	900166	06-Oct-1966	900166	06-Oct-1987
CYCLOFOR	United Kingdom	Chemtura Corporation	Registered	718555	30-May-1953	718555	30-May-1953
DIMILIN	United Kingdom	Chemtura Corporation	Registered	1066911	09-Aug-1976	1066911	23-May-1977
DRAPEX	United Kingdom	Chemtura Corporation	Registered	1124514	23-Nov-1979	1124514	02-Sep-1981
FAZOR SG	United Kingdom	Chemtura Corporation	Registered	1290387	08-Nov-1986	1290387	08-Nov-1986
FOMREZ	United Kingdom	Chemtura Corporation	Registered	1189699	01-Feb-1983	1189699	06-Feb-1985
FORMREZ	United Kingdom	Chemtura Corporation	Registered	1189698	01-Feb-1983	1189698	06-Feb-1985

82

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
HYBASE	United Kingdom	Chemtura Corporation	Registered	770908	06-Nov-1957	770908	10-Jun-1958
INTERLOY	United Kingdom	Chemtura Corporation	Registered	2333219	27-May-2003	2333219	19-Dec-2003
NAUGAWHITE	United Kingdom	Chemtura Corporation	Registered	0000783293	29-Oct-1958	783293	29-Oct-1958
POLYBOND	United Kingdom	Chemtura Corporation	Registered	2376720	27-Oct-2004	2376720	27-Oct-2004
SEEDKARE	United Kingdom	Chemtura Corporation	Published	2471643	07-Nov-2007
TERRAZOLE	United Kingdom	Chemtura Corporation	Registered	1003908	29-Dec-1972	1003908	29-Dec-1972
ULTRANOX	United Kingdom	Chemtura Corporation	Registered	1244466	20-Jun-1985	1244466	13-Oct-1989
WESTON	United Kingdom	Chemtura Corporation	Registered	1508701	04-Aug-1992	1508701	03-May-1996
ACRAMITE	United States of America	Chemtura Corporation	Registered	076/021640	10-Apr-2000	2669716	31-Dec-2002
ADIPRENE EXTREME	United States of America	Chemtura Corporation	Registered	76/389930	02-Apr-2002	2674910	14-Jan-2003
ADOBE	United States of America	Chemtura Corporation	Published ITU	77588032	09-Oct-2008
ANDEROL	United States of America	Chemtura Corporation	Registered	76301630	09-Aug-2001	2707819	15-Apr-2003
ATTENDANT	United States of America	Chemtura Corporation	Registered	77/671655	17-Feb-2009	3676115	01-Sep-2009
ATTENDANT	United States of America	Chemtura Corporation	Registered	77/544049	11-Aug-2008	3624559	19-May-2009
AXION	United States of America	Chemtura Corporation	Registered	78546531	12-Jan-2005	3,442,269	03-Jun-2008
BARIUM PETRONATE	United States of America	Chemtura Corporation	Registered	268492	30-Jun-1980	1188288	02-Feb-1982
BEAN GUARD	United States of America	Chemtura Corporation	Registered	74014200	26-Dec-1989	1640896	09-Apr-1991

83

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BI-LARV	United States of America	Chemtura Corporation	Registered	77006868	25-Sep-2006	3587616	10-Mar-2009
BLENDEX	United States of America	Chemtura Corporation	Registered	72077900	17-Jul-1959	724952	12-Dec-1961
BROADSWORD	United States of America	Chemtura Corporation	Published ITU	77506105	24-Jun-2008
CALCIUM PETRONATE	United States of America	Chemtura Corporation	Registered	72454084	06-Apr-1973	984262	21-May-1974
CAYTUR	United States of America	Chemtura Corporation	Registered	72243428	14-Apr-1966	820999	27-Dec-1966
CHEMTURA	United States of America	Chemtura Corporation	Published ITU	78624868	06-May-2005
CHEMTURA AND DESIGN	United States of America	Chemtura Corporation	Published ITU	78656421	22-Jun-2005
CROMPTON	United States of America	Chemtura Corporation	Registered	75/917235	14-Feb-2000	2843342	18-May-2004
CROMPTON and Design	United States of America	Chemtura Corporation	Registered	75934820	03-Mar-2000	2825452	23-Mar-2004
DELAC	United States of America	Chemtura Corporation	Registered	71442080	29-Mar-1941	389108	22-Jul-1941
DEO-BASE (STYLIZED)	United States of America	Chemtura Corporation	Registered	71331126	10-Oct-1932	300910	14-Feb-1933
DIAMOND	United States of America	Chemtura Corporation	Registered	76319561	28-Sep-2001	3407641	08-Apr-2008
DIMILIN	United States of America	Chemtura Corporation	Registered	73122448	12-Apr-1977	1091663	23-May-1978
DRAPEX	United States of America	Chemtura Corporation	Registered	72388181	02-Apr-1971	938406	25-Jul-1972
DURACAST	United States of America	Chemtura Corporation	Registed	77571319	16-Sep-2008	3710105	10-Nov-2009
DURAZONE	United States of America	Chemtura Corporation	Registered	75/138268	10-Jul-1996	2069836	10-Jun-1997
ENHANCE	United States of America	Chemtura Corporation	Registered	73443833	15-Sep-1983	1297311	25-Sep-1984

84

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
EVEREST	United States of America	Chemtura Corporation	Pending, ITU	77317832	31-Oct-2007
FINDING BETTER SOLUTIONS	United States of America	Chemtura Corporation	Registered	76975677	09-Feb-2001	2921370	25-Jan-2005
FIRESTORM	United States of America	Chemtura Corporation	Registered	78686504	05-Aug-2005	3262698	10-Jul-2007
FLEXZONE	United States of America	Chemtura Corporation	Registered	72056897	08-Aug-1958	0688940	01-Dec-1959
FLORAMITE	United States of America	Chemtura Corporation	Registered	75443383	02-Mar-1998	2512973	27-Nov-2001
FOMREZ	United States of America	Chemtura Corporation	Registered	72013944	14-Aug-1956	651899	24-Sep-1957
FOMREZ	United States of America	Chemtura Corporation	Registered	72094539	06-Apr-1960	706829	08-Nov-1960
FOMREZ	United States of America	Chemtura Corporation	Registered	73539857	28-May-1985	1374445	10-Dec-1985
GENOX	United States of America	Chemtura Corporation	Registered	78/148898	30-Jul-2002	2791181	09-Dec-2003
GERMATE	United States of America	Chemtura Corporation	Registered	74163223	03-May-1991	1736007	01-Dec-1992
GRAIN GUARD	United States of America	Chemtura Corporation	Registered	74118830	28-Nov-1990	1712864	08-Sep-1992
HI MOLY/CAPTAN	United States of America	Chemtura Corporation	Registered	73342516	21-Dec-1981	1258197	22-Nov-1983
HIVALLOY	United States of America	Chemtura Corporation	Registered	78/235267	08-Apr-2003	2844843	25-May-2004
HYBASE	United States of America	Chemtura Corporation	Registered	71698339	16-Nov-1955	642468	12-Mar-1957
HYDROSLIP	United States of America	Chemtura Corporation	Registered	75/416944	12-Jan-1998	2376454	16-Aug-2000
INOVATE	United States of America	Chemtura Corporation	Pending, ITU	77002998	20-Sep-2006
INTERLOY	United States of America	Chemtura Corporation	Registered	78/235254	08-Apr-2003	2840271	11-May-2004

85

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
KERNEL GUARD	United States of America	Chemtura Corporation	Registered	73663032	26-May-1987	1516981	20-Dec-1988
KERNEL GUARD	United States of America	Chemtura Corporation	Registered	73621905	25-Sep-1986	1480304	15-Mar-1988
LIQUID MOLY	United States of America	Chemtura Corporation	Registered	73179300	24-Jul-1978	1132500	08-Apr-1980
LOBASE	United States of America	Chemtura Corporation	Registered	74/691750	21-Jun-1995	1996731	27-Aug-1996
MARK	United States of America	Chemtura Corporation	Registered	72164302	11-Mar-1963	780503	24-Nov-1964
MARKLEAR	United States of America	Chemtura Corporation	Registered	75/550689	10-Sep-1998	2380460	29-Aug-2000
MARKLUBE	United States of America	Chemtura Corporation	Registered	75550899	10-Sep-1998	2389163	26-Sep-2000
MARKSCREEN	United States of America	Chemtura Corporation	Registered	78257976	04-Jun-2003	2958151	31-May-2005
MARKSTAT	United States of America	Chemtura Corporation	Registered	72389513	19-Apr-1971	939393	01-Aug-1972
MONEX	United States of America	Chemtura Corporation	Registered	75119365	14-Jun-1996	2055380	02-Apr-1997
NAUGALUBE	United States of America	Chemtura Corporation	Registered	72248269	16-Jun-1966	835794	26-Sep-1967
NAUGARD	United States of America	Chemtura Corporation	Registered	72243606	15-Apr-1966	822207	17-Jan-1967
NITRO-FIX	United States of America	Chemtura Corporation	Registered	73179537	24-Jul-1978	1120803	26-Jun-1979
OFF-SHOOT-T	United States of America	Chemtura Corporation	Registered	72314855	19-Dec-1968	873293	22-Jul-1969
OXAF	United States of America	Chemtura Corporation	Registered	75/119364	14-Jun-1996	2055379	22-Apr-1997
PETROFLOTE (STYLIZED)	United States of America	Chemtura Corporation	Registered	71656532	17-Nov-1953	595051	14-Sep-1954
PETRONATE (STYLIZED)	United States of America	Chemtura Corporation	Registered	71388853	12-Feb-1937	348440	27-Jul-1937

86

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PLANTVAX	United States of America	Chemtura Corporation	Registered	72253371	29-Aug-1966	0837381	24-Oct-1967
PREVAIL	United States of America	Chemtura Corporation	Registered	74081178	23-Jul-1990	1677314	03-Mar-1992
PREVAMITE	United States of America	Chemtura Corporation	Published ITU	77366160	08-Jan-2008
R in circle design	United States of America	Chemtura Corporation	Pending, ITU	77260263	21-Aug-2007
RANCONA	United States of America	Chemtura Corporation	Published ITU	77589064	09-Oct-2008
REPRESS	United States of America	Chemtura Corporation	Published ITU	77506115	24-Jun-2008
SEENOX	United States of America	Chemtura Corporation	Registered	73291122	29-Dec-1980	1212045	12-Oct-1982
TEMPRANO	United States of America	Chemtura Corporation	Published ITU	77366152	08-Jan-2008
TERRAGUARD	United States of America	Chemtura Corporation	Registered	73604949	19-Jun-1986	1460567	13-Oct-1987
TERRAMASTER	United States of America	Chemtura Corporation	Registered	76051222	18-May-2000	2586245	25-Jun-2002
TERRAZOLE	United States of America	Chemtura Corporation	Registered	72241505	21-Mar-1966	835756	26-Sep-1967
TRIPLE-NOCTIN	United States of America	Chemtura Corporation	Registered	72456069	30-Apr-1973	982426	23-Apr-1974
UBOB	United States of America	Chemtura Corporation	Registered	73205573	26-Feb-1979	1151356	21-Apr-1981
ULTRANOX	United States of America	Chemtura Corporation	Registered	73391087	28-Sep-1982	1417977	25-Nov-1986
VETO	United States of America	Chemtura Corporation	Registered	77297303	05-Oct-2007	3525377	28-Oct-2008
VITAFLO	United States of America	Chemtura Corporation	Pending ITU	77284121	20-Sep-2007
VITAVAX	United States of America	Chemtura Corporation	Registered	72253369	29-Aug-1966	862225	24-Dec-1968

87

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VITICURE	United States of America	Chemtura Corporation	Registered	77589504	09-Oct-2008	3726464	12-Dec-2009
WESTON	United States of America	Chemtura Corporation	Registered	78/060496	26-Apr-2001	2702620	01-Apr-2003
WITCOBOND	United States of America	Chemtura Corporation	Registered	72350018	29-Jan-1970	919631	07-Sep-1971
WITCOBOND	United States of America	Chemtura Corporation	Registered	72403216	20-Sep-1971	951716	30-Jan-1973
WITCOLINK	United States of America	Chemtura Corporation	Registered	78827636	02-Mar-2006	3386667	19-Feb-2008
Leaf Design (Single)	United States of America	Chemtura Corporation	Pending ITU	77886712	04-Dec-2009
CHEMTURA AGROSOLUTIONS and Leaf Design	United States of America	Chemtura Corporation	Pending ITU	77811803	25-Aug-2009
CHEMTURA CROP PROTECTION and Leaf Design	United States of America	Chemtura Corporation	Pending ITU	77825812	14-Sep-2009
CHEMTURA CROP SOLUTIONS and Leaf Design	United States of America	Chemtura Corporation	Pending ITU	77825819	14-Sep-2009
LIQUIDITY PRODUCTIVITY PLATFORM	United States of America	Chemtura Corporation	Pending ITU	77734651	12-May-2009
MARK OBS	United States of America	Chemtura Corporation	Pending ITU	77738361	15-May-2009
RIBBON FLOW	United States of America	Chemtura Corporation	Pending ITU	77688535	11-Mar-2009

88

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BLENDEX	Uruguay	Chemtura Corporation	Registered	100905	14-Feb-1964	362333	30-May-1995
CHEMTURA	Uruguay	Chemtura Corporation	Registered	366681	04-Nov-2005	366681	15-Sep-2006
CRUSADER	Uruguay	Chemtura Corporation	Registered	359639	18-Jan-2005	359639	02-Sep-2005
DIMILIN	Uruguay	Chemtura Corporation	Registered	310550	12-Feb-1999	310550	08-May-1999
FAZOR	Uruguay	Chemtura Corporation	Registered	332664	12-Jul-2001	332664	28-Nov-2001
OMITE	Uruguay	Chemtura Corporation	Registered	334558	11-Oct-2001	334558	03-Dec-2001
VITAVAX	Uruguay	Chemtura Corporation	Registered	339783	16-Apr-2002	339783	15-May-2002
BLENDEX	Uzbekistan	Chemtura Corporation	Registered	3635	21-Mar-1989	2154	25-Nov-1994
ULTRANOX	Uzbekistan	Chemtura Corporation	Registered	10880	24-Dec-1993	4197	27-May-1996
WESTON	Uzbekistan	Chemtura Corporation	Registered	9301045.3	24-Dec-1993	4196	27-May-1996
CHEMTURA	Venezuela	Chemtura Corporation	Registered	137042005	23-Jun-2005	269718	17-Apr-2006
CHEMTURA	Venezuela	Chemtura Corporation	Registered	137052005	23-Jun-2005	269719	17-Apr-2006
CHEMTURA	Venezuela	Chemtura Corporation	Registered	137062005	23-Jun-2005	269720	17-Apr-2006
CHEMTURA	Venezuela	Chemtura Corporation	Registered	137072005	23-Jun-2005	269721	17-Apr-2006
CHEMTURA	Venezuela	Chemtura Corporation	Registered	137082005	23-Jun-2005	269722	17-Apr-2006
CHEMTURA	Venezuela	Chemtura Corporation	Registered	130792005	23-Jun-2005	research1	17-Jul-2006
CROMPTON	Venezuela	Chemtura Corporation	Registered	1031-2005	25-Jan-2005	265905	11-Nov-2005

89

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DIMILIN	Venezuela	Chemtura Corporation	Registered	3794-1979	04-Jun-1979	100485-F	27-Aug-1982
BI-LARV	Viet Nam	Chemtura Corporation	Registered	4-2006-11349	19-Jul-2006	83305	25-Jun-2007
OMITE	Viet Nam	Chemtura Corporation	Registered	4200511328	01-Sep-2005	86821	21-Aug-2007
BADGER	Zambia	Chemtura Corporation	Registered	748/2004	17-Nov-2004	7482004	17-Nov-2004
CHEMTURA	Zambia	Chemtura Corporation	Registered	A0001803	21-Jun-2005	876101	21-Jun-2005
CHEMTURA AND DESIGN	Zambia	Chemtura Corporation	Registered	873323	01-Aug-2005	873323	01-Aug-2005
ENVIROMITE	Zambia	Chemtura Corporation	Registered	717/2008	28-Aug-2008	717/2008	21-May-2009
INGWE	Zambia	Chemtura Corporation	Registered	758/2004	22-Nov-2004	7582004	22-Nov-2004
ROYALKARE	Zambia	Chemtura Corporation	Registered	7982006	19-Oct-2006	7982006	11-Sep-2008
ROYALKOTE	Zambia	Chemtura Corporation	Registered	7992006	19-Oct-2006	7992006	11-Sep-2008
ROYALMARQ	Zambia	Chemtura Corporation	Registered	8002006	19-Oct-2006	8002006	11-Sep-2008
ROYALNEX	Zambia	Chemtura Corporation	Registered	8012006	19-Oct-2006	8012006	11-Sep-2008
PROVAX	Zimbabwe	Chemtura Corporation	Registered	447/88	25-Jul-1988	447/88	28-Mar-1989
ROYALKARE	Zimbabwe	Chemtura Corporation	Published	128306	20-Oct-2006
ROYALKOTE	Zimbabwe	Chemtura Corporation	Published	128406	20-Oct-2006
ROYALMARQ	Zimbabwe	Chemtura Corporation	Published	125806	20-Oct-2006
ROYALNEX	Zimbabwe	Chemtura Corporation	Published	128606	20-Oct-2006

90

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VIBRATHANE	Argentina	Chemtura USA Corporation(4)	Registered	0002030799	23-Apr-1996	2197898	28-Oct-1996
VIBRATHANE	Argentina	Chemtura USA Corporation	Registered	2030798	23-Apr-1996	2197848	28-Oct-1996
VIBRATHANE	Argentina	Chemtura USA Corporation	Registered	2030800	23-Apr-1996	2197896	28-Oct-1996
NAUGARD	Benelux	Chemtura USA Corporation	Registered	547224	17-Sep-1971	50943	21-Feb-1973
TERRAZOLE	Benelux	Chemtura USA Corporation	Registered	0000009188	06-Aug-1971	0000056039	06-Aug-1971
DIMILIN	Colombia	Chemtura USA Corporation	Registered	0151351	16-Apr-1975	88553	25-Oct-1976
B-NINE	Costa Rica	Chemtura USA Corporation	Registered	1991-3864	27-Aug-1991	95788	08-Aug-1996
VITAVAX	Costa Rica	Chemtura USA Corporation	Registered	1900-6689205	19-Jan-1984	66892	22-Sep-1986
ALAR	Finland	Chemtura USA Corporation	Registered		23-Aug-1965	48268	05-Aug-1966
TERRAZOLE	Germany	Chemtura USA Corporation	Registered	O5695	10-Oct-1966	834873	07-Jul-1967
ALANAP	Greece	Chemtura USA Corporation	Registered	78243	11-Oct-1984	78243	15-Jun-1990
ALLEGIANCE	Greece	Chemtura USA Corporation	Registered	141623	01-Sep-1999	141623	19-Jun-2001
FAZOR	Greece	Chemtura USA Corporation	Registered	75338	12-Aug-1983	75338	17-May-1985
NEMAREX	Greece	Chemtura USA Corporation	Registered	146032	08-Feb-2001	146032	17-Jul-2002
PLANTVAX	Greece	Chemtura USA Corporation	Registered	49166	03-Oct-1972	49166	17-Oct-1973
PLANTVAX (IN GREEK)	Greece	Chemtura USA Corporation	Registered	114638	14-Jun-1993	114638	17-May-1996

(4)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Chemtura USA Corporation.

91

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
POLYBOND	Greece	Chemtura USA Corporation	Registered	108368	31-Mar-1992	108368	17-Apr-1995
POLYLOC	Greece	Chemtura USA Corporation	Registered	146772	26-Jul-2001	146772	17-Dec-2002
ROYALFLO	Greece	Chemtura USA Corporation	Registered	120723	31-Aug-1994	120723	17-Sep-1997
ADIPRENE	Indonesia	Chemtura Corporation	Published	D002006037064	14-Nov-2006
VIBRATHANE	Ireland	Chemtura USA Corporation	Registered		12-Oct-1971	79426	07-Feb-1974
VIBRATHANE	Ireland	Chemtura USA Corporation	Registered		14-Oct-1971	79427	07-Feb-1974
NAUGARD	Italy	Chemtura USA Corporation	Registered	096C002817	23-Oct-1996	754205	20-Aug-1998
OMITE	Malaysia	Chemtura Corporation	Registered	M060546	01-Sep-1972	60546	01-Sep-1972
ACRAMITE	Norway	Chemtura USA Corporation	Registered	200101817	07-Feb-2001	210103	23-Aug-2001
ADIPRENE	Norway	Chemtura USA Corporation	Registered		18-May-1954	45139	04-Nov-1954
ALAR	Norway	Chemtura USA Corporation	Registered	86122	05-Jul-1965	79349	05-Nov-1969
CASORON	Norway	Chemtura USA Corporation	Registered	70077	07-Jun-1960	56000	08-Sep-1960
DIMILIN	Norway	Chemtura USA Corporation	Registered	791331	10-May-1979	108082	15-Apr-1981
POLYBOND	Norway	Chemtura USA Corporation	Registered	921137	06-Mar-1992	169712	05-Nov-1995
RIBBON FLOW	Norway	Chemtura USA Corporation	Registered	935396	05-Nov-1993	175373	18-Jul-1996
VIBRABOND	Norway	Chemtura USA Corporation	Registered	811895	14-Jul-1981	115045	08-Dec-1983
VIBRASPRAY	Norway	Chemtura USA Corporation	Registered	811895	14-Jul-1981	115046	08-Dec-1983

92

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VITAVAX	Norway	Chemtura USA Corporation	Registered	92993	05-Jun-1967	74797	18-Jul-1968
COMITE	Peru	Chemtura USA Corporation	Registered	0010172/96	09-May-1996	0000029395	20-Sep-1996
FUERA	Peru	Chemtura USA Corporation	Registered			30103	16-Oct-1996
FUERA	Peru	Chemtura USA Corporation	Registered			30104	16-Oct-1996
VITAVAX	Peru	Chemtura USA Corporation	Registered	93146	01-Aug-1985	61980	03-Jul-1986
DIMILIN	Poland	Chemtura USA Corporation	Registered	0000Z76088	06-Jan-1977	R55284	06-Jan-1977
ACRAMITE	Portugal	Chemtura USA Corporation	Registered	353361	07-Feb-2001	353361	26-Nov-2001
FLORAMITE	Portugal	Chemtura USA Corporation	Registered	353362	07-Feb-2001	353362	26-Nov-2001
VIBRATHANE	United Kingdom	Chemtura USA Corporation	Registered	981842	14-Oct-1971	981842	14-Oct-1971
VIBRATHANE	United Kingdom	Chemtura USA Corporation	Registered	981843	14-Oct-1971	981843	14-Oct-1971
VITAVAX	United Kingdom	Chemtura USA Corporation	Registered	977158	02-Jul-1971	977158	02-Jul-1971
LINTPLUS	United States of America	Chemtura USA Corporation	Registered	75/749039	14-Jun-1999	2451966	15-May-2001
MICROMITE	United States of America	Chemtura USA Corporation	Registered	73561013	30-Sep-1985	1409149	16-Sep-1986
NAUGEX	United States of America	Chemtura USA Corporation	Registered	73559838	23-Sep-1985	1395444	03-Jun-1986
OMITE	United States of America	Chemtura USA Corporation	Registered	72194086	23-May-1964	0811553	26-Jul-1966
ROYALCAST	United States of America	Chemtura USA Corporation	Registered	73574346	19-Dec-1985	1406366	26-Aug-1986
TIMONOX	India	Anderol, Inc.	Registered	138689	09-May-1949	138689	09-May-1949
TIMONOX	India	Anderol, Inc.	Registered	138690	09-May-1949	138690	09-May-1949

93

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BIOGUARD & 2-Wave Swimmer Logo (Horizontal)	European Community	CPC Bayrol Limited(5)	Registered	940940	25-Sep-1998	940940	16-Jul-2001
ANDEROL	Australia	Creanova Inc.(6)	Registered	211977	25-Jul-1967	A211977	25-Jul-1967
ANDEROL	Australia	Creanova Inc.	Registered	211978	25-Jul-1967	A211978	25-Jul-1967
CK CROMPTON & KNOWLES CORPORATION	Italy	Crompton & Knowles Corp.(7)	Registered	092C003999	30-Oct-1992	00644604	02-Mar-1995
ALANAP	Canada	Crompton Co./Cie.(8)	Registered	0000227925	08-Dec-1954	0000100818	17-Jun-1955
ANCHOR	Canada	Crompton Co./Cie.	Registered	0000521840	14-May-1984	TMA304781	12-Jul-1985
ARANOX	Canada	Crompton Co./Cie.	Registered	0000241243	29-Jun-1957	0000109134	17-Jan-1958
ARREST	Canada	Chemtura Canada Co./Cie	Registered	0000648399	09-Jan-1990	388634	06-Sep-1991
BLE	Canada	Crompton Co./Cie.	Registered	598710	12-Jan-1988	352537	03-Mar-1989
B-NINE	Canada	Crompton Co./Cie.	Registered	0000278438	22-Oct-1963	0000137088	28-Aug-1964
BUTAZATE	Canada	Crompton Co./Cie.	Registered	0000255148	04-Feb-1960	119265	26-Aug-1960
BXA	Canada	Crompton Co./Cie.	Registered	0000325245	20-Aug-1969	0000169905	03-Jul-1970
CATAPULT	Canada	Crompton Co./Cie.	Registered	460104	15-Oct-1980	264278	13-Nov-1981
CEREVAX	Canada	Crompton Co./Cie.	Registered	0000621772	23-Dec-1988	362503	03-Nov-1989

(5)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by CPC Bayrol Limited.

(6)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Creanova Inc.

(7)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Crompton & Knowles Corp..

(8)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Crompton Co./Cie..

94

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CEREVAX EXTRA	Canada	Crompton Co./Cie.	Registered	0000621773	23-Dec-1988	362504	03-Nov-1989
CLOAK	Canada	Crompton Co./Cie.	Registered	0000460673	29-Oct-1980	TMA264283	13-Nov-1981
CROWN	Canada	Crompton Co./Cie.	Registered	0000545693	05-Jul-1985	TMA317212	08-Aug-1986
DEVICE (HEAD OF GRAIN)	Canada	Crompton Co./Cie.	Registered	418963	16-Dec-1977	TMA241299	14-Mar-1980
DYNASEAL	Canada	Crompton Co./Cie.	Registered	0000834551	24-Jan-1997	TMA489482	06-Feb-1998
GOLDEN APPLE AWARD	Canada	Crompton Co./Cie.	Registered	0000566616	24-Jul-1986	TMA349766	06-Jan-1989
METHAZATE	Canada	Crompton Co./Cie.	Registered	0000241425	29-May-1957	0000109136	17-Jan-1958
MICROMITE	Canada	Crompton Co./Cie.	Registered	0000443978	05-Sep-1979	0000253005	21-Nov-1980
MONEX	Canada	Crompton Co./Cie.	Registered	131709	30-Aug-1927	TMDA42224	30-Aug-1927
NAUGALUBE	Canada	Crompton Co./Cie.	Registered	0000319535	04-Feb-1969	0000166518	28-Nov-1969
NAUGARD	Canada	Crompton Co./Cie.	Registered	0000319586	06-Feb-1969	0000166519	28-Nov-1969
NAUGATUCK	Canada	Crompton Co./Cie.	Registered	0000320392	05-Mar-1969	0000166534	28-Nov-1969
NAUGAWHITE	Canada	Crompton Co./Cie.	Registered	0000249290	04-Feb-1959	115185	04-Sep-1959
OCTAMINE	Canada	Crompton Co./Cie.	Registered	0000211912	06-Jul-1951	0152/38904	06-Jul-1951
OMITE	Canada	Crompton Co./Cie.	Registered	0000316284	21-Sep-1968	0000163676	04-Jul-1969
PLANTVAX	Canada	Crompton Co./Cie.	Registered	0000305748	16-Jun-1967	0000156476	19-Apr-1968
POLYGARD	Canada	Crompton Co./Cie.	Registered	0000241426	29-Jun-1957	0000109203	24-Jan-1958

95

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PROCURE	Canada	Crompton Co./Cie.	Registered	535354	24-Jan-1985	316785	01-Aug-1986
PRO-GRO	Canada	Crompton Co./Cie.	Registered	339756	27-Jan-1971	181264	11-Feb-1972
ROYAL MH-30	Canada	Crompton Co./Cie.	Registered	0000464433	26-Jan-1981	267896	02-Apr-1982
ROYALAC	Canada	Crompton Co./Cie.	Registered	0000326175	25-Sep-1969	0000171002	04-Sep-1970
ROYALBOND	Canada	Crompton Co./Cie.	Registered	0000876410	27-Apr-1998	0TMA514241	11-Aug-1999
ROYALCAST	Canada	Crompton Co./Cie.	Registered	0000570727	10-Oct-1986	0000333015	16-Oct-1987
SELAZATE	Canada	Crompton Co./Cie.	Registered	598709	12-Jan-1988	352536	03-Mar-1989
THIOSTOP-N	Canada	Crompton Co./Cie.	Registered	0000227920	08-Dec-1954	0000100819	17-Jun-1955
TUEX	Canada	Crompton Co./Cie.	Registered	0000241424	29-Jun-1957	0000109135	17-Jan-1958
VIBRABOND	Canada	Crompton Co./Cie.	Registered	0000446789	15-Nov-1979	0000251544	10-Oct-1980
VIBRAPAIR	Canada	Crompton Co./Cie.	Registered	0000421666	02-Mar-1978	0000274286	26-Nov-1982
VIBRATHANE	Canada	Crompton Co./Cie.	Registered	0000241987	15-Aug-1957	0000109460	21-Feb-1958
VITAFLO	Canada	Crompton Co./Cie.	Registered	0000339739	26-Jan-1971	TMA181263	11-Feb-1972
VITAVAX	Canada	Crompton Co./Cie.	Registered	0000307294	26-Aug-1967	TMA160087	20-Dec-1968
VITAVAX SINGLE	Canada	Crompton Co./Cie.	Registered	0000543101	05-Jun-1985	0000325152	27-Mar-1987
DEVICE (HEAD OF GRAIN)	United States of America	Crompton Co./Cie.	Registered	78369867	18-Feb-2004	3019779	29-Nov-2005
BLENDEX	Argentina	Chemtura Corporation	Registered			2258835	21-Oct-1966

96

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CHEMTURA	Argentina	Chemtura Corporation	Registered	2600837	01-Jul-2005	2272301	25-Feb-2009
CHEMTURA	Argentina	Chemtura Corporation	Pending	2600839	01-Jul-2005
CROMPTON	Argentina	Chemtura Corporation	Registered	2386109	15-Aug-2002	1930575	05-Jun-2003
CROMPTON	Argentina	Chemtura Corporation	Registered	2386110	15-Aug-2002	1930576	05-Jun-2003
CROMPTON	Argentina	Chemtura Corporation	Registered	2386112	15-Aug-2002	1930578	05-Jun-2003
INTERLOY	Argentina	Chemtura Corporation	Registered	2434750	03-Jun-2003	1994509	07-Oct-2004
RANGO	Argentina	Crompton Corporation(9)	Registered	1736296	06-Apr-1990	1627694	04-Mar-1997
WESTON	Argentina	Chemtura Corporation	Registered		29-May-1984	2212231	03-Dec-1986
CHEMTURA	Australia	Crompton Corporation	Registered	A0001803	21-Jun-2005	1102475	10-Jul-2006
DRAPEX	Bangladesh	Crompton Corporation	Registered	16060	20-Aug-1980	16060	23-Dec-1984
CASTOMER	Benelux	Crompton Corporation	Registered	633485	21-Nov-1979	364381	21-Nov-1979
CRUSADER	Brazil	Chemtura Corporation	Registered	827059310	11-Nov-2004	827059310	11-Sep-2007
HIVALLOY	Brazil	Chemtura Corporation	Registered	816092710	05-Mar-1991	816092710	03-Nov-1992
HYBASE	Brazil	Chemtura Corporation	Registered	30921	21-Sep-1961	03538087	19-Apr-1967
MARK OBS	Brazil	Chemtura Corporation	Published	827543948	29-Jun-2005
PANAREX	Brazil	Chemtura Corporation	Published	827279213	30-Mar-2005

(9)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Crompton Corporation.

97

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PROGARD	Brazil	Chemtura Corporation	Pending	827313608	07-Apr-2005
VITABACTER	Brazil	Chemtura Corporation	Registered	826876765	06-Sep-2004	826876765	11-Sep-2007
VITABACTER PLUS	Brazil	Chemtura Corporation	Published	827528426	22-Jun-2005
VITAPACK MICRO	Brazil	Chemtura Corporation	Published	827528442	22-Jun-2005
VORATE	Brazil	Chemtura Corporation	Registered	827054173	08-Nov-2004	827054173	11-Sep-2007
CROMPTON	Chile	Crompton Corporation	Registered	674059	20-Jan-2005	727796	17-Jun-2005
VITAVAX	Chile	Crompton Corporation	Registered	707062	13-Oct-2005	750202	09-Feb-2006
CHEMTURA	Colombia	Chemtura Corporation	Registered	05066735	07-Jul-2005	312862	27-Feb-2006
CHEMTURA	Colombia	Chemtura Corporation	Registered	05066746	07-Jul-2005	312903	03-Mar-2006
CHEMTURA	Colombia	Chemtura Corporation	Registered	05066736	07-Jul-2005	312864	27-Feb-2006
CHEMTURA	Colombia	Chemtura Corporation	Registered	05066740	07-Jul-2005	312868	27-Feb-2006
CHEMTURA	Colombia	Chemtura Corporation	Registered	05066742	07-Jul-2005	312869	27-Feb-2006
CHEMTURA	Colombia	Chemtura Corporation	Registered	05066743	07-Jul-2005	312870	27-Feb-2006
CHEMTURA	Colombia	Chemtura Corporation	Registered	05066738	07-Jul-2005	312866	27-Feb-2006
CHEMTURA	Colombia	Chemtura Corporation	Registered	05066748	07-Jul-2005	312872	27-Feb-2006
CROMPTON	Colombia	Chemtura Corporation	Registered	02106725	25-Nov-2002	278769	18-Dec-2003
CROMPTON	Colombia	Chemtura Corporation	Registered	02105302	20-Nov-2002	278766	18-Dec-2003

98

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CROMPTON	Colombia	Chemtura Corporation	Registered	02105301	20-Nov-2002	278765	18-Dec-2003
CROMPTON	Colombia	Chemtura Corporation	Registered	02105303	20-Nov-2002	278767	18-Dec-2003
CROMPTON	Colombia	Chemtura Corporation	Registered	02105297	20-Nov-2002	278764	18-Dec-2003
INTERLOY	Colombia	Chemtura Corporation	Registered	03046541	03-Jun-2003	284102	31-May-2004
MARK OBS	Colombia	Chemtura Corporation	Registered	0568803	13-Jul-2005	312873	27-Feb-2006
PANAREX	Colombia	Crompton Corporation	Registered	0533727	12-Apr-2005	320507	28-Jul-2006
ADIPRENE EXTREME	Malaysia	Crompton Corporation	Registered	2004/09344	08-Jul-2004	04009344	08-Jul-2004
DRAPEX	Nigeria	Chemtura Corporation	Registered	36798/80/4	03-Apr-1980	36798	24-May-1988
MARK	Nigeria	Chemtura Corporation	Registered	36797/80/4	04-Apr-1980	36797	04-Apr-1987
ISOFOAM	South Africa	Crompton Corporation	Registered		22-Nov-1979	79/6254	22-Nov-1979
DRAPEX	Sri Lanka	Crompton Corporation	Registered	41206	24-Apr-1980	41206	24-May-1988
BADGER	Tanzania	Crompton Corporation	Registered	002015	24-Nov-2004	30827	16-Nov-2004
INGWE	Tanzania	Crompton Corporation	Registered	002040	23-Nov-2004	30932	23-Nov-2004
CYCLORYL	United Kingdom	Crompton Corporation	Registered	715943	19-Mar-1953	715943	19-Mar-1953
CHEMTURA	Venezuela	Crompton Corporation	Registered	137102005	23-Jun-2005	research2	17-Apr-2006
CHEMTURA	Venezuela	Crompton Corporation	Registered	137112005	23-Jun-2005	research3	17-Jul-2006
CROMPTON	Venezuela	Crompton Corporation	Registered	1033-2005	24-Jan-2005	P265906	11-Nov-2005

99

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
HIVALLOY	Venezuela	Crompton Corporation	Registered	17431-1990	15-Oct-1990	160290	10-Jun-1994
INTERLOY	Venezuela	Crompton Corporation	Registered	70132003	30-May-2003	261901	26-Sep-2005
WESTON	Venezuela	Crompton Corporation	Registered	1943-1984	08-Jun-1984	124083-F	19-May-1986
BADGER	Zimbabwe	Crompton Corporation	Registered	92904	12-Nov-2004	92904	12-Nov-2004
ACRAMITE	Ecuador	Crompton Manufacturing Company, Inc.(10)	Registered	0000105420	28-Jun-2000	10643	15-Feb-2001
FLORAMITE	Ecuador	Crompton Manufacturing Company, Inc.	Registered	0000105421	28-Jun-2000	10644	15-Feb-2001
FLUPRO	Ecuador	Crompton Manufacturing Company, Inc.	Registered	0000111602	23-Feb-2001	16091	20-Mar-2002
MICROMITE	Ecuador	Crompton Manufacturing Company, Inc.	Registered	102037	17-Feb-2000	6432	14-Sep-2000
PANTERA	Ecuador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	96492	16-Jun-1999	3444	26-Jun-2000
TEDION V18	Ecuador	Crompton Manufacturing Company, Inc.	Registered		13-Apr-1960	343	14-Aug-1961
ALAR	Indonesia	Crompton Manufacturing Company, Inc.	Registered	0D97 22702	16-Oct-1997	410475	20-Apr-1998
BI-LARV	Indonesia	Chemtura Corporation	Registered	409120	04-Jan-1990	502308	14-May-2002

(10)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Crompton Manufacturing Company, Inc..

100

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DIMILIN	Indonesia	Chemtura Corporation	Registered	9616108	01-Aug-1996	365891	30-Aug-1996
DURAZONE	Indonesia	Chemtura Corporation	Registered	101-976	28-Jan-1992	323352	20-Aug-1996
OMITE	Indonesia	Chemtura Corporation	Registered	00D9615725	29-Jul-1996	391431	19-Sep-1997
PANTERA	Indonesia	Chemtura Corporation	Registered	0009811465	02-Jul-1998	445889	23-May-2000
VITAVAX	Indonesia	Chemtura Corporation	Registered	8373	27-Apr-2000	450462	07-Nov-2000
REOFLAM	Brazil	FMC Corporation(11)	Registered	810995204		810995204	31-Jan-1994
REOFOS	Brazil	FMC Corporation	Registered	7046758		7046758	10-Jan-1980
PLIABRAC with Chinese characters	China (Peoples Republic)	FMC Corporation	Registered	9900022330	10-Mar-1999	1425095	28-Jul-2000
REOFOS	Hong Kong	FMC Corporation	Registered	413088	11-Jul-1988	641990	09-Jan-1990
REOFOS	India	FMC Corporation	Registered	257283	09-Jun-1969	257253	09-Jun-1969
REOFOS	Poland	FMC Corporation	Registered		29-Jul-1969	48,456	29-Jul-1969
REOPLEX	Russian Federation	FMC Corporation	Registered	63380	01-Nov-1972	46,768	08-Aug-1973
REOMOL	United Kingdom	FMC Corporation	Registered	609522	28-Oct-1939	609522	28-Feb-1940
GENOX	Brazil	Crompton Corporation	Published	824849663	05-Aug-2002
ULTRANOX	Brazil	Chemtura Corporation	Registered		27-Jun-1985	812054067	23-Dec-1986
ULTRANOX	Colombia	Chemtura Corporation	Registered		11-Aug-1992	144795	31-Dec-1993
ULTRANOX	India	GE Specialties, Inc.(12)	Registered	574595	03-Jun-1992	574595	14-May-1999

(11)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by FMC Corporation.

(12)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by GE Specialties, Inc.

101

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ULTRANOX	Indonesia	GE Specialties, Inc.	Registered	195749477	03-Nov-2001	514363	14-Aug-2002
BLENDEX	Macedonia	GE Specialties, Inc.	Registered	PZ54995	11-Jul-1995	04727	02-Apr-1997
WESTON	Malaysia	Chemtura Corporation	Registered	200210551	27-Aug-2002	02010551	05-Apr-2008
WESTON CHEMICAL	Germany	GE Specialty Chemicals, Inc.(13)	Registered		29-Jun-1971	1051409	25-Jul-1983
WESTON CHEMICAL	Germany	GE Specialty Chemicals, Inc.	Registered		12-Sep-1990	DD650491	06-Apr-1992
BLENDEX (IN CHINESE AND ENGLISH)	Hong Kong	GE Specialty Chemicals, Inc.	Registered		03-Nov-1967	448/1968	17-Apr-1968
BLENDEX (IN CHINESE AND JAPANESE CHARACTERS)	Taiwan	GE Specialty Chemicals, Inc.	Registered		12-Jul-1967	30297	01-May-1968
BLENDEX (IN CHINESE CHARACTERS)	Taiwan	GE Specialty Chemicals, Inc.	Registered		06-Oct-1967	31121	01-Jul-1968
THERMOGUARD	Australia	GLCC Laurel, LLC	Registered	169091	06-Sep-1961	169091	06-Sep-1961
TIMONOX	Australia	GLCC Laurel, LLC	Registered	179639	09-Apr-1963	179639	09-Apr-1973
TIMONOX	Australia	GLCC Laurel, LLC	Registered	179640	09-Apr-1963	179,640	09-Apr-1973
TIMONOX	Benelux	GLCC Laurel, LLC	Registered	739561	08-Jan-1990	474725	28-Oct-1999
TIMONOX	Canada	GLCC Laurel, LLC	Registered	104810	27-Jul-1921	TMDA28854	27-Jul-1921
TIMONOX	Denmark	GLCC Laurel, LLC	Registered	14791919	22-Dec-1919	VR1920277	13-Mar-1920

(13)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by GE Specialties Chemicals, Inc.

102

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TIMONOX	Finland	GLCC Laurel, LLC	Registered	195902097	06-Aug-1959	36200	27-Jan-1961
THERMOGUARD	France	GLCC Laurel, LLC	Registered	960184	11-Oct-1988	1493245	11-Oct-1988
TIMONOX	France	GLCC Laurel, LLC	Registered	852735	27-Apr-1987	1522697	27-Apr-1987
TIMONOX	Germany	GLCC Laurel, LLC	Registered	A17956WZ	27-Nov-1951	633213	28-Jan-1953
TIMONOX	Hong Kong	GLCC Laurel, LLC	Registered	16122	17-Feb-1922	19920161	17-Feb-1922
TIMONOX	Ireland	GLCC Laurel, LLC	Registered	43334	18-Jun-1918	43334	18-Jun-1918
TIMONOX	Ireland	GLCC Laurel, LLC	Registered	43335	18-Jun-1918	43335	18-Jun-1919
THERMOGUARD	Japan	GLCC Laurel, LLC	Registered	H06020849	04-Mar-1994	4039779	08-Aug-1997
TIMONOX	Japan	GLCC Laurel, LLC	Registered	49110860	19-Aug-1974	1343520	25-Aug-1978
TIMONOX	Malaysia	GLCC Laurel, LLC	Registered	20951	03-Mar-1952	20951	03-Mar-1952
THERMOGUARD	New Zealand	GLCC Laurel, LLC	Registered	69526	21-Sep-1961	69526	18-Dec-1963
TIMONOX	New Zealand	GLCC Laurel, LLC	Registered	73023	17-Apr-1963	73023	27-Feb-1964
TIMONOX	New Zealand	GLCC Laurel, LLC	Registered	73024	17-Apr-1963	73024	27-Feb-1964
TIMONOX	Norway	GLCC Laurel, LLC	Registered		06-Jul-1959	54159	06-Jul-1959
TIMONOX	Portugal	GLCC Laurel, LLC	Registered	149364	04-Jun-1968	149364	05-Nov-1969
TIMONOX	Singapore	GLCC Laurel, LLC	Registered	13112	13-Nov-1950	T5013112Z	13-Nov-1950
TIMONOX	South Africa	GLCC Laurel, LLC	Registered	664821	29-Nov-1966	664821	29-Nov-1966

103

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TIMONOX	South Africa	GLCC Laurel, LLC	Registered	664820	29-Nov-1966	664820	29-Nov-1966
TIMONOX	Sweden	GLCC Laurel, LLC	Registered	196903316	15-Jul-1969	128918	24-Oct-1969
TIMONOX (Stylized)	Sweden	GLCC Laurel, LLC	Registered	28116	21-Dec-1923	28116	05-Feb-1924
TIMONOX	Switzerland	GLCC Laurel, LLC	Registered	231388	07-Apr-1948	362222	07-Apr-1948
TIMONOX	United Kingdom	GLCC Laurel, LLC	Registered	426826	06-Jun-1922	426826	06-Jun-1922
TIMONOX	United Kingdom	GLCC Laurel, LLC	Registered	392424	18-Jun-1919	392424	18-Jun-1919
TIMONOX (Stylized)	United Kingdom	GLCC Laurel, LLC	Registered	744135	06-Jul-1955	744135	06-Jul-1955
TRUTINT	United Kingdom	GLCC Laurel, LLC	Registered	1175618	25-May-1982	1175618	11-Jan-1986
AZUB	United States of America	GLCC Laurel, LLC	Registered	75/226,800	16-Jan-1997	2390129	26-Sep-2000
MICROFINE	United States of America	GLCC Laurel, LLC	Registered	73626013	20-Oct-1986	1471098	05-Jan-1988
ONGARD	United States of America	GLCC Laurel, LLC	Registered	73041005	06-Jan-1975	1063613	19-Apr-1977
PYROBLOC	United States of America	GLCC Laurel, LLC	Registered	73433151	05-Jul-1983	1413846	21-Oct-1986
SMOKEBLOC	United States of America	GLCC Laurel, LLC	Registered	73466286	21-Feb-1984	1310630	25-Dec-1984
THERMOGUARD	United States of America	GLCC Laurel, LLC	Registered	73521412	08-Feb-1985	1359955	17-Sep-1985
TIMONOX	United States of America	GLCC Laurel, LLC	Registered	78505847	26-Oct-2004	3092434	16-May-2006
TMS	United States of America	GLCC Laurel, LLC	Registered	74109566	26-Oct-1990	1679994	24-Mar-1992
TRUTINT	United States of America	GLCC Laurel, LLC	Registered	73332836	16-Oct-1981	1228023	22-Feb-1983

104

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TIMONOX	Pakistan	GLCC Technologies, Inc.(14)	Registered	5135	30-Apr-1949	5135	30-Apr-1949
TIMONOX	Pakistan	GLCC Technologies, Inc.	Registered	5136	30-Apr-1949	5136	30-Apr-1949
TIMONOX	Portugal	GLCC Technologies, Inc.	Registered	149364	04-Jun-1968	149364	05-Nov-1969
ANZON	United Kingdom	GLCC Technologies, Inc.	Registered	1159728	19-Aug-1981	1159728	19-Aug-1981
AZ & Design	United Kingdom	GLCC Technologies, Inc.	Registered	1079766	15-Jun-1977	1079766	15-Jun-1977
FIREMASTER	Argentina	Great Lakes Chemical Corporation	Registered	2367956	04-Mar-2002	1915987	28-Feb-2003
FYREBLOC	Argentina	Great Lakes Chemical Corporation	Registered	2490724	23-Jan-2004	2047762	17-Oct-2005
NDB	Argentina	Great Lakes Chemical Corporation	Registered	2361389	10-Dec-2001	1910835	16-Jan-2003
PBS-64	Argentina	Great Lakes Chemical Corporation	Registered	2300485	03-Aug-2000	1858472	17-Jan-2002
BLOOMGARD	Australia	Great Lakes Chemical Corporation	Registered	844801	02-Aug-2000	844801	02-Aug-2000
AGRIBROM	Brazil	Great Lakes Chemical Corporation	Registered	814020593	31-Dec-1987	814020593	21-Aug-1990
NDB	Bulgaria	Great Lakes Chemical Corporation	Registered	57477	11-Dec-2001	44917	28-May-2003

(14)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by GLCC Technologies, Inc.

105

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DURAD	Canada	Great Lakes Chemical Corporation	Registered	488712	22-Jun-1982	TMA301615	04-Apr-1985
FIREMASTER	Canada	Great Lakes Chemical Corporation	Registered	1130248	05-Feb-2002	TMA607987	19-Apr-2004
FYREBLOC	Canada	Great Lakes Chemical Corporation	Registered	1205027	22-Jan-2004	TMA721699	21-Aug-2008
GEOBROM	Canada	Great Lakes Chemical Corporation	Registered	623053	11-Jan-1989	TMA393010	24-Jan-1992
LIQUIBROM	Canada	Great Lakes Chemical Corporation	Registered	716943	16-Nov-1992	TMA461128	16-Aug-1996
METH-O-GAS	Canada	Great Lakes Chemical Corporation	Registered	376635	02-Jul-1974	TMA206833	02-May-1975
NDB	Canada	Great Lakes Chemical Corporation	Registered	1124475	06-Dec-2001	TMA592274	15-Oct-2003
REOFLAM	Canada	Great Lakes Chemical Corporation	Registered	494304	02-Nov-1982	TMA290670	04-May-1984
REOFOS	Canada	Great Lakes Chemical Corporation	Registered	512211	10-Nov-1983	TMA295786	05-Oct-1984
REOGARD	Canada	Great Lakes Chemical Corporation	Registered	1132659	28-Feb-2002	604440	08-Mar-2004
REOLUBE	Canada	Great Lakes Chemical Corporation	Registered	339687	25-Jan-1971	TMA181618	03-Mar-1972

106

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
REOMOL	Canada	Great Lakes Chemical Corporation	Registered	512210	10-Nov-1983	299198	18-Jan-1985
REOPLEX	Canada	Great Lakes Chemical Corporation	Registered	512212	10-Nov-1983	TMA 294572	31-Aug-1984
TERR-O-GAS	Canada	Great Lakes Chemical Corporation	Registered	519743	03-Apr-1984	TMA299598	01-Feb-1985
VECAP and Design	Canada	Great Lakes Chemical Corporation	Pending	1355783	16-Jul-2007
FIREMASTER	Chile	Great Lakes Chemical Corporation	Registered	563114	28-Mar-2002	672419	02-Sep-2003
FYREBLOC	Chile	Great Lakes Chemical Corporation	Registered	635250	23-Jan-2004	702833	08-Sep-2004
NDB	Chile	Great Lakes Chemical Corporation	Registered	552414	11-Dec-2001	658239	19-Feb-2003
BLOOMGARD	China (Peoples Republic)	Great Lakes Chemical Corporation	Registered	200116225	21-Jan-2002	1700004	21-Jan-2002
FIREMASTER	China (Peoples Republic)	Great Lakes Chemical Corporation	Registered	3092669	07-Feb-2002	3092669	21-May-2003
GEOBROM	China (Peoples Republic)	Great Lakes Chemical Corporation	Registered	2000029388	15-Mar-2000	1628104	07-Sep-2001
NDB	China (Peoples Republic)	Great Lakes Chemical Corporation	Registered	3036762	11-Dec-2001	3036762	28-Mar-2003

107

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VECAP and Design	China (Peoples Republic)	Great Lakes Chemical Corporation	Pending		09-Jul-2007
FIREMASTER	Colombia	Great Lakes Chemical Corporation	Registered	218107	27-Feb-2002	257317	30-Oct-2002
FYREBLOC	Colombia	Great Lakes Chemical Corporation	Registered	4005077	23-Jan-2004	288524	29-Oct-2004
NDB	Colombia	Great Lakes Chemical Corporation	Registered	1105515	10-Dec-2001	265247	30-Jan-2003
NDB	Czech Republic	Great Lakes Chemical Corporation	Registered	174635	11-Dec-2001	250810
AGRIBROM	Denmark	Great Lakes Chemical Corporation	Registered	8645-1987	23-Dec-1987	795-1990	16-Feb-1990
NDB	Ecuador	Great Lakes Chemical Corporation	Registered	119574	07-Dec-2001	19036	09-Aug-2002
FIREMASTER	European Community	Great Lakes Chemical Corporation	Registered	2561199	04-Feb-2002	2561199	02-May-2003
FYREBLOC	European Community	Great Lakes Chemical Corporation	Registered	3629466	23-Jan-2004	3629466	23-Jun-2004
NDB	European Community	Great Lakes Chemical Corporation	Registered	2493385	07-Dec-2001	2493385	07-Dec-2003
SECURE and Design	European Community	Great Lakes Chemical Corporation	Registered	7354814	29-Oct-2008	7354814	29-Jul-2009

108

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VECAP and Design	European Community	Great Lakes Chemical Corporation	Registered	005628821	19-Jan-2007	005628821	04-Feb-2008
BLOOMGARD	France	Great Lakes Chemical Corporation	Registered	003 045 223	04-Aug-2000	003 045 223	05-Jan-2001
PBS-64	France	Great Lakes Chemical Corporation	Registered	003045224	04-Aug-2000	003045224	05-Jan-2001
NDB	Georgia	Great Lakes Chemical Corporation	Registered	AM 2001 016562	11-Dec-2001	M14852	12-Dec-2002
BLOOMGARD	Germany	Great Lakes Chemical Corporation	Registered	300 57 838	07-Feb-2000	300 57 838	11-Jan-2001
LIQUIBROM	Germany	Great Lakes Chemical Corporation	Registered	G149255Wz	14-Nov-1992	2053394	04-Jan-1994
PBS-64	Germany	Great Lakes Chemical Corporation	Registered	300 57 839.3/01	03-Aug-2000	300 57 839	21-Jun-2001
LIQUIBROM	Greece	Great Lakes Chemical Corporation	Registered	112290	13-Jan-1993	112290	18-Sep-1995
FIREMASTER	Hong Kong	Great Lakes Chemical Corporation	Registered	200201888	08-Feb-2002	133772002	17-Oct-2002
NDB	Hong Kong	Great Lakes Chemical Corporation	Registered	2001/19790	06-Dec-2001	2003B06975	28-May-2003
PBS-64	Hong Kong	Great Lakes Chemical Corporation	Registered	2000 17159	01-Aug-2000	2001B04383	12-Apr-2001

109

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
NDB	Hungary	Great Lakes Chemical Corporation	Registered	M0106375	11-Dec-2001	174947	10-Apr-2003
VECAP and Design	India	Great Lakes Chemical Corporation	Pending		18-Jul-2007
GEOBROM	Indonesia	Great Lakes Chemical Corporation	Registered	D004950	15-Mar-2000	477680	25-May-2001
NDB	Indonesia	Great Lakes Chemical Corporation	Registered	D00-2001-27170-27381	11-Mar-2002	530334	24-Feb-2003
FYREBLOC	Int’l Registration - Madrid Agreement / Protocol	Great Lakes Chemical Corporation	Registered	Z1230304	23-Jan-2004	818690	04-Mar-2004
VECAP and Design	Int’l Registration - Madrid Agreement / Protocol	Great Lakes Chemical Corporation	Registered	933296	09-Jul-2007	933296	09-Jul-2007
NDB	Iran	Great Lakes Chemical Corporation	Registered	8009545	09-Dec-2001	103382	04-Mar-2003
BLOOMGARD	Ireland	Great Lakes Chemical Corporation	Registered	218382	01-Aug-2000	218382	01-Aug-2000
PBS-64	Ireland	Great Lakes Chemical Corporation	Registered	218618	01-Aug-2000	218618	01-Aug-2000
FIREMASTER	Israel	Great Lakes Chemical Corporation	Registered	155136	04-Feb-2002	155136	05-Aug-2003
NDB	Israel	Great Lakes Chemical Corporation	Registered	153710	09-Dec-2001	153710	08-Oct-2002

110

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
REOGARD	Israel	Great Lakes Chemical Corporation	Registered	155610	28-Feb-2002	155610	04-Mar-2003
BLOOMGARD	Italy	Great Lakes Chemical Corporation	Registered	4886200 RM	02-Aug-2000	900945	04-Jul-2003
BROM-O-GAS	Italy	Great Lakes Chemical Corporation	Registered	RM91C002221	18-Jun-1991	612978	29-Dec-1993
LIQUIBROM	Italy	Great Lakes Chemical Corporation	Registered	RM92C004420	04-Dec-1992	644939	07-Mar-1995
PBS-64	Italy	Great Lakes Chemical Corporation	Registered	2000C004887	02-Aug-2000	900946	04-Jul-2003
AGRIBROM	Japan	Great Lakes Chemical Corporation	Registered	146155/1987	26-Dec-1987	2,280,376	30-Nov-1990
BLOOMGARD	Japan	Great Lakes Chemical Corporation	Registered	84758/2000	01-Aug-2000	4447869	19-Jan-2001
FYREBLOC	Japan	Great Lakes Chemical Corporation	Registered	818690	23-Jan-2004	818690	29-Jul-2004
LIQUIBROM	Japan	Great Lakes Chemical Corporation	Registered	383/1993	06-Jan-1993	3330914	11-Jul-1997
NDB	Japan	Great Lakes Chemical Corporation	Registered	108961/2001	06-Dec-2001	4626282	29-Nov-2002
VECAP and Design	Japan	Great Lakes Chemical Corporation	Pending		09-Jul-2007

111

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ALKANOX 240	Korea, Republic of	Great Lakes Chemical Corporation	Registered			385797	08-Dec-1997
ANOX	Korea, Republic of	Great Lakes Chemical Corporation	Registered			385791	08-Dec-1997
ANOX 20	Korea, Republic of	Great Lakes Chemical Corporation	Registered			385793	08-Dec-1997
ANOX 20 NDB	Korea, Republic of	Great Lakes Chemical Corporation	Registered			385795	08-Dec-1997
ANOX PP18	Korea, Republic of	Great Lakes Chemical Corporation	Registered			385792	08-Dec-1997
FIREMASTER	Korea, Republic of	Great Lakes Chemical Corporation	Registered	40-2002-6676	07-Feb-2002	605850	14-Jan-2005
FYREBLOC	Korea, Republic of	Great Lakes Chemical Corporation	Registered	818690		818690	23-Jan-2004
NDB	Korea, Republic of	Great Lakes Chemical Corporation	Registered	40-2001-54718	07-Dec-2001	552892	04-Jul-2003
PP18NDB	Korea, Republic of	Great Lakes Chemical Corporation	Registered			385796	08-Dec-1997
REOGARD	Korea, Republic of	Great Lakes Chemical Corporation	Registered	2002-0009599	28-Feb-2002	582387	12-May-2004
VECAP and Design	Korea, Republic of	Great Lakes Chemical Corporation	Registered	933296	09-Jul-2007	933296	09-Jul-2007

112

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
NDB	Lebanon	Great Lakes Chemical Corporation	Registered	34659	10-Dec-2001	89211	10-Dec-2001
NDB	Malaysia	Great Lakes Chemical Corporation	Registered	2001/15767	08-Dec-2001	01015767	15-Oct-2004
BLOOMGARD	Mexico	Great Lakes Chemical Corporation	Registered	440,353	04-Aug-2000	678,558	27-Nov-2000
FIREMASTER	Mexico	Great Lakes Chemical Corporation	Registered	548555	24-May-2002	751371	25-Jun-2002
GEOBROM	Mexico	Great Lakes Chemical Corporation	Registered	416098	15-Mar-2000	683012	24-Jan-2001
LIQUIBROM	Mexico	Great Lakes Chemical Corporation	Registered	157865	28-Dec-1992	437696	19-Jul-1993
NDB	Mexico	Great Lakes Chemical Corporation	Registered	522798	11-Dec-2001	746795	14-May-2002
PBS-64	Mexico	Great Lakes Chemical Corporation	Registered	440,354	04-Aug-2000	677254	31-Oct-2000
REOLUBE	Mexico	Great Lakes Chemical Corporation	Registered		08-Feb-1979	223634	04-Apr-1979
GEOBROM	New Zealand	Great Lakes Chemical Corporation	Registered	190353	13-Jan-1989	190353	26-Mar-1992
BLOOMGARD	Norway	Great Lakes Chemical Corporation	Registered	2000 08913	02-Aug-2000	207665	29-Mar-2001

113

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FIREMASTER	Norway	Great Lakes Chemical Corporation	Registered	2002-00844	05-Feb-2002	224580	14-Oct-2004
NDB	Norway	Great Lakes Chemical Corporation	Registered	200114235	06-Dec-2001	215595	29-Aug-2002
PBS-64	Norway	Great Lakes Chemical Corporation	Registered	2000 08914	02-Aug-2000	207 666	29-Mar-2001
NDB	Peru	Great Lakes Chemical Corporation	Registered	140179	07-Dec-2001	080208	15-May-2002
FIREMASTER	Philippines	Great Lakes Chemical Corporation	Registered	42002004123	23-May-2002	42002004123	17-Jan-2005
NDB	Poland	Great Lakes Chemical Corporation	Registered	Z244135	11-Dec-2001	R-170962	22-Jun-2006
NDB	Romania	Great Lakes Chemical Corporation	Registered	M200106205	11-Dec-2001	50218	11-Dec-2001
VECAP and Design	Russian Federation	Great Lakes Chemical Corporation	Pending		09-Jul-2007
FYREBLOC	Saudi Arabia	Great Lakes Chemical Corporation	Registered	88327	17-Mar-2004	77067	08-Feb-2005
GUARDEX	Saudi Arabia	Great Lakes Chemical Corporation	Registered	16865	03-Jun-1992	2832	24-Apr-1993
GUARDEX	Saudi Arabia	Great Lakes Chemical Corporation	Registered	16864	03-Jun-1992	282100	24-Apr-1993

114

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
GUARDEX & Hexagon Design	Saudi Arabia	Great Lakes Chemical Corporation	Registered	16866	03-Jun-1992	2831	24-Apr-1993
GUARDEX & Hexagon Design	Saudi Arabia	Great Lakes Chemical Corporation	Registered	16867	03-Jun-1992	2833	24-Apr-1993
BLOOMGARD	Singapore	Great Lakes Chemical Corporation	Registered	T00113800G	07-Aug-2000	T0013800G	14-Jan-2002
FIREMASTER	Singapore	Great Lakes Chemical Corporation	Registered	T0201633B	08-Feb-2002	T0201633B	08-Feb-2002
NDB	Singapore	Great Lakes Chemical Corporation	Registered	T0118834B	07-Dec-2001	T0118834B	11-Jun-2001
REOGARD	Singapore	Great Lakes Chemical Corporation	Registered	T02/02188C	28-Feb-2002	T0202188C	30-Aug-2001
NDB	Slovak Republic	Great Lakes Chemical Corporation	Registered	36982001	10-Dec-2001	202008	11-Feb-2003
BLOOMGARD	Spain	Great Lakes Chemical Corporation	Registered	2337962	04-Aug-2000	2,337,962	20-Feb-2001
LIQUIBROM	Spain	Great Lakes Chemical Corporation	Registered	1740754	22-Jan-1993	1740754	20-Apr-1994
PBS-64	Spain	Great Lakes Chemical Corporation	Registered	2337963	04-Aug-2000	2,337,963	20-Feb-2001
REOGARD	Spain	Great Lakes Chemical Corporation	Registered	2459360	28-Feb-2002	2459360	22-Jul-2002

115

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BLOOMGARD	Sweden	Great Lakes Chemical Corporation	Registered	0005796	03-Aug-2000	350468	30-Nov-2001
LIQUIBROM	Sweden	Great Lakes Chemical Corporation	Registered	92-10152	18-Nov-1992	252048	24-Sep-1993
PBS-64	Sweden	Great Lakes Chemical Corporation	Registered	2000/05797	03-Aug-2000	0351155	21-Dec-2001
AQUABROME DIHALO	Switzerland	Great Lakes Chemical Corporation	Registered		02-Mar-1983	322,332	20-Apr-1983
BLOOMGARD	Switzerland	Great Lakes Chemical Corporation	Registered	09231/2000	04-Aug-2000	482400	03-Jul-2001
BROM-O-GAS	Switzerland	Great Lakes Chemical Corporation	Registered		03-Jul-1991	393879	19-Aug-1992
BROM-O-SOL	Switzerland	Great Lakes Chemical Corporation	Registered		03-Jul-1991	393880	19-Aug-1992
NDB	Switzerland	Great Lakes Chemical Corporation	Registered	115102001	06-Dec-2001	497015	06-Dec-2001
PBS-64	Switzerland	Great Lakes Chemical Corporation	Registered	09230/2000	04-Aug-2000	482414	03-Jul-2001
BLOOMGARD	Taiwan	Great Lakes Chemical Corporation	Registered	89044757	03-Aug-2000	964699	16-Oct-2001
FIREMASTER	Taiwan	Great Lakes Chemical Corporation	Registered	91004869	05-Feb-2002	1031022	01-Feb-2003

116

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FYREBLOC	Taiwan	Great Lakes Chemical Corporation	Registered	093002984	27-Jan-2004	1135698	16-Jan-2005
LIQUIBROM	Taiwan	Great Lakes Chemical Corporation	Registered	(81) 59655	01-Dec-1992	609784	01-Sep-1993
NDB	Taiwan	Great Lakes Chemical Corporation	Registered	90049953	07-Dec-2001	1021494	16-Nov-2002
PBS-64	Taiwan	Great Lakes Chemical Corporation	Registered	89044758	03-Aug-2000	964700	16-Oct-2001
REOGARD	Taiwan	Great Lakes Chemical Corporation	Registered	91007569	01-Mar-2002	1028902	16-Jan-2003
VECAP and Design	Taiwan	Great Lakes Chemical Corporation	Registered	96033346	09-Jul-2007	1329857	16-Sep-2008
FIREMASTER	Thailand	Great Lakes Chemical Corporation	Registered	482788	15-Mar-2002	TM173507	26-Dec-2002
REOGARD	Thailand	Great Lakes Chemical Corporation	Registered	481599	28-Feb-2002	TM170888	06-Nov-2002
NDB	Turkey	Great Lakes Chemical Corporation	Registered	2001025622	10-Dec-2001	2001025622	10-Dec-2001
VECAP and Design	Turkey	Great Lakes Chemical Corporation	Registered	933296	09-Jul-2007	933296	09-Jul-2007
NDB	Ukraine	Great Lakes Chemical Corporation	Registered	2001127910	07-Dec-2001	36446	07-Dec-2001

117

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BLOOMGARD	United Kingdom	Great Lakes Chemical Corporation	Registered	2241483	03-Aug-2000	2241483	19-Jan-2001
PBS-64	United Kingdom	Great Lakes Chemical Corporation	Registered	2241453	03-Aug-2000	2241453	19-Jan-2001
REOGARD	United Kingdom	Great Lakes Chemical Corporation	Registered	2294137	28-Feb-2002	2294137	30-Aug-2002
ALKANOX	United States of America	Great Lakes Chemical Corporation	Registered	76226476	19-Mar-2001	2617338	10-Sep-2002
ANOX	United States of America	Great Lakes Chemical Corporation	Registered	76223633	09-Mar-2001	3257388	03-Jul-2007
BROM 55	United States of America	Great Lakes Chemical Corporation	Registered	71694301	07-Sep-1955	640213	22-Jan-1957
BROM-O-GAS	United States of America	Great Lakes Chemical Corporation	Registered	72/088857	12-Jan-1960	711688	28-Feb-1961
BROM-O-SOL	United States of America	Great Lakes Chemical Corporation	Registered	72/300188	11-Jun-1968	869242	13-May-1969
CHLOR-O-PIC	United States of America	Great Lakes Chemical Corporation	Registered	72300189	11-Jun-1968	869243	13-May-1969
DURAD	United States of America	Great Lakes Chemical Corporation	Registered	73348745	04-Feb-1982	1266731	14-Feb-1984
DURAD	United States of America	Great Lakes Chemical Corporation	Registered	73152962	02-Dec-1977	1119491	05-Jun-1979

118

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FIREMASTER	United States of America	Great Lakes Chemical Corporation	Registered	72220524	07-Jun-1965	803699	15-Feb-1966
FYREBLOC	United States of America	Great Lakes Chemical Corporation	Registered	73433142	05-Jul-1983	1304499	13-Nov-1984
FYREBLOC	United States of America	Great Lakes Chemical Corporation	Registered	78277783	23-Jul-2003	2879465	31-Aug-2004
GEOBROM	United States of America	Great Lakes Chemical Corporation	Registered	75799850	15-Sep-1999	2397651	24-Oct-2000
GREAT LAKES CHEMICAL CORPORATION	United States of America	Great Lakes Chemical Corporation	Registered	76200351	26-Jan-2001	2676489	21-Jan-2003
GREAT LAKES DBS	United States of America	Great Lakes Chemical Corporation	Registered	74484659	31-Jan-1994	1869152	27-Dec-1994
KP-140	United States of America	Great Lakes Chemical Corporation	Registered	72243654	18-Apr-1966	823251	31-Jan-1967
KP-140	United States of America	Great Lakes Chemical Corporation	Registered	73348775	04-Feb-1982	1260698	13-Dec-1983
KRONITEX	United States of America	Great Lakes Chemical Corporation	Registered	73348751	04-May-1982	1266732	14-Feb-1984
METH-O-GAS	United States of America	Great Lakes Chemical Corporation	Registered	72300190	11-Jun-1968	869244	13-May-1969
NDB	United States of America	Great Lakes Chemical Corporation	Registered	76269741	11-Jun-2001	2630963	08-Oct-2002

119

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PHT4	United States of America	Great Lakes Chemical Corporation	Registered	72440657	08-Nov-1972	969007	25-Sep-1973
PYRONIL	United States of America	Great Lakes Chemical Corporation	Registered	73788801	24-Mar-1989	1640100	09-Apr-1991
REOFOS	United States of America	Great Lakes Chemical Corporation	Registered	72439537	27-Oct-1972	989449	30-Jul-1974
REOGARD	United States of America	Great Lakes Chemical Corporation	Registered	76/307,218	30-Aug-2001	2552681	26-Mar-2002
REOLUBE	United States of America	Great Lakes Chemical Corporation	Registered	72371923	28-Sep-1970	918366	17-Aug-1971
REOLUBE	United States of America	Great Lakes Chemical Corporation	Pending	7732297	08-May-2009
REOMOL	United States of America	Great Lakes Chemical Corporation	Registered	78322277	03-Nov-2003	2901796	09-Nov-2004
TERR-O-GAS	United States of America	Great Lakes Chemical Corporation	Registered	72283123	23-Oct-1967	857735	01-Oct-1968
VECAP and Design	United States of America	Great Lakes Chemical Corporation	Registered	79042103	09-Jul-2007	3572751	10-Feb-2009
NDB	Uruguay	Great Lakes Chemical Corporation	Registered	335869	11-Dec-2001	335869	11-Apr-2002
FIREMASTER	Venezuela	PABU Services, Inc.	Registered	2002-003423	07-Mar-2002	P-266095	19-Dec-2005

120

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
NDB	Venezuela	PABU Services, Inc.	Registered	2001022222	11-Dec-2001	P246080	22-Aug-2003
SCREEN	Venezuela	Gustafson, Inc.(15)	Registered	7061/80	26-Sep-1980	105590-F	25-Nov-1983
HATCOL	Japan	Hatco Corporation(16)	Registered	218051991	31-Jan-1994	2619985	31-Jan-1994
HATCO	United States of America	Chemtura Corporation	Registered	75472872	23-Apr-1998	2260855	13-Jul-1999
HATCO Stylized	United States of America	Hatco Corporation	Registered	71643683	16-Mar-1953	580077	15-Sep-1953
HATCOL	United States of America	Chemtura Corporation	Registered	75473258	23-Apr-1998	2259307	06-Jul-1999
HATCOL	United States of America	Hatco Chemical Corporation	Registered	72238630	11-Feb-1966	828089	02-May-1967
BOWL FORCE	Australia	HomeCare Labs, Inc.	Registered	950617	14-Apr-2003	950617	01-Dec-2003
HOMECARE LABS	Australia	HomeCare Labs, Inc.	Registered	995831	30-Mar-2004	995831	09-Aug-2004
BOWL FORCE	Canada	HomeCare Labs, Inc.	Registered	1174637	11-Apr-2003	TMA672746	15-Sep-2006
GREASED LIGHTNING	Canada	HomeCare Labs, Inc.	Registered	1210925	24-Mar-2004	TMA672176	08-Sep-2006

(15)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Gustafson Inc.

(16)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Hatco Corporation.

121

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
GREASED LIGHTNING & Design	Canada	HomeCare Labs, Inc.	Registered	1253371	07-Apr-2005	TMA672508	12-Sep-2006
GREASED LIGHTNING &1 Bolt Design	Canada	HomeCare Labs, Inc.	Published	1373958	28-Nov-2007
GREASED LIGHTNING ORANGE BLAST	Canada	HomeCare Labs, Inc.	Registered	1211194	26-Mar-2004	654612	07-Dec-2005
LESS WORK	Canada	HomeCare Labs, Inc.	Registered	1253369	07-Apr-2005	TMA672509	12-Sep-2006
PINE WORKS	Canada	HomeCare Labs, Inc.	Registered	1253367	07-Apr-2005	TMA672510	12-Sep-2006
THE WORKS	Canada	HomeCare Labs, Inc.	Registered	1210620	22-Mar-2004	TMA738219	16-Apr-09
THE WORKS, WORKS!	Canada	HomeCare Labs, Inc.	Published	1253372	07-Apr-2005
HOMECARE LABS	European Community	HomeCare Labs, Inc.	Registered	3746179	31-Mar-2004	3746179	31-Mar-2004
BOWL FORCE	Mexico	HomeCare Labs, Inc.	Registered	597503	16-Apr-2003	795574	23-Jun-2003
GREASED LIGHTNING	Mexico	HomeCare Labs, Inc.	Registered	648853	25-Mar-2004	853192	27-Sep-2004
GREASED LIGHTNING BLAST	Mexico	HomeCare Labs, Inc.	Registered	685903	03-Nov-2004	874254	30-Mar-2005
GREASED LIGHTNING ORANGE BLAST	Mexico	HomeCare Labs, Inc.	Registered	649584	30-Mar-2004	873051	28-Mar-2005
THE WORKS	Mexico	HomeCare Labs, Inc.	Registered	655672	11-May-2004	972566	16-Feb-2007
BOWL FORCE	New Zealand	HomeCare Labs, Inc.	Registered	677319	11-Apr-2003	677319	16-Oct-2003
BOWL FORCE	South Africa	HomeCare Labs, Inc.	Registered	200306156	14-Apr-2003	200306156	03-Mar-2008
BOWL FORCE	United States of America	HomeCare Labs, Inc.	Registered	76452197	18-Sep-2002	2971553	19-Jul-2005

122

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DRAIN WORKS	United States of America	HomeCare Labs, Inc.	Registered	74706674	27-Jul-1995	2031190	14-Jan-1997
DRAIN WORKS	United States of America	HomeCare Labs, Inc.	Registered	75074212	18-Mar-1996	2155373	05-May-1998
GREASED LIGHTNING	United States of America	HomeCare Labs, Inc.	Registered	73/600,262	23-May-1986	1418885	02-Dec-1986
GREASED LIGHTNING	United States of America	HomeCare Labs, Inc.	Registered	75340258	13-Aug-1997	2184062	25-Aug-1998
GREASED LIGHTNING & Design	United States of America	HomeCare Labs, Inc.	Registered	77/334956	21-Nov-2007	3467123	15-Jul-2008
GREASED LIGHTNING & Design	United States of America	HomeCare Labs, Inc.	Registered	76289632	24-Jul-2001	2532198	22-Jan-2002
GREASED LIGHTNING BLAST	United States of America	HomeCare Labs, Inc.	Registered	78422436	20-May-2004	3046994	17-Jan-2006
GREASED LIGHTNING ORANGE BLAST	United States of America	HomeCare Labs, Inc.	Registered	78310470	07-Oct-2003	2895740	19-Oct-2004
GREASED LIGHTNING ORANGE BLAST (Stylized)	United States of America	HomeCare Labs, Inc.	Registered	76457451	10-Oct-2002	2752586	19-Aug-2003
GREASED LIGHTNING POWER	United States of America	HomeCare Labs, Inc.	Published ITU	77437581	02-Apr-2008
LESS WORK	United States of America	HomeCare Labs, Inc.	Registered	74186192	18-Jul-1991	1695713	23-Jun-1992
PINE WORKS	United States of America	HomeCare Labs, Inc.	Registered	73805358	08-Jun-1989	1595956	15-May-1990
THE WORKS	United States of America	HomeCare Labs, Inc.	Registered	78557082	31-Jan-2005	3598494	31-Mar-2009
THE WORKS	United States of America	HomeCare Labs, Inc.	Registered	78557078	31-Jan-2005	3054571	31-Jan-2006
THE WORKS	United States of America	HomeCare Labs, Inc.	Registered	74226861	29-Nov-1991	1709665	25-Aug-1992
THE WORKS	United States of America	HomeCare Labs, Inc.	Registered	73431001	20-Jun-1983	1402721	29-Jul-1986

123

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
THE WORKS (Stylized)	United States of America	HomeCare Labs, Inc.	Published	78644643	06-Jun-2005
THE WORKS GERM AWAY and Design	United States of America	Homecare Labs, Inc.	Pending	77208665	18-Jun-2007
THE WORKS FRESAIR & Design	United States of America	Bio-Lab, Inc.	Pending ITU	77/198,936	06-Jun-2007
THE WORKS LIMEOSOL & Design	United States of America	Bio-Lab, Inc.	Pending ITU	77/198,945	06-Jun-2007
THE WORKS SCUM AWAY & Design	United States of America	Bio-Lab, Inc.	Pending ITU	77208701	18-Jun-2007
THE WORKS SHINE & Design	United States of America	Bio-Lab, Inc.	Pending ITU	77198954	06-Jun-2007
THE WORKS, WORKS!	United States of America	HomeCare Labs, Inc.	Registered	78557090	31-Jan-2005	3473663	22-Jul-2008
ANDEROL	Benelux	Huls America Inc.(17)	Registered	562503	14-Dec-1971	87510	03-Dec-2002
ANDEROL	Canada	Huls America Inc.	Registered	0307077	16-Aug-1967	TMA157535	05-Jul-1968
ANDEROL	Colombia	Huls America Inc.	Registered	92254970	07-Apr-1986	207615	27-Nov-1997
ANDEROL	Croatia	Huls America Inc.	Registered	Z921240N		Z921240	25-Sep-1992
ANDEROL	Denmark	Chemtura Corporation	Registered	VR196702719	24-Jul-1967	VR197002099	03-Jul-1970
ANDEROL	Greece	Chemtura Corporation	Registered	63264	29-Mar-1979	63264	29-Mar-1979
ANDEROL	Indonesia	Huls America Inc.	Registered		19-Feb-1993	540541
ANDEROL	Ireland	Huls America Inc.	Registered	151081	28-May-1981	99661
ANDEROL	Israel	Huls America Inc.	Registered	53088	21-Oct-1981	53088	21-Oct-1981
ANDEROL	Italy	Huls America Inc.	Registered	1271167	26-Jul-1967	810321	05-Feb-1968
ANDEROL	Japan	Huls America Inc.	Registered	84983/78	22-Nov-1978	1615422	29-Sep-1983
ANDEROL (katakana)	Japan	Huls America Inc.	Registered	S42053558	31-Aug-1967	0838393	21-Nov-1967
ANDEROL	Malaya	Huls America Inc.	Registered	M063251	22-Aug-1973	M063251	22-Aug-1973

(17)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Huls America Inc.

124

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ANDEROL	New Zealand	Chemtura Corporation.	Registered	109819	25-Sep-1974	109819
ANDEROL	Pakistan	Huls America Inc.	Registered	60751	12-Jun-1974	60751	12-Jun-1974
ANDEROL	Portugal	Chemtura Corporation	Registered	211858MNA	28-May-1981	211858	02-Nov-1988
ANDEROL	Romania	Huls America Inc.	Registered	9377	03-Jul-1979	11195	03-Jul-1979
ANDEROL	Slovenia	Chemtura Corporation	Registered	30467923199	30-Mar-1979	Z7980231	30-Mar-1999
ANDEROL	Spain	Huls America Inc.	Registered	986944M1	22-Oct-1981	986944	20-Jan-1983
ANDEROL	Sweden	Huls America Inc.	Registered	312767	24-Jul-1967	131482	22-May-1970
ANDEROL	Venezuela	Huls America Inc.	Registered	83375	20-Feb-1975	83515F	08-Dec-1976
ANDEROL	Zimbabwe	Huls America Inc.	Registered	31582	22-Apr-1982	31582	22-Apr-1982
GUARDEX	Dominican Republic	Hydrotech Chemical Corporation(18)	Registered		04-Aug-1977	26676	04-Aug-1977
GUARDEX	Dominican Republic	Hydrotech Chemical Corporation	Registered		05-Aug-1977	26687	05-Aug-1977
GUARDEX	Dominican Republic	Hydrotech Chemical Corporation	Registered		05-Aug-1977	26682	05-Aug-1977
GUARDEX	Puerto Rico	Hydrotech Chemical Corporation	Registered	14962	20-Oct-1967	14962	03-Nov-1970
GREEN CHEMISTRY IS OUR NATURE	United States of America	Kaufman Holdings Corporation(19)	Registered	78409675	28-Apr-2004	3099049	30-May-2006
KAUFMAN HOLDINGS CORPORATION	United States of America	Kaufman Holdings Corporation	Registered	78458918	29-Jul-2004	3014268	08-Nov-2005

(18)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Hydrotech Chemical Corporation.

(19)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Kaufman Holdings Corporation.

125

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
KAUFMAN HOLDINGS CORPORATION and Design	United States of America	Kaufman Holdings Corporation	Registered	78458924	29-Jul-2004	3062408	28-Feb-2006
THERMOGUARD	Argentina	Laurel Industries, Inc.(20)	Registered	1733867	26-Mar-1990	1882747	28-Feb-1992
THERMOGUARD CPA	Brazil	Laurel Industries, Inc.	Registered		10-Sep-1979	790255316	13-Oct-1981
CPA	Mexico	Laurel Industries, Inc.	Registered	32023	01-Oct-1987	341652	26-Jan-1988
THERMOGUARD	Mexico	Laurel Industries, Inc.	Registered	227702	19-Dec-1983	299378	21-May-1984
THERMOGUARD CPA	Mexico	Laurel Industries, Inc.	Registered	32025	01-Oct-1987	34,654	26-Jan-1988
HIVALLOY	Colombia	Montech USA, Inc.	Registered	330080	04-Oct-1990	145838	30-Aug-1993
FYREBLOC	Australia	PABU Services, Inc.(21)	Registered	991457	23-Jan-2004	991457	19-Jul-2004
FIREMASTER	Brazil	Great Lakes Chemical Corporation	Registered	824631706	31-May-2002	824631706	16-Jun-2009
NDB	Brazil	PABU Services, Inc.	Published	824234065	10-Dec-2001
FIREMASTER	India	PABU Services, Inc.	Registered	1079708	11-Feb-2002	1079708	11-Feb-2002
PYRONIL	Mexico	PABU Services, Inc.	Registered	231801	15-May-1995	497464	18-Jul-1995
A Stylized	United States of America	RLI Acquisition, Inc.(22)	Registered	74063903	23-May-1990	1637239	05-Mar-1991
ANDEROL	Bangladesh	Royal Lubricants Inc.(23)	Pending	61207	16-Aug-1999

(20)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Laurel Industries, Inc.

(21)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by PABU Services, Inc.

(22)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by RLI Acquisition, Inc.

126

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ROYCO	Canada	Royal Lubricants Inc.	Registered	1007736	08-Mar-1999	TMA539818	17-Jan-2001
ROYCO	Canada	Royal Lubricants Inc.	Registered	0830242	27-Nov-1996	TMA498466	10-Aug-1998
ROYAL LUBRICANTS	Colombia	Royal Lubricants Inc.	Registered	249.956		249956	07-Mar-2003
ROYAL LUBRICANTS	Colombia	Royal Lubricants Inc.	Registered	263221	01-Jun-2001	263221	17-Mar-2003
ROYCO	Colombia	Royal Lubricants Inc.	Registered	1043683	01-Jun-2001	249944	07-Mar-2002
ROYCO	Colombia	Royal Lubricants Inc.	Registered	1043685	01-Jun-2001	249957	07-Mar-2002
ROYCO	Colombia	Royal Lubricants Inc.	Registered	1043684	01-Jun-2001	249956	07-Mar-2002
ANDEROL	Costa Rica	Royal Lubricants Inc.	Registered	41432	27-May-1975	49846	04-Sep-1975
ROYCO	Chemtura Corporation	Royal Lubricants Inc.	Registered		28-Jan-1999	1062926	17-Jul-2000
ANDEROL	Guatemala	Royal Lubricants Inc.	Registered	998938	27-Oct-1999	104878	22-May-2000
ANDEROL	Hong Kong	Royal Lubricants Inc.	Registered			19671529	29-Jul-1967
ANDEROL	Hong Kong	Royal Lubricants Inc.	Registered			19671530	29-Jul-1967
ANDEROL	India	Royal Lubricants Inc.	Registered	925702	19-May-2000	925702	19-May-2000
AOSYN	Italy	Royal Lubricants Inc.	Registered	759799MI	19-Jul-1999	886254	27-Mar-2009
PQ	Italy	Royal Lubricants Inc.	Registered	759899MI	19-Jul-1999	886255	27-Mar-2003
ANDEROL	Jamaica	Chemtura Corporation	Registered	4561	12-Aug-1999	36030	26-Jul-2000

(23)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Royal Lubricants Inc.

127

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ANDEROL	Lebanon	Royal Lubricants Inc.	Registered	355167442	25-May-1982	72351	25-May-1982
ROYCO	Mexico	Royal Lubricants Inc.	Registered		23-Apr-1996	668526	28-Aug-2000
ANDEROL	Thailand	Royal Lubricants Inc.	Registered	455025	19-Jun-1981	TM146548	05-Nov-2001
ANDEROL	United Arab Emirates	Royal Lubricants Inc.	Registered	33063	21-Sep-1999	36038	31-Mar-2003
KEMIKAR	Ukraine	Uniroyal Chemical Company, Inc.	Registered		14-Jun-1993	3152	26-Dec-1994
OMITE	Afghanistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	679	14-Sep-1972	2310	14-Sep-1972
VITAVAX	Afghanistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	678	14-Sep-1972	2309	14-Sep-1972
DIMILIN	African Union Territories (OAPI)	Uniroyal Chemical Company, Inc. (Delaware)	Registered	83137	14-Jan-1994	33610	14-Jan-1994
TEDION V18	African Union Territories (OAPI)	Uniroyal Chemical Company, Inc. (Delaware)	Registered	64917	26-Feb-1975	14873	26-Feb-1975
ACRAMITE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2305177	04-Sep-2000	1865027	25-Mar-2002
ACRAMITE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002305176	04-Sep-2000	1865026	25-Mar-2002

128

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADIPRENE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2010845	24-Nov-1995	1683163	25-Aug-1998
ADIPRENE EXTREME	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2476397	17-Nov-2003	2031413	15-Jun-2005
ALLEGIANCE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2238297	02-Sep-1999	1813886	21-Dec-2000
ANCHOR	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2405578	30-Dec-2002	1920589	01-Apr-2003
ASSAULT	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2358879	12-Nov-2001	1899180	02-Jan-2003
CAYTUR	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002273427	13-Mar-2000	0001837276	13-Jul-2001
DELAC	Argentina	Chemtura Corporation	Registered	2483413	12-Dec-2003	1977711	14-Apr-2004
DIMILIN	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002155184	04-Jun-1998	1804225	11-Sep-2000
FLEXZONE	Argentina	Chemtura Corporation	Registered	1771029	05-Oct-1990	1928351	23-May-2003
FLEXZONE	Argentina	Chemtura Corporation	Registered	1771028	05-Oct-1990	1928350	23-Mar-2003

129

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
JAG	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2358880	12-Nov-2001	1909181	02-Jan-2003
NAUGALUBE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2448725	31-Jul-2003	2007157	24-Jan-2005
NAUGALUBE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2480552	01-Dec-2003	2030707	09-Jun-2005
NAUGARD	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002180193	07-Oct-1998	0001717348	27-Jan-1999
NAUGAWHITE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1773104	17-Oct-1990	1928352	23-Mar-2003
NAUGAWHITE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2412528	20-Feb-2003	1928353	23-Mar-2003
OCTAMINE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001983114	15-Jun-1995	1596353	17-Apr-1996
OMITE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2108149	10-Oct-1997	1674116	08-Jul-1998
OMITE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1746757	18-May-1990	1894180	30-Sep-1992

130

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PANTERA	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2476427	14-Nov-2003	1492058	30-Dec-1993
PLANTVAX	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001953104	21-Dec-1994	1567462	04-Jul-1995
POLYBOND	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	246192	30-Jun-2003	1946139	15-Aug-2003
POLYGARD	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2263512	20-Jan-2000	1785023	31-Mar-2000
PROCURE	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2512060	03-May-2004	2061543	06-Jan-2006
RIBBON FLOW	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2506583	07-Apr-2004	1993389	31-May-1994
ROYAL MH	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1756159	16-Jul-1990	1957811	29-Jan-1993
ROYALAC	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001744771	11-May-1990	1894178	31-Aug-1992
TERRAGUARD	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2476396	17-Nov-2003	2077412	04-Apr-2006

131

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VIBRASPRAY	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002273428	13-Mar-2000	0001837275	13-Jul-2001
VITAPACK	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2470400	27-Oct-2003	2072404	15-Mar-2006
VITAPACK	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2470399	27-Oct-2003	2024201	28-Apr-2005
VITAVAX	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	23923641	01-Oct-2002	1963144	09-Dec-2003
WRM	Argentina	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2506886	12-Apr-2004	1994060	04-Oct-2004
CATAPULT	Australia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000353161	11-Nov-1980	A353161	11-Nov-1980
CATAPULT	Australia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000353160	11-Nov-1980	A353160	11-Nov-1980
DRIAMINE	Australia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000372398	03-Mar-1982	A372398	19-Jan-1984
DWELL	Australia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000365312	07-Sep-1981	A365312	07-Sep-1981

132

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FOIL	Australia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000486106	29-Apr-1988	A486106	29-Apr-1988
RAPIER	Australia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000371098	03-Feb-1982	A371098	03-Feb-1982
VIBRAPAIR	Australia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000333355	25-May-1979	333355	25-May-1979
ACRAMITE	Austria	Uniroyal Chemical Company, Inc. (Delaware)	Registered	AM 914/2001	06-Feb-2001	196604	31-May-2001
ADIPRENE	Austria	Uniroyal Chemical Company, Inc. (Delaware)	Registered	936/54	18-May-1954	31008	02-Sep-1954
ALLEGIANCE	Austria	Uniroyal Chemical Company, Inc. (Delaware)	Registered	618/2000	01-Feb-2000	190664	06-Sep-2000
POLYBOND	Austria	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1415/80	19-May-1980	95280	30-Oct-1980
RIBBON FLOW	Austria	Uniroyal Chemical Company, Inc. (Delaware)	Registered	5446/93	18-Nov-1993	151971	06-Apr-1994
TERRAZOLE	Austria	Uniroyal Chemical Company, Inc. (Delaware)	Registered	304972	20-Dec-1972	74086	30-Mar-1973

133

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
KEMIKAR	Belarus	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99121	26-Aug-1993	369	26-Aug-1993
OMITE (IN CYRILLIC)	Belarus	Uniroyal Chemical Company, Inc. (Delaware)	Registered	894-03	02-Sep-1993	4027	02-Sep-1993
POLYLOC	Belarus	Uniroyal Chemical Company, Inc. (Delaware)	Registered	20011590	25-Jul-2001	18189	24-Nov-2003
RIBBON FLOW	Belarus	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1743-03	28-Dec-1993	4705	14-Aug-1996
ADIPRENE	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000019260	24-Nov-1971	75938	24-Nov-1971
ALAR	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000015486	22-Oct-1971	069411	22-Oct-1975
B-NINE	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	15489	22-Oct-1971	31405	22-Oct-1972
CASORON	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	517027	29-Mar-1971	19465	21-Apr-1972
DEFANET	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000717107	05-Jul-1988	448196	05-Jul-1988

134

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DIMILIN	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	502641	22-Jan-1971	1325	28-Apr-1971
DIMILIN (DEVICE)	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	800056	08-Jul-1993	533489	08-Jul-1993
FAZOR	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	49425	26-Jul-1983	391828	26-Jul-1983
FLORAMITE	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000982955	06-Feb-2001	0000696783	01-Feb-2002
NAUGALUBE	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000045378	07-Apr-1981	0000372420	07-Apr-1981
NAUGAWHITE	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0015408	03-Feb-1960	0069338	22-Oct-1971
OCTAMINE	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0547830	06-Oct-1969	59622	21-Sep-1971
PANAREX	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000975967	20-Oct-2000	000694531	20-Oct-2000
POLYBOND	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1036905	22-Jul-2003	745630	22-Jul-2003

135

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
RIBBON FLOW	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	805396	26-Oct-1993	540762	01-Aug-1994
VIBRABOND	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000045810	14-Jul-1981	0000376609	14-Jul-1981
VIBRASPRAY	Benelux	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000045809	14-Jul-1981	0000377302	14-Jul-1981
FAZOR	Bolivia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2524-2001	13-Jul-2001	91240-C	18-Sep-2003
OMITE	Bolivia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	25086	26-Jun-1970	56961	30-Oct-1980
PANTERA	Bolivia	Uniroyal Chemical Company, Inc. (Delaware)	Registered		28-Nov-1990	C-52665	04-Feb-1992
PLANTVAX	Bolivia	Uniroyal Chemical Company, Inc. (Delaware)	Registered		29-Jul-1992	A62003	25-Mar-1993
VITAVAX	Bolivia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	25084	26-Jun-1970	56951	30-Oct-1980
ACRAMITE	Brazil	Chemtura USA Corporation	Published	823063615	10-Aug-2000

136

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADIPRENE	Brazil	Chemtura USA Corporation	Registered		14-Jun-1954	002086360	02-Apr-1958
ADIPRENE	Brazil	Chemtura USA Corporation	Registered	0815133626	15-Sep-1989	815133626	19-Nov-1991
ADIPRENE EXTREME	Brazil	Chemtura USA Corporation	Published	825055982	12-Nov-2003
ADOBE	Brazil	Chemtura USA Corporation	Published	823588106	21-Feb-2001
ALLEGIANCE	Brazil	Chemtura USA Corporation	Registered	821964275	31-Aug-1999	821964275	06-Dec-2005
ANCHOR	Brazil	Chemtura USA Corporation	Registered	0815759134	20-Sep-1990	815759134	29-Dec-1992
ASSAULT	Brazil	Chemtura USA Corporation	Published	824146247	08-Nov-2001
BLE-25	Brazil	Chemtura USA Corporation	Registered	0000871573	09-Dec-1968	007226187	10-Jul-1980
B-NINE	Brazil	Chemtura USA Corporation	Registered	0000655999	12-Aug-1964	006643140	25-Jan-1978
BUTAZATE	Brazil	Chemtura USA Corporation	Registered	0811200361	06-Jun-1983	811200361	03-Jul-1984
DEVICE (HEAD OF GRAIN)	Brazil	Chemtura USA Corporation	Registered	0816824797	10-Aug-1992	816824797	08-Mar-1994
HEAD Design (Primitive)	Brazil	Chemtura USA Corporation	Registered	0815495870	26-Apr-1990	815495870	04-Mar-1992
HEAD Design (Primitive)	Brazil	Chemtura USA Corporation	Registered	0815495889	26-Apr-1990	815495889	24-Mar-1992
DIMILIN	Brazil	Chemtura USA Corporation	Registered	21167/74	14-Nov-1974	006297692	25-Apr-1976
DU-DIM	Brazil	Chemtura USA Corporation	Registered	814035701	22-Jan-1988	814035701	02-May-1989
ETHAZATE	Brazil	Chemtura USA Corporation	Registered	0811200353	06-Jun-1983	811200353	03-Jul-1984
FAZOR	Brazil	Chemtura USA Corporation	Registered	0818427620	04-May-1995	818417620	18-Mar-1997

137

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FLEXZONE	Brazil	Chemtura USA Corporation	Registered	0790197456	23-Jul-1979	790197456	13-Oct-1981
FLEXZONE	Brazil	Chemtura USA Corporation	Registered	0811965503	25-Apr-1985	811965503	05-Aug-1986
FLUPRO	Brazil	Chemtura USA Corporation	Published	823622444	23-Feb-2001
JAG	Brazil	Chemtura USA Corporation	Published	824146190	08-Nov-2001
MH-30	Brazil	Chemtura USA Corporation	Registered	6580769	26-Jun-1963	6580769	10-Jul-1977
NAUGALUBE	Brazil	Chemtura USA Corporation	Registered	0790197618	23-Jul-1979	790197618	13-Oct-1981
NAUGALUBE	Brazil	Chemtura USA Corporation	Registered	0811886743	13-Feb-1985	811886743	20-May-1986
NAUGARD	Brazil	Chemtura USA Corporation	Registered	0811886751	11-Feb-1985	811886751	20-May-1986
NAUGARD	Brazil	Chemtura USA Corporation	Registered	0000011855	07-May-1979	0007221673	25-Sep-1980
NAUGAWHITE	Brazil	Chemtura USA Corporation	Registered	0000014503	05-Feb-1960	003375250	12-Sep-1966
NAUGEX SD-1	Brazil	Chemtura USA Corporation	Registered	0811200370	06-Jun-1983	811200370	03-Jul-1984
OCTAMINE	Brazil	Chemtura USA Corporation	Registered	0000871574	09-Dec-1968	006050891	25-Feb-1975
OCTAMINE	Brazil	Chemtura USA Corporation	Registered	0790197626	23-Jul-1979	790197626	13-Oct-1981
OMITE	Brazil	Chemtura USA Corporation	Registered	0730009513	16-Jan-1973	730009513	07-Dec-1982
PANTHER	Brazil	Chemtura USA Corporation	Registered	818427655	04-May-1995	818427655	31-Mar-1998
POLYBOND	Brazil	Chemtura USA Corporation	Registered	800081749	07-Apr-1980	800081749	18-Oct-1983
POLYLOC	Brazil	Chemtura USA Corporation	Published	824088484	16-Jul-2001

138

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PROVAX	Brazil	Chemtura USA Corporation	Published	814318592	04-Jul-1988
RIBBON FLOW	Brazil	Chemtura USA Corporation	Registered	817762043	18-Mar-1994	817762043	27-Jan-1998
ROYALFLO	Brazil	Chemtura USA Corporation	Registered	0818427639	04-May-1995	818427639	18-Mar-1997
SCREEN	Brazil	Chemtura USA Corporation	Published	823639320	07-Aug-2001
SULFLOW SC	Brazil	Chemtura USA Corporation	Registered	817885544	03-Jun-1994	817885544	15-Aug-2006
TACAP	Brazil	Chemtura USA Corporation	Registered	822548178	16-Mar-2000	822548178	31-Jan-2006
TERRAZOLE	Brazil	Chemtura USA Corporation	Registered	0006469515	04-Feb-1976	006469515	10-Oct-1976
VEROMITE	Brazil	Chemtura USA Corporation	Published	826832342	23-Aug-2004
VIBRABOND	Brazil	Chemtura USA Corporation	Registered	0800008766	21-Jan-1980	800008766	21-Sep-1982
VIBRASPRAY	Brazil	Chemtura USA Corporation	Registered	0000027496	26-Sep-1979	790274965	13-Oct-1981
VIBRATHANE	Brazil	Chemtura USA Corporation	Registered	0000871575	09-Dec-1968	006893309	10-Apr-1979
VIBRATHANE	Brazil	Chemtura USA Corporation	Registered	0815133618	15-Sep-1989	815133618	19-Nov-1991
VITAPACK	Brazil	Chemtura USA Corporation	Published	826002127	23-Oct-2003
VITAPACK	Brazil	Chemtura USA Corporation	Published	826002129	23-Oct-2003
VITAVAX	Brazil	Chemtura USA Corporation	Registered	12293	21-Jun-1967	006520626	10-Mar-1977
VORTEX	Brazil	Chemtura USA Corporation	Published	824146220	08-Nov-2001
WRM	Brazil	Chemtura USA Corporation	Registered	0815495854	26-Apr-1990	815495854	04-Mar-1992

139

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
WRM	Brazil	Chemtura USA Corporation	Registered	0815495862	26-Apr-1990	815495862	04-Mar-1992
OMITE	Bulgaria	Uniroyal Chemical Company, Inc. (Delaware)	Registered	309	28-Feb-1970	7371	18-May-1970
TRIVAX	Bulgaria	Chemtura Corporation	Registered		07-Aug-1978	11770	12-Mar-1979
VITAVAX	Bulgaria	Uniroyal Chemical Company, Inc. (Delaware)	Registered	10368	28-Feb-1970	7372	18-May-1970
ACRAMITE	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1065203	28-Jun-2000	TMA653786	29-Nov-2005
ADIPRENE	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000225594	25-Jun-1954	UCA049159	19-Aug-1954
ADIPRENE EXTREME	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1197341	18-Nov-2003	TMA627327	02-Dec-2004
CASORON	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	259942	22-Nov-1960	122329	26-May-1961
CAYTUR	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000302108	19-Jan-1967	0000152752	25-Aug-1967
HEAD Design (Primitive)	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	569059	09-Sep-1986	343744	12-Aug-1988

140

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DIMILIN	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	406076	12-Jan-1977	227533	28-Apr-1978
DURAZONE	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000660188	15-Jun-1990	TMA416853	17-Sep-1993
OPEX	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000334282	30-Jun-1970	0000180161	17-Dec-1971
POLYBOND	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	453126	30-Apr-1980	0000286241	30-Dec-1983
POLYWET	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	638161	08-Aug-1989	371939	10-Aug-1990
RIBBON FLOW	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1018520	10-Jun-1999	TMA538719	15-Dec-2000
RIBBON FLOW	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	798664	30-Nov-1995	TMA513980	05-Aug-1999
SOLITHANE	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000255682	03-Mar-1960	120541	23-Dec-1960
SYNTON	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000471434	16-Jun-1981	0000281001	30-Jun-1983

141

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TERRA-COAT	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	360141	05-Jan-1973	194433	28-Sep-1973
TERRAZOLE	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	360142	01-Jan-1973	196470	28-Dec-1973
VIBRASPRAY	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000439025	01-May-1979	0000259717	05-Jun-1981
WYTOX	Canada	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000334284	30-Jun-1970	0000177473	06-Aug-1971
ACRAMITE	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	491736	30-Jun-2000	600956	02-Aug-2001
ACROMITE	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	472670	12-Jan-2000	570412	21-Jun-2000
ADIPRENE	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	328401	12-Jan-1996	757235	04-Jun-1996
ADIPRENE EXTREME	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	636289	04-Feb-2004	698455	20-Jul-2004
HEAD Design (Primitive)	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	151293	11-Apr-1990	575496	31-Aug-1990

142

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OMITE 30W	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	176943	23-May-1991	613716	27-Sep-1991
PANTERA	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	438986	18-Dec-1998	533585	28-Jan-1999
PLANTVAX	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	627428	29-Oct-2003	680269	03-Dec-2003
RIBBON FLOW	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	258137	08-Nov-1993	429770	05-Aug-1994
VIBRABOND	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	503471	04-Oct-2000	586835	27-Jun-2001
VIBRAPAIR	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	484238	27-Apr-2000	569151	08-Aug-2000
VIBRASPRAY	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	479580	21-Mar-2000	567254	08-Aug-2000
VIBRATHANE	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	452654	23-Jun-1999	545370	09-Sep-1999
WRM	Chile	Uniroyal Chemical Company, Inc. (Delaware)	Registered	491396	28-Jun-2000	574892	22-Sep-2000

143

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADIPRENE	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	375218	12-Feb-1985	121669	22-Jun-1993
ADIPRENE EXTREME	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	03 102464	20-Nov-2003	285428	21-Jul-2004
B-NINE	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	52670	13-Jul-2000	240218	14-Aug-2001
CARBOVAX	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	04068601	17-Aug-2004	305723	21-Sep-2005
DIMILIN	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0099027874	06-May-1999	0000224962	22-Feb-2000
FAZOR	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	52671	13-Jul-2000	240219	14-Aug-2001
FLORAMITE	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99050991	11-Aug-1999	228623	19-Jun-2000
FLUPRO	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001015785	28-Feb-2001	0000243530	29-Oct-2001
FUERA	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0099011146	23-Feb-1999	0000224283	31-Dec-1999

144

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OMITE	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	295606	30-Nov-1988	159858	14-Apr-1994
OMITE	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	92290481	08-Aug-1988	178605	27-Feb-1995
PANTERA	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	287013	30-May-1988	131063	12-Oct-1990
PLANTVAX	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	274443	11-Aug-1987	130918	26-Dec-1990
PROCURE	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	03102465	20-Nov-2003	322513	19-Aug-2004
PRO-GRO	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99078018	14-Dec-1999	230078	26-Sep-2000
PROVAX	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	04005036	23-Jan-2004	354352	27-Sep-2004
RIBBON FLOW	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	418046	11-Nov-1993	160158	29-Apr-1994
ROYAL MH-30	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	364406	06-Aug-1981	118731	24-Aug-1987

145

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ROYALFLO	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	095016246	20-Apr-1995	178313	08-Aug-1995
ROYALTAC	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99078019	14-Dec-1999	240318	13-Aug-2001
ROYALTAC	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	099078/022	14-Dec-1999	229157	06-Sep-2000
TERRAGUARD	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	03102467	20-Nov-2003	285429	21-Jul-2004
TERRAZOLE	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	4003663	20-Jan-2004	286077	30-Jul-2004
WRM	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	408973	20-Sep-1993	160128	22-Apr-1994
WRM	Colombia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	408974	20-Aug-1993	160127	22-Apr-1994
ADIPRENE EXTREME	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	8386-2003	21-Nov-2003	1468451	27-Apr-2004
DEVICE (HEAD OF GRAIN)	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1900-7866605	27-Aug-1991	78666	05-Mar-1992

146

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FALONE	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1999-10326	13-Dec-1999	120307	08-Jun-2000
FAZOR	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Pending	0000001445	12-Jul-2001
FAZOR SG	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2000-4468	06-Jun-2000	128687	01-Oct-2001
FLORAMITE	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2003-0009227	19-Dec-2003	148724	26-Jul-2004
FLUPRO	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001-01522	26-Feb-2001	128554	26-Sep-2001
MH-30	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1900-2784701	16-Apr-1963	27847	09-Jul-1963
MICROMITE	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	04832-2001	22-Jun-2001	131235	18-Jan-2002
OMITE 30W	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1997-6699	16-Sep-1997	106562	25-Feb-1998
PANTERA	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1999-5127	25-Jun-1999	144509	20-Feb-2004

147

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PLANTVAX	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0012230	30-Mar-1984	64518	02-Oct-1984
PROCURE	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	8257-2003	19-Nov-2003	146836	16-Apr-2004
RMH 30	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	14290	20-Mar-1985	65693	17-Sep-1985
TERRA-COAT	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0082128	27-Aug-1991	88397	13-Sep-1994
TERRAGUARD	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	8256-2003	19-Nov-2003	146837	26-Apr-2004
TERRAZOLE	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	78619	27-Aug-1991	80920	02-Oct-1992
TERRAZOLE 35W	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	84425	08-Feb-1993	85725	24-Jan-1994
VITAVAX 300	Costa Rica	Uniroyal Chemical Company, Inc. (Delaware)	Registered	75872	27-Aug-1991	78471	19-Feb-1992
RIBBON FLOW	Croatia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	Z381-04/93	09-Nov-1993	000Z934092	01-Aug-1997

148

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TRIMENE BASE	Croatia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00Z942268N	09-Nov-1994	000Z942268	23-Nov-1995
ADIPRENE	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000054006	07-Jan-1985	166243	09-Jun-1986
ADOBE	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000164425	16-Feb-2001	224179	23-May-2002
ALLEGIANCE	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	151572	03-Feb-2000	232991	24-Apr-2001
FLEXZONE	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000042327	27-Sep-1968	159170	04-Aug-1969
JAG	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0OZ 173557	09-Nov-2001	0000246835	26-Aug-2002
POLYBOND	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	9267283	16-Mar-1992	0000176303	12-May-1994
POLYLOC	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000169645	16-Jul-2001	000242741	22-Mar-2002
RIBBON FLOW	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	84753	02-Dec-1993	183589	29-Mar-1995

149

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
SCREEN	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000164424	16-Feb-2001	244178	23-May-2002
TRIMENE BASE	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000043236	27-Sep-1968	158690	20-Feb-1969
VORTEX	Czech Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0OZ 173555	09-Nov-2001	0000246834	26-Aug-2002
ACRAMITE	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA2001 00548	06-Feb-2001	VR200100877	19-Feb-2001
ADIPRENE	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA195401218	20-May-1954	VR195501289	23-Jul-1955
ANTERGON	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA195301713	31-Jul-1953	VR195400045	16-Jan-1954
CASORON	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA198708726	29-Dec-1987	VR199000797	16-Feb-1990
DIMILIN	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA197902549	21-Jun-1979	VR198000410	18-Jan-1980
FLORAMITE	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA2001 00550	06-Feb-2001	VR200101225	13-Mar-2001

150

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PLANTVAX 75	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA197200906	10-Mar-1972	VR197301640	22-Jun-1973
POLYBOND	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1714/92	09-Mar-1992	0007165/92	31-Jul-1992
SCREEN	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA2001 02991	10-Aug-2001	VR2001 03551	27-Aug-2001
TERRAZOLE	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA197300010	02-Jan-1973	VR197302540	24-Aug-1973
VITAVAX	Denmark	Uniroyal Chemical Company, Inc. (Delaware)	Registered	VA196702148	12-Jun-1967	VR197200187	21-Jan-1972
ADIPRENE EXTREME	Ecuador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	130176	14-Nov-2003	28931	18-Feb-2004
FAZOR	Ecuador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000115537	13-Jul-2001	18225	12-Apr-2002
FUERA	Ecuador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000094229	22-Feb-1999	2309	10-May-2000
PROCURE	Ecuador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	139177	14-Nov-2003	28931	18-Feb-2004

151

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TERRAGUARD	Ecuador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	139175	14-Nov-2003	27830	18-Feb-2004
FAZOR	El Salvador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	16576-2001	31-Jul-2001	114 BOOK 183	03-May-2004
FLUPRO	El Salvador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	E-12057-2001	09-Mar-2001	77/163	29-Nov-2002
FUERA	El Salvador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001441-99	04-Mar-1999	00201	07-Aug-2000
MH-30	El Salvador	Uniroyal Chemical Company, Inc. (Delaware)	Registered		03-Jan-1989	000079/134	20-Jan-1993
PANTERA	El Salvador	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0004305-99	02-Jul-1999	00217	11-Aug-2000
KEMIKAR	Estonia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	9301107	26-Feb-1993	9894	06-Apr-1994
ADIPRENE EXTREME	European Community	Uniroyal Chemical Company, Inc. (Delaware)	Registered	3537313	13-Nov-2003	3537313	29-Apr-2005
RELOADED	European Community	Uniroyal Chemical Company, Inc. (Delaware)	Registered	3476967	30-Oct-2003	3476967	16-Jun-2005

152

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ACRAMITE	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	T2001001511	09-Feb-2001	223028	15-Feb-2002
ADIPRENE	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1580/210-54	31-Aug-1954	0000029805	31-Jan-1956
B-NINE	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	3894/70	17-Jun-1970	61908	24-Jan-1974
HEAD Design (Primitive)	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	T199002044	17-Apr-1990	0000116040	07-Jan-1992
DIMILIN	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2601/79	17-May-1979	79385	05-Nov-1981
DU-DIM	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	T197704873	02-Nov-1977	76964	20-Mar-1981
FLORAMITE	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	T200100510	09-Feb-2001	223027	15-Feb-2002
POLYBOND	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1089/92	06-Mar-1992	128454	05-Oct-1993
RIBBON FLOW	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0004888/93	29-Oct-1993	134103	05-Sep-1994

153

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
SYNTON	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	T198200784	04-Feb-1982	0000106650	05-Mar-1990
VITAVAX	Finland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000002252	07-Jun-1967	0000058928	15-Nov-1971
ACRAMITE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	3037822	29-Jun-2000	3037822	01-Dec-2000
ADIPRENE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	114679	03-Mar-1989	1517523	03-Mar-1989
ADOBE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	13083429	16-Feb-2001	3083429	20-Jul-2001
ALANAP	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	196134	16-Mar-1990	1580723	16-Mar-1990
ALAR	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	201090	06-Apr-1990	1585420	06-Apr-1990
ALLEGIANCE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	3004128	28-Jan-2000	3004128	28-Jan-2000
AMINOX	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	941905	13-Jul-1988	1477416	13-Jul-1988

154

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ARANOX	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	941921	13-Jul-1988	1477432	13-Jul-1988
ASSAULT	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	13130033	07-Nov-2001	13130033	12-Apr-2002
BLE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	941917	13-Jul-1988	1477428	13-Jul-1988
B-NINE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	131532	19-May-1989	1531981	19-May-1989
DEVICE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	3013482	10-Mar-2000	3013482	03-Oct-2000
FAZOR	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	673505	11-Aug-1983	1243213	19-May-1993
FLEXAMINE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	941904	13-Jul-1988	1477415	13-Jul-1988
FLORAMITE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	3080477	02-Feb-2001	3080477	06-Jul-2001
HEPTEEN	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	941901	13-Jul-1988	1477412	13-Jul-1988

155

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
HERBARON G	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	23160884	22-Apr-2002	23160884	27-Sep-2002
JAG	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	13130031	06-Nov-2001	13130031	12-Apr-2002
LANGIS	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	13120065	07-Sep-2001	13120065	07-Nov-2001
MONEX	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered		18-Oct-1983	1248606	19-Jul-1993
NAUGALUBE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000941909	13-Jul-1988	1477420	13-Jul-1988
NAUGAWHITE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	718577	23-Oct-1984	1287565	21-Jul-1994
NEMAREX	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	3080732	05-Feb-2001	3080732	13-Jul-2001
PERLOT	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	033260408	03-Dec-2003	033260408	07-May-2004
POLYBOND	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	195587	15-Mar-1990	1580317	15-Mar-1990

156

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
POLYGARD	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	314985	22-Oct-1991	1700774	22-Oct-1991
POLYLOC	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	131118195	27-Aug-2001	13118195	01-Feb-2002
RIBBON FLOW	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered		04-Nov-1993	93490795	04-Nov-1993
ROYAL SLO-GRO	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered		03-Sep-1982	1212293	27-May-1992
SCREEN	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	13116254	09-Aug-2001	13116254	11-Feb-2002
SIGNAL	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	3013849	13-Mar-2000	3013849	13-Mar-2000
SOLITHANE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	940765	08-Jul-1988	1475872	08-Jul-1988
SUNPROOF	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	941911	13-Jul-1988	1477422	13-Jul-1988
THIOSTOP	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	941907	13-Jul-1988	1477418	13-Jul-1988

157

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TRIMENE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	941922	13-Jul-1988	1477433	13-Jul-1988
TRIVAX	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	955073	16-Sep-1988	1489097	16-Sep-1988
TUEX	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	941906	13-Jul-1988	1477417	13-Jul-1988
UNISOL G	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	213160886	22-Apr-2002	213160886	27-Sep-2002
VIBRABOND	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	277243	29-Mar-1991	1653311	29-Mar-1991
VIBRASPRAY	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	277242	29-Mar-1981	1653310	29-Mar-1991
VIBRATHANE	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	955071	10-Aug-1968	1489095	01-Sep-1988
VORTEX	France	Uniroyal Chemical Company, Inc. (Delaware)	Registered	13130036	06-Nov-2001	13130036	12-Apr-2002
ACRAMITE	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	300480849	28-Jun-2000	30048084.9	12-Dec-2000

158

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADIPRENE	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered		15-Aug-1963	816438	25-Feb-1966
ADOBE	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	30110640.105	16-Feb-2001	30110640.1	11-Dec-2001
ALLEGIANCE	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	30034498805	05-May-2000	30034498.8	04-Aug-2000
ASSAULT	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	30164213.3/5	07-Nov-2001	30163213.3	12-Sep-2002
DIMILIN	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	P23208/5	29-Aug-1975	950637	27-Oct-1976
FAZOR	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000006112	27-Jul-1983	1062053	09-Apr-1984
FLEXZONE	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000U 1548	28-Jan-1960	753716	11-Oct-1961
FLORAMITE	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0301070407	02-Feb-2001	30107040.7	06-Sep-2001
JAG	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	30164212.5/5	07-Nov-2001	30164212	12-Sep-2002

159

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
NAUGALUBE	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered		30-Apr-1981	1030412	30-Mar-1982
NAUGAWHITE	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000U 1547	28-Jan-1960	753511	04-Oct-1961
OMITE	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2810	17-Feb-1967	904665	19-Apr-1973
POLYBOND	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	37638/1WZ	20-Mar-1980	1018443	27-May-1981
POLYLOC	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0030140261	04-Jul-2001	3014026.1	07-May-2002
RIBBON FLOW	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	U9149/1 WZ	01-Nov-1993	2908836	11-Jul-1995
SCREEN	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0301476144	06-Aug-2001	0301476144	03-May-2002
TRIVAX	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered		29-Jul-1978	999746	26-Mar-1980
VIBRABOND	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0U5343/1WZ	23-Oct-1979	1001255	24-Apr-1980

160

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VIBRASPRAY	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000005239	02-May-1979	1001759	08-May-1980
VORTEX	Germany	Uniroyal Chemical Company, Inc. (Delaware)	Registered	30164214.1/5	07-Nov-2001	30164214.1	12-Sep-2002
CATAPULT	Greece	Uniroyal Chemical Company, Inc. (Delaware)	Registered	67623	18-Nov-1980	67623	17-Jul-1982
DEVICE (HEAD OF GRAIN)	Greece	Uniroyal Chemical Company, Inc. (Delaware)	Registered	61936	08-Sep-1978	61936	19-Feb-1980
MICROMITE	Greece	Uniroyal Chemical Company, Inc. (Delaware)	Registered	64651	27-Sep-1979	64651	17-Aug-1981
TERRA-COAT	Greece	Uniroyal Chemical Company, Inc. (Delaware)	Registered	49651	02-Jan-1973	49651	17-Nov-1973
DIMILIN	Guatemala	Uniroyal Chemical Company, Inc. (Delaware)	Registered	58829	19-Jul-1979	43773	28-Jul-1982
EVER SHIELD	Guatemala	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2004-541	09-Mar-2004	27367	23-Oct-1983
FAZOR	Guatemala	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2003-7968	05-Nov-2003	130720	12-Jul-2004

161

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FLUPRO	Guatemala	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001-1568	09-Mar-2001	118916	22-Jul-2002
FUERA	Guatemala	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1999-2120	17-Mar-1999	101072	07-Dec-1999
MH-30	Guatemala	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2004-542	09-Mar-2004	15065	26-May-1964
ADOBE	Hungary	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M0101108	20-Feb-2001	169494	27-Mar-2002
ALLEGIANCE	Hungary	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M00 00546	03-Feb-2000	161249	11-Jul-2000
JAG	Hungary	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M01 05767	08-Nov-2001	176865	20-Oct-2003
POLYBOND	Hungary	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M9201363	11-Mar-1992	135799	11-Mar-1992
POLYLOC	Hungary	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M0104024	19-Jul-2001	172782	28-Oct-2002
SCREEN	Hungary	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M0101109	20-Feb-2001	169493	27-Mar-2002

162

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
SIGNAL	Hungary	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M01 00639	31-Jan-2001	172225	26-Sep-2002
TRIMENE BASE	Hungary	Uniroyal Chemical Company, Inc. (Delaware)	Registered	111687	21-Oct-1968	120525	14-Jul-1978
VORTEX	Hungary	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0M01 05766	08-Nov-2001	176505	10-Sep-2003
POLYBOND	Iceland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	190/1992	06-Mar-1992	00945/1992	25-Sep-1992
ACRAMITE	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1301609	10-Aug-2004	1301609	26-Nov-2005
ADEPT	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	775338	24-Oct-1997	775338	24-Oct-1997
ADIPRENE	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000812458	29-Jul-1998	812458	05-Nov-2003
ADIPRENE EXTREME	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1250501	19-Nov-2003	1250501	19-Nov-2003
DIMILIN	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1067242	18-Dec-2001	1067242	18-Dec-2001

163

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DU-DIM	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00484470	21-Jan-1988	484470	21-Jan-1988
FLORAMITE	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1301608	08-Aug-2004	1301608	26-Nov-2005
OMITE	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000240669	21-Feb-1967	240669	21-Feb-1967
PLANTVAX	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	278574	28-Feb-1972	278574	05-Oct-1973
POLYLOC	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1023435	05-Jul-2001	1023435	05-Jul-2001
PROVAX	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	494029	07-Jul-1988	494029	13-Aug-1996
TEDION V18	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	169863	11-Jul-1955	169863	14-Sep-1956
TRIVAX	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	766085	07-Aug-1997	766085	07-Aug-1997
VIBRATHANE	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	811390	22-Jul-1998	811390	22-Jul-1998

164

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VITAVAX	India	Uniroyal Chemical Company, Inc. (Delaware)	Registered	242646	13-Jun-1967	242646	13-Jun-1967
DIMILIN	Iran	Uniroyal Chemical Company, Inc. (Delaware)	Registered	89073	23-Nov-1985	60159	02-Mar-1986
DIMILIN (IN FARSI)	Iran	Uniroyal Chemical Company, Inc. (Delaware)	Registered	111234	05-Feb-1994	72742	07-May-1994
ACRAMITE	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	02411/2000	30-Jun-2000	218327	31-Oct-2001
CASORON	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	62338	31-May-1960	62338	03-Aug-1961
DU-DIM	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	109/88	11-Jan-1988	126513	25-Jul-1989
FAZOR	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered		27-Jul-1983	108467	29-Mar-1985
FLORAMITE	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000699/2001	05-Mar-2001	220637	10-Jun-2002
JAG	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	03439/2001	07-Nov-2001	223198	09-Dec-2002

165

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
MAXTRON	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered		13-Apr-1984	111311	30-Aug-1985
MIST-O-MATIC	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000061830	26-Nov-1959	61830	03-Dec-1960
MIST-O-MATIC	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000061831	26-Nov-1959	61831	03-Dec-1960
NEMAREX	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00457/2001	08-Feb-2001	220332	13-May-2002
RIBBON FLOW	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0005198/93	28-Oct-1993	157896	26-Jan-1996
ROYALFLO	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0005883/94	26-Sep-1994	165629	14-May-1996
VITAFLO	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0005884/94	26-Sep-1994	164721	13-May-1996
VORTEX	Ireland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	03437/2001	07-Nov-2001	000222935	28-Nov-2002
ALAR	Israel	Uniroyal Chemical Company, Inc. (Delaware)	Registered		22-Aug-1965	24961	02-Feb-1967

166

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CASORON	Israel	Uniroyal Chemical Company, Inc. (Delaware)	Registered		03-Mar-1966	25676	27-Nov-1967
DIMILIN	Israel	Uniroyal Chemical Company, Inc. (Delaware)	Registered		17-Feb-1978	45520	25-May-1980
MICROMITE	Israel	Uniroyal Chemical Company, Inc. (Delaware)	Registered		06-Sep-1979	48575	08-Aug-1982
OMITE	Israel	Uniroyal Chemical Company, Inc. (Delaware)	Registered		25-Feb-1970	31684	09-Jan-1972
TEDION V18	Israel	Uniroyal Chemical Company, Inc. (Delaware)	Registered	14785	04-Mar-1955	14785	22-Jul-1956
TRIVAX	Israel	Uniroyal Chemical Company, Inc. (Delaware)	Registered	46323	31-Jul-1978	46323	20-Jan-1981
VITAVAX	Israel	Uniroyal Chemical Company, Inc. (Delaware)	Registered		09-Jun-1967	0000027390	15-May-1970
ACRAMITE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	21442000TO	29-Jun-2000	924788	15-Jun-2004
ADIPRENE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	120990	24-May-1954	682625	22-Jan-1955

167

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADOBE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001C000593	16-Feb-2001	944081	10-Nov-2004
ALANAP	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	165793	23-Jan-1961	383219	30-Jun-1964
ALAR	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	095C002407	25-Jul-1995	717904	17-Jul-1997
ALLEGIANCE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2000C000248	02-Feb-2000	908252	22-Sep-2003
AMINOX	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	098C001383	03-May-1978	816191	19-Jun-1985
ASSAULT	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001C003927	13-Dec-2001	947244	29-Nov-2004
BIK	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	092C001147	01-Jun-1992	0000635175	23-Nov-1994
BLE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	098C001225	28-Aug-1958	816054	11-Aug-1959
B-NINE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	208032	30-Jul-1964	683234	11-May-1967

168

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CAYTUR	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	097C000987	10-Apr-1997	793026	25-Oct-1999
DU-DIM	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	18429C/77	28-Apr-1977	789322	18-Mar-1985
FLORAMITE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	02001C000482	08-Feb-2001	943980	10-Nov-2004
JAG	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001C003532	14-Nov-2001	946873	26-Nov-2004
METHAZATE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	092C000505	10-Mar-1992	0000634617	21-Nov-1994
MH	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	39865-C/83	09-Mar-1963	998409	29-Oct-1966
MICROMITE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	02000C001589	17-May-2000	909625	04-Mar-2003
NAUGALUBE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	092C000452	13-Sep-1992	0000634570	21-Nov-1994
NAUGAWHITE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	099C003646	24-Nov-1999	883728	04-Mar-2003

169

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
NEMAREX	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001C000592	16-Feb-2001	944080	10-Nov-2004
OCTAMINE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	096C002816	23-Oct-1996	754204	20-Aug-1998
OMITE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	097C000095	17-Jan-1997	792086	04-Oct-1999
POLYBOND	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2000C0003343	13-Oct-2000	911230	12-Feb-1986
POLYGARD	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	096C002815	23-Oct-1996	754203	20-Aug-1998
POLYLOC	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001C002330	09-Jul-2001	1040483	27-Feb-2007
RIBBON FLOW	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	002123	05-Nov-1993	665579	19-Dec-1995
SCREEN	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Pending	2001C002733	14-Aug-2001
SUNPROOF	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	098C001220	28-Aug-1958	816049	24-Sep-1959

170

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TERRA-COAT	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	092C002225	16-Nov-1992	0000636071	25-Nov-1994
TERRAZOLE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	285918	19-Sep-1972	635075	03-Dec-1974
THIOSTOP	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	098C01212	28-Aug-1958	816042	11-Aug-1959
TRIMENE BASE	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	098C000607	28-Aug-1958	815501	30-May-2000
TRIVAX	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	098C000608	24-Feb-1998	815502	30-May-2000
TUEX	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	098C000609	28-Aug-1958	815503	30-May-2000
VIBRABOND	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	099C002745	07-Sep-1999	882692	04-Feb-2003
VIBRASPRAY	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	T099C000869	14-May-1979	872028	02-Oct-1985
VORTEX	Italy	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001C003928	13-Dec-2001	947245	29-Nov-2004

171

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADIPRENE	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2007-525280		513672	10-Feb-1958
ADIPRENE EXTREME	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2004-010338	05-Feb-2004	4798566	27-Aug-2004
ARANOX & KATAKANA EQUIVALENT	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0703412/92	14-Apr-1965	965476	31-May-1972
CASORON	Japan	Chemtura Corporation	Registered	56941/88	19-May-1988	2374773	31-Jan-1992
CASORON (IN KATAKANA)	Japan	Chemtura Corporation	Registered	0056942/88	19-May-1988	2374774	31-Jan-1992
CASORON 133	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0026599/60	13-Jun-1960	0584753	10-Apr-1962
CAYTUR	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0207006/90	29-Mar-1967	0863716	06-Jul-1970
DEVICE (BULLSEYE)	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0067366/78	13-Sep-1978	2310921	28-Jun-1991
DU-DIM	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	5147/88	21-Jan-1988	2269497	21-Sep-1990
DURAZONE	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0116649/91	08-Nov-1991	2674847	29-Jun-1994

172

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
NAUGALUBE	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0085016/91	09-Aug-1991	2599640	30-Nov-1993
NAUGAWHITE	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	7323/92	28-Jan-1992	2696594	30-Sep-1994
NIPITE (IN KATAKANA)	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0092947/86	01-Sep-1986	2110813	21-Feb-1989
OMITE & KATAKANA EQUIVALENT	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0117379/88	18-Oct-1988	2352298	29-Nov-1991
OMITE IN KATAKANA (O-MA-I-TO)	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0149356/97	18-Aug-1997	4204200	23-Oct-1998
PANTERA	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0057450/88	23-May-1988	2288722	26-Dec-1990
RIBBON FLOW	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0110381/93	01-Nov-1993	3179929	31-Jul-1996
ROYAL MH-30	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0134778/73	23-Aug-1973	2348134	30-Oct-1991
SCREEN	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001-021140	09-Mar-2001	4540736	01-Feb-2002

173

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
SOLITHANE	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0201378/91	31-Mar-1960	0573551	01-Jun-1961
TEDEON	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000020700	15-Jul-1957	516469	19-Mar-1958
TEDEON (IN KATAKANA)	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0056940/88	19-May-1988	2287024	26-Dec-1990
VIBRASPRAY	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	725715/94	10-Aug-1994	1706971	28-Aug-1984
VITAVAX WITH KATAKANA	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0026755/93	17-Mar-1993	3081003	31-Oct-1995
VULKLOR	Japan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	168558/92	31-Aug-1992	3008572	31-Oct-1994
KEMIKAR	Kazakhstan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1320	15-Jul-1993	735	15-Jul-1993
OMITE (IN CYRILLIC)	Kazakhstan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2200	20-Sep-1993	5671	23-Sep-1997
ALAR	Kenya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	16342	06-Jan-1969	1969016342	19-Jun-1969

174

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DIMILIN	Kenya	Uniroyal Chemical Company, Inc. (Delaware)	Registered		28-Oct-1974	1974021502	30-Sep-1975
PLANTVAX	Kenya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	16345	06-Jan-1969	16345	14-Apr-1970
POLYLOC	Kenya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	051812	13-Jul-2001	51812	13-Jul-2001
PROCURE	Kenya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	58058	20-Sep-2005	58058	20-Sep-2005
ROYALFLO	Kenya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0041914	01-Dec-1994	41914	01-Dec-2001
TEDION V18	Kenya	Uniroyal Chemical Company, Inc. (Delaware)	Registered		24-Sep-1959	9358	25-Feb-1960
VITAFLO	Kenya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000024676	21-Mar-1978	24676	18-Sep-1978
VITAVAX	Kenya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	16344	06-Jan-1969	16344	19-Jun-1969
ACRAMITE	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99-17006	19-May-1999	466231	07-Mar-2000

175

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ACRAMITE (IN KOREAN)	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99-17007	19-May-1999	466241	07-Mar-2000
ADIPRENE	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90-25977	31-Aug-1990	223896	15-Oct-1991
ADIPRENE	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90-25982	31-Aug-1990	236926	01-May-1992
ADIPRENE EXTREME	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	40-2004-4861	05-Feb-2004	603640	23-Dec-2004
BLE & KOREAN CHARACTERS	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	91-15512	31-May-1991	239149	27-May-1992
B-NINE (IN HANGUL)	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	86-18279	01-Sep-1986	153266	26-Feb-1988
CASORON	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	84-288	10-Jan-1984	112237	07-May-1985
CASORON (IN KOREAN)	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	89-13106	27-May-1989	197150	25-Jul-1990
HEAD Design (Primitive)	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90-25981	31-Aug-1990	223899	15-Oct-1991

176

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
HEAD Design (Primitive)	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90-25986	30-Aug-1990	236929	01-May-1992
DIMILIN	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79/6452	02-Jul-1979	71061	11-Aug-1980
DIMILIN (IN KOREAN)	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	89-13108	27-May-1989	197152	25-Jul-1990
DURAZONE	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	91-35803	20-Dec-1991	251791	14-Oct-1992
FLEXZONE	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	200247479	16-Oct-2002	570511	02-Jan-2004
OMITE	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	88-19802	02-Sep-1988	193844	15-Jun-1990
OMITE (IN KOREAN CHARACTERS)	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	97-36121	04-Aug-1997	416152	13-Aug-1998
PANTERA	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	97-49758	25-Oct-1997	428179	03-Nov-1998
PANTERA (KOREAN CHARACTERS)	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99-4457	12-Feb-1999	462771	12-Jan-2000

177

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PLANTVAX	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	92-21375	01-Aug-1992	269749	22-Jul-1993
POLYBOND	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	40200129206	04-Jul-2001	549534	30-May-2003
ROYALCAST	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	200247478	16-Oct-2003	570510	02-Jan-2004
TEDION (IN KOREAN)	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	89-13107	27-May-1989	197151	25-Jul-1990
TEDION V18	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	593	03-Jun-1960	5004	23-Jul-1960
UNIROYAL CHEMICAL	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99-6877	16-Mar-1999	474459	01-Aug-2000
UNIROYAL CHEMICAL & DESIGN	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99-6878	06-Mar-1999	471128	01-Jun-2000
VIBRASPRAY	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90-20296	09-Jul-1990	236925	01-May-1992
VIBRATHANE	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90-25984	31-Aug-1990	236927	01-May-1992

178

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VIBRATHANE	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	40200252460	14-Nov-2002	591658	31-Aug-2004
VITATHIRAM	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	97-36120	04-Aug-1997	416151	13-Aug-1998
VITAVAX	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	87-15037	01-Aug-1987	169677	09-May-1989
WRM	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90-25980	31-Aug-1990	223898	15-Oct-1991
WRM	Korea, Republic of	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90-25985	31-Aug-1990	236928	01-May-1992
TRIMENE BASE	Kosovo	Uniroyal Chemical Company, Inc. (Delaware)	Pending	4891	16-Oct-2008
KEMIKAR	Latvia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M-93-861	23-Jan-1993	14192	11-Apr-1994
MICROMITE	Libya	Uniroyal Chemical Company, Inc. (Delaware)	Published	7331	30-May-2006
SEMEVAX	Libya	Uniroyal Chemical Company, Inc. (Delaware)	Published	7330	30-May-2006

179

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
KEMIKAR	Lithuania	Uniroyal Chemical Company, Inc. (Delaware)	Registered	RL3167	25-Jan-1993	6980	09-Apr-1993
DIMILIN	Macao	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2744	11-Dec-1987	2744-M	25-Jan-1988
DIMILIN	Madagascar	Uniroyal Chemical Company, Inc. (Delaware)	Registered	95/0038D	03-Mar-1995	01145	06-Nov-1995
DIMILIN	Malaya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	83714	17-Sep-1979	M/83714	17-Sep-1979
MICROMITE	Malaya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000M/83645	10-Sep-1979	000M/83645	10-Mar-1979
RESCUE	Malaya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M/94977	07-May-1982	M/094977	07-May-1982
ROYAL MH-30	Malaya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000M/85646	10-Mar-1980	0000B85646	10-Mar-1980
VITAVAX	Malaya	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M/48089	11-Jun-1967	M/48089	12-Jun-1967
ACRAMITE	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	634953	17-Dec-2003	823939	27-Feb-2004

180

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADIPRENE EXTREME	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	630041	18-Nov-2003	817733	16-Jan-2004
DIMILIN	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	29097	27-Jul-1987	355111	10-Nov-1988
FAZOR	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000492074	21-Jun-2001	0000720930	31-Jul-2001
FLORAMITE	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	634954	17-Dec-2003	823940	27-Feb-2004
FLUPRO	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000471909	20-Feb-2001	697066	26-Apr-2001
FUERA	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000409488	04-Feb-2000	645247	29-Feb-2000
NAUGARD	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered		06-Jan-1967	135096	20-Mar-1967
PANTERA	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000326247	17-Mar-1998	576656	17-May-1998
PROCURE	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	630036	18-Nov-2003	817731	16-Jan-2004

181

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PROSTAR	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000326553	19-Mar-1998	576836	19-May-1998
RIBBON FLOW	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	622972	08-Oct-2003	842445	08-Oct-2003
ROYAL MH-30	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	59152	20-Mar-1989	369330	06-Nov-1989
TERRAGUARD	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	630037	18-Nov-2003	817732	16-Jan-2004
TERRAVAX	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000326072	16-Mar-1998	575189	31-Mar-1998
TERRAZOLE	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000247360	07-Nov-1995	511121	28-Nov-1995
TRIGRAN	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	239756	09-Oct-1984	306980	08-May-1985
VIBRABOND	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	142949	23-Jun-1992	431695	10-Mar-1993
VIBRATHANE	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000253495	23-Aug-1985	350419	18-Jul-1988

182

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VITAFLO	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	414482	07-Mar-2000	797592	27-Jun-2003
VITAVAX	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	147108	02-Jul-1979	242109	12-Mar-1980
WRM	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	602242	23-May-2003	831184	20-Apr-2004
WRM	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	602243	23-May-2003	831185	20-Apr-2004
POLYLOC	Moldova	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000010486	26-Jul-2001	8897	05-Aug-2002
ACRAMITE	Morocco	Uniroyal Chemical Company, Inc. (Delaware)	Registered	76424	16-Feb-2001	76424	19-Feb-2001
ALAR	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90455	10-Jun-1969	90455	12-Mar-1970
B-NINE	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	205155	01-Oct-1990	205155	28-May-1996
CASORON	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered		26-Feb-1969	89517	16-Dec-1969

183

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CATAPULT	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	134921	10-Nov-1980	134921	22-Jun-1983
DEVICE (BULLSEYE)	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	125044	08-Sep-1978	125044	29-Sep-1981
DIMILIN	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	110990	12-Feb-1975	110990	26-Sep-1977
DURAZONE	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	214192	04-Nov-1991	214192	26-May-1995
DWELL	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	138756	04-Sep-1981	138756	11-Jul-1985
FOIL	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	183815	17-May-1988	183815	16-Sep-1991
FURAVAX	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	118513	09-Feb-1977	118513	12-Mar-1980
MICROMITE	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	129432	05-Sep-1979	129432	20-Oct-1982
NAUGARD	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	117344	21-Oct-1976	117344	29-Sep-1978

184

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OMITE	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	83404	20-Feb-1967	83404	10-Jan-1968
PANTERA	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	183816	17-May-1988	183816	07-May-1991
PLANTVAX	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	132382	30-Apr-1980	132382	02-Dec-1982
POLYLITE	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	123413	10-May-1978	123413	12-Jan-1981
RIBBON FLOW	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	231537	29-Oct-1993	231537	20-Dec-1996
ROYALFLO	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	247268	29-Mar-1995	247268	17-Sep-1997
TERRAZOLE	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	102828	04-Jan-1973	102828	11-Jan-1974
VIBRASPRAY	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	131525	29-Feb-1980	131525	10-Dec-1982
VITAFLO	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	119080	13-Apr-1977	119080	23-Nov-1978

185

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VITAVAX	New Zealand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	84201	06-Jun-1967	84201	22-May-1968
FAZOR	Nicaragua	Uniroyal Chemical Company, Inc. (Delaware)	Registered	02001-2710	13-Jul-2001	00053322CC	17-Apr-2002
DU-DIM	Norway	Uniroyal Chemical Company, Inc. (Delaware)	Registered	19772985	31-Oct-1977	101611	25-Jan-1979
COMITE	Pakistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	74731	27-Jul-1981	74731	27-Jul-1981
DEVICE (BULLSEYE)	Pakistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	68150	21-Sep-1978	68150	21-Sep-1978
DIMILIN	Pakistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	69860	04-Jul-1979	69860	17-Dec-1980
OMITE	Pakistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	57878	21-Sep-1972	57878	21-Sep-1972
PROVAX	Pakistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99013	12-Jul-1988	99013	12-Jul-1988
ROYALFLO	Pakistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	129461	02-Apr-1995	129461	01-Aug-2002

186

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TERRA-COAT	Pakistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	58234	23-Jan-1973	58234	23-Jan-1973
VITAVAX	Pakistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	57880	21-Sep-1972	57880	21-Sep-1972
FAZOR	Panama	Uniroyal Chemical Company, Inc. (Delaware)	Registered	120408	05-Apr-2002	120408	05-Apr-2002
FLUPRO	Panama	Uniroyal Chemical Company, Inc. (Delaware)	Registered	120409	05-Apr-2002	120409	05-Dec-2003
FAZOR	Paraguay	Uniroyal Chemical Company, Inc. (Delaware)	Registered	06017-2002	18-Mar-2002	251709	14-Nov-2002
DEVICE (BULLSEYE)	Peru	Uniroyal Chemical Company, Inc. (Delaware)	Registered	78392	17-May-1984	54308	16-Aug-1984
DIMILIN	Peru	Uniroyal Chemical Company, Inc. (Delaware)	Registered	8615	15-Nov-1977	15810	12-Sep-1978
FAZOR	Peru	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000075340	03-Jun-2001	075340	03-Oct-2001
FLUPRO	Peru	Uniroyal Chemical Company, Inc. (Delaware)	Registered	124301/2001	20-Feb-2001	71729/2001	21-May-2001

187

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OMITE	Peru	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000176572	25-Oct-1990	89552	13-Feb-1991
RIBBON FLOW	Peru	Uniroyal Chemical Company, Inc. (Delaware)	Registered	230156	28-Oct-1993	9146	12-Aug-1994
TEDION V18	Peru	Uniroyal Chemical Company, Inc. (Delaware)	Registered	127228	07-Oct-1987	72314	17-Dec-1987
WRM	Peru	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0227588/93	15-Sep-1993	04756	30-Dec-1993
WRM	Peru	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0227589/93	15-Sep-1993	04757	30-Dec-1993
VITAVAX	Philippines	Uniroyal Chemical Company, Inc. (Delaware)	Pending	4-2004-01182	14-Dec-2004
ADIPRENE	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered		28-Dec-1954	36624	28-Dec-1954
ADOBE	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000Z-231965	22-Feb-2001	156734	07-Jun-2005
ALLEGIANCE	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00Z-213396	02-Mar-2000	146436	03-Feb-2004

188

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ASSAULT	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000Z-243464	27-Nov-2001	162674	14-Nov-2005
DU-CASON	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	Z-86091	20-Jun-1988	63926	27-Sep-1990
JAG	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000Z-243463	27-Nov-2001	162673	14-Nov-2005
PANTERA	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	Z86018	01-Jun-1988	63914	27-Jan-1990
POLYBOND	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	Z-106921	09-Mar-1992	078598	05-Oct-1994
POLYLOC	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	Z-238302	16-Jul-2001	NR159383	15-Jul-2005
PROVAX	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00Z-190719	18-Aug-1998	131560	10-Aug-2001
RIBBON FLOW	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00Z-126438	02-Nov-1993	87713	12-Dec-1995
SCREEN	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	Z-234263	11-Apr-2001	156778	21-Apr-2005

189

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TRIMENE BASE	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00Z-190526	12-Aug-1998	131921	16-Aug-2001
VITAVAX	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	69078	01-Mar-1970	49101	09-Mar-1970
VORTEX	Poland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	000Z-243463	27-Nov-2001	162672	14-Nov-2005
PROVAX	Portugal	Uniroyal Chemical Company, Inc. (Delaware)	Registered	305456	11-Jan-1995	305456	14-Oct-1998
VIBRABOND	Portugal	Uniroyal Chemical Company, Inc. (Delaware)	Registered	21805	11-Aug-1981	21805	06-Jan-1989
ALLEGIANCE	Romania	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M200000531	07-Feb-2000	41850	07-Feb-2000
ASSAULT	Romania	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M200105609	07-Nov-2001	49366	07-Nov-2001
FLEXZONE	Romania	Uniroyal Chemical Company, Inc. (Delaware)	Registered	20116	16-May-1969	6122	16-May-1969
JAG	Romania	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M200105611	07-Nov-2001	48973	07-Nov-2001

190

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
POLYLOC	Romania	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M 2001 03357	11-Jul-2001	47315	11-Jul-2001
SIGNAL	Romania	Uniroyal Chemical Company, Inc. (Delaware)	Registered	M200000379	30-Jan-2001	45858	30-Jan-2001
TRIMENE BASE	Romania	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000020117	16-May-1989	0000006120	01-May-1969
CASORON	Russian Federation	Uniroyal Chemical Company, Inc. (Delaware)	Registered	94541	17-Jun-1982	72272	17-Dec-1982
CASORON (IN CYRILLIC)	Russian Federation	Uniroyal Chemical Company, Inc. (Delaware)	Registered	94542	17-Jun-1982	72271	17-Dec-1982
DIMILIN	Russian Federation	Uniroyal Chemical Company, Inc. (Delaware)	Registered	86661	02-Jul-1979	65897	02-Jul-1979
KEMIKAR	Russian Federation	Uniroyal Chemical Company, Inc. (Delaware)	Registered			76340	06-Apr-1984
OMITE (IN CYRILLIC)	Russian Federation	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000154611	17-Mar-1992	0000112399	12-Jul-1993
POLYLOC	Russian Federation	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001721328	17-Jul-2001	231375	15-Dec-2002

191

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
RIBBON FLOW	Russian Federation	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0093051682	23-Nov-1993	0000129992	24-Jul-1995
VITAVAX	Russian Federation	Uniroyal Chemical Company, Inc. (Delaware)	Registered	55658	03-Mar-1970	40821	30-Dec-1970
DIMILIN	Sabah	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000025028	17-Sep-1979	25028	11-Sep-1979
ALAR	Sarawak	Uniroyal Chemical Company, Inc. (Delaware)	Registered	SAR/20842	12-Jan-1980	SAR/20842	12-Jan-1980
B-NINE	Sarawak	Uniroyal Chemical Company, Inc. (Delaware)	Registered	SAR/B20844	12-Jan-1980	SAR/20844	12-Jan-1980
DIMILIN	Sarawak	Uniroyal Chemical Company, Inc. (Delaware)	Registered		11-Sep-1979	20241	11-Sep-1979
MICROMITE	Sarawak	Uniroyal Chemical Company, Inc. (Delaware)	Registered	20839	12-Jan-1980	SAR/20839	12-Jan-1980
OMITE	Sarawak	Uniroyal Chemical Company, Inc. (Delaware)	Registered	20840	12-Jan-1980	20840	12-Jan-1980
TRIMENE BASE	Serbia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00Z-689/68	26-Sep-1968	18568	21-Apr-1970

192

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DIMILIN	Singapore	Uniroyal Chemical Company, Inc. (Delaware)	Registered	82031	08-Sep-1979	82031D	08-Sep-1979
RIBBON FLOW	Singapore	Uniroyal Chemical Company, Inc. (Delaware)	Registered	08336/93	26-Oct-1993	T9308336D	26-Oct-1993
ADIPRENE	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered		07-Jan-1985	166243	09-Jun-1986
ADOBE	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	POZ0537-2001	23-Feb-2001	199110	13-May-2002
ALLEGIANCE	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	Z0355-2000	11-Feb-2000	195660	18-Jun-2001
ASSAULT	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Pending	03297-2001	09-Nov-2001
JAG	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	03296-2001	09-Nov-2001	201705	16-Jan-2003
POLYBOND	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	67283	16-Mar-1992	173892	20-Feb-1995
POLYLOC	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Pending	PO2166-2001	16-Jul-2001

193

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
RIBBON FLOW	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	16994	10-Dec-1993	178703	24-Nov-1997
SCREEN	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	POZ0538-2001	23-Feb-2001	199111	13-May-2002
TRIMENE BASE	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000042326	27-Sep-1968	158690	20-Feb-1969
VORTEX	Slovak Republic	Uniroyal Chemical Company, Inc. (Delaware)	Registered	02198-2001	09-Nov-2001	201707	16-Jan-2003
RIBBON FLOW	Slovenia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0Z 9371014	17-Nov-1993	9371014	01-Dec-1997
ADIPRENE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	54/1539	19-May-1954	1954/01539	24-Nov-1954
ADIPRENE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	54/3434	25-Oct-1954	1954/03434	20-Apr-1955
ALANAP	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	57/3869	10-Dec-1957	57/3869	16-Apr-1958
ALLEGIANCE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99/15869	30-Aug-1999	99/15869	09-Dec-2002

194

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BLE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	69/0123	14-Jan-1969	A69/0123	06-Mar-1970
B-NINE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	64/2615	28-Jul-1964	B64/2615	16-Jun-1965
CASORON	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	60/2052	07-Jun-1960	60/2052	05-Oct-1960
CAYTUR	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79/3036	13-Jun-1979	79/3036	13-Jun-1980
DEVICE (BULLSEYE)	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	78/4355	05-Sep-1978	78/4355	12-Oct-1979
HEAD Design (Primitive)	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90/2686	09-Apr-1990	90/2686	17-May-1993
DIMILIN	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered		02-Dec-1974	74/6294	04-Oct-1976
EVERSHIELD	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2000/08986	10-May-2000	2000/08986	10-May-2000
FLORAMITE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001/1954	06-Feb-2001	200101954	06-Feb-2001

195

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
MICROMITE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79/4713	05-Sep-1979	79/4713	17-Oct-1980
NAUGAWHITE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	69/0121	14-Jan-1969	69/0121	01-Apr-1970
OCTAMINE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	69/0120	14-Jan-1969	69/0120	31-Oct-1969
PANTERA	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	883844	16-May-1988	883844	15-Jul-1990
PLANTVAX	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	69/0281	27-Jan-1969	69/0281	06-Mar-1970
POLYBOND	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1592/80	20-Mar-1980	1592/80	11-Sep-1981
POLYLOC	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001/12051	11-Jul-2001	200112051	11-Jul-2001
POLYLOC	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001/14023	14-Aug-2001	2001/14023	14-Oct-2008
PROVAX	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	88/5855	15-Jul-1988	88/5855	29-Jun-1990

196

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
RIBBON FLOW	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	94/9544	05-Sep-1994	94/9544	10-Apr-1997
ROYAL MH-30 SG	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	835179	27-Jul-1983	835179	27-Jul-1983
ROYALCAP	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	99/09262	25-May-1999	99/09262	10-Jun-2002
ROYALCAST	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90/7357	28-Aug-1990	90/7357	17-May-1993
ROYALFLO	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	94/9545	05-Sep-1994	94/9545	25-Apr-1997
SCREEN	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	200113104	30-Jul-2001	200113104	30-Jul-2001
SOLITHANE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	70/4966	04-Nov-1970	70/4966	03-Jan-1972
SYNTON	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	81/9697	21-Dec-1981	81/9697	17-Nov-1983
TEDION V18	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	55/2080	29-Jun-1955	2080/55	08-Feb-1956

197

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TERRAZOLE	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	69/4553	25-Sep-1969	69/4553	21-May-1973
TRIVAX	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	78/3681	31-Jul-1978	78/3681	13-Jul-1979
WRM	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90/2687	09-Apr-1990	90/2687	17-May-1993
WRM	South Africa	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90/2688	09-Apr-1990	90/2688	17-May-1993
ACRAMITE	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002376130	06-Feb-2001	2376130	20-Jul-2001
ADIPRENE	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered		07-Aug-1954	284902	31-Mar-1955
ALAR-85	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2442342	27-Aug-2001	2442342	20-May-2002
FLORAMITE	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002376131	06-Feb-2001	0002376131	20-Jul-2001
NAUGARD	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered		03-Jan-1967	521476/9	02-Sep-1968

198

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PANAREX	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002355716	06-Nov-2000	0002355716	07-May-2001
PANAREX	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002355715	06-Nov-2000	0002355715	07-May-2001
RIBBON FLOW	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1788653	10-Nov-1993	1788653	04-Apr-1994
TERRAZOL	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered		24-Sep-1980	0000952935	05-Oct-1981
TERRAZOLE	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered		11-Jul-1975	794890	17-Jun-1978
ZETOS	Spain	Uniroyal Chemical Company, Inc. (Delaware)	Registered		18-Jun-1969	591421	03-Dec-1973
TEDION V18	Sri Lanka	Uniroyal Chemical Company, Inc. (Delaware)	Registered	17225	24-Jul-1956	17225	30-Aug-1957
DIMILIN	Sudan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000015313	05-Mar-1975	15313	05-Apr-1977
ACRAMITE	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001-00784	02-Feb-2001	0000351765	18-Jan-2002

199

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADIPRENE	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00054-1381	19-May-1954	0000077972	10-Apr-1955
ALAR	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00065-2820	06-Jul-1965	0000125651	13-Dec-1968
CASORON	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	88-8284	29-Sep-1988	223224	03-May-1991
CAYTUR	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00080-3061	07-Jun-1979	0000172483	13-Jun-1980
HEAD Design (Primitive)	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00090-3655	12-Apr-1990	0000228403	29-Nov-1991
DIMILIN	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	77-0478	01-Feb-1977	166557	23-Feb-1979
DU-DIM	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	197705086	31-Oct-1977	163849	22-Jun-1978
NAUGALUBE	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00081-2055	13-Apr-1981	0000178134	11-Sep-1981
POLYBOND	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	80-1477	17-Mar-1980	182558	06-Aug-1982

200

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
POLYBOND	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	92-2097	05-Mar-1992	244901	30-Dec-1992
RIBBON FLOW	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0093-10685	11-Nov-1993	259567	15-Jul-1994
SYNTON	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	81-6756	15-Dec-1981	187672	12-Aug-1983
VIBRABOND	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00081-3791	17-Jul-1981	0000180522	12-Mar-1982
VIBRASPRAY	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00081-3790	17-Jul-1981	0000179789	22-Jan-1982
VIBRATHANE	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	00071-4201	13-Oct-1971	0000138883	07-Apr-1972
VITAVAX	Sweden	Uniroyal Chemical Company, Inc. (Delaware)	Registered	67-2455	06-Jun-1967	125570	06-Dec-1968
ACRAMITE	Switzerland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1203/2001	06-Feb-2001	487316	25-Jul-2001
ADIPRENE	Switzerland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	02534/1974	21-Apr-1974	2P271240	21-May-1974

201

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BXA	Switzerland	Uniroyal Chemical Company, Inc. (Delaware)	Registered	9853/93	19-Aug-1993	P413412	19-Aug-1993
ACRAMITE (IN CHINESE)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90022379	04-Jun-2001	1003725	01-Jul-2002
ADIPRENE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044145	09-Oct-1990	530858	16-Sep-1991
ADIPRENE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044146	09-Oct-1990	529346	16-Aug-1991
ADIPRENE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044148	09-Oct-1990	525064	01-Aug-1991
ADIPRENE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0079-44148	09-Oct-1990	530508	01-Sep-1991
ADIPRENE EXTREME	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	092065775	13-Nov-2003	1120860	01-Oct-2004
AMINOX	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044143	09-Oct-1990	530091	01-Aug-1991
BLE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	87040736	19-Aug-1998	880337	01-Feb-2000

202

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
CASORON (with characters)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90022380	04-Jun-2001	1003726	01-Jul-2002
DIMILIN	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	7057696	15-Dec-1988	444299	01-Jun-1989
DIMILIN (CHINESE CHARACTERS)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered		01-Oct-1978	104002	01-Oct-1978
ESEN	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	87040738	19-Aug-1998	866516	16-Sep-1999
FLEXAMINE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	87040747	19-Aug-1998	866518	16-Sep-1999
METHAZATE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	89001850	13-Jan-2000	949077	16-Jul-2001
MONEX	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	88006262	11-Feb-1999	890447	01-May-2000
NAUGALUBE 403	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000001795	01-Feb-1979	116889	01-Jul-1979
NAUGARD	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044142	09-Oct-1990	530857	16-Aug-1991

203

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
NAUGAWHITE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	87040746	19-Aug-1998	866520	16-Sep-1999
OCTAMINE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044144	09-Oct-1990	535855	01-Oct-1991
OMITE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered		29-Feb-1968	48251	01-Aug-1971
OMITE (IN CHINESE)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90022375	04-Jun-2001	1003722	01-Jul-2002
OMITE (IN CHINESE)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90022374	04-Jun-2001	1003721	01-Jul-2002
PANTERA (IN CHINESE)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90022378	04-Jun-2001	1003724	01-Jul-2002
PLANTVAX	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000034698	01-Sep-1972	62308	01-Feb-1973
PLANTVAX (IN CHINESE)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90022376	04-Jun-2001	103723	01-Jul-2002
POLYLOC	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90028295	10-Jul-2001	100568	01-Jun-2002

204

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
POLYLOC (IN CHINESE)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90041614	09-Oct-2001	994181	16-Apr-2002
RIBBON FLOW	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	82054471	04-Nov-1993	652158	16-Aug-1994
RIBBON FLOW	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	83022760	18-Mar-1994	663214	16-Dec-1994
ROYALAC	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered		20-May-1977	93413	01-Dec-1977
SUNPROOF	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	87040745	19-Aug-1998	866519	16-Sep-1999
TERRAZOLE (IN CHINESE)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	89049356	25-Aug-2000	945405	16-Jun-2001
TERRAZOLE (IN CHINESE)	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	90022377	04-Jun-2001	1006340	16-Jul-2002
THIOSTOP	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79039548	07-Sep-1990	535846	01-Oct-1991
VIBRATHANE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044149	09-Oct-1990	535856	01-Oct-1991

205

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VIBRATHANE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044150	09-Oct-1990	529347	16-Jul-1991
VIBRATHANE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044151	09-Oct-1990	527504	01-Jul-1991
VIBRATHANE	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	79044152	09-Oct-1990	530509	01-Aug-1991
VITAVAX	Taiwan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	87039159	11-Aug-1998	858781	16-Jul-1999
ADIPRENE	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	409118	18-Jan-2000	110157	15-Mar-2000
ADIPRENE (IN THAI CHARACTERS)	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	322409	17-Nov-1986	TM54137	17-Nov-1986
ADIPRENE (IN THAI CHARACTERS)	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	322410	17-Nov-1986	TM54138	17-Nov-1986
ADIPRENE EXTREME	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	563381	25-Aug-2004	237159	26-Mar-2006
BI-LARV	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	409120	07-Feb-1990	TM110158	15-Mar-2000

206

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BILARV (In Thai)	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	557064	27-Jun-2004	211540	26-Jan-2005
DEVICE (BULLSEYE)	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	369211	09-Sep-1998	TM80604	22-Oct-1998
DIMILIN	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	394521	09-Aug-1999	TM100319	22-Oct-1999
FLY-DIM	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	431691	07-Sep-2000	TM145544	24-Oct-2001
NAUGARD	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	405273	30-Nov-1999	TM107528	08-Feb-2000
OMITE	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	226986	12-Mar-1992	TM28	26-Jun-1993
OMITE (IN LOCAL CHARACTERS)	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	300943	18-Jan-1996	TM55317	14-Feb-1997
PANTERA	Thailand	Chemtura Corporation	Registered	363266	28-Jun-1988	TM77979	07-Mar-1989
PLANTVAX	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	404194	19-Nov-1999	TM106148	21-Jan-2000

207

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
RIBBON FLOW	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	256827	07-Dec-1993	TM59811	13-Jun-1997
ROYAL MH-30	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	257317	14-Dec-1993	TM10994	16-May-1994
TEDION V18	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	43831	24-Oct-1961	184912	02-Oct-2003
VITAVAX	Thailand	Uniroyal Chemical Company, Inc. (Delaware)	Registered	75845	20-Mar-1972	TM49669	25-Feb-1974
ALLEGIANCE	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2000 001967	09-Feb-2000	2000 01967	09-Feb-2000
CASORON	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	09267	22-Aug-1995	90611	22-Aug-1995
DEVICE (BULLSEYE)	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered		15-Nov-1998	117535	15-Nov-1998
DU-DIM	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2003/25320	24-Sep-2003	2003025320	24-Sep-2003
JAG	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001/023061	08-Nov-2001	2001023061	08-Nov-2001

208

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
NEMAREX	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2991/015802	10-Aug-2001	2001/015802	10-Aug-2001
PANTERA	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2000/009869	24-May-2000	2000/09869	24-May-2000
PLANTVAX	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	46243	12-Nov-1992	138209	19-Oct-1972
PROMITE S	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered		30-May-1988	106018	30-May-1988
PROVAX	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered		27-Sep-1988	106888	27-Sep-1988
ROYALFLO	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	9777/94	26-Sep-1994	154724	26-Sep-1994
SIGNAL	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2002/029865	21-Nov-2002	2002029865	21-Nov-2002
TERRA-COAT	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered		12-Mar-1983	76205	12-Mar-1983
TERRAZOLE	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered		12-Mar-1983	076206	12-Mar-1983

209

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VITAVAX	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	9900694	11-Mar-1990	117854	11-Mar-1990
VORTEX	Turkey	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001/023063	08-Nov-2001	2001023063	08-Nov-2001
POLYLOC	Ukraine	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2001074514	23-Jul-2001	34786	15-Sep-2003
ACRAMITE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002237681	28-Jun-2000	2237681	22-Dec-2000
ADIPRENE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000730321	17-May-1954	0000730321	17-May-1954
ADOBE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2261406	15-Feb-2001	2261406	13-Jul-2001
ALAR	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	881661	07-Jul-1965	881661	07-Jul-1965
AMINOX	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000719487	30-Jun-1953	0000719487	22-Oct-1954
ANCHOR	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2047541	05-Dec-1995	2047541	30-Aug-1996

210

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ARANOX	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000719488	30-Jun-1953	0000719488	13-Mar-1954
BLE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	719889	14-Jul-1953	719889	14-Jul-1953
CASORON	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1353192	01-Aug-1988	1353192	24-Nov-1989
CATAPULT	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1143331	05-Nov-1980	1143331	05-Nov-1980
CAYTUR	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1116176	20-Jun-1979	1116176	20-Jun-1979
CRUSOE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2262127	22-Feb-2001	2262127	03-Aug-2001
DURAZONE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1486287	18-Dec-1991	1486287	18-Dec-1991
FAZOR	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001200765	29-Jul-1983	1200765	29-Jul-1983
FLEXAMINE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000719489	30-Jun-1953	0000719489	12-Mar-1954

211

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
FLEXZONE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	802285	26-Feb-1960	802285	26-Feb-1960
FLORAMITE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2260071	02-Feb-2001	2260071	16-Jul-2001
JAG	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2284717	06-Nov-2001	2284717	05-Apr-2002
LINDEX	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000700600	17-Aug-1951	700600	17-Aug-1951
MAXTRON	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1200547	27-Jul-1983	1200547	27-Jul-1983
NAUGALUBE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001152084	07-Apr-1981	0001152084	07-Apr-1981
NAUGARD	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	903917	09-Jan-1967	903917	09-Jan-1967
NEMAREX	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2260191	05-Feb-2001	2260191	13-Jul-2001
OCTAMINE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	943175	27-May-1969	943175	27-May-1969

212

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OMITE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	905639	17-Feb-1967	905639	17-Feb-1967
PANAREX	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	224996	25-Oct-2000	2249996	11-May-2001
PANTERA	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1349609	30-Jun-1988	1349609	30-Jun-1988
PLANTVAX	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	946150	25-Jul-1969	946150	25-Jul-1969
POLYGARD	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	763651	19-Mar-1957	763651	19-Mar-1957
POLYLITE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	818648	24-Mar-1961	818648	24-Mar-1961
POLYLOC	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2274965	11-Jul-2001	2274965	11-Jul-2001
PROVAX	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001358239	20-Sep-1988	0001358239	20-Sep-1988
RIBBON FLOW	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1551723	27-Oct-1993	1551723	21-Oct-1994

213

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ROYALAC	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	919181	02-Jan-1968	919181	02-Jan-1968
SCREEN	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0002278075	15-Aug-2001	0002278075	04-Oct-2002
SIGNAL	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2225566	21-Mar-2000	2225566	20-Jan-2004
SOLITHANE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	801825	27-Oct-1959	801825	27-Oct-1959
TEDION V18	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	743837	28-Jun-1955	743837	03-Dec-1955
TERRA-COAT	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1004077	01-Jan-1973	1004077	01-Jan-1973
THE METEOR	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001114386	16-May-1979	1114386	16-May-1979
TRIMENE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000719491	30-Jun-1953	0000719491	30-Jun-1953
TUEX	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000719486	30-Jun-1953	0000719486	29-Sep-1953

214

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VIBRABOND	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1123003	25-Oct-1979	1123003	25-Oct-1979
VIBRASPRAY	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1113749	03-May-1979	1113749	14-Apr-1982
VITE	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0001535425	12-May-1993	1535425	24-Mar-1995
VORTEX	United Kingdom	Uniroyal Chemical Company, Inc. (Delaware)	Registered	228716	06-Nov-2001	2284716	05-Apr-2002
ACTAFOAM	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72166029	03-Apr-1963	765305	25-Feb-1964
ADEPT	United States of America	Chemtura Corporation	Registered	75/471990	22-Apr-1998	2260846	13-Jul-1999
ADIPRENE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	71665762	05-May-1954	0610867	23-Aug-1955
ALANAP	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	71636906	20-Oct-1952	574094	05-May-1953
AMINOX	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72182386	04-Feb-1963	779288	03-Nov-1964

215

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ARANOX	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72/181715	21-Nov-1963	781915	22-Dec-1964
ARAZATE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72/211947	12-Feb-1965	799001	23-Nov-1965
BEUTENE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	71317725	06-Aug-1931	0289954	15-Dec-1931
BIK	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	73013369	13-Feb-1974	1002414	28-Jan-1975
B-NINE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72174997	13-Aug-1963	765737	03-Mar-1964
BUTAZATE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72182383	04-Dec-1963	797947	26-Oct-1965
CASORON	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72155743	23-Oct-1962	753930	06-Aug-1963
COMITE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72393281	27-May-1971	953392	20-Feb-1973
CPB	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	73012658	04-Feb-1974	1005677	04-Mar-1975

216

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ETHAZATE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72182381	04-Dec-1963	797946	26-Oct-1965
FLEXAMINE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72211945	12-Feb-1965	798999	23-Nov-1965
HEPTEEN BASE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	71317726	06-Aug-1931	289955	15-Dec-1931
METHAZATE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72182384	04-Dec-1963	797948	26-Oct-1965
MH-30	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72166955	17-Apr-1963	766976	24-Mar-1964
NAUGARD 76	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	73518010	17-Jan-1985	1352297	06-Aug-1985
OCTAMINE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	720182380	04-Dec-1963	779286	03-Nov-1964
OPEX	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	75/817091	07-Oct-1999	2373004	01-Aug-2000
PACZOL	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	78317510	23-Oct-2003	2953669	17-May-2005

217

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
POLYBOND	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	73246296	16-Jan-1980	1201658	20-Jul-1982
POLYGARD	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	71634225	20-Aug-1952	0573548	21-Apr-1953
POLYWET	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	78/322486	03-Nov-2003	2916321	04-Jan-2005
PROCURE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	75/472476	22-Apr-1998	2251422	08-Jun-1999
ROYAL SLO-GRO	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72332270	10-Jul-1969	0926631	11-Jan-1972
ROYALTAC	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72426949	12-Jun-1972	0961833	26-Jun-1973
SORBATRAN	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72460629	18-Jun-1973	1020137	09-Sep-1975
SUNPROOF	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	74/142363	25-Feb-1991	1671531	14-Jan-1992
SYNTON	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	73306871	21-Apr-1981	1196613	01-Jun-1982

218

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TONOX	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72182385	04-Dec-1963	788898	04-May-1965
TUEX	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72182382	04-Dec-1963	779287	03-Nov-1964
UNIROYAL CHEMICAL	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	74/469058	13-Dec-1993	1873482	17-Jan-1995
UNIROYAL CHEMICAL	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	74/469061	13-Dec-1993	1869200	27-Dec-1994
VIBRARIM	United States of America	Crompton Corporation	Registered	78297904	09-Sep-2003	2961244	07-Jun-2005
VIBRATHANE	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72122044	24-Jun-1961	739228	16-Oct-1962
VIGILANTE	United States of America	Chemtura Corporation	Registered	73533178	19-Apr-1985	1364123	08-Oct-1985
WRM	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	74/229841	12-Dec-1991	1714849	15-Sep-1992
WYTOX	United States of America	Uniroyal Chemical Company, Inc. (Delaware)	Registered	72399033	02-Aug-1971	944425	10-Oct-1972
ALANAP	Uruguay	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0000337180	13-Feb-2002	0000337180	10-Feb-2002

219

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
TEDION V18	Uruguay	Uniroyal Chemical Company, Inc. (Delaware)	Registered		16-Aug-2001	333321	28-Oct-2001
KEMIKAR	Uzbekistan	Uniroyal Chemical Company, Inc. (Delaware)	Registered	93012183	12-Jul-1993	745	12-Jul-1993
ADIPRENE	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered		20-Dec-1985	00030491	18-Feb-1956
B-NINE	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered	14822-88	16-Aug-1988	149913	06-Dec-1993
FAZOR	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Published	010452-1999	16-Jun-1999
FLEXZONE	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2981	01-May-1966	55791	24-Sep-1969
FLUPRO	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered	03193-2001	23-Feb-2001	P238288	28-Jun-2002
FUERA	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2512-1999	24-Feb-1999	research4	19-Dec-2003
GRANOVAX	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered	8107	01-Dec-1976	86511-F	27-Apr-1978

220

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OMITE	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered			00071307	30-Nov-1972
PLANTVAX	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered			0000071309	30-Nov-1972
POLYBOND	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered	2262/80	18-Apr-1980	00106143-F	07-Feb-1984
ROYAL MH-30	Venezuela	Uniroyal Chemical Company, Inc. (NJ)	Registered	8001	10-Jul-1985	120196-F	25-Apr-1986
ROYALTAC	Venezuela	Chemtura Corporation	Registered	0000006560	01-Jul-1981	00111978-F	12-Dec-1984
TEDION V18	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1483	25-Apr-1960	42454	17-Oct-1962
TRIVAX	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered	6179	01-Sep-1979	102165-F	25-May-1983
VITAVAX	Venezuela	Uniroyal Chemical Company, Inc. (Delaware)	Registered			73464-F	17-Jul-1973
B-NINE	Viet Nam	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0N-0168/95	17-Jan-1995	0000017880	29-Aug-1995

221

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PLANTVAX	Viet Nam	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0N-0170/95	17-Jan-1995	17881	29-Aug-1995
VITAVAX	Viet Nam	Uniroyal Chemical Company, Inc. (Delaware)	Registered	0N-171/95	17-Jul-1995	18039	14-Sep-1995
FLORAMITE	Zambia	Uniroyal Chemical Company, Inc. (Delaware)	Registered	97/2001	09-Feb-2001	97/2001	16-Oct-2002
FLORAMITE	Zimbabwe	Uniroyal Chemical Company, Inc. (Delaware)	Registered	154/2001	07-Feb-2001	154/2001	03-Dec-2001
POLYLOC	Zimbabwe	Uniroyal Chemical Company, Inc. (Delaware)	Registered	730/2001	12-Jul-2001	730/2001	20-May-2002
ROYALCAP	Zimbabwe	Uniroyal Chemical Company, Inc. (Delaware)	Registered	1999/0527	27-May-1999	724/99	20-Dec-1999
ROYALFLO	Zimbabwe	Uniroyal Chemical Company, Inc. (Delaware)	Registered		24-Aug-1994	1245/94	08-May-1995
CASORON	African Union Territories (OAPI)	Uniroyal Chemical Company, Inc. (NJ)	Registered	69955	04-Feb-1980	19923	04-Feb-1980
POLYGARD	African Union Territories (OAPI)	Uniroyal Chemical Company, Inc. (NJ)	Registered	68733	06-Nov-1978	18668	04-Aug-1979

222

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
ADOBE	Argentina	Uniroyal Chemical Company, Inc. (NJ)	Registered	2328219	19-Feb-2001	1886151	19-Sep-2002
CRUSOE	Argentina	Uniroyal Chemical Company, Inc. (NJ)	Registered	2328676	22-Feb-2001	1892346	28-Oct-2002
FLUPRO	Argentina	Uniroyal Chemical Company, Inc. (NJ)	Registered	2328937	23-Feb-2001	1887162	26-Sep-2002
OCTAMINE	Argentina	Uniroyal Chemical Company, Inc. (NJ)	Registered	0002007121	01-Nov-1995	1619589	23-Oct-1996
DURAZONE	Bangladesh	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000033746	04-Nov-1991	0000033746	31-Jul-1995
MICROMITE	Bangladesh	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000151800	21-Sep-1979	0000151800	06-Jan-1985
OMITE	Bangladesh	Uniroyal Chemical Company, Inc. (NJ)	Registered	2077	04-Jun-1973	2077	21-Nov-1982
VITAVAX	Bangladesh	Uniroyal Chemical Company, Inc. (NJ)	Registered	59203	14-Mar-1999	59203	14-Mar-1999
ROYAL MH-30 SG	Bosnia and Herzegovina	Uniroyal Chemical Company, Inc. (NJ)	Registered	015420A	03-Aug-2001	BAZ15420A	14-Dec-2006

223

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PROCURE	Brazil	Chemtura USA Corporation	Pending	826057110	12-Nov-2003
TERRAGUARD	Brazil	Chemtura USA Corporation	Published	826057101	13-Nov-2003
ACROMITE	Chile	Uniroyal Chemical Company, Inc. (NJ)	Registered	472671	12-Jan-2000	616920	16-Apr-2002
DIMILIN	Costa Rica	Uniroyal Chemical Company, Inc. (NJ)	Registered	126396	07-Oct-1999	131430	14-Feb-2002
DIMILIN	Dominican Republic	Uniroyal Chemical Company, Inc. (NJ)	Registered		14-Dec-1979	29764	14-Dec-1979
FLUPRO	Dominican Republic	Uniroyal Chemical Company, Inc. (NJ)	Registered	2002-158931	26-Feb-2001	129947	15-Aug-2001
FUERA	Dominican Republic	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000009315	10-Mar-1999	0000103992	15-May-1999
PANTERA	Dominican Republic	Uniroyal Chemical Company, Inc. (NJ)	Registered	0099039210	25-Jun-1999	0000107406	15-Oct-1999
TERRAZOLE	Dominican Republic	Uniroyal Chemical Company, Inc. (NJ)	Registered			0000024943	05-Feb-1976
ACRAMITE	Egypt	Uniroyal Chemical Company, Inc. (NJ)	Pending	000140387	13-Feb-2001

224

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
COMITE	Egypt	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000077645	10-Jul-1990	0000077645	08-Apr-1993
OMITE (IN CYRILLIC)	Georgia	Uniroyal Chemical Company, Inc. (NJ)	Registered	1993 002279	17-Mar-1992	010858	23-Sep-1998
ROYAL MH-30 SG	Georgia	Uniroyal Chemical Company, Inc. (NJ)	Registered	1993009343	23-Dec-1993	11148	27-Nov-1998
DIMILIN	Honduras	Uniroyal Chemical Company, Inc. (NJ)	Registered		21-Nov-1979	28177	16-May-1980
FLUPRO	Honduras	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000839-01	28-Feb-2001	82125	10-Jul-2001
FUERA	Honduras	Uniroyal Chemical Company, Inc. (NJ)	Registered	3204/99	04-Mar-1999	80138	18-Dec-2000
PANTERA	Honduras	Uniroyal Chemical Company, Inc. (NJ)	Registered	8210/99	22-Jun-1999	79769	10-Nov-2000
DIMILIN	Hong Kong	Uniroyal Chemical Company, Inc. (NJ)	Registered		05-Jul-1979	858/1980	07-May-1980
RIBBON FLOW	Hong Kong	Uniroyal Chemical Company, Inc. (NJ)	Registered	0093/11675	02-Nov-1993	003264/96	12-Apr-1996

225

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
POLYGARD	India	Uniroyal Chemical Company, Inc. (NJ)	Registered	178241	29-Jan-1957	178241	29-Jan-1957
TETRA V18	Jordan	Uniroyal Chemical Company, Inc. (NJ)	Registered	43185	27-Aug-1996	43185	23-Jun-1997
VITAFLO	Jordan	Uniroyal Chemical Company, Inc. (NJ)	Registered			16533	01-Jan-1978
FLORAMITE	Kenya	Uniroyal Chemical Company, Inc. (NJ)	Pending	51963	29-Aug-2001
DIMILIN	Kuwait	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000047226	28-Jun-2000	0000037801	10-Jun-2002
ACRAMITE	Lebanon	Uniroyal Chemical Company, Inc. (NJ)	Registered	86418	15-Feb-2001	86418	15-Feb-2001
DEVICE (BULLSEYE)	Lebanon	Chemtura Corporation	Registered	0000076420	12-Sep-1978	60972	23-Sep-1993
OMITE	Lebanon	Uniroyal Chemical Company, Inc. (NJ)	Registered	85964	04-Jan-2001	85964	04-Jan-2001
B-NINE	Malaya	Uniroyal Chemical Company, Inc. (NJ)	Registered	000M/85644	10-Mar-1980	0000085644	10-Mar-1980
DU-DIM	Malaysia	Chemtura USA Corporation	Registered	089/MA7794	18-Dec-1989	089/MA7794	03-Nov-1994

226

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
OMITE	Mexico	Uniroyal Chemical Company, Inc. (Delaware)	Registered	9250	22-Feb-1967	139187	18-Nov-1967
SIGNAL	Moldova	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000099981	31-Jan-2001	0000008450	15-Jan-2002
MICROMITE	Morocco	Uniroyal Chemical Company, Inc. (NJ)	Registered		07-Nov-1980	75262	07-Nov-1980
DEVICE (HEAD)	Namibia	Uniroyal Chemical Company, Inc. (NJ)	Registered	00090/0453	18-Apr-1990	00090/0453	18-Apr-1990
WRM	Namibia	Uniroyal Chemical Company, Inc. (NJ)	Registered	00090/0454	18-Apr-1990	00090/0454	18-Apr-1990
WRM	Namibia	Uniroyal Chemical Company, Inc. (NJ)	Registered	00090/0455	18-Apr-1990	00090/0455	18-Apr-1990
DRUM PAL	New Zealand	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000137127	13-May-1981	0000137127	12-Sep-1984
FLUPRO	Nicaragua	Uniroyal Chemical Company, Inc. (NJ)	Published	002001-914	13-Mar-2001
FUERA	Nicaragua	Uniroyal Chemical Company, Inc. (NJ)	Registered	0099-00622	25-Feb-1999	45447	04-Dec-2000

227

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
PANTERA	Nicaragua	Uniroyal Chemical Company, Inc. (NJ)	Registered	0099-01964	18-Jun-1999	60101CC	05-Feb-2004
TRIMENE	Nicaragua	Uniroyal Chemical Company, Inc. (NJ)	Registered		24-Oct-1969	0000022175	30-Jan-1970
DIMILIN	Panama	Uniroyal Chemical Company, Inc. (NJ)	Registered	046592	11-Mar-1988	046592	15-Dec-1988
FUERA	Panama	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000101012	08-Jun-1999	0000101012	15-Apr-2002
PANTERA	Panama	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000103806	16-Nov-1999	0000103806	21-Nov-2000
DIMILIN	Paraguay	Uniroyal Chemical Company, Inc. (NJ)	Registered	218449	02-Oct-1979	218449	02-Oct-1979
OMITE	Paraguay	Uniroyal Chemical Company, Inc. (NJ)	Registered	00071-2000	04-Jan-2000	226902	21-Jul-2000
VITAVAX	Paraguay	Uniroyal Chemical Company, Inc. (NJ)	Registered	2000/1618	28-Jan-2000	226943	21-Jul-2000
ACRAMITE	Saudi Arabia	Uniroyal Chemical Company, Inc. (NJ)	Registered	0000069339	04-Feb-2001	0000588/52	19-Sep-2001

228

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
DIMILIN	Saudi Arabia	Uniroyal Chemical Company, Inc. (NJ)	Registered	8542	14-Jul-1979	85/42	10-Jun-1981
DURAZONE	Sri Lanka	Uniroyal Chemical Company, Inc. (NJ)	Registered	63851	18-May-1992	63851	18-May-1992
OMITE	Sri Lanka	Chemtura USA Corporation	Registered	34702	01-Sep-1972	34702	01-Sep-1972
PLANTVAX	Sri Lanka	Uniroyal Chemical Company, Inc. (NJ)	Registered	34698	01-Sep-1972	34698	01-Sep-1972
VITAVAX	Sri Lanka	Chemtura USA Corporation	Registered	34703	01-Sep-1972	34703	01-Sep-1972
ACRAMITE	Tunisia	Uniroyal Chemical Company, Inc. (NJ)	Registered		15-Feb-2001	00EE010307	15-Feb-2001
ALAR	Tunisia	Uniroyal Chemical Company, Inc. (NJ)	Registered	0EE97.0354	03-Feb-1967	0000071/82	03-Feb-1967
TEDION V18	Tunisia	Uniroyal Chemical Company, Inc. (NJ)	Registered		24-Mar-1995	EE950403	24-Mar-1995
ACRAMITE	Turkey	Uniroyal Chemical Company, Inc. (NJ)	Registered	2001/012520	28-Jun-2001	2001012520	28-Jun-2001
BLE	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	71309277	23-Dec-1930	0283324	26-May-1931

229

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
BLIZZARD	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	76/141338	06-Oct-2000	2942342	19-Apr-2005
LAUREX	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	71309275	23-Dec-1930	0288670	03-Nov-1931
NAUGAWHITE	United States of America	Chemtura Corporation	Registered	72056898	08-Aug-1958	0688941	01-Dec-1959
NITROPORE	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	72076109	19-Jun-1959	694425	15-Mar-1960
PROVAX	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	73765318	22-Nov-1988	1583268	20-Feb-1990
QUALITY THE ACTIVE INGREDIENT	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	73/819139	14-Aug-1989	1644864	21-May-1991
ROYALAC	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	72283830	31-Oct-1967	0869572	20-May-1969
ROYALTUF	United States of America	Chemtura Corporation	Registered	73773543	09-Jan-1989	1558675	03-Oct-1989
SOLITHANE	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	72084103	27-Oct-1959	703073	23-Aug-1960
TRIMENE BASE	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	71309276	23-Dec-1930	0285004	14-Jul-1931

230

Trademark	Country	Record Owner	Status	App. No.	App. Date	Reg. No.	Reg. Date
VIBRABOND	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	73222108	03-Jul-1979	1173764	20-Oct-1981
VIBRACURE	United States of America	Uniroyal Chemical Company, Inc. (NJ)	Registered	73200383	15-Jan-1979	1134920	13-May-1980
TERRAZOLE	Viet Nam	Uniroyal Chemical Company, Inc. (NJ)	Pending	0N-0169/95	17-Jan-1995
UNIROYAL & DEVICE	Botswana	Uniroyal Goodrich Licensing Services, Inc.(24) Uniroyal, Inc.	Registered			7441	09-Feb-1970
HYBASE	Sweden	Witco Chemical Corporation(25)	Registered	3713	26-Nov-1957	86321	16-Jan-1959

(24)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Uniroyal Goodrich Licensing Services, Inc.

(25)Company has confirmed that Chemtura Corporation is the beneficial owner of all trademarks currently held by Witco Chemical Corporation.

231

CHEMTURA CORPORATION

PATENTS

Pending and Granted Patents

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Brazil	Pending	PI0210116-5	31-May-2002			Anderol, Inc.	High Temperature Lubricant Composition
Canada	Pending	2449778	31-May-2002			Anderol, Inc.	High Temperature Lubricant Composition
China P.R.	Pending	200480016020.2	17-May-2004			Anderol, Inc.	Biodegradable Lubricants
European Patent Convention	Pending	02737317.4	31-May-2002			Anderol, Inc.	High Temperature Lubricant Composition
European Patent Convention	Pending	04752460.8	17-May-2004			Anderol, Inc.	Biodegradable Lubricants
Hong Kong	Pending	04103257.8	31-May-2002			Anderol, Inc.	High Temperature Lubricant Composition
Hong Kong	Pending	07102240.7	17-May-2004			Anderol, Inc.	Biodegradable Lubricants
Israel	Granted	159091	31-May-2002	159091	4-Sep-2007	Anderol, Inc.	High Temperature Lubricant Composition
Israel	Pending	172074	17-May-2004			Anderol, Inc.	Biodegradable Lubricants
Japan	Pending	2006-533152	17-May-2004			Anderol, Inc.	Biodegradable Lubricants
Malaysia	Pending	PI20055453	22-Nov-2005			Anderol, Inc.	Biodegradable Lubricants
Republic of Korea	Granted	10-20037015478	31-May-2002	0899832	21-May-2009	Anderol, Inc.	High Temperature Lubricant Composition
Republic of Korea	Pending	10-20057022305	17-May-2004			Anderol, Inc.	Biodegradable Lubricants
Singapore	Granted	200507086-7	17-May-2004	116988	31-Jul-2009	Anderol, Inc.	Biodegradable

1

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Lubricants
United States	Granted	11/464668	15-Aug-2006	7413682	19-Aug-2008	Anderol, Inc.	Antioxidants and Methods of Making Antioxidants
United States	Granted	11/672559	8-Feb-2007	7307049	11-Dec-2007	Anderol, Inc.	Antioxidants for Synthetic Lubricants and Methods and Manufacture
United States	Pending	11/923250	24-Oct-2007			Anderol, Inc.	Antioxidants for Synthetic Lubricants and Methods and Manufacture
United States	Granted	09/872191	1-Jun-2001	6436881	20-Aug-2002	Anderol, Inc.	High Temperature Lubricant Compositions
United States	Granted	10/443514	22-May-2003	7517837	14-Apr-2009	Anderol, Inc.	Biodegradable Lubricants
Brazil	Pending	PI9908014-1	8-Dec-1999			Basell North America  INC.	POLYPROPYLENE GRAFT COPOLYMERS WITH IMPROVED SCRATCH AND MAR RESISTANCE
China P.R.	Granted	99804334.6	8-Dec-1999	99804334.6	11-Aug-2004	Basell North America  INC.	POLYPROPYLENE GRAFT COPOLYMERS WITH IMPROVED SCRATCH AND MAR RESISTANCE
Finland	Granted	97112260.1	17-Jul-1997	0819709	13-Nov-2002	Basell North America  INC.	PROCESS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
France	Granted	97112260.1	17-Jul-1997	0819709	13-Nov-2002	Basell North America  INC.	PROCESS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
Germany	Granted	97112260.1	17-Jul-1997	69717017.9	13-Nov-2002	Basell North	PROCESS FOR

2

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						America  INC.	PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
Great Britain	Granted	97112260.1	17-Jul-1997	0819709	13-Nov-2002	Basell North America  INC.	PROCESS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
Great Britain	Granted	99973412.2	8-Dec-1999	1056807	26-Jan-2005	Basell North America  INC.	POLYPROPYLENE GRAFT COPOLYMERS WITH IMPROVED SCRATCH AND MAR RESISTANCE
Italy	Granted	97112260.1	17-Jul-1997	0819709	13-Nov-2002	Basell North America  INC.	PROCESS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
Japan	Granted	07-034561	31-Jan-1995	3942203	13-Apr-2007	Basell North America  INC.	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED POLYMERS THEREFROM
Japan	Pending	9-195571	22-Jul-1997			Basell North America  INC.	PROCESS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
Mexico	Granted	26568	19-Mar-1991	178527	3-Jul-1995	Basell North America  INC.	HEAT RESISTANT PROPYLENE POLYMER COMPOSITIONS.
Mexico	Granted	9203003	18-Jun-1992	181022	14-Mar-1996	Basell North America  INC.	PROCESS FOR GRAFTING VINYL MONOMERS ON

3

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PARTICULATE OLEFIN POLYMERS.
Mexico	Granted	9505087	18-Jun-1992	194888	12-Jan-2000	Basell North America  INC.	PROCESS FOR GRAFTING VINYL MONOMERS ON PARTICULATE OLEFIN POLYMERS.
Mexico	Granted	2000/007976	8-Dec-1999	213940	25-Apr-2003	Basell North America  INC.	POLYPROPYLENE GRAFT COPOLYMERS WITH IMPROVED SCRATCH AND MAR RESISTANCE
Republic of Korea	Granted	1997-0033792	19-Jul-1997	367194	23-Dec-2002	Basell North America  INC.	PROCESS AND APPARATUS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
Republic of Korea	Granted	10-1992-10648	19-Jun-1992	231675	31-Aug-1999	Basell North America  INC.	PROCESS FOR GRAFTING VINYL MONOMERS ON PARTICULATE OLEFIN POLYMERS.
Australia	Granted	2003-243202	7-May-2003	2003243202	15-Jan-2009	Bio-Lab, Inc.	Catalytic Oxidation of Peroxy Salts
Australia	Pending	2004-268945	13-Aug-2004			Bio-Lab, Inc.	Dual Layer Tablet, Method of Making and Use Thereof
Australia	Granted	14194/92	30-Jan-1992	651186	22-Nov-1994	Bio-Lab, Inc.	Disinfectant for the Treatment of Water Systems
Australia	Granted	25780/92	3-Sep-1992	659678	3-Oct-1995	Bio-Lab, Inc.	COMPOSITIONS AND METHODS FOR CONTROLLING THE GROWTH OF

4

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							MICROBIALS IN AQUEOUS MEDIA
Australia	Granted	69859/98	12-May-1995	717276	6-Jul-2000	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water Systems
Australia	Granted	69858/98	12-May-1995	708827	5-Nov-1998	Bio-Lab, Inc.	Tablet Compostions for Controlling Microbial Growth
Australia	Granted	25542/95	12-May-1995	693210	5-Nov-1998	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water Systems
Australia	Granted	59383/96	30-May-1996	696499	24-Dec-1998	Bio-Lab, Inc.	SEQUESTERED COPPER ALGICIDES USING IONIC POLYMERIC STABILIZING AGENTS
Australia	Granted	57388/96	10-May-1996	706731	7-Oct-1999	Bio-Lab, Inc.	Slow-Dissolving Multi-Functional Sanitizer and Clarifier
Australia	Granted	57347/96	8-May-1996	718428	27-Jul-2000	Bio-Lab, Inc.	CHLOROISOCYANURIC ACID COMPOSITION HAVING REDUCED GAS EVOLUTION
Australia	Pending	2004321724	9-Jul-2004			Bio-Lab, Inc.	Calcium Hypochlorite Compositions
Canada	Granted	2,484,889	7-May-2003	2484889	15-Sep-2009	Bio-Lab, Inc.	Catalytic Oxidation of Peroxy Salts
Canada	Pending	2536200	13-Aug-2004			Bio-Lab, Inc.	Dual Layer Tablet, Method of Making and Use Thereof
Canada	Granted	2103715	30-Jan-1992	21037150	6-Jan-1998	Bio-Lab, Inc.	Disinfectant for the

5

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Treatment of Watetr Systems
Canada	Granted	2116454	3-Sep-1992	2116454	7-May-2002	Bio-Lab, Inc.	Compositions and Methods For Controlling The Growth of Microbials In Aqueous Media
Canada	Granted	2190490	12-May-1995	2190490	18-Jan-2000	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water Systems
Canada	Pending	2,223,991	30-May-1996			Bio-Lab, Inc.	Sequestered Copper Algicides Using Ionic Polymeric Stabilizing Agents
Canada	Granted	2,221,252	10-May-1996	2,221,252	17-Aug-2004	Bio-Lab, Inc.	Slow-Dissolving Multi-Functional Sanitizer and Clarifier
Canada	Granted	2221154	8-May-1996	2221154	6-Feb-2001	Bio-Lab, Inc.	CHLOROISOCYANURIC ACID COMPOSITION HAVING REDUCED GAS EVOLUTION
Canada	Pending	2,449,656	4-Jun-2002			Bio-Lab, Inc.	Self Cleaning Probe System
Canada	Pending	2570980	9-Jul-2004			Bio-Lab, Inc.	Calcium Hypochlorite Compositions
China P.R.	Pending	200480043364.2	9-Jul-2004			Bio-Lab, Inc.	Calcium Hypochlorite Compositions
European Patent Convention	Pending	03750080.8	7-May-2003			Bio-Lab, Inc.	Catalytic Oxidation of Peroxy Salts
European Patent Convention	Pending	04781023.9	13-Aug-2004			Bio-Lab, Inc.	Dual Layer Tablet, Method of Making and Use Thereof

6

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
European Patent Convention	Pending	04777735.4	9-Jul-2004			Bio-Lab, Inc.	Calcium Hypochlorite Compositions
France	Granted	EP92919807.5	3-Sep-1992	0637914	11-Nov-1998	Bio-Lab, Inc.	Compositions and Method for Controlling the Growth of Microbials in Aqueous Media
France	Granted	95919888.8	12-May-1995	0759890	19-Dec-2001	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water Systems
Germany	Granted	92919807.5	3-Sep-1992	69227595.9	11-Nov-1998	Bio-Lab, Inc.	COMPOSITIONS AND METHODS FOR CONTROLLING THE GROWTH OF MICROBALS IN AQUEOUS MEDIA
Great Britain	Granted	95919888.8	12-May-1995	0759890	19-Dec-2001	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water Systems
Italy	Granted	92919807.5	3-Sep-1992	0637914	11-Nov-1998	Bio-Lab, Inc.	COMPOSITIONS AND METHODS FOR CONTROLLING THE GROWTH OF MICROBIALS IN AQUEOUS MEDIA
Italy	Granted	95919888.8	12-May-1995	0759890	19-Dec-2001	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water Systems
Japan	Granted	506607/92	30-Jan-1992	3323197	28-Jun-2002	Bio-Lab, Inc.	Disinfectant for the Treatment of Water Systems

7

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Mexico	Granted	92-00563	10-Feb-1992	177237	15-Mar-1995	Bio-Lab, Inc.	Disinfectant for the Treatment of Water Systems
New Zealand	Granted	536388	7-May-2003	536388	8-Nov-2007	Bio-Lab, Inc.	Catalytic Oxidation of Peroxy Salts
New Zealand	Granted	545253	13-Aug-2004	545253	8-Jan-2009	Bio-Lab, Inc.	Dual Layer Tablet, Method of Making and Use Thereof
New Zealand	Granted	285971	12-May-1995	285971	11-May-1999	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water Systems
New Zealand	Pending	552081	9-Jul-2004			Bio-Lab, Inc.	Calcium Hypochlorite Compositions
South Africa	Granted	2004/9037	7-May-2003	2004/9037	28-Jun-2006	Bio-Lab, Inc.	Catalytic Oxidation of Peroxy Salts
South Africa	Granted	2006/01082	13-Aug-2004	2006/01082	25-Apr-2007	Bio-Lab, Inc.	Dual Layer Tablet, Method of Making and Use Thereof
South Africa	Granted	92/0798	4-Feb-1992	92/0798	25-Nov-1992	Bio-Lab, Inc.	Disinfectant For The Treatment of Water Systems
South Africa	Granted	92/6651	2-Sep-1992	92/6651	26-May-1993	Bio-Lab, Inc.	COMPOSITONS AND METHODS FOR CONTROLLING THE GROWTH OF MICROBIALS IN AQUEOUS MEDIA
South Africa	Granted	95/3796	10-May-1995	95/3796	24-Apr-1996	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water Systems
South Africa	Granted	96/4766	6-Jun-1996	96/4766	26-Mar-1997	Bio-Lab, Inc.	SEQUESTERED COPPER ALGICIDES USING IONIC POLYMERIC

8

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							STABILIZING AGENTS
South Africa	Granted	96/3751	10-May-1996	96/3751	27-Nov-1996	Bio-Lab, Inc.	CHLOROISOCYANURIC ACID COMPOSITION HAVING REDUCED GAS EVOLUTION
South Africa	Granted	2003/09692	4-Jun-2002	2003/09692	24-Nov-2004	Bio-Lab, Inc.	Self-Cleaning Probe System
South Africa	Granted	2007/00217	9-Jul-2004	2007/00217	28-May-2008	Bio-Lab, Inc.	Calcium Hypochlorite Compositions
Spain	Granted	92919807.5	3-Sep-1992	0637914	11-Nov-1998	Bio-Lab, Inc.	Compositions and Methof for Controlling the Growth of Microbials in Aqueous Media
United States	Granted	10/513651	5-Nov-2004	7238290	3-Jul-2007	Bio-Lab, Inc.	Catalytic Oxidation of Peroxy Salts
United States	Granted	10/681579	8-Oct-2003	7083717	1-Aug-2006	Bio-Lab, Inc.	Water Purification Apparatus
United States	Granted	10/923251	19-Aug-2004	7419589	2-Sep-2008	Bio-Lab, Inc.	Adaptable Water Purification Apparatus
United States	Granted	10/645310	21-Aug-2003	6,863,830	8-Mar-2005	Bio-Lab, Inc.	Dual Layer Tablet, Method of Making and Use Thereof
United States	Granted	10/939131	10-Sep-2004	7452122	18-Nov-2008	Bio-Lab, Inc.	Feeder Device
United States	Granted	08/234638	28-Apr-1994	5498415	12-Mar-1996	Bio-Lab, Inc.	Disinfectant for the Treatment of Water Systems
United States	Granted	07/950907	24-Sep-1992	5338461	16-Aug-1994	Bio-Lab, Inc.	METHOD OF DISINFECTING A WATER SYSTEM WITH A DRY OXIDIZER COMPOSITION
United	Granted	08/308282	19-Sep-1994	5514640	7-May-1996	Bio-Lab, Inc.	NON-

9

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States							CRYSTALLIZING C14 QUARTERNARY AMMONIUM BIOCIDES
United States	Granted	08/355112	13-Dec-1994	5591692	7-Jan-1997	Bio-Lab, Inc.	Compositions and Methods for Controlling the Growth of Microbials in Aqueous Media
United States	Granted	08/695123	5-Aug-1996	5670451	23-Sep-1997	Bio-Lab, Inc.	Compostions and Methods for Conrtolling the Growth of Microbials in Aqueous Media
United States	Granted	08/935227	22-Sep-1997	5888939	30-Mar-1999	Bio-Lab, Inc.	Composition and Methods for Controlling the Growth of Microbials in Aqueous Media
United States	Granted	08/324389	17-Oct-1994	5,614,528	25-Mar-1997	Bio-Lab, Inc.	Compositions and Methods for Inhibiting the Formation of Chloramines and Trihalomethanes in Aqueous Media
United States	Granted	08/243,236	16-May-1994	5,478,482	26-Dec-1995	Bio-Lab, Inc.	Method and Compostions for Treating Recirculating Water Systems
United States	Granted	08/530643	20-Sep-1995	5,514,287	7-May-1996	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water
United States	Granted	08/530639	20-Sep-1995	5670059	23-Sep-1997	Bio-Lab, Inc.	Method and Compositions for Treating Recirculating Water

10

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Systems
United States	Granted	08561934	22-Nov-1995	5851406	22-Dec-1998	Bio-Lab, Inc.	Process for preventing the degradation of water soluble packaging films by halogenated hydantoins or chlorinated cyanuric acid and apparatus for disinfecting a water system
United States	Granted	08/486832	7-Jun-1995	5,541,150	30-Jul-1996	Bio-Lab, Inc.	Sequestered Copper Algicides Using Ionic Polymeric Stabilizing Agents
United States	Granted	08/973295	1-Apr-1998	6387415	14-May-2002	Bio-Lab, Inc.	SEQUESTERED METAL BIOCIDES USING IONIC POLYMERIC STABILIZING AGENTS
United States	Granted	08/441384	15-May-1995	5,648,314	15-Jul-1997	Bio-Lab, Inc.	Slow-Dissolving Multi-Functional Sanitizer and Clarifier
United States	Granted	09/281186	30-Mar-1999	6,068,791	30-May-2000	Bio-Lab, Inc.	Chloroisocyanuric Acid Composition Having Reduced Gas Evolution
United States	Granted	08/441382	15-May-1995	5674429	7-Oct-1997	Bio-Lab, Inc.	CHLOROISOCYANURIC ACID COMPOSITION HAVING REDUCED GAS EVOLUTION
United States	Granted	08/826537	2-Apr-1997	5908580	1-Jun-1999	Bio-Lab, Inc.	CHLOROISOCYANURIC ACID

11

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOSITION HAVING REDUCED GAS EVOLUTION
United States	Pending	09/016100	30-Jan-1998			Bio-Lab, Inc.	Method for Sanitizing Swimming Pools and Recirculating Water Systems
United States	Granted	08/683168	18-Jul-1996	5776876	7-Jul-1998	Bio-Lab, Inc.	Aqueous Acidic Filter Cleaning Composition for Removing Organic Biguanide Deposits
United States	Granted	08/675042	3-Jul-1996	5779914	14-Jul-1998	Bio-Lab, Inc.	Methods For Sanitizing Water
United States	Granted	36346	24-Mar-1993	5422126	6-Jun-1995	Bio-Lab, Inc.	HALOGEN COMPOSITIONS FOR WATER TREATMENT AND METHOD OF PREPARATION THEREOF
United States	Granted	08/856,874	15-May-1997	5,866,511	2-Feb-1999	Bio-Lab, Inc.	Stabilized Solutions of Bromonitromethane and Their Use as Biocides
United States	Granted	09/638987	15-Aug-2000	6,528,466	4-Mar-2003	Bio-Lab, Inc.	Solid Oxidizer with Dissolution Indicatior
United States	Pending	10/221393	4-Jun-2002			Bio-Lab, Inc.	Self-Cleaning Probe System
United States	Granted	324,088	14-Oct-1994	5,490,886	13-Feb-1996	Bio-Lab, Inc.	Methods for Quenching Metal
United States	Granted	10/872202	18-Jun-2004	7045077	16-May-2006	Bio-Lab, Inc.	Calcium Hypochlorite Compositions
United States	Granted	11/757722	4-Jun-2007	7364669	29-Apr-2008	Bio-Lab, Inc.	Method for Reducing Reactivity of Calcium

12

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Hypochlorite
United States	Granted	07/520104	4-May-1990	5106406	21-Apr-1992	Bio-Lab, Inc.	METHOD FOR DESALINATION AND REHABILITATION OF IRRIGATED SOIL
United States	Granted	09/012994	26-Jan-1998	6001772	14-Dec-1999	Bio-Lab, Inc.	PESTICIDE AND METHOD OF MAKING AND USING SAME
United States	Granted	08/723043	30-Sep-1996	5888428	30-Mar-1999	Biolab Services Inc.	METHODS FOR GENERATING RESIDUAL DISINFECTANTS DURING THE OZONIZATION OF WATER
China P.R.	Pending	200710199624.0	11-Dec-2007			Chemtura Corp. and Chemtura Canada Co./Cie.	Method for Producing Lubricant Detergents
China P.R.	Pending	200580040181.X	18-Aug-2005			Chemtura Corp. and Chemtura Canada Co./Cie.	EMULSIFIER BLENDS FOR LUBRICATING OILS
China P.R.	Pending	200580031473.7	22-Jun-2005			Chemtura Corp. and Chemtura Canada Co./Cie.	OVERBASED CALCIUM SALICYLATE GREASES
European Patent Convention	Pending	05792695.8	18-Aug-2005			Chemtura Corp. and Chemtura Canada Co./Cie.	EMULSIFIER BLENDS FOR LUBRICATING OILS
France	Granted	05766688.5	22-Jun-2005	1784411	12-Nov-2008	Chemtura Corp. and Chemtura Canada Co./Cie.	OVERBASED CALCIUM SALICYLATE GREASES
Germany	Granted	05766688.5	22-Jun-2005	602005011020.8	12-Nov-2008	Chemtura Corp. and Chemtura Canada Co./Cie.	OVERBASED CALCIUM SALICYLATE

13

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							GREASES
Great Britain	Granted	05766688.5	22-Jun-2005	1784411	12-Nov-2008	Chemtura Corp. and Chemtura Canada Co./Cie.	OVERBASED CALCIUM SALICYLATE GREASES
India	Pending	PCT2000,00208	22-Jan-1999			Chemtura Corp. and Chemtura Canada Co./Cie.	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
India	Pending	1109/MUMNP/2003	4-Dec-2003			Chemtura Corp. and Chemtura Canada Co./Cie.	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
India	Granted	1175/MUMNP/2003	26-Dec-2003	234909	19-Jun-2009	Chemtura Corp. and Chemtura Canada Co./Cie.	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
Italy	Granted	05766688.5	22-Jun-2005	1784411	12-Nov-2008	Chemtura Corp. and Chemtura Canada Co./Cie.	OVERBASED CALCIUM SALICYLATE GREASES
Japan	Pending	2007-543021	18-Aug-2005			Chemtura Corp. and Chemtura Canada Co./Cie.	EMULSIFIER BLENDS FOR LUBRICATING OILS
Japan	Pending	2007-523568	22-Jun-2005			Chemtura Corp. and Chemtura Canada Co./Cie.	OVERBASED CALCIUM SALICYLATE GREASES
Republic of Korea	Pending	2007-7011491	18-Aug-2005			Chemtura Corp. and Chemtura Canada Co./Cie.	EMULSIFIER BLENDS FOR LUBRICATING OILS
Republic of Korea	Pending	2007-7004475	22-Jun-2005			Chemtura Corp. and Chemtura Canada Co./Cie.	OVERBASED CALCIUM SALICYLATE GREASES
Russian Federation	Pending	2007107382	22-Jun-2005			Chemtura Corp. and Chemtura Canada Co./Cie.	OVERBASED CALCIUM SALICYLATE GREASES
Russian Federation	Granted	94028885	17-Nov-1992	2109730	27-Apr-1998	Chemtura Corp. and Chemtura	INSECTICIDAL PHENYLHYDRAZI

14

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Canada Co./Cie.	NE DERIVATIVES
A.R.I.P.O.	Pending	AWAITING	3-Apr-2008			Chemtura Corporation	Pesticidal Diazene Oxide Carboxylates
Argentina	Pending	P050104893	22-Nov-2005			Chemtura Corporation	Clear Impact Modifier, Heat Resistant Polyvinyl Halide Compositions
Argentina	Pending	P050104091	28-Sep-2005			Chemtura Corporation	SULFONATED PHENOLS WITH NITROPHENOLS AS POLYMERIZATION INHIBITORS
Argentina	Pending	P050104092	28-Sep-2005			Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
Argentina	Pending	P050104960	28-Nov-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
Argentina	Pending	P060101173	28-Mar-2005			Chemtura Corporation	MITICIDAL TRIAZOLIDINE DERIVATIVES
Argentina	Pending	P070102088	15-May-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Argentina	Pending	P070104889	2-Nov-2007			Chemtura Corporation	Solid Composition for Treating Water
Argentina	Pending	P090100639	25-Feb-2009			Chemtura Corporation	Modular Tire Assembly
Argentina	Pending	P080104682	27-Oct-2008			Chemtura Corporation	Non-Pneumatic Tire
Argentina	Pending	P090100632	24-Feb-2009			Chemtura Corporation	Polyurethane Elastomer Articles

15

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							from Low Free Diphenylmethane Diisocyanate Prepolymers
Argentina	Pending	P090104197	30-Oct-2009			Chemtura Corporation	Multiple Hardness Non-Pneumatic Tire
Australia	Pending	2006299874	31-Aug-2006			Chemtura Corporation	Method for Determining Chlorine Demand in Water
Australia	Pending	2007352616	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
Australia	Pending	2007261715	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Australia	Pending	2007294979	30-Aug-2007			Chemtura Corporation	ISOCYANATE TERMINATED POLYCAPROLACTONE POLYURETHANE PREPOLYMERS
Australia	Pending	2007318160	22-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
Australia	Granted	11897/2008	22-Apr-2008	320710	11-Aug-2008	Chemtura Corporation	TIRE
Australia	Granted	11898/2008	22-Apr-2008	320711	11-Aug-2008	Chemtura Corporation	TIRE
Australia	Pending	2008254388	3-Apr-2008			Chemtura Corporation	Pesticidal Diazene Oxide Carboxylates
Austria	Granted	03763038.1	27-Jun-2003	1539872	17-Jun-2009	Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Austria	Granted	03783413.2	10-Nov-2003	1562730	30-Jan-2008	Chemtura Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE

16

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COATING ON A BODY ROTATING ABOUT AN AXIS
Austria	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Austria	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Austria	Granted	01959611.3	7-Aug-2001	1307465	19-Oct-2005	Chemtura Corporation	Direct Synthesis of Tin (II) and Carboxylates and Tin (IV)Carboxylates From Elemental Tin or Tin Oxides
Belgium	Granted	02776150.1	4-Oct-2002	1446466	21-Jun-2006	Chemtura Corporation	VISCOSITY GROWTH INHIBITION IN OIL ADDITIVE CONCENTRATES
Belgium	Granted	02715143.0	15-Mar-2002	1397427	16-Nov-2005	Chemtura Corporation	Thermoplastic Resins in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
Belgium	Granted	02789458.3	6-Nov-2002	1453870	26-Aug-2009	Chemtura Corporation	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS

17

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							CONTAINING SAME
Belgium	Granted	02778837.1	13-Nov-2002	1453786	20-Jan-2010	Chemtura Corporation	METHOD OF PREPARING HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANTS
Belgium	Granted	03763038.1	27-Jun-2003	1539872	17-Jun-2009	Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Belgium	Granted	03741907.4	6-Jun-2003	1517878	21-Mar-2007	Chemtura Corporation	Complexes of Metal Salts of Organic Acids and B-Diketones and Methods for Producing Same
Belgium	Granted	03783413.2	10-Nov-2003	1562730	30-Jan-2008	Chemtura Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
Belgium	Granted	04758880.1	2-Apr-2004	1656338	27-May-2009	Chemtura Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES CONTAINING FRACTIONS WITH VARYING DEGREES OF ACTIVITY
Belgium	Granted	04810187.7	29-Oct-2004	1692191	10-Jun-2009	Chemtura Corporation	PROCESS FOR REMOVAL OF CATALYST RESIDUES FROM

18

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							POLY-ALPHA-OLEFINS
Belgium	Granted	05810208.8	26-Aug-2005	1794107	26-Nov-2008	Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
Belgium	Granted	00942338.5	24-Jul-2000	1127083	12-Sep-2007	Chemtura Corporation	POLYOLEFIN GRAFT COPOLYMERS MADE WITH FLUORINATED MONOMERS
Belgium	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Belgium	Granted	01961955.0	8-Aug-2001	1309633	13-Jun-2007	Chemtura Corporation	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
Belgium	Granted	00973742.0	20-Oct-2000	1228172	31-May-2006	Chemtura Corporation	SUBSTITUTED LINEAR THIOUREA ADDITIVES FOR LUBRICANTS
Belgium	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Belgium	Granted	99939198.0	25-Feb-1999	1086195	9-Jun-2004	Chemtura Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY

19

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							DETERGENTS
Bolivia	Pending	SP-055-09	20-Feb-2009			Chemtura Corporation	Modular Tire Assembly
Bolivia	Pending	SP-0326-08	27-Oct-2008			Chemtura Corporation	Non-Pneumatic Tire
Bolivia	Pending	SP-054-09	20-Feb-2009			Chemtura Corporation	Polyurethane Elastomer Articles from Low Free Diphenylmethane Diisocyanate Prepolymers
Bolivia	Pending	awaiting	6-Nov-2009			Chemtura Corporation	Multiple Hardness Non-Pneumatic Tire
Brazil	Pending	PI0318510-9	16-Dec-2003			Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Brazil	Pending	PI0413227-0	11-Aug-2004			Chemtura Corporation	Stabilization System for Halogen-Containing Polymers
Brazil	Pending	PI0606801-4	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH SULFONIC ACIDS
Brazil	Pending	PI0515540-1	20-Jul-2005			Chemtura Corporation	Sulfonated Phenols with Nitrophenols as Polymerization Inhibitors
Brazil	Pending	PI0516196-7	26-Aug-2005			Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
Brazil	Pending	PI0518906-3	26-Aug-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in

20

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
Brazil	Pending	PI0610478-9	28-Apr-2006			Chemtura Corporation	Alkyltin Sulfanyl Mercaptocarboxylates Having Terminal Thiol Groups
Brazil	Pending	PI0608905-4	28-Apr-2006			Chemtura Corporation	STABILIZER BLEND FOR IMPROVED CHLORINE RESISTANCE
Brazil	Pending	PI0611937-9	24-May-2006			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
Brazil	Pending	PI0708631-8	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
Brazil	Pending	PI0713411-8	7-May-2007			Chemtura Corporation	ANTIOXIDANT ADDITIVE FOR BIODIESEL FUELS
Brazil	Pending	PI0713256-5	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Brazil	Pending	PI0719933-3	15-Nov-2007			Chemtura Corporation	Peroxide Reduction in Functionalized Vegetable Oils
Brazil	Pending	PI0717966-9	22-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
Brazil	Pending	DI6801487-2	22-Apr-2008			Chemtura Corporation	Configuration Applied To Tire
Brazil	Pending	PCT/US2008/071862	1-Aug-2008			Chemtura Corporation	Rubber Compositions
Canada	Granted	2424580	11-Oct-2001	2424580	15-Dec-2009	Chemtura Corporation	C-NITROSOANILINE

21

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Canada	Pending	2530167	13-Jul-2004			Chemtura Corporation	RADIATION-CURABLE POLYURETHANE
Canada	Pending	2593400	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH SULFONIC ACIDS
Canada	Pending	2581526	20-Jul-2005			Chemtura Corporation	Sulfonated Phenols with Nitrophenols as Polymerization Inhibitors
Canada	Pending	2581573	26-Aug-2005			Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
Canada	Pending	2589038	26-Aug-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
Canada	Pending	2606309	28-Apr-2006			Chemtura Corporation	ALKYLTIN SULFANYL MERCAPTOCARBOXYLATES HAVING TERMINAL THIOL GROUPS
Canada	Pending	2606037	28-Apr-2006			Chemtura	STABILIZER

22

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	BLEND FOR IMPROVED CHLORINE RESISTANCE
Canada	Pending	2607967	24-May-2006			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
Canada	Pending	2610869	25-Jul-2006			Chemtura Corporation	CELLULOSIC-THERMOPLASTIC COMPOSITE AND METHOD OF MAKING THE SAME
Canada	Pending	2643440	2-Mar-2007			Chemtura Corporation	COUPLING AGENTS FOR NATURAL FIBER-FILLED POLYOLEFINS
Canada	Pending	2646027	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
Canada	Pending	2643486	12-Mar-2007			Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Canada	Pending	2653174	23-May-2007			Chemtura Corporation	FUNCTIONAL POLYOLEFINS USEFUL AS METAL ADHESION PROMOTERS
Canada	Pending	2654157	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Canada	Pending	2664164	24-Sep-2007			Chemtura Corporation	FLAME RESISTANCE NATURAL FIBER-FILLED

23

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							THERMOPLASTICS WITH IMPROVED PROPERTIES.
Canada	Pending	2662361	30-Aug-2007			Chemtura Corporation	ISOCYANATE TERMINATED POLYCAPROLACTONE POLYURETHANE PREPOLYMERS
Canada	Pending	2669172	15-Nov-2007			Chemtura Corporation	Peroxide Reduction in Functionalized Vegetable Oils
Canada	Pending	2667138	22-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
Canada	Granted	125723	23-Apr-2008	125723	8-Dec-2008	Chemtura Corporation	TIRE
Canada	Pending	2677776	14-Feb-2008			Chemtura Corporation	Stabilization of Polymers with Styrenated-P-Cresols
Canada	Pending	2684944	3-Apr-2008			Chemtura Corporation	Pesticidal Diazene Oxide Carboxylates
Canada	Granted	2392045	1-Nov-2000	2392045	4-Aug-2009	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
Chile	Pending	655-2006	23-Mar-2006			Chemtura Corporation	MITICIDAL TRIAZOLIDINE DERIVATIVES
Chile	Pending	3134-2007	30-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
Chile	Pending	1151-2008	22-Apr-2008			Chemtura Corporation	TIRE
Chile	Pending	1152-2008	22-Apr-2008			Chemtura	TIRE

24

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation
Chile	Pending	414-2009	24-Feb-2009			Chemtura Corporation	Modular Tire Assembly
Chile	Pending	31932008	27-Oct-2008			Chemtura Corporation	Non-Pneumatic Tire
Chile	Pending	413-2009	24-Feb-2009			Chemtura Corporation	Polyurethane Elastomer Articles from Low Free Diphenylmethane Diisocyanate Prepolymers
China P.R.	Granted	200380110464.8	16-Dec-2003	ZL200380110464.8	25-Sep-2009	Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
China P.R.	Granted	200480037008.X	29-Oct-2004	ZL200480037008.X	13-Aug-2008	Chemtura Corporation	Liquid Microemulsion Stabilizer Composition for Halogen-Containing Polymers
China P.R.	Pending	200580003510.3	19-Jan-2005			Chemtura Corporation	Detergent/Anti-Oxidant Additives for Fuels and Lubricants
China P.R.	Granted	200580011232.6	8-Apr-2005	ZL200580011232.6	27-Nov-2009	Chemtura Corporation	Ketone Diarylamine Condensates
China P.R.	Granted	200480011804.6	2-Apr-2004	ZL200480011804.6	5-Nov-2008	Chemtura Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES CONTAINING FRACTIONS WITH VARYING DEREES OF ACTIVITY
China P.R.	Pending	200580018573.6	8-Apr-2005			Chemtura Corporation	METHOD FOR THE PREPARATION OF A HYDROXYALKYL

25

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							HINDERED PHENOLIC ANTIOXIDANT
China P.R.	Granted	200480027922.6	11-Aug-2004	200480027922.6	5-Aug-2009	Chemtura Corporation	Stabilization System for Halogen-Containing Polymers
China P.R.	Pending	200480021475.3	13-Jul-2004			Chemtura Corporation	RADIATION-CURABLE POLYURETHANE
China P.R.	Pending	200480026949.3	4-Aug-2004			Chemtura Corporation	Reaction Products of Mercaptobenzothiazoles, Mercaptothiazolines, and Mercaptobenzimidazoles with Epoxides as Lubricant Additives
China P.R.	Granted	200480036511.3	1-Nov-2004	ZL200480036511.3	29-Jul-2009	Chemtura Corporation	Method of Making Hydroxyalkyl Amide Containing Reduced Level of Unreacted Alkanolamine
China P.R.	Granted	200480037863.0	29-Oct-2004	ZL200480037863.0	21-Jan-2009	Chemtura Corporation	PROCESS FOR REMOVAL OF CATALYST RESIDUES FROM POLY-ALPHA-OLEFINS
China P.R.	Granted	200480038161.4	1-Nov-2004	ZL200480038161.4	4-Feb-2009	Chemtura Corporation	Method of Purifying Hydroxyalkyl Amide
China P.R.	Granted	200580007294.X	19-Jan-2005	200580007294.X	5-Aug-2009	Chemtura Corporation	LUBRICANT COMPOSITIONS COMPRISING AN ANTIOXIDANT BLEND
China P.R.	Granted	200480036699.1	15-Nov-2004	ZL200480036699.1	29-Apr-2009	Chemtura Corporation	LOW SEDIMENT FRICTION MODIFIERS
China P.R.	Pending	200580012765.6	9-Mar-2005			Chemtura Corporation	LUBRICANT AND FUEL

26

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOSITIONS CONTAINING HYDROXY POLYCARBOXYLIC ACID ESTERS
China P.R.	Pending	200580010221.6	7-Mar-2005			Chemtura Corporation	Dithiocarbamate Derivatives Useful as Lubricant and Fuel Additives
China P.R.	Pending	200580026813.7	19-May-2005			Chemtura Corporation	FUEL AND LUBRICANT ADDITIVE CONTAINING ALKYL HYDROXY CARBOXYLIC ACID BORON ESTERS
China P.R.	Pending	200510003458.3	22-Nov-2005			Chemtura Corporation	CLEAR IMPACT MODIFIER, HEAT RESISTANT POLYVINYL HALIDE COMPOSITIONS
China P.R.	Pending	200580041260.2	1-Sep-2005			Chemtura Corporation	1,3-DITHIOLANE-2-THIONE ADDITIVES FOR LUBRICANTS AND FUELS
China P.R.	Pending	200680006953.2	1-Mar-2006			Chemtura Corporation	Method for Improving the Oxidative Stability of Industrial Fluids
China P.R.	Pending	200680004029.0	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH SULFONIC ACIDS
China P.R.	Pending	200580040086.X	18-Aug-2005			Chemtura	STABILIZED

27

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	LUBRICANT COMPOSITIONS
China P.R.	Pending	200580042017.2	24-Oct-2005			Chemtura Corporation	LUBRICANT COMPOSITIONS STABILIZED WITH MULTIPLE ANTIOXIDANTS
China P.R.	Pending	200580035501.2	20-Jul-2005			Chemtura Corporation	Sulfonated Phenols with Nitrophenols as Polymerization Inhibitors
China P.R.	Granted	200580032750.6	26-Aug-2005	ZL200580032750.6	2-Dec-2009	Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
China P.R.	Pending	200580046813.3	26-Aug-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
China P.R.	Pending	200580037323.7	30-Aug-2005			Chemtura Corporation	EPOXIDIZED ESTER ADDITIVES FOR REDUCING LEAD CORROSION IN LUBRICANTS AND FUELS
China P.R.	Pending	200580040116.7	16-Nov-2005			Chemtura Corporation	DITHIOCARBAMYL B-HYDROXY FATTY ACID ESTERS AS ADDITIVES FOR LUBRICANTS AND FUELS
China P.R.	Pending	200680015227.7	28-Apr-2006			Chemtura Corporation	ALKYLTIN SULFANYL

28

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							MERCAPTOCARBOXYLATES HAVING TERMINAL THIOL GROUPS
China P.R.	Pending	200680010406.1	4-Apr-2006			Chemtura Corporation	METHOD OF IMPROVING PROPERTIES OF HYDROFORMING FLUIDS USING OVERBASED SULFONATE
China P.R.	Pending	200680017408.3	28-Apr-2006			Chemtura Corporation	STABILIZER BLEND FOR IMPROVED CHLORINE RESISTANCE
China P.R.	Pending	200680019835.5	24-May-2006			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
China P.R.	Pending	200680023296.2	25-Jul-2006			Chemtura Corporation	CELLULOSIC-THERMOPLASTIC COMPOSITE AND METHOD OF MAKING THE SAME
China P.R.	Pending	200680037760.3	10-Oct-2006			Chemtura Corporation	DIAROMATIC AMINES
China P.R.	Pending	200680044345.0	20-Nov-2006			Chemtura Corporation	Lubricating Oil Compositions
China P.R.	Pending	200680052103.6	1-Dec-2006			Chemtura Corporation	Alkylation of N’-phenyl-N-alkylphenylenediamines in ionic liquid, N’-phenyl-N-alkyl (alkylphenylene) diamines produced thereby, and lubricant compositions containing same

29

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
China P.R.	Pending	200680052083.2	1-Dec-2006			Chemtura Corporation	ALKYLATION OF A DIPHENYLAMINE COMPOUND IN IONIC LIQUID
China P.R.	Pending	200680052093.6	1-Dec-2006			Chemtura Corporation	RING ALKYLATION OF ANILINE OR AN ANILINE DERIVATIVE USING IONIC LIQUID CATALYSTS
China P.R.	Pending	200680053087.2	12-Dec-2006			Chemtura Corporation	DIAROMATIC AMINE DERIVATIVES AS ANTIOXIDANTS
China P.R.	Pending	200680053570.0	15-Dec-2006			Chemtura Corporation	LUBRICATING OIL AND FUEL COMPOSITIONS
China P.R.	Pending	200780002962.9	16-Jan-2007			Chemtura Corporation	DIRECT ALKYLATION OF N-ALKYL-N’-PHENYL-p-PHENYLENEDIAMINE
China P.R.	Pending	200780007491.0	2-Mar-2007			Chemtura Corporation	COUPLING AGENTS FOR NATURAL FIBER-FILLED POLYOLEFINS
China P.R.	Pending	200780008040.9	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
China P.R.	Pending	200780008999.2	12-Mar-2007			Chemtura	IMPROVED

30

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
China P.R.	Pending	200780009941.X	21-Mar-2007			Chemtura Corporation	FLAME RETARDANT BLENDS FOR FLEXIBLE POLYURETHANE FOAM
China P.R.	Pending	200780019254.6	23-May-2007			Chemtura Corporation	FUNCTIONAL POLYOLEFINS USEFUL AS METAL ADHESION PROMOTERS
China P.R.	Pending	200780025650.X	7-May-2007			Chemtura Corporation	ANTIOXIDANT ADDITIVE FOR BIODIESEL FUELS
China P.R.	Pending	200780022904.2	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
China P.R.	Pending	200780031021.8	20-Aug-2007			Chemtura Corporation	BROMINATED FLAME RETARDANT
China P.R.	Pending	200780015047.3	23-Feb-2007			Chemtura Corporation	STABILIZING COMPOSITIONS FOR LUBRICANTS
China P.R.	Pending	200780035337.4	24-Sep-2007			Chemtura Corporation	FLAME RESISTANCE NATURAL FIBER-FILLED THERMOPLASTICS WITH IMPROVED PROPERTIES.
China P.R.	Pending	200780033238.2	30-Aug-2007			Chemtura Corporation	Process for Removal of Residual Catalyst Components
China P.R.	Pending	200780033807.3	30-Aug-2007			Chemtura Corporation	Isocyanate Terminated

31

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Polycaprolactone Polyurethane Prepolymers
China P.R.	Pending	200780039696.7	6-Sep-2007			Chemtura Corporation	SOLUBLE OIL CONTAINING OVERBASED SULFONATE ADDITIVES
China P.R.	Pending	200780045011.X	15-Nov-2007			Chemtura Corporation	Peroxide Reduction in Functionalized Vegetable Oils
China P.R.	Pending	200780040561.2	22-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
China P.R.	Granted	200830122385.4	22-Apr-2008	200830122385.4	11-Nov-2009	Chemtura Corporation	TIRE
China P.R.	Granted	200830122386.9	22-Apr-2008	ZL200830122386.9	24-Jun-2009	Chemtura Corporation	TIRE
China P.R.	Pending	200780052069.7	6-Dec-2007			Chemtura Corporation	New Flame Retardants for Use in Styrenics Forms
China P.R.	Pending	200880003611.4	14-Feb-2008			Chemtura Corporation	Stabilization of Polymers with Styrenated-P-Cresols
China P.R.	Pending	200880007451.0	25-Jan-2008			Chemtura Corporation	FLAME RETARDANT COMPOSITION FOR USE IN STYRENICS
China P.R.	Pending	PCT/US2008/061097	22-Apr-2008			Chemtura Corporation	Flame Retardant Halogenated Polymer Compositions
China P.R.	Pending	200880010746.3	25-Mar-2008			Chemtura Corporation	STARCH-POLYOLEFIN COMPOSITES WITH IMPROVED PERFORMANCE
China P.R.	Pending	200880021147.1	3-Apr-2008			Chemtura Corporation	Pesticidal Diazene Oxide Carboxylates
China P.R.	Pending	200880021556.1	25-Jun-2008			Chemtura Corporation	Lubricant Compositions

32

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Stabilized with Styrenated Phenolic Antioxidant
China P.R.	Pending	PCT/US2008/069320	7-Jul-2008			Chemtura Corporation	Liquid Styrenated Phenolic Compositions and Processes for Forming Same
China P.R.	Pending	PCT/US2008/071862	1-Aug-2008			Chemtura Corporation	Rubber Compositions
China P.R.	Pending	200780030182.5	10-Aug-2007			Chemtura Corporation	Antioxidants and Methods of Making Antioxidants
China P.R.	Pending	200780048393.1	25-Oct-2007			Chemtura Corporation	Antioxidants for Synthetic Lubricants and Methods and Manufacture
China P.R.	Pending	02810847.7	31-May-2002			Chemtura Corporation	High Temperature Lubricant Composition
China P.R.	Pending	200580036583.2	30-Sep-2005			Chemtura Corporation	Improved Polymers of Bromostyrenes Having Controlled Molecular Weight
China P.R.	Pending	200580045533.0	1-Dec-2005			Chemtura Corporation	NON-SCORCH FLAME RETARDED POLYURETHANE FOAM
Czech Republic	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Denmark	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC

33

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOSITE
Denmark	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Denmark	Granted	99939198.0	25-Feb-1999	1086195	9-Jun-2004	Chemtura Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Eurasian Patent Convention	Pending	200702647	25-Jul-2006			Chemtura Corporation	Cellulosic-Thermoplastic Composite and Method of Making the Same
Eurasian Patent Convention	Pending	200801063	10-Oct-2006			Chemtura Corporation	DIAROMATIC AMINES
Eurasian Patent Convention	Pending	PCT/US2008/061097	22-Apr-2008			Chemtura Corporation	Flame Retardant Halogenated Polymer Compositions
European Community Design	Granted	000921564-0001	22-Apr-2008	000921564-0001	22-Apr-2008	Chemtura Corporation	TIRE
European Community Design	Granted	000921564-0002	22-Apr-2008	000921564-0002	22-Apr-2008	Chemtura Corporation	TIRE
European Patent Convention	Pending	01933234.5	8-May-2001			Chemtura Corporation	NANOSIZED PARTICLES OF MOLYBDENUM AND DERIVATIVES AND USES THEREOF
European Patent Convention	Pending	02721338.8	8-Mar-2002			Chemtura Corporation	HIGH FRICTION POLYURETHANE ELASTOMERS HAVING IMPROVED

34

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							ABRASION RESISTANCE
European Patent Convention	Pending	01970900.5	14-Sep-2001			Chemtura Corporation	MULTIFUNCTIONAL VISCOSITY INDEX IMPROVER AND DISPERSANT
European Patent Convention	Pending	02776488.5	30-Apr-2002			Chemtura Corporation	THIADIAZOLIDINE ADDITIVES FOR LUBRICANTS
European Patent Convention	Pending	03818917.1	16-Dec-2003			Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
European Patent Convention	Pending	03700673.1	2-Jan-2003			Chemtura Corporation	Stability Improvement of Carbon Monoxide Ethylene Copolymer in PVC Compound
European Patent Convention	Pending	03710774.5	29-Jan-2003			Chemtura Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
European Patent Convention	Pending	03757263.3	15-May-2003			Chemtura Corporation	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION
European Patent Convention	Pending	03746736.2	31-Mar-2003			Chemtura Corporation	SEMIFLEXIBLE AND FLEXIBLE POLYURETHANE FOAMS HAVING LOW FOGGING CHARACTERISTICS AND IMPROVED PHYSICAL PROPERTIES

35

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
European Patent Convention	Pending	03721570.4	8-Apr-2003			Chemtura Corporation	POLYURETHANE ELASTOMERS FROM HDI PREPOLYMERS WITH REDUCED CONTENT OF FREE HDI MONOMERS
European Patent Convention	Pending	03738916.0	15-May-2003			Chemtura Corporation	Polyurethane Dispersions
European Patent Convention	Pending	04753196.7	25-May-2004			Chemtura Corporation	FUNGICIDAL PHENOXYPHENYLHYDRAZINE DERIVATIVES
European Patent Convention	Pending	05712524.7	19-Jan-2005			Chemtura Corporation	Detergent/Anti-Oxidant Additives for Fuels and Lubricants
European Patent Convention	Pending	05778047.0	8-Apr-2005			Chemtura Corporation	KETONE DIARYLAMINE CONDENSATES
European Patent Convention	Pending	04757145.0	20-Jul-2004			Chemtura Corporation	POLYSILOXANE ADDITIVES FOR LUBRICANTS AND FUELS
European Patent Convention	Pending	04795559.6	13-Oct-2004			Chemtura Corporation	RUBBER COMPOSITIONS AND METHODS FOR DECREASING THE TANGENT DELTA VALUE AND ABRASION INDEX
European Patent Convention	Pending	05733844.4	8-Apr-2005			Chemtura Corporation	METHOD FOR THE PREPARATION OF A HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANT

36

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
European Patent Convention	Pending	04780955.3	11-Aug-2004			Chemtura Corporation	Stabilization System for Halogen-Containing Polymers
European Patent Convention	Pending	04754758.3	8-Jun-2004			Chemtura Corporation	Sodium Petroleum Sulfonate blends as Emulsifiers for Petroleum Oil
European Patent Convention	Pending	04779947.3	4-Aug-2004			Chemtura Corporation	Reaction Products of Mercaptobenzothiazoles, Mercaptothiazolines, and Mercaptobenzimidazoles with Epoxides as Lubricant Additives
European Patent Convention	Pending	04800638.1	1-Nov-2004			Chemtura Corporation	Method of Making Hydroxyalkyl Amide Containing Reduced Level of Unreacted Alkanolamine
European Patent Convention	Pending	04810244.6	1-Nov-2004			Chemtura Corporation	Method of Purifying Hydroxyalkyl Amide
European Patent Convention	Pending	05712048.7	19-Jan-2005			Chemtura Corporation	LUBRICANT COMPOSITIONS COMPRISING AN ANTIOXIDANT BLEND
European Patent Convention	Pending	04811353.4	15-Nov-2004			Chemtura Corporation	LOW SEDIMENT FRICTION MODIFIERS
European Patent Convention	Pending	05728350.9	9-Mar-2005			Chemtura Corporation	LUBRICANT AND FUEL COMPOSITIONS CONTAINING HYDROXY POLYCARBOXYLIC ACID ESTERS
European Patent	Pending	05758064.9	19-May-2005			Chemtura Corporation	FUEL AND LUBRICANT

37

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Convention							ADDITIVE CONTAINING ALKYL HYDROXY CARBOXYLIC ACID BORON ESTERS
European Patent Convention	Pending	05795591.6	1-Sep-2005			Chemtura Corporation	1,3-DITHIOLANE-2-THIONE ADDITIVES FOR LUBRICANTS AND FUELS
European Patent Convention	Pending	06736719.3	1-Mar-2006			Chemtura Corporation	Method for Improving the Oxidative Stability of Industrial Fluids
European Patent Convention	Pending	06734143.8	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH SULFONIC ACIDS
European Patent Convention	Pending	05790285.0	18-Aug-2005			Chemtura Corporation	STABILIZED LUBRICANT COMPOSITIONS
European Patent Convention	Pending	05804958.6	24-Oct-2005			Chemtura Corporation	LUBRICANT COMPOSITIONS STABILIZED WITH MULTIPLE ANTIOXIDANTS
European Patent Convention	Pending	05777468.9	20-Jul-2005			Chemtura Corporation	Sulfonated Phenols with Nitrophenols as Polymerization Inhibitors
European Patent Convention	Pending	05809940.9	26-Aug-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing

38

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Compounds or C-Nitrosanilines as Polymerization Inhibitors
European Patent Convention	Pending	05815628.2	30-Aug-2005			Chemtura Corporation	EPOXIDIZED ESTER ADDITIVES FOR REDUCING LEAD CORROSION IN LUBRICANTS AND FUELS
European Patent Convention	Pending	05825100.0	16-Nov-2005			Chemtura Corporation	DITHIOCARBAMYL B-HYDROXY FATTY ACID ESTERS AS ADDITIVES FOR LUBRICANTS AND FUELS
European Patent Convention	Pending	06749472.4	4-Apr-2006			Chemtura Corporation	METHOD OF IMPROVING PROPERTIES OF HYDROFORMING FLUIDS USING OVERBASED SULFONATE
European Patent Convention	Pending	06758678.4	28-Apr-2006			Chemtura Corporation	STABILIZER BLEND FOR IMPROVED CHLORINE RESISTANCE
European Patent Convention	Pending	06771199.4	24-May-2006			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
European Patent Convention	Pending	06800419.1	25-Jul-2006			Chemtura Corporation	Cellulosic-Thermoplastic Composite and Method of Making the Same
European Patent Convention	Pending	06836291.2	10-Oct-2006			Chemtura Corporation	DIAROMATIC AMINES

39

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
European Patent Convention	Pending	03741898.5	10-Jun-2003			Chemtura Corporation	PROCESS FOR THE PREPARATION OF ACID ESTERS
European Patent Convention	Pending	04701458.4	12-Jan-2004			Chemtura Corporation	IMPROVED PROCESS FOR STABILIZATION OF POLYOLEFIN COMPOSITIONS
European Patent Convention	Pending	06844462.9	20-Nov-2006			Chemtura Corporation	LUBRICATING OIL COMPOSITIONS
European Patent Convention	Pending	06844821.6	1-Dec-2006			Chemtura Corporation	Alkylation of N’-phenyl-N-alkylphenylenediamines in ionic liquid, N’-phenyl-N-alkyl (alkylphenylene) diamines produced thereby, and lubricant compositions containing same
European Patent Convention	Pending	06844728.3	1-Dec-2006			Chemtura Corporation	ALKYLATION OF A DIPHENYLAMINE COMPOUND IN IONIC LIQUID
European Patent Convention	Pending	06844727.5	1-Dec-2006			Chemtura Corporation	RING ALKYLATION OF ANILINE OR AN ANILINE DERIVATIVE USING IONIC LIQUID CATALYSTS
European Patent Convention	Pending	06845314.1	12-Dec-2006			Chemtura Corporation	DIAROMATIC AMINE DERIVATIVES AS

40

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							ANTIOXIDANTS
European Patent Convention	Pending	06845669.8	15-Dec-2006			Chemtura Corporation	LUBRICATING OIL AND FUEL COMPOSITIONS
European Patent Convention	Pending	07716681.7	16-Jan-2007			Chemtura Corporation	DIRECT ALKYLATION OF N-ALKYL-N’-PHENYL-p-PHENYLENEDIAMINE
European Patent Convention	Pending	07752268.8	2-Mar-2007			Chemtura Corporation	COUPLING AGENTS FOR NATURAL FIBER-FILLED POLYOLEFINS
European Patent Convention	Pending	07873699.8	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
European Patent Convention	Pending	07753872.6	21-Mar-2007			Chemtura Corporation	FLAME RETARDANT BLENDS FOR FLEXIBLE POLYURETHANE FOAM
European Patent Convention	Pending	07755507.6	13-Apr-2007			Chemtura Corporation	ANTIOZONANT BLENDS
European Patent Convention	Pending	07795244.8	23-May-2007			Chemtura Corporation	FUNCTIONAL POLYOLEFINS USEFUL AS METAL ADHESION PROMOTERS
European Patent Convention	Pending	07756230.4	7-May-2007			Chemtura Corporation	ANTIOXIDANT ADDITIVE FOR BIODIESEL FUELS
European Patent Convention	Pending	07775879.5	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers

41

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
European Patent Convention	Pending	07870745.2	20-Aug-2007			Chemtura Corporation	BROMINATED FLAME RETARDANT
European Patent Convention	Pending	07751591.4	23-Feb-2007			Chemtura Corporation	STABILIZING COMPOSITIONS FOR LUBRICANTS
European Patent Convention	Pending	07873435.7	24-Sep-2007			Chemtura Corporation	FLAME RESISTANCE NATURAL FIBER-FILLED THERMOPLASTICS WITH IMPROVED PROPERTIES.
European Patent Convention	Pending	07837554.0	30-Aug-2007			Chemtura Corporation	PROCESS FOR REMOVAL OF RESIDUAL CATALYST COMPONENTS
European Patent Convention	Pending	07837553.2	30-Aug-2007			Chemtura Corporation	ISOCYANATE TERMINATED POLYCAPROLACTONE POLYURETHANE PREPOLYMERS
European Patent Convention	Pending	07837854.4	6-Sep-2007			Chemtura Corporation	SOLUBLE OIL CONTAINING OVERBASED SULFONATE ADDITIVES
European Patent Convention	Pending	07862046.5	15-Nov-2007			Chemtura Corporation	Peroxide Reduction in Functionalized Vegetable Oils
European Patent Convention	Pending	07839730.4	22-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
European Patent Convention	Pending	07873487.8	6-Dec-2007			Chemtura Corporation	New Flame Retardants for Use in Styrenics Forms
European	Pending	08729877.4	14-Feb-2008			Chemtura	Stabilization of

42

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Patent Convention						Corporation	Polymers with Styrenated-P-Cresols
European Patent Convention	Pending	08780379.7	25-Jan-2008			Chemtura Corporation	FLAME RETARDANT COMPOSITION FOR USE IN STYRENICS
European Patent Convention	Pending	08746505.0	22-Apr-2008			Chemtura Corporation	Flame Retardant Halogenated Polymer Compositions
European Patent Convention	Pending	08744293.5	25-Mar-2008			Chemtura Corporation	STARCH-POLYOLEFIN COMPOSITES WITH IMPROVED PERFORMANCE
European Patent Convention	Pending	08745008.6	3-Apr-2008			Chemtura Corporation	Pesticidal Diazene Oxide Carboxylates
European Patent Convention	Pending	08771877.1	25-Jun-2008			Chemtura Corporation	Lubricant Compositions Stabilized with Styrenated Phenolic Antioxidant
European Patent Convention	Pending	08781436.4	7-Jul-2008			Chemtura Corporation	Liquid Styrenated Phenolic Compositions and Processes for Forming Same
European Patent Convention	Pending	08827425.3	1-Aug-2008			Chemtura Corporation	Rubber Compositions
European Patent Convention	Pending	07813993.8	10-Aug-2007			Chemtura Corporation	Antioxidants and Methods of Making Antioxidants
European Patent Convention	Pending	07854421.0	25-Oct-2007			Chemtura Corporation	Antioxidants for Synthetic Lubricants and Methods and Manufacture
European Patent	Pending	99960183.4	1-Nov-1999			Chemtura Corporation	BLENDING OF POLYMERIC

43

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Convention							MATERIALS AND FILLERS
European Patent Convention	Pending	00910196.5	15-Feb-2000			Chemtura Corporation	OIL SOLUBLE MOLYBDENUM MULTIFUNCTIONAL FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
European Patent Convention	Pending	02797416.1	18-Dec-2002			Chemtura Corporation	Methods and Apparatus for Producing Decabromodiphenyl Alkanes
European Patent Convention	Pending	05852635.1	1-Dec-2005			Chemtura Corporation	NON-SCORCH FLAME RETARDED POLYURETHANE FOAM
Finland	Granted	03783413.2	10-Nov-2003	1562730	30-Jan-2008	Chemtura Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
Finland	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
France	Granted	01935504.9	15-May-2001	1290116	2-Aug-2006	Chemtura Corporation	Clarification Method for Oil Dispersions Comprising Overbased Detergents Containing Calcite
France	Granted	02776150.1	4-Oct-2002	1446466	21-Jun-2006	Chemtura	VISCOSITY

44

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	GROWTH INHIBITION IN OIL ADDITIVE CONCENTRATES
France	Granted	02729292.9	24-May-2002	1392805	2-Aug-2006	Chemtura Corporation	OXADIAZOLE ADDITIVES FOR LUBRICANTS
France	Granted	02789458.3	6-Nov-2002	1453870	26-Aug-2009	Chemtura Corporation	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS CONTAINING SAME
France	Granted	02807876.4	26-Sep-2002	1543096	30-Apr-2008	Chemtura Corporation	ALKYL-SUCCINHYRAZIDE ADDITIVES FOR LUBRICANTS
France	Granted	02763825.3	30-Sep-2002	1451276	22-Oct-2008	Chemtura Corporation	1,2,4-OXADIAZOLE ADDITIVES FOR LUBRICANTS
France	Granted	02778837.1	13-Nov-2002	1453786	20-Jan-2010	Chemtura Corporation	METHOD OF PREPARING HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANTS
France	Granted	03763038.1	27-Jun-2003	1539872	17-Jun-2009	Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
France	Granted	03741907.4	6-Jun-2003	1517878	21-Mar-2007	Chemtura Corporation	Complexes of Metal Salts of Organic Acids and B-

45

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Diketones and Methods for Producing Same
France	Granted	02250438.5	22-Jan-2002	1227144	25-May-2005	Chemtura Corporation	OIL-SOLUBLE ADDITIVE COMPOSITIONS FOR LUBRICATING OILS
France	Granted	03759474.4	23-Sep-2003	1551924	10-Jan-2007	Chemtura Corporation	NATURAL FIBER-FILLED POLYOLEFIN COMPOSITES
France	Granted	03783413.2	10-Nov-2003	1562730	30-Jan-2008	Chemtura Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
France	Granted	03776507.0	22-Oct-2003	1556326	11-Oct-2006	Chemtura Corporation	METHOD FOR THE ALKYLATION OF SALICYLIC ACID
France	Granted	04759761.2	23-Mar-2004	1613602	3-Jan-2007	Chemtura Corporation	ALKYLATED IMINODIBENZYLS AS ANTIOXIDANTS
France	Granted	04758880.1	2-Apr-2004	1656338	27-May-2009	Chemtura Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES CONTAINING FRACTIONS WITH VARYING DEGREES OF ACTIVITY
France	Granted	04810187.7	29-Oct-2004	1692191	10-Jun-2009	Chemtura Corporation	PROCESS FOR REMOVAL OF CATALYST RESIDUES FROM

46

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							POLY-ALPHA-OLEFINS
France	Granted	05725113.4	7-Mar-2005	1730107	30-Sep-2009	Chemtura Corporation	Dithiocarbamate Derivatives Useful as Lubricant and Fuel Additives
France	Granted	05747936.2	5-May-2005	1756185	21-Nov-2007	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANES CURED WITH ALKYLATED 4,4’-METHYLENEDIANILINE
France	Granted	05810208.8	26-Aug-2005	1794107	26-Nov-2008	Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
France	Granted	98301722.9	9-Mar-1998	0866058	8-Jun-2005	Chemtura Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
France	Granted	00942338.5	24-Jul-2000	1127083	12-Sep-2007	Chemtura Corporation	POLYOLEFIN GRAFT COPOLYMERS MADE WITH FLUORINATED MONOMERS
France	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
France	Granted	97951736.4	16-Dec-1997	0964862	18-Apr-2007	Chemtura Corporation	INSECTICIDAL OXADIAZINE COMPOUNDS
France	Granted	99902412.8	22-Jan-1999	1054875	23-Apr-2008	Chemtura Corporation	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
France	Granted	99965004.7	19-Nov-1999	1137747	23-Jul-2008	Chemtura Corporation	LUBRICANT COMPOSITIONS

47

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPRISING MULTIPLE ANTIOXIDANTS
France	Granted	01961955.0	8-Aug-2001	1309633	13-Jun-2007	Chemtura Corporation	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
France	Granted	00978566.8	13-Nov-2000	1235885	15-Aug-2007	Chemtura Corporation	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
France	Granted	00963502.0	15-Sep-2000	1135288	29-Oct-2008	Chemtura Corporation	SIDE BEARING PAD
France	Granted	00976769.0	1-Nov-2000	1237967	10-Jan-2007	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
France	Granted	00973742.0	20-Oct-2000	1228172	31-May-2006	Chemtura Corporation	SUBSTITUTED LINEAR THIOUREA ADDITIVES FOR LUBRICANTS
France	Granted	02757445.8	28-Aug-2002	1421139	21-Oct-2009	Chemtura Corporation	HIGHER ALKYLATED TRIARYL PHOSPHATE ESTER FLAME RETARDANTS

48

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
France	Granted	05816028.4	30-Sep-2005	1805232	30-Dec-2009	Chemtura Corporation	Improved Polymers of Bromostyrenes Having Controlled Molecular Weight
France	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
France	Granted	99939198.0	25-Feb-1999	1086195	9-Jun-2004	Chemtura Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
France	Granted	99936087.8	25-Feb-1999	0991739	15-Jun-2005	Chemtura Corporation	VISCOSITY DRIFT CONTROL IN OVERBASED DETERGENTS
France	Granted	99907179.8	25-Feb-1999	0994932	25-May-2005	Chemtura Corporation	OVERBASED MAGNESIUM DEPOSIT CONTROL ADDITIVE FOR RESIDUAL FU EL OILS
France	Granted	01959611.3	7-Aug-2001	1307465	19-Oct-2005	Chemtura Corporation	DIRECT SYNTHESIS OF TIN (II)  AND CARBOXYLATES AND TIN (IV) CARBOXYLATES FROM ELEMENTAL TIN OR TIN OXIDES
Germany	Granted	01935504.9	15-May-2001	60121943.0	2-Aug-2006	Chemtura Corporation	Clarification Method for Oil Dispersions Comprising Overbased Detergents

49

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Containing Calcite
Germany	Granted	01973542.2	25-Sep-2001	60129833.0	8-Aug-2007	Chemtura Corporation	Sizing Composition
Germany	Granted	02776150.1	4-Oct-2002	60212685.1	21-Jun-2006	Chemtura Corporation	VISCOSITY GROWTH INHIBITION IN OIL ADDITIVE CONCENTRATES
Germany	Granted	02734152.8	3-May-2002	60221381.9	25-Jul-2007	Chemtura Corporation	ALKYL HYDRAZIDE ADDITIVES FOR LUBRICANTS
Germany	Granted	02729292.9	24-May-2002	60213590.7	2-Aug-2006	Chemtura Corporation	OXADIAZOLE ADDITIVES FOR LUBRICANTS
Germany	Granted	02715143.0	15-Mar-2002	60207408.8	16-Nov-2005	Chemtura Corporation	Thermoplastic Resins in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
Germany	Granted	02789458.3	6-Nov-2002	1453870	26-Aug-2009	Chemtura Corporation	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS CONTAINING SAME
Germany	Granted	02807876.4	26-Sep-2002	60226350.6	30-Apr-2008	Chemtura Corporation	ALKYL-SUCCINHYRAZIDE ADDITIVES FOR LUBRICANTS
Germany	Granted	02763825.3	30-Sep-2002	60229550.5	22-Oct-2008	Chemtura Corporation	1,2,4-OXADIAZOLE ADDITIVES FOR LUBRICANTS

50

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Germany	Granted	02778837.1	13-Nov-2002	1453786	20-Jan-2010	Chemtura Corporation	METHOD OF PREPARING HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANTS
Germany	Granted	03763038.1	27-Jun-2003	60328027.7	17-Jun-2009	Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Germany	Granted	03741907.4	6-Jun-2003	60312685.5	21-Mar-2007	Chemtura Corporation	Complexes of Metal Salts of Organic Acids and B-Diketones and Methods for Producing Same
Germany	Granted	02806450.9	6-Dec-2002	60216145.2	15-Nov-2006	Chemtura Corporation	Stability Improvement of Aluminum Hydroxide in PVC Compound
Germany	Granted	02250438.5	22-Jan-2002	60204245.3	25-May-2005	Chemtura Corporation	OIL-SOLUBLE ADDITIVE COMPOSITIONS FOR LUBRICATING OILS
Germany	Granted	03759474.4	23-Sep-2003	60311124.6	10-Jan-2007	Chemtura Corporation	NATURAL FIBER-FILLED POLYOLEFIN COMPOSITES
Germany	Granted	03783413.2	10-Nov-2003	60318956.3	30-Jan-2008	Chemtura Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS

51

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Germany	Granted	03776507.0	22-Oct-2003	60309060.5	11-Oct-2006	Chemtura Corporation	METHOD FOR THE ALKYLATION OF SALICYLIC ACID
Germany	Granted	03814040.6	15-Dec-2003	60305528.1	24-May-2006	Chemtura Corporation	STYRENIC POLYMER COMPOSITES
Germany	Granted	04759761.2	23-Mar-2004	602004004093.2	3-Jan-2007	Chemtura Corporation	ALKYLATED IMINODIBENZYLS AS ANTIOXIDANTS
Germany	Granted	04758880.1	2-Apr-2004	1656338	27-May-2009	Chemtura Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES CONTAINING FRACTIONS WITH VARYING DEGREES OF ACTIVITY
Germany	Granted	04810187.7	29-Oct-2004	602004021500.7	10-Jun-2009	Chemtura Corporation	PROCESS FOR REMOVAL OF CATALYST RESIDUES FROM POLY-ALPHA-OLEFINS
Germany	Granted	05725113.4	7-Mar-2005	602005016906.7	30-Sep-2009	Chemtura Corporation	Dithiocarbamate Derivatives Useful as Lubricant and Fuel Additives
Germany	Granted	05747936.2	5-May-2005	602005003470.6	21-Nov-2007	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANES CURED WITH ALKYLATED 4,4’-METHYLENEDIANILINE
Germany	Granted	05810208.8	26-Aug-2005	602005011313.4	26-Nov-2008	Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors

52

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Germany	Granted	98301722.9	9-Mar-1998	69830437.3	8-Jun-2005	Chemtura Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
Germany	Granted	00942338.5	24-Jul-2000	60036364.3	12-Sep-2007	Chemtura Corporation	POLYOLEFIN GRAFT COPOLYMERS MADE WITH FLUORINATED MONOMERS
Germany	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Germany	Granted	97951736.4	16-Dec-1997	69737634.6	18-Apr-2007	Chemtura Corporation	INSECTICIDAL OXADIAZINE COMPOUNDS
Germany	Granted	99902412.8	22-Jan-1999	69938586.5	23-Apr-2008	Chemtura Corporation	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
Germany	Granted	99965004.7	19-Nov-1999	69939181.4	23-Jul-2008	Chemtura Corporation	LUBRICANT COMPOSITIONS COMPRISING MULTIPLE ANTIOXIDANTS
Germany	Granted	00977001.7	28-Nov-2000	60023735.4	2-Nov-2005	Chemtura Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Germany	Granted	00976993.6	6-Nov-2000	60023542.4	26-Oct-2005	Chemtura Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Germany	Granted	01961955.0	8-Aug-2001	60128926.9	13-Jun-2007	Chemtura Corporation	Process for Producing Liquid Polyalphaolefin Polymer,

53

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
Germany	Granted	00978566.8	13-Nov-2000	60036018.0	15-Aug-2007	Chemtura Corporation	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Germany	Granted	00963502.0	15-Sep-2000	60040647.4	29-Oct-2008	Chemtura Corporation	SIDE BEARING PAD
Germany	Granted	00976769.0	1-Nov-2000	60032938.0	10-Jan-2007	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
Germany	Granted	00973742.0	20-Oct-2000	60028406.9	31-May-2006	Chemtura Corporation	SUBSTITUTED LINEAR THIOUREA ADDITIVES FOR LUBRICANTS
Germany	Granted	02757445.8	28-Aug-2002	1421139	21-Oct-2009	Chemtura Corporation	HIGHER ALKYLATED TRIARYL PHOSPHATE ESTER FLAME RETARDANTS
Germany	Granted	05816028.4	30-Sep-2005	1805232	30-Dec-2009	Chemtura Corporation	Improved Polymers of Bromostyrenes Having Controlled Molecular Weight
Germany	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS

54

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							AND FLAME RETARDED POLYMERS
Germany	Granted	99939198.0	25-Feb-1999	69917902.5	9-Jun-2004	Chemtura Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Germany	Granted	99936087.8	25-Feb-1999	69925790.5	15-Jun-2005	Chemtura Corporation	VISCOSITY DRIFT CONTROL IN OVERBASED DETERGENTS
Germany	Granted	99907179.8	25-Feb-1999	69925431.0	25-May-2005	Chemtura Corporation	OVERBASED MAGNESIUM DEPOSIT CONTROL ADDITIVE FOR RESIDUAL FU EL OILS
Germany	Granted	01959611.3	7-Aug-2001	60114212.8	19-Oct-2005	Chemtura Corporation	DIRECT SYNTHESIS OF TIN (II)  AND CARBOXYLATES AND TIN (IV) CARBOXYLATES FROM ELEMENTAL TIN OR TIN OXIDES
Great Britain	Granted	01935504.9	15-May-2001	1290116	2-Aug-2006	Chemtura Corporation	Clarification Method for Oil Dispersions Comprising Overbased Detergents Containing Calcite
Great Britain	Granted	01973542.2	25-Sep-2001	1335886	8-Aug-2007	Chemtura Corporation	Sizing Composition
Great Britain	Granted	02776150.1	4-Oct-2002	1446466	21-Jun-2006	Chemtura Corporation	VISCOSITY GROWTH INHIBITION IN OIL ADDITIVE

55

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							CONCENTRATES
Great Britain	Granted	02734152.8	3-May-2002	1390457	25-Jul-2007	Chemtura Corporation	ALKYL HYDRAZIDE ADDITIVES FOR LUBRICANTS
Great Britain	Granted	02729292.9	24-May-2002	1392805	2-Aug-2006	Chemtura Corporation	OXADIAZOLE ADDITIVES FOR LUBRICANTS
Great Britain	Granted	02789458.3	6-Nov-2002	1453870	26-Aug-2009	Chemtura Corporation	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS CONTAINING SAME
Great Britain	Granted	02807876.4	26-Sep-2002	1543096	30-Apr-2008	Chemtura Corporation	ALKYL-SUCCINHYRAZIDE ADDITIVES FOR LUBRICANTS
Great Britain	Granted	02763825.3	30-Sep-2002	1451276	22-Oct-2008	Chemtura Corporation	1,2,4-OXADIAZOLE ADDITIVES FOR LUBRICANTS
Great Britain	Granted	02778837.1	13-Nov-2002	1453786	20-Jan-2010	Chemtura Corporation	METHOD OF PREPARING HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANTS
Great Britain	Granted	03763038.1	27-Jun-2003	1539872	17-Jun-2009	Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Great Britain	Granted	03741907.4	6-Jun-2003	1517878	21-Mar-2007	Chemtura Corporation	Complexes of Metal Salts of Organic

56

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Acids and B-Diketones and Methods for Producing Same
Great Britain	Granted	02806450.9	6-Dec-2002	1461381	15-Nov-2006	Chemtura Corporation	Stability Improvement of Aluminum Hydroxide in PVC Compound
Great Britain	Granted	02250438.5	22-Jan-2002	1227144	25-May-2005	Chemtura Corporation	OIL-SOLUBLE ADDITIVE COMPOSITIONS FOR LUBRICATING OILS
Great Britain	Granted	03759474.4	23-Sep-2003	1551924	10-Jan-2007	Chemtura Corporation	NATURAL FIBER-FILLED POLYOLEFIN COMPOSITES
Great Britain	Granted	03783413.2	10-Nov-2003	1562730	30-Jan-2008	Chemtura Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
Great Britain	Granted	03776507.0	22-Oct-2003	1556326	11-Oct-2006	Chemtura Corporation	METHOD FOR THE ALKYLATION OF SALICYLIC ACID
Great Britain	Granted	03814040.6	15-Dec-2003	1572802	24-May-2006	Chemtura Corporation	STYRENIC POLYMER COMPOSITES
Great Britain	Granted	04759761.2	23-Mar-2004	1613602	3-Jan-2007	Chemtura Corporation	ALKYLATED IMINODIBENZYLS AS ANTIOXIDANTS
Great Britain	Granted	04758880.1	2-Apr-2004	1656338	27-May-2009	Chemtura Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES

57

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							CONTAINING FRACTIONS WITH VARYING DEGREES OF ACTIVITY
Great Britain	Granted	04810187.7	29-Oct-2004	1692191	10-Jun-2009	Chemtura Corporation	PROCESS FOR REMOVAL OF CATALYST RESIDUES FROM POLY-ALPHA-OLEFINS
Great Britain	Granted	05725113.4	7-Mar-2005	1730107	30-Sep-2009	Chemtura Corporation	Dithiocarbamate Derivatives Useful as Lubricant and Fuel Additives
Great Britain	Granted	05747936.2	5-May-2005	1756185	21-Nov-2007	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANES CURED WITH ALKYLATED 4,4’-METHYLENEDIANILINE
Great Britain	Granted	05810208.8	26-Aug-2005	1794107	26-Nov-2008	Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
Great Britain	Granted	0715424.8	2-Mar-2006	2437224	23-Sep-2009	Chemtura Corporation	INSECTICIDAL, ACARICIDAL, AND FUNGICIDAL NITOMETHYLENE COMPOUNDS
Great Britain	Granted	0715952.8	21-Mar-2006	2437230	18-Feb-2009	Chemtura Corporation	MITICIDAL TRIAZOLIDINE DERIVATIVES
Great Britain	Granted	98301722.9	9-Mar-1998	0866058	8-Jun-2005	Chemtura Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
Great Britain	Granted	00942338.5	24-Jul-2000	1127083	12-Sep-2007	Chemtura Corporation	POLYOLEFIN GRAFT COPOLYMERS

58

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							MADE WITH FLUORINATED MONOMERS
Great Britain	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Great Britain	Granted	97951736.4	16-Dec-1997	0964862	18-Apr-2007	Chemtura Corporation	INSECTICIDAL OXADIAZINE COMPOUNDS
Great Britain	Granted	99902412.8	22-Jan-1999	1054875	23-Apr-2008	Chemtura Corporation	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
Great Britain	Granted	99965004.7	19-Nov-1999	1137747	23-Jul-2008	Chemtura Corporation	LUBRICANT COMPOSITIONS COMPRISING MULTIPLE ANTIOXIDANTS
Great Britain	Granted	01961955.0	8-Aug-2001	1309633	13-Jun-2007	Chemtura Corporation	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
Great Britain	Granted	00978566.8	13-Nov-2000	1235885	15-Aug-2007	Chemtura Corporation	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Great Britain	Granted	00963502.0	15-Sep-2000	1135288	29-Oct-2008	Chemtura Corporation	SIDE BEARING PAD
Great Britain	Granted	00976769.0	1-Nov-2000	1237967	10-Jan-2007	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS

59

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
Great Britain	Granted	00973742.0	20-Oct-2000	1228172	31-May-2006	Chemtura Corporation	SUBSTITUTED LINEAR THIOUREA ADDITIVES FOR LUBRICANTS
Great Britain	Granted	02757445.8	28-Aug-2002	1421139	21-Oct-2009	Chemtura Corporation	HIGHER ALKYLATED TRIARYL PHOSPHATE ESTER FLAME RETARDANTS
Great Britain	Granted	05816028.4	30-Sep-2005	1805232	30-Dec-2009	Chemtura Corporation	Improved Polymers of Bromostyrenes Having Controlled Molecular Weight
Great Britain	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Great Britain	Granted	99939198.0	25-Feb-1999	1086195	9-Jun-2004	Chemtura Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Great Britain	Granted	99936087.8	25-Feb-1999	0991739	15-Jun-2005	Chemtura Corporation	VISCOSITY DRIFT CONTROL IN OVERBASED DETERGENTS
Great Britain	Granted	99907179.8	25-Feb-1999	0994932	25-May-2005	Chemtura Corporation	OVERBASED MAGNESIUM DEPOSIT CONTROL

60

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							ADDITIVE FOR RESIDUAL FU EL OILS
Great Britain	Granted	01959611.3	7-Aug-2001	1307465	19-Oct-2005	Chemtura Corporation	DIRECT SYNTHESIS OF TIN (II)  AND CARBOXYLATES AND TIN (IV) CARBOXYLATES FROM ELEMENTAL TIN OR TIN OXIDES
Greece	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Hong Kong	Pending	09104756.7	26-May-2009			Chemtura Corporation	Lubricating Oil Compositions
Hong Kong	Pending	09104971.6	3-Jun-2009			Chemtura Corporation	Alkylation of N’-phenyl-N-alkylphenylenediamines in ionic liquid, N’-phenyl-N-alkyl (alkylphenylene) diamines produced thereby, and lubricant compositions containing same
Hong Kong	Pending	09105863.4	30-Jun-2009			Chemtura Corporation	Alkylation of a Diphenylamine Compound in Ionic Liquid
Hong Kong	Pending	09104970.7	3-Jun-2009			Chemtura Corporation	Ring Alkylation of Aniline or an Aniline Derivative Using

61

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Ionic Liquid Catalysts
Hong Kong	Pending	09109714.7	21-Oct-2009			Chemtura Corporation	Flame Resistance Natural Fiber-Filled Thermoplastics with Improved Properties
Hong Kong	Pending	09111112.1	27-Nov-2009			Chemtura Corporation	Peroxide Reduction in Functionalized Vegetable Oils
India	Pending	1464/DELNP/2006	16-Dec-2003			Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
India	Pending	2646/DELNP/2006	29-Oct-2004			Chemtura Corporation	Liquid Microemulsion Stabilizer Composition for Halogen-Containing Polymers
India	Pending	1261/DELNP/2006	11-Aug-2004			Chemtura Corporation	Stabilization System for Halogen-Containing Polymers
India	Pending	8102/DELNP/2007	28-Apr-2006			Chemtura Corporation	STABILIZER BLEND FOR IMPROVED CHLORINE RESISTANCE
India	Pending	6867/DELNP/2008	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
India	Pending	7707/DELNP/2008	21-Mar-2007			Chemtura Corporation	Flame Retardant Composition For Use In Styrenics
India	Pending	9884/DELNP/2008	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
India	Pending	635/DELNP/2009	20-Aug-2007			Chemtura	BROMINATED

62

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	FLAME RETARDANT
India	Pending	1550/DELNP/2009	30-Aug-2007			Chemtura Corporation	ISOCYANATE TERMINATED POLYCAPROLACTONE POLYURETHANE PREPOLYMERS
India	Granted	215964	22-Apr-2008	215964	26-Oct-2007	Chemtura Corporation	TIRE
India	Granted	215965	22-Apr-2008	215965	10-Dec-2007	Chemtura Corporation	TIRE
India	Pending	5499/DELNP/2009	6-Dec-2007			Chemtura Corporation	New Flame Retardants for Use in Styrenics Forms
India	Pending	4242/DELNP/2009	14-Feb-2008			Chemtura Corporation	Stabilization of Polymers with Styrenated-P-Cresols
India	Pending	5513/DELNP/2009	25-Jan-2008			Chemtura Corporation	FLAME RETARDANT COMPOSITION FOR USE IN STYRENICS
India	Pending	6558/DELNP/2009	22-Apr-2008			Chemtura Corporation	Flame Retardant Halogenated Polymer Compositions
India	Pending	6133/DELNP/2009	25-Mar-2008			Chemtura Corporation	STARCH-POLYOLEFIN COMPOSITES WITH IMPROVED PERFORMANCE
India	Pending	PCT/US2008/059239	3-Apr-2008			Chemtura Corporation	Pesticidal Diazene Oxide Carboxylates
India	Pending	2537/DELNP/2007	30-Sep-2005			Chemtura Corporation	Improved Polymers of Bromostyrenes Having Controlled Molecular Weight
India	Pending	4162/DELNP/2007	1-Dec-2005			Chemtura Corporation	NON-SCORCH FLAME

63

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							RETARDED POLYURETHANE FOAM
Indonesia	Pending	W-00200702509	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH SULFONIC ACIDS
Indonesia	Pending	W-00200704057	24-May-2006			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
Indonesia	Pending	W-00200803955	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Israel	Pending	194119	21-Mar-2007			Chemtura Corporation	Flame Retardant Composition For Use In Styrenics
Israel	Pending	PCT/US2007/009690	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Israel	Pending	196778	20-Aug-2007			Chemtura Corporation	BROMINATED FLAME RETARDANT
Israel	Pending	200794	6-Dec-2007			Chemtura Corporation	New Flame Retardants for Use in Styrenics Forms
Israel	Pending	200745	25-Jan-2008			Chemtura Corporation	FLAME RETARDANT COMPOSITION FOR USE IN STYRENICS
Israel	Pending	201695	22-Apr-2008			Chemtura Corporation	Flame Retardant Halogenated Polymer Compositions
Israel	Pending	182181	30-Sep-2005			Chemtura Corporation	Improved Polymers of Bromostyrenes Having Controlled Molecular Weight
Israel	Pending	183584	1-Dec-2005			Chemtura	NON-SCORCH

64

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	FLAME RETARDED POLYURETHANE FOAM
Italy	Granted	01935504.9	15-May-2001	1290116	2-Aug-2006	Chemtura Corporation	Clarification method for oil dispersions comprising overbased detergents containing calcite
Italy	Granted	01973542.2	25-Sep-2001	1335886	8-Aug-2007	Chemtura Corporation	Sizing Composition
Italy	Granted	02789458.3	6-Nov-2002	1453870	26-Aug-2009	Chemtura Corporation	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS CONTAINING SAME
Italy	Granted	02778837.1	13-Nov-2002	1453786	20-Jan-2010	Chemtura Corporation	METHOD OF PREPARING HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANTS
Italy	Granted	03763038.1	27-Jun-2003	1539872	17-Jun-2009	Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Italy	Granted	03741907.4	6-Jun-2003	1517878	21-Mar-2007	Chemtura Corporation	Complexes of Metal Salts of Organic Acids and B-Diketones and Methods for Producing Same

65

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Italy	Granted	02806450.9	6-Dec-2002	1461381	15-Nov-2006	Chemtura Corporation	Stability Improvement of Aluminum Hydroxide in PVC Compound
Italy	Granted	03783413.2	10-Nov-2003	1562730	30-Jan-2008	Chemtura Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
Italy	Granted	03776507.0	22-Oct-2003	1556326	11-Oct-2006	Chemtura Corporation	METHOD FOR THE ALKYLATION OF SALICYLIC ACID
Italy	Granted	03814040.6	15-Dec-2003	1572802	24-May-2006	Chemtura Corporation	STYRENIC POLYMER COMPOSITES
Italy	Granted	04758880.1	2-Apr-2004	1656338	27-May-2009	Chemtura Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES CONTAINING FRACTIONS WITH VARYING DEGREES OF ACTIVITY
Italy	Granted	04810187.7	29-Oct-2004	1692191	10-Jun-2009	Chemtura Corporation	PROCESS FOR REMOVAL OF CATALYST RESIDUES FROM POLY-ALPHA-OLEFINS
Italy	Granted	05810208.8	26-Aug-2005	1794107	26-Nov-2008	Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
Italy	Granted	98301722.9	9-Mar-1998	0866058	8-Jun-2005	Chemtura Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES

66

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Italy	Granted	00942338.5	24-Jul-2000	1127083	12-Sep-2007	Chemtura Corporation	POLYOLEFIN GRAFT COPOLYMERS MADE WITH FLUORINATED MONOMERS
Italy	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Italy	Granted	97951736.4	16-Dec-1997	0964862	18-Apr-2007	Chemtura Corporation	INSECTICIDAL OXADIAZINE COMPOUNDS
Italy	Granted	99902412.8	22-Jan-1999	1054875	23-Apr-2008	Chemtura Corporation	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
Italy	Granted	01961955.0	8-Aug-2001	1309633	13-Jun-2007	Chemtura Corporation	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
Italy	Granted	00978566.8	13-Nov-2000	1235885	15-Aug-2007	Chemtura Corporation	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Italy	Granted	00963502.0	15-Sep-2000	1135288	29-Oct-2008	Chemtura Corporation	SIDE BEARING PAD
Italy	Granted	00976769.0	1-Nov-2000	1237967	10-Jan-2007	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS FROM MDI PREPOLYMERS

67

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							WITH REDUCED CONTENT OF FREE MDI MONOMER
Italy	Granted	00973742.0	20-Oct-2000	1228172	31-May-2006	Chemtura Corporation	SUBSTITUTED LINEAR THIOUREA ADDITIVES FOR LUBRICANTS
Italy	Granted	02757445.8	28-Aug-2002	1421139	21-Oct-2009	Chemtura Corporation	HIGHER ALKYLATED TRIARYL PHOSPHATE ESTER FLAME RETARDANTS
Italy	Granted	05816028.4	30-Sep-2005	1805232	30-Dec-2009	Chemtura Corporation	Improved Polymers of Bromostyrenes Having Controlled Molecular Weight
Italy	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Italy	Granted	99939198.0	25-Feb-1999	1086195	9-Jun-2004	Chemtura Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Japan	Granted	2003-549461	4-Oct-2002	4393871	23-Oct-2009	Chemtura Corporation	VISCOSITY GROWTH INHIBITION IN OIL ADDITIVE CONCENTRATES
Japan	Granted	2003-513987	18-Jul-2001	4141951	20-Jun-2008	Chemtura Corporation	ORGANO-IMIDO MOLYBDENUM COMPLEXES AS FRICTION MODIFIER

68

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							ADDITIVES FOR LUBRICANT COMPOSITIONS
Japan	Granted	2003-502128	30-Apr-2002	4128523	23-May-2008	Chemtura Corporation	THIADIAZOLIDINE ADDITIVES FOR LUBRICANTS
Japan	Pending	2007-331351	25-Dec-2007			Chemtura Corporation	Stability Improvement of Carbon Monoxide Ethylene Copolymer in PVC compound
Japan	Pending	2008-094639	1-Apr-2008			Chemtura Corporation	Polyurethane Elastomers From HDI Prepolymers With Reduced Content of Free HDI Monomers
Japan	Pending	2006-551571	19-Jan-2005			Chemtura Corporation	Detergent/Anti-Oxidant Additives for Fuels and Lubricants
Japan	Pending	2006-509296	23-Mar-2004			Chemtura Corporation	ALKYLATED IMINODIBENZYLS AS ANTIOXIDANTS
Japan	Pending	2007-508414	8-Apr-2005			Chemtura Corporation	KETONE DIARYLAMINE CONDENSATES
Japan	Pending	2006-509700	2-Apr-2004			Chemtura Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES CONTAINING FRACTIONS WITH VARYING DEREES OF ACTIVITY
Japan	Pending	2007-510759	8-Apr-2005			Chemtura Corporation	METHOD FOR THE PREPARATION OF A HYDROXYALKYL HINDERED

69

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PHENOLIC ANTIOXIDANT
Japan	Pending	2006-523929	11-Aug-2004			Chemtura Corporation	Stabilization System for Halogen-Containing Polymers
Japan	Pending	2006-533625	8-Jun-2004			Chemtura Corporation	Sodium Petroleum Sulfonate blends as Emulsifiers for Petroleum Oil
Japan	Pending	awaiting	15-Jan-2010			Chemtura Corporation	Reaction Products of Mercaptobenzothiazoles, Mercaptothiazolines, and Mercaptobenzimidazoles with Epoxides as Lubricant Additives
Japan	Pending	2006-523224	4-Aug-2004			Chemtura Corporation	Reaction Products of Mercaptobenzothiazoles, Mercaptothiazolines, and Mercaptobenzimidazoles with Epoxides as Lubricant Additives
Japan	Pending	2006-539617	1-Nov-2004			Chemtura Corporation	Method of Making Hydroxyalkyl Amide Containing Reduced Level of Unreacted Alkanolamine
Japan	Pending	2006-539580	29-Oct-2004			Chemtura Corporation	PROCESS FOR REMOVAL OF CATALYST RESIDUES FROM POLY-ALPHA-OLEFINS
Japan	Pending	2006-539616	1-Nov-2004			Chemtura Corporation	Method of Purifying Hydroxyalkyl Amide
Japan	Pending	2006-552149	19-Jan-2005			Chemtura Corporation	LUBRICANT COMPOSITIONS

70

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPRISING AN ANTIOXIDANT BLEND
Japan	Pending	2006-543838	15-Nov-2004			Chemtura Corporation	LOW SEDIMENT FRICTION MODIFIERS
Japan	Pending	2007-503072	9-Mar-2005			Chemtura Corporation	LUBRICANT AND FUEL COMPOSITIONS CONTAINING HYDROXY POLYCARBOXYLIC ACID ESTERS
Japan	Pending	2007-506199	7-Mar-2005			Chemtura Corporation	Dithiocarbamate Derivatives Useful as Lubricant and Fuel Additives
Japan	Pending	2007-522495	19-May-2005			Chemtura Corporation	FUEL AND LUBRICANT ADDITIVE CONTAINING ALKYL HYDROXY CARBOXYLIC ACID BORON ESTERS
Japan	Pending	2007-538905	1-Sep-2005			Chemtura Corporation	1,3-DITHIOLANE-2-THIONE ADDITIVES FOR LUBRICANTS AND FUELS
Japan	Pending	2007-558227	1-Mar-2006			Chemtura Corporation	Method for Improving the Oxidative Stability of Industrial Fluids
Japan	Pending	2007-554176	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH

71

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							SULFONIC ACIDS
Japan	Pending	2007-534593	18-Aug-2005			Chemtura Corporation	STABILIZED LUBRICANT COMPOSITIONS
Japan	Pending	2007-545454	24-Oct-2005			Chemtura Corporation	LUBRICANT COMPOSITIONS STABILIZED WITH MULTIPLE ANTIOXIDANTS
Japan	Pending	2007-533463	20-Jul-2005			Chemtura Corporation	Sulfonated Phenols with Nitrophenols as Polymerization Inhibitors
Japan	Pending	2007-533491	26-Aug-2005			Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
Japan	Pending	2007-538903	30-Aug-2005			Chemtura Corporation	EPOXIDIZED ESTER ADDITIVES FOR REDUCING LEAD CORROSION IN LUBRICANTS AND FUELS
Japan	Pending	2007-543404	16-Nov-2005			Chemtura Corporation	DITHIOCARBAMYL B-HYDROXY FATTY ACID ESTERS AS ADDITIVES FOR LUBRICANTS AND FUELS
Japan	Pending	2007-558294	2-Mar-2006			Chemtura Corporation	INSECTICIDAL, ACARICIDAL, AND FUNGICIDAL NITOMETHYLENE COMPOUNDS
Japan	Pending	2008-504163	21-Mar-2006			Chemtura Corporation	MITICIDAL TRIAZOLIDINE DERIVATIVES
Japan	Pending	2008-510075	28-Apr-2006			Chemtura Corporation	ALKYLTIN SULFANYL

72

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							MERCAPTOCARBOXYLATES HAVING TERMINAL THIOL GROUPS
Japan	Pending	2008-505552	4-Apr-2006			Chemtura Corporation	METHOD OF IMPROVING PROPERTIES OF HYDROFORMING FLUIDS USING OVERBASED SULFONATE
Japan	Pending	2008-512302	28-Apr-2006			Chemtura Corporation	STABILIZER BLEND FOR IMPROVED CHLORINE RESISTANCE
Japan	Pending	2008-516891	24-May-2006			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
Japan	Pending	2008-524157	25-Jul-2006			Chemtura Corporation	Cellulosic-Thermoplastic Composite and Method of Making the Same
Japan	Pending	2008-535704	10-Oct-2006			Chemtura Corporation	DIAROMATIC AMINES
Japan	Granted	5-12136	28-Jan-1993	3293921	5-Apr-2002	Chemtura Corporation	PROCESS FOR MAKING PHOSPHITE ESTERS
Japan	Granted	167291/94	20-Jul-1994	3616662	12-Nov-2004	Chemtura Corporation	NEOALKYL ALKYLIDENE-2,2-BISPHENYL AND BIPHENYL PHOSPHITE ESTERS
Japan	Granted	266547/95	16-Oct-1995	4195730	3-Oct-2008	Chemtura Corporation	AMINE-STABILIZED AMORPHOUS

73

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PHOSPHITE
Japan	Granted	513559/97	24-Sep-1996	4372840	11-Sep-2009	Chemtura Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
Japan	Granted	235179/98	21-Aug-1998	4128279	23-May-2008	Chemtura Corporation	PROCESS FOR THE PREPARATION OF PHOSPHITES
Japan	Pending	2008-543346	20-Nov-2006			Chemtura Corporation	LUBRICATING OIL COMPOSITIONS
Japan	Pending	2008-545642	1-Dec-2006			Chemtura Corporation	Alkylation of N’-phenyl-N-alkylphenylenediamines in ionic liquid, N’-phenyl-N-alkyl (alkylphenylene) diamines produced thereby, and lubricant compositions containing same
Japan	Pending	2008-545632	1-Dec-2006			Chemtura Corporation	ALKYLATION OF A DIPHENYLAMINE COMPOUND IN IONIC LIQUID
Japan	Pending	2008-545631	1-Dec-2006			Chemtura Corporation	RING ALKYLATION OF ANILINE OR AN ANILINE DERIVATIVE USING IONIC

74

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							LIQUID CATALYSTS
Japan	Pending	2008-549481	12-Dec-2006			Chemtura Corporation	DIAROMATIC AMINE DERIVATIVES AS ANTIOXIDANTS
Japan	Pending	2008-549485	15-Dec-2006			Chemtura Corporation	LUBRICATING OIL AND FUEL COMPOSITIONS
Japan	Pending	2008-552323	16-Jan-2007			Chemtura Corporation	DIRECT ALKYLATION OF N-ALKYL-N’-PHENYL-p-PHENYLENEDIAMINE
Japan	Pending	2009-513131	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
Japan	Pending	2009-501582	21-Mar-2007			Chemtura Corporation	Flame Retardant Composition For Use In Styrenics
Japan	Pending	2009-512130	23-May-2007			Chemtura Corporation	FUNCTIONAL POLYOLEFINS USEFUL AS METAL ADHESION PROMOTERS
Japan	Pending	2009-515393	7-May-2007			Chemtura Corporation	ANTIOXIDANT ADDITIVE FOR BIODIESEL FUELS
Japan	Pending	2009-516481	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Japan	Pending	2009-525598	20-Aug-2007			Chemtura Corporation	BROMINATED FLAME RETARDANT
Japan	Pending	PCT/US2007/019101	30-Aug-2007			Chemtura Corporation	PROCESS FOR REMOVAL OF RESIDUAL CATALYST

75

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPONENTS
Japan	Pending	2009-528234	30-Aug-2007			Chemtura Corporation	ISOCYANATE TERMINATED POLYCAPROLACTONE POLYURETHANE PREPOLYMERS
Japan	Pending	2009-534571	6-Sep-2007			Chemtura Corporation	SOLUBLE OIL CONTAINING OVERBASED SULFONATE ADDITIVES
Japan	Pending	2009-535272	22-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
Japan	Pending	2009-552664	6-Dec-2007			Chemtura Corporation	New Flame Retardants for Use in Styrenics Forms
Japan	Pending	2009-549307	14-Feb-2008			Chemtura Corporation	Stabilization of Polymers with Styrenated-P-Cresols
Japan	Pending	2009-552776	25-Jan-2008			Chemtura Corporation	FLAME RETARDANT COMPOSITION FOR USE IN STYRENICS
Japan	Pending	PCT/US2008/061097	22-Apr-2008			Chemtura Corporation	Flame Retardant Halogenated Polymer Compositions
Japan	Pending	PCT/2008/058099	25-Mar-2008			Chemtura Corporation	STARCH-POLYOLEFIN COMPOSITES WITH IMPROVED PERFORMANCE
Japan	Pending	PCT/US2008/059239	3-Apr-2008			Chemtura Corporation	Pesticidal Diazene Oxide Carboxylates
Japan	Pending	PCT/US2008/068105	25-Jun-2008			Chemtura Corporation	Lubricant Compositions Stabilized with Styrenated Phenolic Antioxidant

76

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Japan	Pending	PCT/US2008/069320	7-Jul-2008			Chemtura Corporation	Liquid Styrenated Phenolic Compositions and Processes for Forming Same
Japan	Pending	PCT/US2008/071862	1-Aug-2008			Chemtura Corporation	RUBBER COMPOSITIONS
Japan	Pending	2009-524747	10-Aug-2007			Chemtura Corporation	Antioxidants and Methods of Making Antioxidants
Japan	Pending	2009-544130	25-Oct-2007			Chemtura Corporation	Antioxidants for Synthetic Lubricants and Methods and Manufacture
Japan	Pending	2003-502131	31-May-2002			Chemtura Corporation	High Temperature Lubricant Composition
Japan	Granted	2006-092839	30-Mar-2006	4316581	29-May-2009	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
Japan	Pending	2007-534834	30-Sep-2005			Chemtura Corporation	Improved Polymers of Bromostyrenes Having Controlled Molecular Weight
Japan	Pending	2007-544508	1-Dec-2005			Chemtura Corporation	NON-SCORCH FLAME RETARDED POLYURETHANE FOAM
Japan	Pending	543855/99	25-Feb-1999			Chemtura Corporation	VISCOSITY DRIFT CONTROL IN

77

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							OVERBASED DETERGENTS
Japan	Granted	550448/99	25-Feb-1999	4073046	1-Feb-2008	Chemtura Corporation	OVERBASED MAGNESIUM DEPOSIT CONTROL ADDITIVE FOR RESIDUAL FU EL OILS
Japan	Granted	2002-519466	7-Aug-2001	3871645	27-Oct-2006	Chemtura Corporation	DIRECT SYNTHESIS OF TIN (II)  AND CARBOXYLATES AND TIN (IV) CARBOXYLATES FROM ELEMENTAL TIN OR TIN OXIDES
Japan	Granted	111744/91	16-May-1991	3241397	19-Oct-2001	Chemtura Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION STABILIZED THEREW ITH
Luxembourg	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Malaysia	Granted	PI20014792	15-Oct-2001	MY-131817-A	28-Sep-2007	Chemtura Corporation	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Malaysia	Pending	PI20054518	26-Sep-2005			Chemtura Corporation	SULFONATED PHENOLS WITH NITROPHENOLS AS

78

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							POLYMERIZATION INHIBITORS
Malaysia	Pending	PI20054519	26-Sep-2005			Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
Malaysia	Pending	PI20055658	2-Dec-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
Mexico	Pending	PA/a/2006/001942	11-Aug-2004			Chemtura Corporation	Stabilization System for Halogen-Containing Polymers
Mexico	Pending	MX/a/2007/009236	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH SULFONIC ACIDS
Mexico	Pending	MX/a/2007/003663	20-Jul-2005			Chemtura Corporation	Sulfonated Phenols with Nitrophenols as Polymerization Inhibitors
Mexico	Granted	MX-a/2007/003399	26-Aug-2005	263538	7-Jan-2009	Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
Mexico	Pending	MX/a/2007/006608	26-Aug-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing

79

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Compounds or C-Nitrosanilines as Polymerization Inhibitors
Mexico	Pending	MX12007/015247	24-May-2006			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
Mexico	Pending	MX/a/2008/011337	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
Mexico	Pending	MX/a/2008/016035	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Mexico	Pending	MX/a/2008/002572	30-Aug-2007			Chemtura Corporation	ISOCYANATE TERMINATED POLYCAPROLACTONE POLYURETHANE PREPOLYMERS
Mexico	Pending	MX/a/2009/004633	22-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
Mexico	Granted	MX/f/2008/00940	22-Apr-2008	28197	13-May-2009	Chemtura Corporation	TIRE
Netherlands	Granted	02715143.0	15-Mar-2002	1397427	16-Nov-2005	Chemtura Corporation	Thermoplastic Resins in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
Netherlands	Granted	03763038.1	27-Jun-2003	1539872	17-Jun-2009	Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Netherlands	Granted	03741907.4	6-Jun-2003	1517878	21-Mar-2007	Chemtura Corporation	Complexes of Metal Salts of Organic Acids and B-

80

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Diketones and Methods for Producing Same
Netherlands	Granted	04810187.7	29-Oct-2004	1692191	10-Jun-2009	Chemtura Corporation	PROCESS FOR REMOVAL OF CATALYST RESIDUES FROM POLY-ALPHA-OLEFINS
Netherlands	Granted	05810208.8	26-Aug-2005	1794107	26-Nov-2008	Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
Netherlands	Granted	00942338.5	24-Jul-2000	1127083	12-Sep-2007	Chemtura Corporation	POLYOLEFIN GRAFT COPOLYMERS MADE WITH FLUORINATED MONOMERS
Netherlands	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Netherlands	Granted	00977001.7	28-Nov-2000	1233989	2-Nov-2005	Chemtura Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Netherlands	Granted	00976993.6	6-Nov-2000	1233937	26-Oct-2005	Chemtura Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Netherlands	Granted	00978566.8	13-Nov-2000	1235885	15-Aug-2007	Chemtura Corporation	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER

81

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							GROWTH
Netherlands	Granted	00963502.0	15-Sep-2000	1135288	29-Oct-2008	Chemtura Corporation	SIDE BEARING PAD
Netherlands	Granted	00973742.0	20-Oct-2000	1228172	31-May-2006	Chemtura Corporation	SUBSTITUTED LINEAR THIOUREA ADDITIVES FOR LUBRICANTS
Netherlands	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Netherlands	Granted	99939198.0	25-Feb-1999	1086195	9-Jun-2004	Chemtura Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Netherlands	Granted	01959611.3	7-Aug-2001	1307465	19-Oct-2005	Chemtura Corporation	DIRECT SYNTHESIS OF TIN (II)  AND CARBOXYLATES AND TIN (IV) CARBOXYLATES FROM ELEMENTAL TIN OR TIN OXIDES
New Zealand	Pending	566491	31-Aug-2006			Chemtura Corporation	Method for Determining Chlorine Demand in Water
New Zealand	Pending	576377	22-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
Patent Cooperation Treaty	Pending	PCT/US2009/060206	9-Oct-2009			Chemtura Corporation	Liquid Amylaryl Phosphite Compositions
Patent Cooperation Treaty	Pending	PCT/US2009/062091	26-Oct-2009			Chemtura Corporation	Liquid Butylaryl Phosphite Compositions
Patent Cooperation	Pending	PCT/US2009/062089	26-Oct-2009			Chemtura Corporation	Liquid Phosphite Composition Derived

82

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Treaty							from Cresols
Patent Cooperation Treaty	Pending	PCT/US2009/060213	9-Oct-2009			Chemtura Corporation	Liquid Phosphite Compositions Having Different Alkyl Groups
Patent Cooperation Treaty	Pending	PCT/US2008/079181	8-Oct-2008			Chemtura Corporation	Flame Retardant Compositions
Patent Cooperation Treaty	Pending	PCT/US2008/081248	27-Oct-2008			Chemtura Corporation	Diaromatic Amide Derivatives as Antioxidants
Patent Cooperation Treaty	Pending	PCT/US2008/081254	27-Oct-2008			Chemtura Corporation	Acridan Derivatives as Antioxidants
Patent Cooperation Treaty	Pending	PCT/US2008/085353	3-Dec-2008			Chemtura Corporation	Stabilized Polymer Compositions
Patent Cooperation Treaty	Pending	PCT/US2009/033986	13-Feb-2009			Chemtura Corporation	Modular Tire Assembly
Patent Cooperation Treaty	Pending	PCT/US2009/030704	12-Jan-2009			Chemtura Corporation	Controlling Branch Level and Viscosity of Polyalphaolefins with Propene Addition
Patent Cooperation Treaty	Pending	PCT/US2008/081111	24-Oct-2008			Chemtura Corporation	Non-Pneumatic Tire
Patent Cooperation Treaty	Pending	PCT/US2009/033983	13-Feb-2009			Chemtura Corporation	Polyurethane Elastomer Articles from Low Free Diphenylmethane Diisocyanate Prepolymers
Patent Cooperation Treaty	Pending	PCT/US2009/041115	20-Apr-2009			Chemtura Corporation	Polyalphaolefins and Processes for Forming Polyalphaolefins
Patent Cooperation	Pending	PCT/US2009/044328	18-May-2009			Chemtura Corporation	Reation Injection Molding System and

83

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Treaty							Processes for Producing Polyurethane Articles
Patent Cooperation Treaty	Pending	PCT/US2009/055571	1-Sep-2009			Chemtura Corporation	Blended Phosphite or Phosphonite Compositions Having Improved Hydrolytic Stability
Patent Cooperation Treaty	Pending	PCT/US2009/044330	18-May-2009			Chemtura Corporation	Phosphite Stabilizer for Lubricating Base Stocks and Thermoplastic Polymers
Patent Cooperation Treaty	Pending	PCT/US2009/045937	2-Jun-2009			Chemtura Corporation	Liquid Additives for the Stabilization of Lubricant Compositions
Patent Cooperation Treaty	Pending	PCT/US2009/044337	18-May-2009			Chemtura Corporation	Substituted Triazine Compositions and Methods for Producing Same
Patent Cooperation Treaty	Pending	PCT/US2009/053070	7-Aug-2009			Chemtura Corporation	Enhanced Oil Recovery Using Sulfonate Mixtures
Patent Cooperation Treaty	Pending	PCT/US2009/045946	9-Sep-2008			Chemtura Corporation	Anti-Oxidants
Patent Cooperation Treaty	Pending	PCT/US2009/060446	13-Oct-2009			Chemtura Corporation	Multiple Hardness Non-Pneumatic Tire
Patent Cooperation Treaty	Pending	PCT/US2009/060451	13-Oct-2009			Chemtura Corporation	Lubricants for Refigeration Systems
Patent Cooperation Treaty	Pending	PCT/US2009/060757	15-Oct-2009			Chemtura Corporation	Antioxidant Compositions
Patent Cooperation Treaty	Pending	PCT/US2009/065627	24-Nov-2009			Chemtura Corporation	Flame Retardant Halogenated Phenyl Ether Blends
Patent	Pending	PCT/US2010/02	8-Jan-2010			Chemtura	Carbon Dioxide-

84

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Cooperation Treaty		0453				Corporation	Based Working Fluids For Refrigeration and Air Conditioning Systems
Patent Cooperation Treaty	Pending	PCT/US2010/021619	21-Jan-2010			Chemtura Corporation	Production of Polyol Ester Lubricants for Refrigeration Systems
Peru	Pending	270-2009	24-Feb-2009			Chemtura Corporation	Modular Tire Assembly
Peru	Pending	1835-2008	27-Oct-2008			Chemtura Corporation	Non-Pneumatic Tire
Peru	Pending	271-2009	24-Feb-2009			Chemtura Corporation	Polyurethane Elastomer Articles from Low Free Diphenylmethane Diisocyanate Prepolymers
Poland	Pending	P-387494	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Poland	Pending	PCT/US08/53979	14-Feb-2008			Chemtura Corporation	Stabilization of Polymers with Styrenated-P-Cresols
Poland	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Republic of Korea	Granted	7016252/2002	15-May-2001	10-0706479	4-Apr-2007	Chemtura Corporation	Clarification method for oil dispersions comprising overbased detergents containing calcite
Republic of Korea	Granted	7005938/2003	25-Sep-2001	10-0805054	12-Feb-2008	Chemtura Corporation	Sizing Composition
Republic of	Granted	2003-7014790	15-Mar-2002	10-0838009	5-Jun-2008	Chemtura	Thermoplastic Resins

85

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Korea						Corporation	in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
Republic of Korea	Pending	2006-7005839	16-Dec-2003			Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Republic of Korea	Granted	7012692/2004	29-Jan-2003	10-0927635	12-Nov-2009	Chemtura Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
Republic of Korea	Pending	2006-7022613	8-Apr-2005			Chemtura Corporation	METHOD FOR THE PREPARATION OF A HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANT
Republic of Korea	Pending	10-2006-7003482	11-Aug-2004			Chemtura Corporation	Stabilization System for Halogen-Containing Polymers
Republic of Korea	Pending	7001834/2006	13-Jul-2004			Chemtura Corporation	RADIATION-CURABLE POLYURETHANE
Republic of Korea	Pending	7015703/2006	19-Jan-2005			Chemtura Corporation	LUBRICANT COMPOSITIONS COMPRISING AN ANTIOXIDANT BLEND
Republic of Korea	Pending	7001493/2007	19-May-2005			Chemtura Corporation	FUEL AND LUBRICANT ADDITIVE CONTAINING

86

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							ALKYL HYDROXY CARBOXYLIC ACID BORON ESTERS
Republic of Korea	Pending	7019350/2007	1-Mar-2006			Chemtura Corporation	Method for Improving the Oxidative Stability of Industrial Fluids
Republic of Korea	Pending	7017634/2007	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH SULFONIC ACIDS
Republic of Korea	Pending	7007162/2007	18-Aug-2005			Chemtura Corporation	STABILIZED LUBRICANT COMPOSITIONS
Republic of Korea	Pending	7012921/2007	24-Oct-2005			Chemtura Corporation	LUBRICANT COMPOSITIONS STABILIZED WITH MULTIPLE ANTIOXIDANTS
Republic of Korea	Pending	2007-7006908	20-Jul-2005			Chemtura Corporation	Sulfonated Phenols with Nitrophenols as Polymerization Inhibitors
Republic of Korea	Pending	2007-7006907	26-Aug-2005			Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
Republic of Korea	Pending	7014968/2007	26-Aug-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization

87

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Inhibitors
Republic of Korea	Pending	2007-7011582	16-Nov-2005			Chemtura Corporation	DITHIOCARBAMYL B-HYDROXY FATTY ACID ESTERS AS ADDITIVES FOR LUBRICANTS AND FUELS
Republic of Korea	Pending	7025491/2007	28-Apr-2006			Chemtura Corporation	ALKYLTIN SULFANYL MERCAPTOCARBOXYLATES HAVING TERMINAL THIOL GROUPS
Republic of Korea	Pending	7022162/2007	4-Apr-2006			Chemtura Corporation	METHOD OF IMPROVING PROPERTIES OF HYDROFORMING FLUIDS USING OVERBASED SULFONATE
Republic of Korea	Pending	2007-7026363	28-Apr-2006			Chemtura Corporation	STABILIZER BLEND FOR IMPROVED CHLORINE RESISTANCE
Republic of Korea	Pending	2007-7028384	24-May-2006			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
Republic of Korea	Pending	2007-7029141	25-Jul-2006			Chemtura Corporation	Cellulosic-Thermoplastic Composite and Method of Making the Same
Republic of Korea	Granted	98-9413	19-Mar-1998	10-0570861	6-Apr-2006	Chemtura Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
Republic of Korea	Granted	98-35192	28-Aug-1998	641508	25-Oct-2006	Chemtura Corporation	PROCESS FOR THE PREPARATION OF

88

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PHOSPHITES
Republic of Korea	Granted	2000-7010619	10-Mar-1999	622744	4-Sep-2006	Chemtura Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
Republic of Korea	Granted	2001-7007163	5-Oct-1999	662952	21-Dec-2006	Chemtura Corporation	STABILIZED THERMOPLASTIC COMPOSITIONS
Republic of Korea	Granted	2000-7011449	30-Mar-1999	622745	4-Sep-2006	Chemtura Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRITOL
Republic of Korea	Granted	2003-7004498	28-Sep-2001	10-0881532	23-Jan-2009	Chemtura Corporation	METHOD OF MAKING METAL SALTS OF 2,4,6-TRI-T-BUTYLPHENOL
Republic of Korea	Granted	2003-7002019	27-Jun-2001	826752	24-Apr-2008	Chemtura Corporation	Process for the Preparation of Hindered Phosphites
Republic of Korea	Pending	2008-7012625	20-Nov-2006			Chemtura Corporation	LUBRICATING OIL COMPOSITIONS
Republic of Korea	Pending	2008-7021740	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
Republic of Korea	Pending	2008-7022845	21-Mar-2007			Chemtura Corporation	Flame Retardant Composition For Use In Styrenics
Republic of Korea	Pending	2008-7028658	23-May-2007			Chemtura Corporation	FUNCTIONAL POLYOLEFINS USEFUL AS METAL ADHESION PROMOTERS
Republic of	Pending	2008-7029548	20-Apr-2007			Chemtura	Liquid Phosphite

89

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Korea						Corporation	Blends as Stabilizers
Republic of Korea	Pending	2009-7003445	20-Aug-2007			Chemtura Corporation	BROMINATED FLAME RETARDANT
Republic of Korea	Pending	2009-7004641	30-Aug-2007			Chemtura Corporation	PROCESS FOR REMOVAL OF RESIDUAL CATALYST COMPONENTS
Republic of Korea	Pending	7008278/2009	6-Sep-2007			Chemtura Corporation	SOLUBLE OIL CONTAINING OVERBASED SULFONATE ADDITIVES
Republic of Korea	Pending	2009-7011530	15-Nov-2007			Chemtura Corporation	Peroxide Reduction in Functionalized Vegetable Oils
Republic of Korea	Pending	2009-7018566	6-Dec-2007			Chemtura Corporation	New Flame Retardants for Use in Styrenics Forms
Republic of Korea	Pending	2009-7017376	14-Feb-2008			Chemtura Corporation	Stabilization of Polymers with Styrenated-P-Cresols
Republic of Korea	Pending	2009-7018565	25-Jan-2008			Chemtura Corporation	FLAME RETARDANT COMPOSITION FOR USE IN STYRENICS
Republic of Korea	Pending	2009-7022108	22-Apr-2008			Chemtura Corporation	Flame Retardant Halogenated Polymer Compositions
Republic of Korea	Pending	PCT/US2008/068105	25-Jun-2008			Chemtura Corporation	Lubricant Compositions Stabilized with Styrenated Phenolic Antioxidant
Republic of Korea	Pending	PCT/US2008/069320	7-Jul-2008			Chemtura Corporation	Liquid Styrenated Phenolic Compositions and Processes for

90

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Forming Same
Republic of Korea	Pending	PCT/US2008/071862	1-Aug-2008			Chemtura Corporation	RUBBER COMPOSITIONS
Republic of Korea	Pending	2009-7002756	10-Aug-2007			Chemtura Corporation	Antioxidants and Methods of Making Antioxidants
Republic of Korea	Pending	2009-7016383	25-Oct-2007			Chemtura Corporation	Antioxidants for Synthetic Lubricants and Methods and Manufacture
Republic of Korea	Granted	7007006/2002	6-Nov-2000	10-0715592	30-Apr-2007	Chemtura Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Republic of Korea	Granted	7006836/2002	1-Nov-2000	10-0791682	27-Dec-2007	Chemtura Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
Republic of Korea	Pending	2007-7009637	30-Sep-2005			Chemtura Corporation	Improved Polymers of Bromostyrenes Having Controlled Molecular Weight
Republic of Korea	Pending	7012264/2007	1-Dec-2005			Chemtura Corporation	NON-SCORCH FLAME RETARDED POLYURETHANE FOAM
Republic of Korea	Granted	7001899/2003	7-Aug-2001	10-0785608	6-Dec-2007	Chemtura Corporation	DIRECT SYNTHESIS OF TIN (II)  AND CARBOXYLATES

91

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							AND TIN (IV) CARBOXYLATES FROM ELEMENTAL TIN OR TIN OXIDES
Republic of Korea	Pending	2007-7026370	13-Nov-2007			Chemtura Corporation	Direct Synthesis of Tin (II) and Carboxylates and Tin (IV) Carboxylates from Elemental Tin or Tin Oxides
Russian Federation	Granted	2006-113608	16-Dec-2003	2337935	10-Nov-2008	Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Russian Federation	Granted	2005134233	2-Apr-2004	2369596	10-Oct-2009	Chemtura Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES CONTAINING FRACTIONS WITH VARYING DEREES OF ACTIVITY
Russian Federation	Granted	2006108116	11-Aug-2004	2355716	20-May-2009	Chemtura Corporation	Stabilization System for Halogen-Containing Polymers
Russian Federation	Granted	2005141449	8-Jun-2004	2360951	10-Jul-2009	Chemtura Corporation	Sodium Petroleum Sulfonate blends as Emulsifiers for Petroleum Oil
Russian Federation	Pending	2007106446	19-May-2005			Chemtura Corporation	FUEL AND LUBRICANT ADDITIVE CONTAINING ALKYL HYDROXY CARBOXYLIC ACID BORON ESTERS

92

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Russian Federation	Pending	2007133105	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH SULFONIC ACIDS
Russian Federation	Pending	2007116174	20-Jul-2005			Chemtura Corporation	Sulfonated Phenols with Nitrophenols as Polymerization Inhibitors
Russian Federation	Pending	2007115889	26-Aug-2005			Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
Russian Federation	Pending	2007125138	26-Aug-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
Russian Federation	Pending	2007146715	28-Apr-2006			Chemtura Corporation	STABILIZER BLEND FOR IMPROVED CHLORINE RESISTANCE
Russian Federation	Pending	2007146776	24-May-2006			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
Russian Federation	Pending	2008128487	1-Dec-2006			Chemtura Corporation	Alkylation of N’-phenyl-N-alkylphenylenediamines in ionic liquid, N’-phenyl-N-alkyl (alkylphenylene) diamines produced

93

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							thereby, and lubricant compositions containing same
Russian Federation	Pending	2008128488	1-Dec-2006			Chemtura Corporation	ALKYLATION OF A DIPHENYLAMINE COMPOUND IN IONIC LIQUID
Russian Federation	Pending	2008128489	1-Dec-2006			Chemtura Corporation	RING ALKYLATION OF ANILINE OR AN ANILINE DERIVATIVE USING IONIC LIQUID CATALYSTS
Russian Federation	Pending	2008131948	12-Dec-2006			Chemtura Corporation	DIAROMATIC AMINE DERIVATIVES AS ANTIOXIDANTS
Russian Federation	Pending	2008131938	15-Dec-2006			Chemtura Corporation	LUBRICATING OIL AND FUEL COMPOSITIONS
Russian Federation	Pending	2008134529	16-Jan-2007			Chemtura Corporation	DIRECT ALKYLATION OF N-ALKYL-N’-PHENYL-p-PHENYLENEDIAMINE
Russian Federation	Pending	2008139293	2-Mar-2007			Chemtura Corporation	COUPLING AGENTS FOR NATURAL FIBER-FILLED POLYOLEFINS
Russian Federation	Pending	2008139871	5-Mar-2007			Chemtura Corporation	Improved Storage Stable One Component

94

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Polyurethane System
Russian Federation	Pending	2008140306	12-Mar-2007			Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Russian Federation	Pending	2008151424	23-May-2007			Chemtura Corporation	FUNCTIONAL POLYOLEFINS USEFUL AS METAL ADHESION PROMOTERS
Russian Federation	Pending	2009100916	7-May-2007			Chemtura Corporation	ANTIOXIDANT ADDITIVE FOR BIODIESEL FUELS
Russian Federation	Pending	2009101471	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Russian Federation	Pending	2008138709	23-Feb-2007			Chemtura Corporation	STABILIZING COMPOSITIONS FOR LUBRICANTS
Russian Federation	Pending	2009115713	24-Sep-2007			Chemtura Corporation	FLAME RESISTANCE NATURAL FIBER-FILLED THERMOPLASTICS WITH IMPROVED PROPERTIES.
Russian Federation	Pending	2009112388	30-Aug-2007			Chemtura Corporation	PROCESS FOR REMOVAL OF RESIDUAL CATALYST COMPONENTS
Russian Federation	Pending	2009113533	30-Aug-2007			Chemtura Corporation	ISOCYANATE TERMINATED POLYCAPROLACTONE POLYURETHANE PREPOLYMERS
Russian	Pending	2009119512	6-Sep-2007			Chemtura	SOLUBLE OIL

95

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Federation						Corporation	CONTAINING OVERBASED SULFONATE ADDITIVES
Russian Federation	Granted	2008501320	22-Apr-2008	72134	16-Sep-2009	Chemtura Corporation	TIRE
Russian Federation	Pending	2009137131	6-Dec-2007			Chemtura Corporation	New Flame Retardants for Use in Styrenics Forms
Russian Federation	Pending	2009132083	14-Feb-2008			Chemtura Corporation	Stabilization of Polymers with Styrenated-P-Cresols
Russian Federation	Pending	2009137004	25-Jan-2008			Chemtura Corporation	FLAME RETARDANT COMPOSITION FOR USE IN STYRENICS
Russian Federation	Pending	PCT/US2008/068105	25-Jun-2008			Chemtura Corporation	Lubricant Compositions Stabilized with Styrenated Phenolic Antioxidant
Russian Federation	Pending	PCT/US2008/069320	7-Jul-2008			Chemtura Corporation	Liquid Styrenated Phenolic Compositions and Processes for Forming Same
Russian Federation	Pending	2009106457	10-Aug-2007			Chemtura Corporation	Antioxidants and Methods of Making Antioxidants
Russian Federation	Pending	2009133471	25-Oct-2007			Chemtura Corporation	Antioxidants for Synthetic Lubricants and Methods and Manufacture
Saudi Arabia	Pending	05260393	7-Dec-2005			Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
Saudi Arabia	Pending	05260371	29-Nov-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and

96

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
Saudi Arabia	Pending	07280306	9-Jun-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Saudi Arabia	Pending	08290084	24-Feb-2008			Chemtura Corporation	Stabilization of Polymers with Styrenated-P-Cresols
Saudi Arabia	Pending	109300571	24-Sep-2008			Chemtura Corporation	Blended Phosphite or Phosphonite Compositions Having Improved Hydrolytic Stability
Saudi Arabia	Pending	109300525	19-Aug-2009			Chemtura Corporation	Enhanced Oil Recovery Using Sulfonate Mixtures
Singapore	Granted	200207266-8	15-May-2001	93462	30-Dec-2004	Chemtura Corporation	Clarification method for oil dispersions comprising overbased detergents containing calcite
Singapore	Granted	200206993-8	8-May-2001	93143	30-Dec-2004	Chemtura Corporation	NANOSIZED PARTICLES OF MOLYBDENUM SULFIDE AND DERIVATIVES AND USES THEREOF
Singapore	Granted	200401313-2	14-Sep-2001	103546	31-May-2006	Chemtura Corporation	MULTIFUNCTIONAL VISCOSITY INDEX IMPROVER AND DISPERSANT

97

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Singapore	Granted	200400257-2	18-Jul-2001	101847	27-Jan-2006	Chemtura Corporation	ORGANO-IMIDO MOLYBDENUM COMPLEXES AS FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
Singapore	Granted	200307148-7	30-Apr-2002	100596	28-Feb-2006	Chemtura Corporation	THIADIAZOLIDINE ADDITIVES FOR LUBRICANTS
Singapore	Granted	200307027-3	3-May-2002	100554	28-Feb-2006	Chemtura Corporation	ALKYL HYDRAZIDE ADDITIVES FOR LUBRICANTS
Singapore	Granted	200307076-0	24-May-2002	100573	28-Feb-2006	Chemtura Corporation	OXADIAZOLE ADDITIVES FOR LUBRICANTS
Singapore	Granted	200406837-5	15-May-2003	108068	29-Dec-2006	Chemtura Corporation	Polyurethane Dispersions
Singapore	Granted	200502683-6	22-Oct-2003	111781	30-May-2007	Chemtura Corporation	METHOD FOR THE ALKYLATION OF SALICYLIC ACID
Singapore	Granted	200605125-4	19-Jan-2005	124539	27-Feb-2009	Chemtura Corporation	Detergent/Anti-Oxidant Additives for Fuels and Lubricants
Singapore	Pending	200900624-8	29-Jan-2009			Chemtura Corporation	DETERGENT/ANTI-OXIDANT ADDITIVES FOR FUELS AND LUBRICANTS
Singapore	Granted	200506744-2	23-Mar-2004	122991	31-Aug-2007	Chemtura Corporation	ALKYLATED IMINODIBENZYLS AS ANTIOXIDANTS
Singapore	Granted	200506431-6	2-Apr-2004	116154	31-Oct-2007	Chemtura Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES CONTAINING

98

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FRACTIONS WITH VARYING DEREES OF ACTIVITY
Singapore	Granted	200600488-1	13-Jul-2004	119073	29-Aug-2008	Chemtura Corporation	RADIATION-CURABLE POLYURETHANE
Singapore	Granted	200603145-4	1-Nov-2004	122339	30-May-2007	Chemtura Corporation	Method of Making Hydroxyalkyl Amide Containing Reduced Level of Unreated Alkanolamine
Singapore	Pending	200700434-4	19-May-2005			Chemtura Corporation	FUEL AND LUBRICANT ADDITIVE CONTAINING ALKYL HYDROXY CARBOXYLIC ACID BORON ESTERS
Singapore	Granted	200702160-3	20-Jul-2005	130841	31-Mar-2008	Chemtura Corporation	Sulfonated Phenols with Nitrophenols as Polymerization Inhibitors
Singapore	Granted	200702048-0	26-Aug-2005	131200	31-Mar-2008	Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
Singapore	Granted	9705301-1	24-Sep-1996	47296	20-Nov-2001	Chemtura Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
Singapore	Granted	200005212-6	10-Mar-1999	76007	25-Oct-2002	Chemtura Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-

99

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PHOSPHITES
Singapore	Granted	200005354-6	30-Mar-1999	76124	16-Nov-2002	Chemtura Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRITOL
Singapore	Granted	200804522-1	1-Dec-2006	143636	31-Jul-2009	Chemtura Corporation	Alkylation of N’-phenyl-N-alkylphenylenediamines in ionic liquid, N’-phenyl-N-alkyl (alkylphenylene) diamines produced thereby, and lubricant compositions containing same
Singapore	Pending	200904745-7	13-Jul-2009			Chemtura Corporation	Alkylation of N’-phenyl-N-alkylphenylenediamines in ionic liquid, N’-phenyl-N-alkyl (alkylphenylene) diamines produced thereby, and lubricant compositions containing same
Singapore	Granted	200804519-7	1-Dec-2006	143633	31-Jul-2009	Chemtura Corporation	ALKYLATION OF A DIPHENYLAMINE COMPOUND IN IONIC LIQUID

100

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Singapore	Granted	200804520-5	1-Dec-2006	143634	31-Jul-2009	Chemtura Corporation	RING ALKYLATION OF ANILINE OR AN ANILINE DERIVATIVE USING IONIC LIQUID CATALYSTS
Singapore	Granted	200805061-9	12-Dec-2006	144326	31-Aug-2009	Chemtura Corporation	DIAROMATIC AMINE DERIVATIVES AS ANTIOXIDANTS
Singapore	Pending	200805062-7	15-Dec-2006			Chemtura Corporation	LUBRICATING OIL AND FUEL COMPOSITIONS
Singapore	Granted	200805347-2	16-Jan-2007	144530	31-Aug-2009	Chemtura Corporation	DIRECT ALKYLATION OF N-ALKYL-N’-PHENYL-p-PHENYLENEDIAMINE
Singapore	Granted	200901583-5	30-Aug-2007	150782	30-Nov-2009	Chemtura Corporation	Process for Removal of Residual Catalyst Components
Singapore	Granted	200202852-0	6-Nov-2000	88998	30-Sep-2004	Chemtura Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Singapore	Granted	200004883-5	25-Feb-1999	75511	2-Oct-2002	Chemtura Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Singapore	Granted	9905821-6	25-Feb-1999	69500	30-Sep-2005	Chemtura Corporation	OVERBASED MAGNESIUM DEPOSIT CONTROL ADDITIVE FOR RESIDUAL FU EL

101

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							OILS
South Africa	Granted	2007/09636	28-Apr-2006	2007/09636	26-Nov-2008	Chemtura Corporation	STABILIZER BLEND FOR IMPROVED CHLORINE RESISTANCE
South Africa	Pending	2008/08539	5-Mar-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
South Africa	Pending	2008/10076	20-Apr-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
South Africa	Pending	2009/01594	30-Aug-2007			Chemtura Corporation	ISOCYANATE TERMINATED POLYCAPROLACTONE POLYURETHANE PREPOLYMERS
South Africa	Pending	2009/02830	22-Oct-2007			Chemtura Corporation	Solid Composition for Treating Water
South Africa	Pending	F2008/00635	22-Apr-2008			Chemtura Corporation	TIRE
South Africa	Granted	A2008/00634	22-Apr-2008	A2008/00634	29-Jun-2009	Chemtura Corporation	TIRE
South Africa	Granted	F2008/00633	22-Apr-2008	F2008/00633	29-Jun-2009	Chemtura Corporation	TIRE
South Africa	Granted	A2008/00639	22-Apr-2008	A2008/00639	29-Jun-2009	Chemtura Corporation	TIRE
Spain	Granted	05810208.8	26-Aug-2005	1794107	26-Nov-2008	Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
Spain	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Spain	Granted	97951736.4	16-Dec-1997	0964862	18-Apr-2007	Chemtura	INSECTICIDAL

102

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	OXADIAZINE COMPOUNDS
Spain	Granted	00978566.8	13-Nov-2000	1235885	15-Aug-2007	Chemtura Corporation	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Spain	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Spain	Granted	99939198.0	25-Feb-1999	1086195	9-Jun-2004	Chemtura Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Sweden	Granted	03783413.2	10-Nov-2003	1562730	30-Jan-2008	Chemtura Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
Sweden	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
Switzerland	Granted	02715143.0	15-Mar-2002	1397427	16-Nov-2005	Chemtura Corporation	Thermoplastic Resins in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
Switzerland	Granted	03783413.2	10-Nov-2003	1562730	30-Jan-2008	Chemtura Corporation	METHOD AND DEVICE FOR

103

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
Switzerland	Granted	06738834.8	20-Mar-2006	1861458	30-Sep-2009	Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Taiwan	Granted	091106297	29-Mar-2002	I300789	11-Sep-2008	Chemtura Corporation	Thermoplastic Resins in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
Taiwan	Granted	092108128	9-Apr-2003	I301135	21-Sep-2008	Chemtura Corporation	Heterocyclic Tin Flame Retardants/Smoke Suppressants and Halogen-Containing Polymer Containing Same
Taiwan	Pending	092118612	8-Jul-2003			Chemtura Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Taiwan	Granted	092116869	20-Jun-2003	I284657	1-Aug-2007	Chemtura Corporation	Complexes of Metal Salts of Organic Acids and B-Diketones and Methods for Producing Same
Taiwan	Granted	092100097	3-Jan-2003	I286560	11-Sep-2007	Chemtura Corporation	Stability Improvement of Aluminum Hydroxide in PVC

104

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Compound
Taiwan	Granted	092100408	9-Jan-2003	I310392	1-Jun-2009	Chemtura Corporation	Stability Improvement of Carbon Monoxide Ethylene Copolymer in PVC Compound
Taiwan	Granted	092103103	14-Feb-2003	I280250	1-May-2007	Chemtura Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
Taiwan	Pending	094140868	21-Nov-2005			Chemtura Corporation	CLEAR IMPACT MODIFIER, HEAT RESISTANT POLYVINYL HALIDE COMPOSITIONS
Taiwan	Pending	094132209	16-Sep-2005			Chemtura Corporation	SULFONATED PHENOLS WITH NITROPHENOLS AS POLYMERIZATION INHIBITORS
Taiwan	Pending	094133549	27-Sep-2005			Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
Taiwan	Pending	094139698	11-Nov-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
Taiwan	Pending	095110946	29-Mar-2006			Chemtura Corporation	HINDERED AMINE LIGHT

105

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							STABILIZERS COMPRISING NEOALKANEDIOL PHOSPHITES
Taiwan	Granted	87104216	20-Mar-1998	NI-159314	6-Nov-2002	Chemtura Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
Taiwan	Pending	096125760	13-Jul-2007			Chemtura Corporation	PROCESS FOR HIGHER PURITY DECABROMODIPHENYL OXIDE
Taiwan	Pending	096116480	9-May-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Taiwan	Pending	097106489	25-Feb-2008			Chemtura Corporation	Stabilization of Polymers with Styrenated-P-Cresols
Taiwan	Pending	097106890	27-Feb-2008			Chemtura Corporation	Flame Retardant Composition for Use in Styrenics
Taiwan	Pending	097115499	25-Apr-2008			Chemtura Corporation	Flame Retardant Halogenated Polymer Compositions
Taiwan	Pending	098131959	22-Sep-2009			Chemtura Corporation	Blended Phosphite or Phosphonite Compositions Having Improved Hydrolytic Stability
Taiwan	Granted	89125679	2-Dec-2000	NI-203603	6-Oct-2004	Chemtura Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Taiwan	Pending	095101418	13-Jan-2006			Chemtura Corporation	Low Swell, Water Vapour Permeable Poly (Urethane-Urea)S
Thailand	Pending	106281	18-Nov-2005			Chemtura Corporation	CLEAR IMPACT MODIFIER, HEAT RESISTANT POLYVINYL

106

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							HALIDE COMPOSITIONS
Thailand	Pending	104291	15-Sep-2005			Chemtura Corporation	SULFONATED PHENOLS WITH NITROPHENOLS AS POLYMERIZATION INHIBITORS
Thailand	Pending	0501004511	26-Sep-2005			Chemtura Corporation	Sulfonated Nitrophenol as Polymerization Inhibitors
Thailand	Pending	105963	8-Nov-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
Thailand	Pending	0601001385	28-Mar-2006			Chemtura Corporation	MITICIDAL TRIAZOLIDINE DERIVATIVES
Thailand	Pending	0701002251	8-May-2007			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
Turkey	Granted	03741907.4	6-Jun-2003	1517878	21-Mar-2007	Chemtura Corporation	Complexes of Metal Salts of Organic Acids and B-Diketones and Methods for Producing Same
Turkey	Granted	07752839.6	12-Mar-2007	1994096	29-Apr-2009	Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
United	Granted	11/037623	17-Jan-2005	7618467	17-Nov-2009	Chemtura	DETERGENT/ANTI

107

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	-OXIDANT ADDITIVES FOR FUELS AND LUBRICANTS
United States	Granted	12/333938	12-Dec-2008	7629300	8-Dec-2009	Chemtura Corporation	DETERGENT/ANTI-OXIDANT ADDITIVES FOR FUELS AND LUBRICANTS
United States	Granted	12/334065	12-Dec-2008	7621971	24-Nov-2009	Chemtura Corporation	DETERGENT/ANTI-OXIDANT ADDITIVES FOR FUELS AND LUBRICANTS
United States	Granted	10/835046	29-Apr-2004	7329772	12-Feb-2008	Chemtura Corporation	METHOD FOR THE PREPARATION OF A HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANT
United States	Pending	12/409827	24-Mar-2009			Chemtura Corporation	1,3-Dithiolane-2-Thione Additives for Lubricants and Fuels
United States	Granted	11/168702	27-Jun-2005	7541319	2-Jun-2009	Chemtura Corporation	1,3-DITHIOLANE-2-THIONE ADDITIVES FOR LUBRICANTS AND FUELS
United States	Granted	11/360837	22-Feb-2006	7579306	25-Aug-2009	Chemtura Corporation	Method for Improving the Oxidative Stability of Industrial Fluids
United States	Pending	11/345194	31-Jan-2006			Chemtura Corporation	MEANS FOR CONTROLLING THE EXOTHERMIC REACTION OF STYRENIC MONOMERS WITH SULFONIC ACIDS

108

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Pending	11/145493	3-Jun-2005			Chemtura Corporation	LUBRICANT COMPOSITIONS STABILIZED WITH MULTIPLE ANTIOXIDANTS
United States	Pending	11/172168	29-Jun-2005			Chemtura Corporation	SULFONATED NITROPHENOL AS POLYMERIZATION INHIBITORS
United States	Pending	11/170304	28-Jun-2005			Chemtura Corporation	Aromatic Sulfonic Acids, Amines and Nitrophenols in combination With Nitroxyl Radical-Containing Compounds or C-Nitrosanilines as Polymerization Inhibitors
United States	Pending	11/165857	24-Jun-2005			Chemtura Corporation	EPOXIDIZED ESTER ADDITIVES FOR REDUCING LEAD CORROSION IN LUBRICANTS AND FUELS
United States	Granted	11/273797	14-Nov-2005	7521401	21-Apr-2009	Chemtura Corporation	DITHIOCARBAMYL B-HYDROXY FATTY ACID ESTERS AS ADDITIVES FOR LUBRICANTS AND FUELS
United States	Pending	11/124464	5-May-2005			Chemtura Corporation	ALKYLTIN SULFANYL MERCAPTOCARBOXYLATES HAVING TERMINAL THIOL GROUPS
United	Pending	11/398418	4-Apr-2006			Chemtura	METHOD OF

109

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	IMPROVING PROPERTIES OF HYDROFORMING FLUIDS USING OVERBASED SULFONATE
United States	Pending	11/433601	12-May-2006			Chemtura Corporation	MOISTURE ABSORBENT SCAVENGER AND VACUUM RELIEF DEVICE FOR CHEMICAL CONTAINERS
United States	Pending	12/077351	18-Mar-2008			Chemtura Corporation	Stabilizer Blend for Improved Chlorine Resistance
United States	Pending	12/479115	5-Jun-2009			Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
United States	Granted	11/156214	17-Jun-2005	7553896	30-Jun-2009	Chemtura Corporation	Ortho-Nitrosophenols as Polymerization Inhibitors
United States	Pending	12/616724	11-Nov-2009			Chemtura Corporation	Cellulosic-Thermoplastic Composite and Method of Making the Same
United States	Granted	11/487068	14-Jul-2006	7635731	22-Dec-2009	Chemtura Corporation	CELLULOSIC-THERMOPLASTIC COMPOSITE AND METHOD OF MAKING THE SAME
United States	Granted	11/228653	15-Sep-2005	7572753	11-Aug-2009	Chemtura Corporation	TETRAZOLE FUNGICIDES
United States	Pending	11/267895	7-Nov-2005			Chemtura Corporation	CYCLOALKYL PHOSPHITES AS STABILIZERS FOR THERMOPLASTIC RESINS

110

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Pending	11/546449	10-Oct-2006			Chemtura Corporation	DIAROMATIC AMINES
United States	Granted	11/283314	18-Nov-2005	7572849	11-Aug-2009	Chemtura Corporation	UREA PHENYL DERIVATIVES AND THEIR USE AS POLYPROPYLENE NUCLEATING AGENTS
United States	Pending	11/514003	30-Aug-2006			Chemtura Corporation	Method for Determining Chlorine Demand in Water
United States	Pending	11/542045	2-Oct-2006			Chemtura Corporation	THERMOPLASTIC BLEND COMPOSITIONS AS SOFT COUPLING AGENTS
United States	Granted	11/601247	16-Nov-2006	7585909	8-Sep-2009	Chemtura Corporation	B-CRYSTALLINE POLYPROPYLENES
United States	Pending	12/049913	17-Mar-2008			Chemtura Corporation	Calcium Hypochlorite Compositions
United States	Granted	11/459676	25-Jul-2006	7449119	11-Nov-2008	Chemtura Corporation	Compositions and Methods for Removing and Killing Mycobacterium Chelonae and Removing Bacterial Cell Membrane Fragments from Turbulent Waters.
United States	Pending	11/359900	21-Feb-2006			Chemtura Corporation	IMPROVED PROCESS FOR STABILIZATION OF POLYOLEFIN COMPOSITIONS
United	Pending	11/599883	14-Nov-2006			Chemtura	LUBRICATING OIL

111

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	COMPOSITIONS
United States	Granted	11/304829	14-Dec-2005	7390928	24-Jun-2008	Chemtura Corporation	Alkylation of N’-phenyl-N-alkylphenylenediamines in ionic liquid, N’-phenyl-N-alkyl (alkylphenylene) diamines produced thereby, and lubricant compositions containing same
United States	Granted	12/103835	16-Apr-2008	7563929	21-Jul-2009	Chemtura Corporation	Alkylation of N’-phenyl-N-alkylphenylenediamines in ionic liquid and N’-phenyl-N-alkyl(alkylphenylene) diamines produced thereby
United States	Granted	11/304163	14-Dec-2005	7145038	5-Dec-2006	Chemtura Corporation	ALKYLATION OF A DIPHENYLAMINE COMPOUND IN IONIC LIQUID
United States	Granted	11/304307	14-Dec-2005	7378554	27-May-2008	Chemtura Corporation	Ring Alkylation of Aniline or an Aniline Derivative Using Ionic Liquid Catalysts
United States	Pending	11/326165	4-Jan-2006			Chemtura Corporation	Diaromatic Amine Derivatives as Antioxidants
United States	Pending	11/326282	4-Jan-2006			Chemtura Corporation	LUBRICATING OIL AND FUEL COMPOSITIONS
United	Granted	12/336076	16-Dec-2008	7622431	24-Nov-2009	Chemtura	Lubricating Oil

112

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	Compositions
United States	Granted	12/336119	16-Dec-2008	7618466	17-Nov-2009	Chemtura Corporation	Fuel Compositions
United States	Granted	11/339231	24-Jan-2006	7361788	22-Apr-2008	Chemtura Corporation	DIRECT ALKYLATION OF N-ALKYL-N’-PHENYL-p-PHENYLENEDIAMINE
United States	Pending	11/713134	1-Mar-2007			Chemtura Corporation	COUPLING AGENTS FOR NATURAL FIBER-FILLED POLYOLEFINS
United States	Pending	11/702787	5-Feb-2007			Chemtura Corporation	IMPROVED STORAGE STABLE ONE COMPONENT POLYURETHANE SYSTEM
United States	Pending	11/716220	9-Mar-2007			Chemtura Corporation	IMPROVED LUBRICANT COMPOSITION FOR CELLULOSIC-THERMOPLASTIC COMPOSITE
United States	Pending	11/723539	20-Mar-2007			Chemtura Corporation	FLAME RETARDANT COMPOSITION FOR USE IN STYRENICS
United States	Pending	11/416980	2-May-2006			Chemtura Corporation	ANTIOZONANT BLENDS
United States	Pending	11/804567	18-May-2007			Chemtura Corporation	FUNCTIONAL POLYOLEFINS USEFUL AS METAL ADHESION PROMOTERS
United States	Pending	11/453586	14-Jun-2006			Chemtura Corporation	ANTIOXIDANT ADDITIVE FOR BIODIESEL FUELS

113

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Pending	11/827172	10-Jul-2007			Chemtura Corporation	PROCESS FOR HIGHER PURITY DECARBROMODIPHENYL OXIDE
United States	Pending	11/787531	16-Apr-2007			Chemtura Corporation	Phosphite Blends as Stabilizers
United States	Pending	12/534043	31-Jul-2009			Chemtura Corporation	Liquid Phosphite Blends as Stabilizers
United States	Pending	12/534000	31-Jul-2009			Chemtura Corporation	Liquid Amylaryl Phosphite Compositions
United States	Pending	12/534010	31-Jul-2009			Chemtura Corporation	Liquid Butylaryl Phosphite Compositions
United States	Pending	12/534019	31-Jul-2009			Chemtura Corporation	Liquid Amylaryl Phosphite Compositions and Alkylate Compositions for Manufacturing Same
United States	Pending	12/534025	31-Jul-2009			Chemtura Corporation	Liquid Butylaryl Phosphite Compositions and Alkylate Compositions for Manufacturing Same
United States	Pending	12/534035	31-Jul-2009			Chemtura Corporation	Liquid Phosphite Composition Derived from Cresols
United States	Pending	12/534051	31-Jul-2009			Chemtura Corporation	Liquid Phosphite Compositions Having Different Alkyl Groups
United States	Pending	12/604981	23-Oct-2009			Chemtura Corporation	Polymers with Low Gel Content and Enhanced Gas-Fading
United States	Granted	11/893944	16-Aug-2007	7550551	23-Jun-2009	Chemtura Corporation	BROMINATED FLAME RETARDANT

114

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Pending	12/423654	14-Apr-2009			Chemtura Corporation	Brominated Flame Retardant
United States	Pending	11/709646	21-Feb-2007			Chemtura Corporation	STABILIZING COMPOSITIONS FOR LUBRICANTS
United States	Granted	11/706116	13-Feb-2007	7608568	27-Oct-2009	Chemtura Corporation	TETRAAROMATIC DIAMINE COMPOUNDS AS ANTIOXIDANTS
United States	Pending	11/903288	21-Sep-2007			Chemtura Corporation	FLAME RESISTANCE NATURAL FIBER-FILLED THERMOPLASTICS WITH IMPROVED PROPERTIES
United States	Granted	11/516452	6-Sep-2006	7601255	13-Oct-2009	Chemtura Corporation	PROCESS FOR REMOVAL OF RESIDUAL CATALYST COMPONENTS
United States	Pending	12/577580	12-Oct-2009			Chemtura Corporation	Process for Synthesis of Polyalphaolefin and Removal of Residual Catalyst Components
United States	Pending	11/418633	5-May-2006			Chemtura Corporation	Compatibilizers for Composites of PVC and Cellulosic Materials
United States	Granted	11/453591	14-Jun-2006	7569630	4-Aug-2009	Chemtura Corporation	BETA-CRYSTALLINE POLYPROPYLENES
United States	Granted	11/450676	8-Jun-2006	7629412	8-Dec-2009	Chemtura Corporation	Rigid PVC Blend Composition
United States	Granted	11/473262	20-Jun-2006	7514485	7-Apr-2009	Chemtura Corporation	Compatibilizers for Composites of PVC and Cellulosic

115

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Materials
United States	Pending	11/584204	20-Oct-2006			Chemtura Corporation	GEOMETRIC SHAPED SIDE BEARING PAD
United States	Pending	11/634474	5-Dec-2006			Chemtura Corporation	Alkyltin Sulfanyl Diester Thiols
United States	Pending	11/520197	13-Sep-2006			Chemtura Corporation	ISOCYANATE TERMINATED POLYCAPROLACTONE POLYURETHANE PREPOLYMERS
United States	Pending	11/586195	24-Oct-2006			Chemtura Corporation	SOLUBLE OIL CONTAINING OVERBASED SULFONATE ADDITIVES
United States	Pending	11/634745	5-Dec-2006			Chemtura Corporation	Peroxide Reduction in Functionalized Vegetable Oils
United States	Granted	11/975574	18-Oct-2007	7625496	1-Dec-2009	Chemtura Corporation	Solid Composition for Treating Water
United States	Pending	12/581336	19-Oct-2009			Chemtura Corporation	Solid Composition for Treating Water
United States	Pending	12/581359	19-Oct-2009			Chemtura Corporation	Solid Composition for Treating Water
United States	Granted	29/296763	26-Oct-2007	D602852	27-Oct-2009	Chemtura Corporation	TIRE
United States	Granted	29/298667	10-Dec-2007	D602422	20-Oct-2009	Chemtura Corporation	TIRE
United States	Pending	11/998493	30-Nov-2007			Chemtura Corporation	Flame Retardants for Use in Styrenic Foams
United States	Pending	12/069631	11-Feb-2008			Chemtura Corporation	Stabilization of Polymers With Styrenated-P-Cresols
United States	Pending	12/009052	15-Jan-2008			Chemtura Corporation	Flame Retardant Composition For Use In Styrenics
United	Pending	12/148188	16-Apr-2008			Chemtura	Flame Retardant

116

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	Halogenated Polymer Compositions
United States	Pending	12/077765	21-Mar-2008			Chemtura Corporation	Starch-Polyolefin Composite With Improved Performance
United States	Pending	12/283168	9-Sep-2008			Chemtura Corporation	Flame Retardant Compositions
United States	Granted	11/804282	16-May-2007	7399757	15-Jul-2008	Chemtura Corporation	PESTICIDAL DIAZENE OXIDE CARBOXYLATES
United States	Granted	12/070833	20-Feb-2008	7511029	31-Mar-2009	Chemtura Corporation	Pesticidal Diazene Oxide Carboxylates
United States	Pending	11/825449	6-Jul-2007			Chemtura Corporation	Lubricant Compositions Stabilized with Styrenated Phenolic Antioxidant
United States	Pending	12/168675	7-Jul-2008			Chemtura Corporation	Lubricant Compositions Stabilized With Styrenated Phenolic Antioxidant
United States	Pending	11/894006	16-Aug-2007			Chemtura Corporation	Rubber Compositions
United States	Pending	11/941806	16-Nov-2007			Chemtura Corporation	Diaromatic Amide Derivatives as Antioxidants
United States	Pending	11/941702	16-Nov-2007			Chemtura Corporation	Acridan Derivatives as Antioxidants
United States	Pending	12/291102	5-Nov-2008			Chemtura Corporation	Stabilized Polymer Compositions
United States	Pending	12/036951	25-Feb-2008			Chemtura Corporation	Modular Tire Assembly
United States	Pending	12/036964	25-Feb-2008			Chemtura Corporation	Tire and Tire Rim Assembly
United States	Pending	12/026981	6-Feb-2008			Chemtura Corporation	Controlling Branch Level and Viscosity of Polyalphaolefins with Propene

117

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Addition
United States	Pending	12/036939	25-Feb-2008			Chemtura Corporation	Non-Pneumatic Tire
United States	Pending	12/206534	8-Sep-2008			Chemtura Corporation	Polyurethane Elastomer Articles from Low Free Diphenylmethane Diisocyanate Prepolymers
United States	Pending	12/257740	24-Oct-2008			Chemtura Corporation	Non-Pneumatic Tire Having Angled Tread Groove Wall
United States	Granted	08/560745	20-Nov-1995	5679254	21-Oct-1997	Chemtura Corporation	Desalination of Seawater By Nonionic Surfactant Aided Phase Separation
United States	Pending	12/116147	6-May-2008			Chemtura Corporation	Polyalphaolefins and Processes for Forming Polyalphaolefins
United States	Pending	12/139036	13-Jun-2008			Chemtura Corporation	Reation Injection Molding System and Processes for Producing Polyurethane Articles
United States	Pending	12/284806	24-Sep-2008			Chemtura Corporation	Blended Phosphite or Phosphonite Compositions Having Improved Hydrolytic Stability
United States	Pending	12/163557	27-Jun-2008			Chemtura Corporation	Phosphite Stabilizer for Lubricating Base Stocks and Thermoplastic Polymers
United States	Pending	12/476423	2-Jun-2009			Chemtura Corporation	Liquid Additives for the Stabilization of Lubricant Compositions

118

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Pending	12/170885	10-Jul-2008			Chemtura Corporation
United States	Pending	12/454956	26-May-2009			Chemtura Corporation	Enhanced Oil Recovery Using Sulfonate Mixtures
United States	Pending	12/283170	9-Sep-2008			Chemtura Corporation	Anti-Oxidants
United States	Pending	12/266181	6-Nov-2008			Chemtura Corporation	Multiple Hardness Non-Pneumatic Tire
United States	Pending	12/575725	8-Oct-2009			Chemtura Corporation	Lubricants for Refigeration Systems
United States	Pending	12/277019	24-Nov-2008			Chemtura Corporation	Antioxidant Compositions
United States	Pending	12/624497	24-Nov-2009			Chemtura Corporation	Flame Retardant Halogenated Phenyl Ether Blends
United States	Pending	12/684315	8-Jan-2010			Chemtura Corporation	Carbon Dioxide-Based Working Fluids For Refrigeration and Air Conditioning Systems
United States	Pending	12/691300	21-Jan-2010			Chemtura Corporation	Production of Polyol Ester Lubricants for Refrigeration Systems
United States	Pending	12/360712	27-Jan-2009			Chemtura Corporation	Alkyltin Sulfanyl Ester Thiols
United States	Pending	61/152308	13-Feb-2009			Chemtura Corporation	Low Molecular Weight Halogenated Aromatic Polymers and Their Use as Flame Retardants
United States	Pending	12/371872	16-Feb-2009			Chemtura Corporation	Fatty Sorbitan Ester Based Friction Modifiers
United States	Pending	12/403106	12-Mar-2009			Chemtura Corporation	Process for Making Alkyl Halides
United States	Pending	61/167472	7-Apr-2009			Chemtura Corporation	Curing Compositions With A Low-Free

119

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Amount Of Methylenedianiline
United States	Pending	61/177750	13-May-2009			Chemtura Corporation	Phosphorus-Containing Flame Retardants
United States	Pending	61/184897	8-Jun-2009			Chemtura Corporation	Flame Retardant Thermoplastic Copolymers
United States	Pending	61/218150	18-Jun-2009			Chemtura Corporation	Arylalkenyl Ether Oligomers and Polymers and their Use in the Production of Flame Retardants
United States	Pending	61/224269	9-Jul-2009			Chemtura Corporation	Flame Retardants and Flame Retardant Blends
United States	Pending	12/533602	31-Jul-2009			Chemtura Corporation	Process for Producing Flame Retardant Halogenated Aryl Ether Oligomers
United States	Pending	12/533558	31-Jul-2009			Chemtura Corporation	Aryl Ether Oligomers and Process for Making Aryl Ether Oligomers
United States	Pending	61/229143	28-Jul-2009			Chemtura Corporation	Anti-Oxidant Blends and Their Use in Lubricant Compositions
United States	Pending	61/230661	31-Jul-2009			Chemtura Corporation	Solid Alkylaryl Phosphite Compositions and Methods for Manufacturing Same
United States	Pending	61/230649	31-Jul-2009			Chemtura Corporation	Solid Alkylaryl Phosphite Compositions and Methods for Manufacturing Same
United	Pending	61/230658	31-Jul-2009			Chemtura	Processes for

120

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	Forming Alkylated Aryl Phosphite Compositions From Complex Hydrocarbon Streams
United States	Pending	61/230654	31-Jul-2009			Chemtura Corporation	Hydrolytically Stable Phosphite Compositions
United States	Pending	61/230652	31-Jul-2009			Chemtura Corporation	Liquid Phosphite Compositions Having Different alkyl Groups
United States	Pending	12/540974	13-Aug-2009			Chemtura Corporation	Processes for Controlling the Viscosity of Polyalphaolefins
United States	Pending	61/235786	21-Aug-2009			Chemtura Corporation	Copolyester Polyols, Prepolymers, and Polyurethane Elastomers Formed Therefrom and Processes for Making Same
United States	Pending	12/549559	28-Aug-2009			Chemtura Corporation	Two-Stage Process and System for Forming High Viscosity Polyalphaolefins
United States	Pending	61/238940	1-Sep-2009			Chemtura Corporation	Bio-Based Wax Compositions and Applications
United States	Pending	61/238758	1-Sep-2009			Chemtura Corporation	Flame Retardant Polymers and Additive System for Improved Viscosity Polymers
United States	Pending	61/241552	11-Sep-2009			Chemtura Corporation	Tris (Hydroxoxyphenyl) Phosphine Oxides and Their Use as

121

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Flame Retardants for Epoxy Resins
United States	Pending	61/241562	11-Sep-2009			Chemtura Corporation	Hydroxyphenyl Phosphine Oxide Mixtures and Their Use as Flame Retardants for Epoxy Resins
United States	Pending	61/249338	7-Oct-2009			Chemtura Corporation	Lubricants for Refrigeration Systems
United States	Pending	61/261699	16-Nov-2009			Chemtura Corporation	Accelerated Cure of Isocyanate Terminated Prepolymers
United States	Pending	61/292988	7-Jan-2010			Chemtura Corporation	Tetrabromophthalic Diester Flame Retardants and Their Production
United States	Pending	09/919994	2-Aug-2001			Chemtura Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
United States	Pending	12/036877	25-Feb-2008			Chemtura Corporation	High Performance Polyurethane Elastomers from MDI Prepolymers with Reduced Content of Free MDI Monomer
United States	Pending	11/026624	30-Dec-2004			Chemtura Corporation	Methods and Apparatus for Producing Decabromodiphenyl

122

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Alkanes
United States	Granted	10/429,429	5-May-2003	7423069	9-Sep-2008	Chemtura Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE COMPOSITIONS
United States	Granted	11/241535	30-Sep-2005	7612156	3-Nov-2009	Chemtura Corporation	Polymers of Bromostyrenes Having Controlled Molecular Weight
United States	Pending	12/467667	18-May-2009			Chemtura Corporation	Polymer Compositions of Bromostyrenes Having Controlled Molecular Weight
United States	Pending	12/467682	18-May-2009			Chemtura Corporation	Polymer Compositions of Bromostyrenes Having Controlled Molecular Weight
United States	Pending	12/690809	20-Jan-2010			Chemtura Corporation	Process for Controlling the Molecular Weight of Polymers of Bromostyrene
United States	Granted	08/224,345	7-Apr-1994	5,457,248	10-Oct-1995	Chemtura Corporation	BROMINATED DIPHENYLALKANE PRODUCTS AND PROCESSES
United States	Pending	12/580574	16-Oct-2009			Chemtura Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
United	Granted	11/384581	20-Mar-2006	7615168	10-Nov-2009	Chemtura	FLAME

123

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	RETARDANTS AND FLAME RETARDED POLYMERS
United States	Pending	12/397137	3-Mar-2009			Chemtura Corporation	Novel Stabilizer for Halogenous Polymers
United States	Granted	10/577186	22-Dec-2006	7601862	13-Oct-2009	Chemtura Corporation	PREPARATION OF TETRAKIS [3-(3,5-DI-TERT-BUTYL-4-HYDROXY PHENYL) PROPIONYL OXYMETHYL] METHANE
United States	Pending	11/099868	5-Apr-2005	20050261444	24-Nov-2005	Chemtura Corporation	HETEROGENEOUS ORGANOTIN CATALYSTS
United States	Pending	11/659686	6-Feb-2007	20070254992	1-Nov-2007	Chemtura Corporation	SELF -EMULSIFYING LIQUID STABILIZERS
United States	Pending	11/887309	1-Jun-2009	20090264567	22-Oct-2009	Chemtura Corporation	STABILIZED CROSS-LINKED POLYOLEFIN COMPOSITIONS
Patent Cooperation Treaty	Pending	PCT/US2008/085199	1-Dec-2008			Chemtura Corporation/Infineum USA	Cycloalkyl Phenylenediamines as Deposit Control Agents for Lubricants
Patent Cooperation Treaty	Pending	PCT/US2008/085204	1-Dec-2008			Chemtura Corporation/Infineum USA	Cycloalkyl Phenylenediamines as Deposit Control Agents for Lubricants
Patent Cooperation Treaty	Pending	PCT/US2008/05126	1-Dec-2008			Chemtura Corporation/Infineum USA	Additive Compositions
United States	Pending	12/001951	12-Dec-2007			Chemtura Corporation/Infineum USA	Cycloalkyl Phenylenediamines as Deposit Control Agents for Lubricants

124

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Pending	12/212131	17-Sep-2008			Chemtura Corporation/Infineum USA	Cycloalkyl Phenylenediamines as Deposit Control Agents for Lubricants
United States	Pending	11/954249	12-Dec-2007			Chemtura Corporation/Infineum USA	Additive Compositions
United States	Pending	12/608039	29-Oct-2009			Chemtura Corporation/Infineum USA	Lubrication and Lubricating Oil Compositions
United States	Pending	12/608412	29-Oct-2009			Chemtura Corporation/Infineum USA	Lubrication and Lubricating Oil Compositions
United States	Pending	61/229221	28-Jul-2009			Chemtura Corporation/Interfacial Solutions	Processing Aids for Biopolymers
United States	Pending	61/229213	28-Jul-2009			Chemtura Corporation/Interfacial Solutions	Polymer Processing Aids
France	Granted	00990492.1	6-Nov-2000	1252228	5-Jul-2006	Chemtura USA Corporation	RUBBER COMPOSITION AND MEHTOD OF MAKING SAME
Germany	Granted	00990492.1	6-Nov-2000	60029250.9	5-Jul-2006	Chemtura USA Corporation	RUBBER COMPOSITION AND MEHTOD OF MAKING SAME
Italy	Granted	00990492.1	6-Nov-2000	1252228	5-Jul-2006	Chemtura USA Corporation	RUBBER COMPOSITION AND MEHTOD OF MAKING SAME
Netherlands	Granted	00990492.1	6-Nov-2000	1252228	5-Jul-2006	Chemtura USA Corporation	RUBBER COMPOSITION AND MEHTOD OF MAKING SAME
Spain	Granted	00990492.1	6-Nov-2000	1252228	5-Jul-2006	Chemtura USA Corporation	RUBBER COMPOSITION AND MEHTOD OF MAKING SAME
Turkey	Granted	00990492.1	6-Nov-2000	1252228	5-Jul-2006	Chemtura USA	RUBBER

125

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	COMPOSITION AND MEHTOD OF MAKING SAME
Brazil	Pending	PI9906304-2	25-Feb-1999			CK Witco Corporation	OVERBASED MAGNESIUM DEPOSIT CONTROL ADDITIVE FOR RESIDUAL FU EL OILS
Mexico	Granted	99/09821	25-Feb-1999	207688	3-May-2002	CK Witco Corporation	VISCOSITY DRIFT CONTROL IN OVERBASED DETERGENTS
Taiwan	Granted	86118186	3-Dec-1997	NI-110563	11-Jan-2000	CK Witco Corporation	FUNCTIONAL GROUP TERMINATED POLYMERS CONTAINING SULFONATE GR OUP VIA SULFONATION OF ETHYLENICALLY UNSATURATED POLYMERS
Taiwan	Granted	86118194	3-Dec-1997	NI-118125	1-Dec-2000	CK Witco Corporation	WATER-BORNE POLYURETHANES FROM SULFONATE-GRAFTED POLYOLS
Taiwan	Granted	86118181	3-Dec-1997	NI-153260	26-Jul-2002	CK Witco Corporation	FUNCTIONAL GROUP-TERMINATED ARYL-FREE SULFONATED POLYMERS
United States	Granted	08/850326	2-May-1997	5985955	16-Nov-1999	CK Witco Corporation	HYPO ALLERGENIC COATING

126

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOSITION FOR LATEX RUBBER GLOVES.
United States	Granted	08/768660	18-Dec-1996	6166165	26-Dec-2000	CK Witco Corporation	POLYURETHANE SYNTHESIS FROM FUNCTIONAL GROUP TERMINATED POLY MERS CONTAINING SULFONATE GROUP
United States	Granted	08/772351	20-Dec-1996	6362264	26-Mar-2002	CK Witco Corporation	STABILIZER FOR FOOD CONTACT AND MEDICAL GRADE PVC
United States	Granted	08/873308	11-Jun-1997	6051620	18-Apr-2000	CK Witco Corporation	SCORCH RESISTANT ADDITIVES FOR POLYURETHANE FOAMS
United States	Granted	09/431197	1-Nov-1999	6278022	21-Aug-2001	CK Witco Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
United States	Granted	09/430961	1-Nov-1999	6166243	26-Dec-2000	CK Witco Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
United States	Granted	09/439606	12-Nov-1999	6187726	13-Feb-2001	CK Witco Corporation	SUBSTITUTED LINEAR THIOUREA ADDITIVES FOR LUBRICANTS
United States	Granted	09/358633	21-Jul-1999	6239084	29-May-2001	CK Witco Corporation	VISCOSITY DRIFT CONTROL IN OVERBASED DETERGENTS

127

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Granted	09/054005	2-Apr-1998	6197075	6-Mar-2001	CK Witco Corporation	MAGNESIUM SULFONATE ADDITIVE FOR CRUDE AND RESIDUAL FUELS
United States	Granted	09/115792	15-Jul-1998	6107259	22-Aug-2000	CK Witco Corporation	OIL SOLUBLE CALCITE OVERBASEED DETERGENTS AND ENGINE OILS CO NTAINING SAME.
United States	Granted	09/177001	22-Oct-1998	5998540	7-Dec-1999	CK Witco Corporation	POLYURETHANE DISPERSIONS USEFUL FOR PREPARING THIN WALL ARTI CLES
United States	Granted	09/535217	27-Mar-2000	6420446	16-Jul-2002	CK Witco Corporation	POLYURETHANES FROM BRANCHED POLYESTER POLYOLS
Canada	Granted	2183714	20-Aug-1996	2183714	19-Feb-2008	Crompton Co./Cie	Synthesis of 1,3-Oxathiolane Sulfoxide Compounds
China P.R.	Granted	03817424.3	22-Jul-2003	ZL03817424.3	14-Feb-2007	Crompton Co./Cie	METAL-CONTAINING NEUTRAL AND OVERBASED SALICYLATES BASED ON STYRENATED SALICYLIC ACID
European Patent Convention	Pending	03766030.5	22-Jul-2003			Crompton Co./Cie	METAL-CONTAINING NEUTRAL AND OVERBASED SALICYLATES BASED ON STYRENATED

128

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							SALICYLIC ACID
Japan	Granted	2004-523406	22-Jul-2003	4191679	26-Sep-2008	Crompton Co./Cie	METAL-CONTAINING NEUTRAL AND OVERBASED SALICYLATES BASED ON STYRENATED SALICYLIC ACID
Republic of Korea	Pending	7001225/2005	22-Jul-2003			Crompton Co./Cie	METAL-CONTAINING NEUTRAL AND OVERBASED SALICYLATES BASED ON STYRENATED SALICYLIC ACID
United States	Granted	10/626747	22-Jul-2003	7087557	8-Aug-2006	Crompton Co./Cie	METAL-CONTAINING NEURAL AND OVERBASED SALICYLATES BASED ON STYRENATED SALICYCLIC ACID
United States	Granted	10/659411	10-Sep-2003	6960669	1-Nov-2005	Crompton Co./Cie	IMPROVED UTILIZATION OF PHOSPHOROUS PENTASULFIDE IN THIONYLATIONS USING PHASE TRANSFER CATALYSIS
European Patent Convention	Pending	03810792.6	15-Oct-2003			Crompton Corp. and Crompton Co./Cie	METHOD FOR PRODUCING LUBRICANT DETERGENTS
Japan	Pending	2008-309203	4-Dec-2008			Crompton Corp. and Crompton Co./Cie	METHOD FOR PRODUCING LUBRICANT

129

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							DETERGENTS
Japan	Granted	2005-502183	15-Oct-2003	4372752	11-Sep-2009	Crompton Corp. and Crompton Co./Cie	METHOD FOR PRODUCING LUBRICANT DETERGENTS
Russian Federation	Granted	2005116315	15-Oct-2003	2345058	27-Jan-2009	Crompton Corp. and Crompton Co./Cie	METHOD FOR PRODUCING LUBRICANT DETERGENTS
United States	Granted	10/674896	29-Sep-2003	7009072	7-Mar-2006	Crompton Corp. and Crompton Co./Cie	METHOD FOR PRODUCING LUBRICANT DETERGENTS
United States	Granted	10/911132	3-Aug-2004	7407920	5-Aug-2008	Crompton Corp. and Crompton Co./Cie	OVERBASED CALCIUM SALICYLATE GREASES
United States	Granted	10/769365	30-Jan-2004	6953866	11-Oct-2005	Crompton Corp./U Of Connecticut	PROCESS FOR PREPARING ORTHO SUBSTITUTED PHENYLAMINES
Argentina	Pending	P030100505	14-Feb-2003			Crompton Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
Argentina	Granted	P000106236	27-Nov-2000	AR029410B1	19-Mar-2007	Crompton Corporation	INHIBITION OF POLYHMERIZATION OF UNSATURATED MONOMERS
Argentina	Pending	P000106235	27-Nov-2000			Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Armenia	Granted	200200519	16-Oct-2000	004940	28-Oct-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF

130

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Australia	Granted	2003224877	8-Apr-2003	2003224877	28-May-2009	Crompton Corporation	POLYURETHANE ELASTOMERS FROM HDI PREPOLYMERS WITH REDUCED CONTENT OF FREE HDI MONOMERS
Australia	Granted	2005201328	1-Nov-2000	2005201328	18-Jan-2007	Crompton Corporation	HIGH PERFORMANCE POLYURETANE ELASTOMERS FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
Australia	Granted	33121/99	25-Feb-1999	763386	6-Nov-2003	Crompton Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Australia	Granted	77111/91	17-May-1991	635688	19-Jul-1993	Crompton Corporation	Polymer Stabilizer and Polymer Composition Stabilized Therewith
Australia	Granted	43813/93	18-May-1993	681344	28-Aug-1997	Crompton Corporation	Electrical Grade Polyvinyl Chloride Resin Composition Stabilized with a Non-Lead Stabilizer
Austria	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND

131

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							HIV-1 MUTANTS
Austria	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Austria	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Austria	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Austria	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Azerbaijan	Granted	200200519	16-Oct-2000	004940	28-Oct-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Belarus	Granted	200200519	16-Oct-2000	004940	28-Oct-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Belgium	Granted	95101198.0	28-Jan-1995	0665248	31-Mar-1999	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED

132

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							POLYMERS THEREFROM
Belgium	Granted	99301608.8	3-Mar-1999	0940407	3-Dec-2003	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
Belgium	Granted	99911278.2	10-Mar-1999	1066299	16-Jun-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
Belgium	Granted	99912952.1	30-Mar-1999	1071688	25-Sep-2002	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRITOL
Belgium	Granted	97908812.7	3-Mar-1997	0886675	7-Jun-2000	Crompton Corporation	POLYMERIZATION INHIBITOR COMPOSITION
Belgium	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Belgium	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Belgium	Granted	98949599.9	29-Sep-1998	1023377	3-Dec-2003	Crompton Corporation	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED

133

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							THREFROM
Belgium	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Belgium	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Belgium	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Belgium	Granted	94301460.5	1-Mar-1994	0613940	9-Jun-1999	Crompton Corporation	OVERBASED CALCIUM SULFONATE GREASE
Brazil	Pending	PI0114959-8	25-Sep-2001			Crompton Corporation	Sizing Composition
Brazil	Pending	PI0312524-6	27-Jun-2003			Crompton Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Brazil	Pending	PI0307731-4	29-Jan-2003			Crompton Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
Brazil	Pending	PI0316124-2	10-Nov-2003			Crompton Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE

134

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COATING ON A BODY ROTATING ABOUT AN AXIS
Brazil	Pending	PI0016071-7	28-Nov-2000			Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Brazil	Pending	PI0016112-8	6-Nov-2000			Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Brazil	Pending	PI9908679-4	25-Feb-1999			Crompton Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Canada	Granted	2410451	15-May-2001	2410451	29-Sep-2009	Crompton Corporation	Clarification Method for Oil Dispersions Comprising Overbased Detergents Containing Calcite
Canada	Pending	2446493	15-Mar-2002			Crompton Corporation	Thermoplastic Resins in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
Canada	Pending	2476357	29-Jan-2003			Crompton Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
Canada	Pending	2482436	8-Apr-2003			Crompton Corporation	POLYURETHANE ELASTOMERS FROM HDI

135

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PREPOLYMERS WITH REDUCED CONTENT OF FREE HDI MONOMERS
Canada	Pending	2487002	15-May-2003			Crompton Corporation	Polyurethane Dispersions
Canada	Pending	2505009	10-Nov-2003			Crompton Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
Canada	Granted	2140975	24-Jan-1995	2140975	27-Aug-2002	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED POLYMERS THEREFROM
Canada	Granted	2088297	28-Jan-1993	2088297	25-Feb-1997	Crompton Corporation	PROCESS FOR MAKING PHOSPHITE ESTERS
Canada	Pending	2228859	5-Feb-1998			Crompton Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
Canada	Granted	2393050	28-Nov-2000	2393050	17-Nov-2009	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Canada	Pending	2392055	6-Nov-2000			Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Canada	Granted	2323666	25-Feb-1999	2323666	16-Jun-2009	Crompton	MARINE

136

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Canada	Granted	2288205	25-Feb-1999	2288205	26-May-2009	Crompton Corporation	VISCOSITY DRIFT CONTROL IN OVERBASED DETERGENTS
Canada	Granted	2064622	1-Apr-1992	2064622	18-Jan-2005	Crompton Corporation	THIOESTER POLYMERIZATION MODIFIERS
China P.R.	Granted	01823619.7	14-Sep-2001	ZL01823619.7	3-Jan-2007	Crompton Corporation	MULTIFUNCTIONAL VISCOSITY INDEX IMPROVER AND DISPERSANT
China P.R.	Granted	02823727.7	4-Oct-2002	ZL02823727.7	28-Jun-2006	Crompton Corporation	VISCOSITY GROWTH INHIBITION IN OIL ADDITIVE CONCENTRATES
China P.R.	Granted	01823491.7	18-Jul-2001	ZL01823491.7	21-Feb-2007	Crompton Corporation	ORGANO-IMIDO MOLYBDENUM COMPLEXES AS FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
China P.R.	Granted	02812508.8	30-Apr-2002	02812508.8	23-Aug-2006	Crompton Corporation	THIADIAZOLIDINE ADDITIVES FOR LUBRICANTS
China P.R.	Granted	02810835.3	3-May-2002	ZL02810835.3	11-Jul-2007	Crompton Corporation	ALKYL HYDRAZIDE ADDITIVES FOR LUBRICANTS
China P.R.	Granted	02812957.1	24-May-2002	ZL02812957.1	7-Jun-2006	Crompton Corporation	OXADIAZOLE ADDITIVES FOR LUBRICANTS
China P.R.	Granted	03817930.X	27-Jun-2003	ZL03817930.X	16-Jan-2008	Crompton Corporation	Overbased Metal Carbonate/Carboxyla

137

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							te Microemulsions and Halogen-Containing Polymers Containing Same
China P.R.	Pending	200810214201.6	11-Jun-2003			Crompton Corporation	Silane Additives for Lubricants and Fuels
China P.R.	Granted	03819592.5	11-Jun-2003	03819592.5	5-Aug-2009	Crompton Corporation	Silane Additives for Lubricants and Fuels
China P.R.	Granted	03806029.9	29-Jan-2003	ZL03806029.9	16-May-2007	Crompton Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
China P.R.	Granted	03818651.9	15-May-2003	ZL03818651.9	6-Jun-2007	Crompton Corporation	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION
China P.R.	Granted	03809419.3	8-Apr-2003	ZL03809419.3	16-Jul-2008	Crompton Corporation	POLYURETHANE ELASTOMERS FROM HDI PREPOLYMERS WITH REDUCED CONTENT OF FREE HDI MONOMERS
China P.R.	Granted	03813968.5	15-May-2003	03813968.5	12-Aug-2009	Crompton Corporation	Polyurethane Dispersions
China P.R.	Granted	2003801067367	10-Nov-2003	ZL200380106736.7	5-Nov-2008	Crompton Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
China P.R.	Granted	2003801024408	22-Oct-2003	200380102440.8	14-Feb-2007	Crompton Corporation	METHOD FOR THE ALKYLATION OF SALICYLIC ACID
China P.R.	Granted	96191461.0	24-Sep-1996	96191461.0	10-Jul-2002	Crompton	POLYMER

138

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
China P.R.	Granted	98108245.9	20-Mar-1998	98108245.9	28-Aug-2002	Crompton Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
China P.R.	Granted	98105871.X	26-Mar-1998	98105871.X	23-Jun-2004	Crompton Corporation	COMPOSITIONS STABILIZED WITH TERTIARY AMINE OXIDES
China P.R.	Granted	00817772.4	28-Nov-2000	00817772.4	3-Aug-2005	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
China P.R.	Granted	00816544.0	6-Nov-2000	00816544.0	25-Jan-2006	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
China P.R.	Granted	01815265.1	7-Aug-2001	01815265.1	12-Oct-2005	Crompton Corporation	DIRECT SYNTHESIS OF TIN (II)  AND CARBOXYLATES AND TIN (IV) CARBOXYLATES FROM ELEMENTAL TIN OR TIN OXIDES
China P.R.	Granted	02802660.8	5-Aug-2002	ZL02802660.8	1-Aug-2007	Crompton Corporation	RETARDING THE THERMAL DEGRADATION OF POLYMERS USING UNSATURATED

139

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							ALIPHATIC COMPOUNDS
Cyprus	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Denmark	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Denmark	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Denmark	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Denmark	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
European Patent Convention	Pending	03762990.4	11-Jun-2003			Crompton Corporation	Silane Additives for Lubricants and Fuels
European Patent Convention	Pending	04778210.7	13-Jul-2004			Crompton Corporation	RADIATION-CURABLE POLYURETHANE
Finland	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE

140

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Finland	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Finland	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
France	Granted	01958990.2	18-Jul-2001	1406912	1-Dec-2004	Crompton Corporation	ORGANO-IMIDO MOLYBDENUM COMPLEXES AS FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
France	Granted	95101198.0	28-Jan-1995	0665248	31-Mar-1999	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED POLYMERS THEREFROM
France	Granted	93300332.9	19-Jan-1993	0553984	1-Sep-1999	Crompton Corporation	PROCESS FOR MAKING PHOSPHITE ESTERS
France	Granted	96301118.4	20-Feb-1996	0729965	22-May-2002	Crompton Corporation	PROCESS FOR MAKING BIPHENYLENE

141

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							AND BISPHENYLENE PHOSPHITES  NO DIVISIONAL DUE PER JBY
France	Granted	94302125.3	24-Mar-1994	0618315	9-Dec-1998	Crompton Corporation	MELT EXTRUSION PROCESS
France	Granted	95303275.2	16-May-1995	0685516	4-Aug-1999	Crompton Corporation	SOLID STABILIZER COMPOSITION WITH IMPROVED HYDROLYTIC STABILITY
France	Granted	96300383.5	19-Jan-1996	0725107	30-Jul-2003	Crompton Corporation	PHOSPHITE STABILIZATION OF POLYOLEFINS CONTAINING SILICA SUPPORTED CATALYST
France	Granted	99301608.8	3-Mar-1999	0940407	3-Dec-2003	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
France	Granted	97300270.2	17-Jan-1997	0785210	29-May-2002	Crompton Corporation	AROMATIC CYCLIC BISPHOSPHITE ESTERS AND POLYMERIC COMPOSIITONS THE REOF      NO DIVISIONAL DUE PER KEM
France	Granted	96933876.3	24-Sep-1996	0793688	19-Mar-2003	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES

142

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
France	Granted	97300269.4	17-Jan-1997	0785209	7-May-2003	Crompton Corporation	NEO DIOL PHOSPHITE ESTERS AND POLYMERIC COMPOSITIONS THEREOF NO DIVISIONAL PER JBY  12/27/96 *08SC12292 COMB.INTO*
France	Granted	99911278.2	10-Mar-1999	1066299	16-Jun-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
France	Granted	98302048.8	18-Mar-1998	0867467	17-Nov-2004	Crompton Corporation	COMPOSITIONS STABILIZED WITH TERTIARY AMINE OXIDES
France	Granted	99912952.1	30-Mar-1999	1071688	25-Sep-2002	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRITOL
France	Granted	01948741.2	27-Jun-2001	1309600	25-Aug-2004	Crompton Corporation	Improved Process for the Preparation of Hindered Phosphites
France	Granted	97111855.9	11-Jul-1997	0818457	2-Oct-2002	Crompton Corporation	STABLE AQUEOUS DISPERSIONS OF DIBUTYLIN OXIDE
France	Granted	96915857.5	16-May-1996	0828787	26-Nov-2003	Crompton Corporation	ALKYL-TIN PVC STABILIZERS WITH ADDED

143

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							AROMATIC ETHER ALCOHOL TO PREVENT PRECIPITATION
France	Granted	96922496.3	19-Jun-1996	0833861	9-May-2001	Crompton Corporation	OVERBASED PVC STABILIZER
France	Granted	97908812.7	3-Mar-1997	0886675	7-Jun-2000	Crompton Corporation	POLYMERIZATION INHIBITOR COMPOSITION
France	Granted	97924650.1	9-May-1997	0902801	8-Aug-2001	Crompton Corporation	REMOVAL OF UNREACTED DIISOCYANATE MONOMER FROM POLYURETHANE POLYMERS
France	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
France	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
France	Granted	98908819.0	2-Mar-1998	0968192	18-Feb-2004	Crompton Corporation	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
France	Granted	98903926.8	23-Jan-1998	1015460	27-Nov-2002	Crompton Corporation	PHENOLIC BORATES FOR

144

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							USE AS A LUBRICANT ADDITIVE
France	Granted	98904954.9	23-Jan-1998	0961789	9-Jul-2003	Crompton Corporation	Lubricants Containing Ashless Antiwear-Dispersant Additive Having Viscosity Index Improver Credit
France	Granted	99937742.7	2-Aug-1999	1112249	2-Jan-2003	Crompton Corporation	DITHIOCARBAMYL DERIVATIVES USEFUL AS LUBRICANT ADDITIVES
France	Granted	98949599.9	29-Sep-1998	1023377	3-Dec-2003	Crompton Corporation	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THREFROM
France	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
France	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
France	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
France	Granted	94301460.5	1-Mar-1994	0613940	9-Jun-1999	Crompton Corporation	OVERBASED CALCIUM SULFONATE

145

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							GREASE
Germany	Granted	01958990.2	18-Jul-2001	60107605.2	1-Dec-2004	Crompton Corporation	ORGANO-IMIDO MOLYBDENUM COMPLEXES AS FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
Germany	Granted	95101198.0	28-Jan-1995	69508633.2	31-Mar-1999	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED POLYMERS THEREFROM
Germany	Granted	93300332.9	19-Jan-1993	69326172.2	1-Sep-1999	Crompton Corporation	PROCESS FOR MAKING PHOSPHITE ESTERS
Germany	Granted	94304922.1	5-Jul-1994	69418387.3	12-May-1999	Crompton Corporation	NEO-DIOL PHOSPHITES AS POLYMER STABILIZERS
Germany	Granted	96301118.4	20-Feb-1996	69621276.5	22-May-2002	Crompton Corporation	PROCESS FOR MAKING BIPHENYLENE AND BISPHENYLENE PHOSPHITES  NO DIVISIONAL DUE PER JBY
Germany	Granted	94302125.3	24-Mar-1994	69415066.5	9-Dec-1998	Crompton Corporation	MELT EXTRUSION PROCESS
Germany	Granted	95303275.2	16-May-1995	69511174.4	4-Aug-1999	Crompton Corporation	SOLID STABILIZER COMPOSITION WITH IMPROVED HYDROLYTIC

146

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							STABILITY
Germany	Granted	96300383.5	19-Jan-1996	69629224.6	30-Jul-2003	Crompton Corporation	PHOSPHITE STABILIZATION OF POLYOLEFINS CONTAINING SILICA SUPPORTED CATALYST
Germany	Granted	99301608.8	3-Mar-1999	69913220.7	3-Dec-2003	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
Germany	Granted	97300270.2	17-Jan-1997	69712804.0	29-May-2002	Crompton Corporation	AROMATIC CYCLIC BISPHOSPHITE ESTERS AND POLYMERIC COMPOSIITONS THE REOF      NO DIVISIONAL DUE PER KEM
Germany	Granted	96933876.3	24-Sep-1996	69626778.0	19-Mar-2003	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
Germany	Granted	97300269.4	17-Jan-1997	69721597.0	7-May-2003	Crompton Corporation	NEO DIOL PHOSPHITE ESTERS AND POLYMERIC COMPOSITIONS THEREOF NO DIVISIONAL PER

147

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							JBY  12/27/96 *08SC12292 COMB.INTO*
Germany	Granted	99911278.2	10-Mar-1999	69918077.5	16-Jun-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
Germany	Granted	98302048.8	18-Mar-1998	69827543.8	17-Nov-2004	Crompton Corporation	COMPOSITIONS STABILIZED WITH TERTIARY AMINE OXIDES
Germany	Granted	99912952.1	30-Mar-1999	69903145.1	25-Sep-2002	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRITOL
Germany	Granted	01948741.2	27-Jun-2001	60105171.8	25-Aug-2004	Crompton Corporation	Improved Process for the Preparation of Hindered Phosphites
Germany	Granted	97111855.9	11-Jul-1997	69715978.7	2-Oct-2002	Crompton Corporation	Stable Aqueous Dispersions of Dibutylin Oxide
Germany	Granted	96915857.5	16-May-1996	69630885.1	26-Nov-2003	Crompton Corporation	ALKYL-TIN PVC STABILIZERS WITH ADDED AROMATIC ETHER ALCOHOL TO PREVENT PRECIPITATION
Germany	Granted	95939953.6	13-Nov-1995	69532589.2	18-Feb-2004	Crompton Corporation	Liquid PVC Stabilizers and Lubricants
Germany	Granted	96922496.3	19-Jun-1996	69612746.6	9-May-2001	Crompton Corporation	OVERBASED PVC STABILIZER
Germany	Granted	97908812.7	3-Mar-1997	69702247.1	7-Jun-2000	Crompton Corporation	POLYMERIZATION INHIBITOR COMPOSITION

148

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Germany	Granted	97924650.1	9-May-1997	69706051.9	8-Aug-2001	Crompton Corporation	REMOVAL OF UNREACTED DIISOCYANATE MONOMER FROM POLYURETHANE POLYMERS
Germany	Granted	96942010.8	15-Nov-1996	69623819.5	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Germany	Granted	97924800.2	23-May-1997	69717104.3	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Germany	Granted	98908819.0	2-Mar-1998	69821744.6	18-Feb-2004	Crompton Corporation	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
Germany	Granted	98903926.8	23-Jan-1998	69809773.4	27-Nov-2002	Crompton Corporation	PHENOLIC BORATES FOR USE AS A LUBRICANT ADDITIVE
Germany	Granted	98904954.9	23-Jan-1998	69816275.7	9-Jul-2003	Crompton Corporation	Lubricants Containing Ashless Antiwear-Dispersant Additive Having Viscosity Index Improver Credit

149

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Germany	Granted	99937742.7	2-Aug-1999	69904736.6	2-Jan-2003	Crompton Corporation	DITHIOCARBAMYL DERIVATIVES USEFUL AS LUBRICANT ADDITIVES
Germany	Granted	00955549.1	14-Aug-2000	60006256.2	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Germany	Granted	00963380.1	12-Sep-2000	60006706.8	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Germany	Granted	00965464.1	26-Sep-2000	60006703.3	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Germany	Granted	94301460.5	1-Mar-1994	69418917.0	9-Jun-1999	Crompton Corporation	OVERBASED CALCIUM SULFONATE GREASE
Great Britain	Granted	01958990.2	18-Jul-2001	1406912	1-Dec-2004	Crompton Corporation	ORGANO-IMIDO MOLYBDENUM COMPLEXES AS FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
Great Britain	Granted	95101198.0	28-Jan-1995	0665248	31-Mar-1999	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED

150

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							POLYMERS THEREFROM
Great Britain	Granted	93300332.9	19-Jan-1993	0553984	1-Sep-1999	Crompton Corporation	PROCESS FOR MAKING PHOSPHITE ESTERS
Great Britain	Granted	96301118.4	20-Feb-1996	0729965	22-May-2002	Crompton Corporation	PROCESS FOR MAKING BIPHENYLENE AND BISPHENYLENE PHOSPHITES  NO DIVISIONAL DUE PER JBY
Great Britain	Granted	94302125.3	24-Mar-1994	0618315	9-Dec-1998	Crompton Corporation	MELT EXTRUSION PROCESS
Great Britain	Granted	95303275.2	16-May-1995	0685516	4-Aug-1999	Crompton Corporation	SOLID STABILIZER COMPOSITION WITH IMPROVED HYDROLYTIC STABILITY
Great Britain	Granted	96300383.5	19-Jan-1996	0725107	30-Jul-2003	Crompton Corporation	PHOSPHITE STABILIZATION OF POLYOLEFINS CONTAINING SILICA SUPPORTED CATALYST
Great Britain	Granted	99301608.8	3-Mar-1999	0940407	3-Dec-2003	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
Great Britain	Granted	97300270.2	17-Jan-1997	0785210	29-May-2002	Crompton Corporation	AROMATIC CYCLIC BISPHOSPHITE ESTERS AND POLYMERIC

151

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOSIITONS THE REOF NO DIVISIONAL DUE PER KEM
Great Britain	Granted	96933876.3	24-Sep-1996	0793688	19-Mar-2003	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
Great Britain	Granted	97300269.4	17-Jan-1997	0785209	7-May-2003	Crompton Corporation	NEO DIOL PHOSPHITE ESTERS AND POLYMERIC COMPOSITIONS THEREOF NO DIVISIONAL PER JBY  12/27/96 *08SC12292 COMB.INTO*
Great Britain	Granted	99911278.2	10-Mar-1999	1066299	16-Jun-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
Great Britain	Granted	98302048.8	18-Mar-1998	0867467	17-Nov-2004	Crompton Corporation	COMPOSITIONS STABILIZED WITH TERTIARY AMINE OXIDES
Great Britain	Granted	99912952.1	30-Mar-1999	1071688	25-Sep-2002	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GR UND PENTAERYTHRITOL

152

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Great Britain	Granted	01948741.2	27-Jun-2001	1309600	25-Aug-2004	Crompton Corporation	Improved Process for the Preparation of Hindered Phosphites
Great Britain	Granted	97111855.9	11-Jul-1997	0818457	2-Oct-2002	Crompton Corporation	STABLE AQUEOUS DISPERSIONS OF DIBUTYLIN OXIDE
Great Britain	Granted	96915857.5	16-May-1996	0828787	26-Nov-2003	Crompton Corporation	ALKYL-TIN PVC STABILIZERS WITH ADDED AROMATIC ETHER ALCOHOL TO PREVENT PRECIPITATION
Great Britain	Granted	95939953.6	13-Nov-1995	0792317	18-Feb-2004	Crompton Corporation	LIQUID PVC STABILIZERS AND LUBRICANTS
Great Britain	Granted	92305201.3	5-Jun-1992	0522709	21-Aug-1996	Crompton Corporation	POLYMERIZATION INHIBITORS FOR ACRYLIC ACIDS AND ESTERS
Great Britain	Granted	97908812.7	3-Mar-1997	0886675	7-Jun-2000	Crompton Corporation	POLYMERIZATION INHIBITOR COMPOSITION
Great Britain	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Crompton Corporation	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Great Britain	Granted	93909517.0	13-Apr-1993	0637294	29-Jul-1998	Crompton Corporation	POLYMERIZATION INHIBITOR FOR VINYL AROMATICS
Great Britain	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Crompton Corporation	WOOD PRESERVATIVE OXATHIAZINES
Great Britain	Granted	94913370.6	5-Apr-1994	0694057	1-Mar-2000	Crompton Corporation	LUBRICANT COMPOSITION CONTAINING ANTIOXIDANT
Great Britain	Granted	97924650.1	9-May-1997	0902801	8-Aug-2001	Crompton Corporation	REMOVAL OF UNREACTED

153

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							DIISOCYANATE MONOMER FROM POLYURETHANE POLYMERS
Great Britain	Granted	96924292.4	24-Jun-1996	0836596	23-Aug-2000	Crompton Corporation	HYDRAZINE DERIVATIVES
Great Britain	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Great Britain	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Great Britain	Granted	98908819.0	2-Mar-1998	0968192	18-Feb-2004	Crompton Corporation	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
Great Britain	Granted	98903926.8	23-Jan-1998	1015460	27-Nov-2002	Crompton Corporation	PHENOLIC BORATES FOR USE AS A LUBRICANT ADDITIVE
Great Britain	Granted	98904954.9	23-Jan-1998	0961789	9-Jul-2003	Crompton Corporation	Lubricants Containing Ashless Antiwear-Dispersant Additive Having Viscosity Index Improver Credit

154

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Great Britain	Granted	99937742.7	2-Aug-1999	1112249	2-Jan-2003	Crompton Corporation	DITHIOCARBAMYL DERIVATIVES USEFUL AS LUBRICANT ADDITIVES
Great Britain	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Great Britain	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Great Britain	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Great Britain	Granted	91304066.3	7-May-1991	0457471	29-Jan-1997	Crompton Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION STABILIZED THEREW ITH
Great Britain	Granted	92302948.2	3-Apr-1992	0507602	11-Jun-1997	Crompton Corporation	THIOESTER POLYMERIZATION MODIFIERS
Great Britain	Granted	93913975.4	18-May-1993	0642548	1-Jul-1998	Crompton Corporation	ELECTRICAL GRADE POLYVINAL CHLORIDE RESIN COMPOSITION STABIL IZED WITH A NON-LEAD STABILIZER
Great	Granted	94301460.5	1-Mar-1994	0613940	9-Jun-1999	Crompton	OVERBASED

155

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Britain						Corporation	CALCIUM SULFONATE GREASE
Greece	Granted	96942010.8	15-Nov-1996	3042042	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Greece	Granted	97924800.2	23-May-1997	3042731	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Greece	Granted	00955549.1	14-Aug-2000	3047304	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Greece	Granted	00965464.1	26-Sep-2000	3047737	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Hong Kong	Granted	06103502.9	27-Jun-2003	HK1083514	28-Nov-2008	Crompton Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
Hong Kong	Pending	06113752.5	14-Dec-2006			Crompton Corporation	CLEAR IMPACT MODIFIER, HEAT RESISTANT POLYVINYL HALIDE COMPOSITIONS
India	Pending	00535DEL/2004	14-Sep-2001			Crompton Corporation	MULTIFUNCTIONAL VISCOSITY INDEX IMPROVER AND DISPERSANT

156

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
India	Pending	1921DELNP2003	15-Mar-2002			Crompton Corporation	Thermoplastic Resins in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
India	Granted	1338/DEL/95	18-Jul-1995	232047	15-Mar-2009	Crompton Corporation	AMINE-STABILIZED AMORPHOUS PHOSPHITE
India	Granted	3531/DEL/98	24-Nov-1998	221477	24-Jun-2008	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
India	Granted	187/DEL/98	22-Jan-1998	221599	26-Jun-2008	Crompton Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
India	Granted	1069/CAL/98	16-Jun-1998	195153	21-Oct-2005	Crompton Corporation	PROCESS FOR THE PREPARATION OF PHOSPHITES
India	Pending	269/PCT/2000	10-Mar-1999			Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
India	Pending	591/KOL/2005	4-Jun-2005			Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO-BIS PHOSPHITES
India	Granted	3623/DEL/97	16-Dec-1997	214725	14-Feb-2008	Crompton Corporation	COMPOSITIONS STABILIZED WITH TERTIARY AMINE OXIDES
India	Pending	2001,00440DEL	5-Oct-1999			Crompton Corporation	STABILIZED THERMOPLASTIC COMPOSITIONS
India	Pending	498/DELNP2005	9-Feb-2005			Crompton Corporation	STABILIZED THERMOPLASTIC

157

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOSITIONS
India	Pending	341/PCT/2000	30-Mar-1999			Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRITOL
India	Granted	348/DEL/2003	28-Sep-2001	230858	28-Feb-2009	Crompton Corporation	METHOD OF MAKING METAL SALTS OF 2,4,6-TRI-T-BUTYLPHENOL
India	Granted	103/DELNP/2003	27-Jun-2001	218366	31-Mar-2008	Crompton Corporation	Improved Process for the Preparation of Hindered Phosphites
Indonesia	Pending	W-00200402606	15-May-2003			Crompton Corporation	Polyurethane Dispersions
Indonesia	Granted	W-00200201238	28-Nov-2000	ID0014301	28-Sep-2004	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Indonesia	Granted	W-00200201223	6-Nov-2000	ID0013518	8-Jun-2004	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Ireland	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Ireland	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED

158

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							CELLS
Ireland	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Ireland	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Ireland	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Italy	Granted	95101198.0	28-Jan-1995	0665248	31-Mar-1999	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED POLYMERS THEREFROM
Italy	Granted	93300332.9	19-Jan-1993	0553984	1-Sep-1999	Crompton Corporation	PROCESS FOR MAKING PHOSPHITE ESTERS
Italy	Granted	96301118.4	20-Feb-1996	0729965	22-May-2002	Crompton Corporation	PROCESS FOR MAKING BIPHENYLENE AND BISPHENYLENE PHOSPHITES  NO DIVISIONAL DUE PER JBY
Italy	Granted	94302125.3	24-Mar-1994	0618315	9-Dec-1998	Crompton Corporation	MELT EXTRUSION PROCESS

159

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Italy	Granted	95303275.2	16-May-1995	0685516	4-Aug-1999	Crompton Corporation	SOLID STABILIZER COMPOSITION WITH IMPROVED HYDROLYTIC STABILITY
Italy	Granted	96300383.5	19-Jan-1996	0725107	30-Jul-2003	Crompton Corporation	PHOSPHITE STABILIZATION OF POLYOLEFINS CONTAINING SILICA SUPPORTED CATALYST
Italy	Granted	99301608.8	3-Mar-1999	0940407	3-Dec-2003	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
Italy	Granted	97300270.2	17-Jan-1997	0785210	29-May-2002	Crompton Corporation	AROMATIC CYCLIC BISPHOSPHITE ESTERS AND POLYMERIC COMPOSIITONS THE REOF      NO DIVISIONAL DUE PER KEM
Italy	Granted	97300269.4	17-Jan-1997	0785209	7-May-2003	Crompton Corporation	NEO DIOL PHOSPHITE ESTERS AND POLYMERIC COMPOSITIONS THEREOF NO DIVISIONAL PER JBY  12/27/96 *08SC12292 COMB.INTO*
Italy	Granted	99911278.2	10-Mar-1999	1066299	16-Jun-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF

160

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							SPIRO BIS-PHOSPHITES
Italy	Granted	99912952.1	30-Mar-1999	1071688	25-Sep-2002	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GRO UND PENTAERYTHRITOL
Italy	Granted	97111855.9	11-Jul-1997	0818457	2-Oct-2002	Crompton Corporation	STABLE AQUEOUS DISPERSIONS OF DIBUTYLIN OXIDE
Italy	Granted	96915857.5	16-May-1996	0828787	26-Nov-2003	Crompton Corporation	ALKYL-TIN PVC STABILIZERS WITH ADDED AROMATIC ETHER ALCOHOL TO PREVENT PRECIPITATION
Italy	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Italy	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Italy	Granted	98908819.0	2-Mar-1998	0968192	18-Feb-2004	Crompton Corporation	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS

161

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FOR VINYL AROMATIC COMPOUNDS
Italy	Granted	98949599.9	29-Sep-1998	1023377	3-Dec-2003	Crompton Corporation	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THREFROM
Italy	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Italy	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Italy	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Italy	Granted	94301460.5	1-Mar-1994	0613940	9-Jun-1999	Crompton Corporation	OVERBASED CALCIUM SULFONATE GREASE
Japan	Pending	2009-187928	14-Aug-2009			Crompton Corporation	Clarification method for oil dispersions comprising overbased detergents containing calcite
Japan	Pending	2002-502050	15-May-2001			Crompton Corporation	Clarification method for oil dispersions

162

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							comprising overbased detergents containing calcite
Japan	Pending	2009-181191	4-Aug-2009			Crompton Corporation	Nanosized Particles of Molybdenum Sulfide and Derivatives and Uses Thereof
Japan	Pending	2002-502049	8-May-2001			Crompton Corporation	Nanosized Particles of Molybdenum Sulfide and Derivatives and Uses Thereof
Japan	Granted	2003-528877	14-Sep-2001	3987492	20-Jul-2007	Crompton Corporation	MULTIFUNCTIONAL VISCOSITY INDEX IMPROVER AND DISPERSANT
Japan	Granted	2003-502127	3-May-2002	4278509	19-Mar-2009	Crompton Corporation	ALKYL HYDRAZIDE ADDITIVES FOR LUBRICANTS
Japan	Granted	2003-502130	24-May-2002	4070715	25-Jan-2008	Crompton Corporation	OXADIAZOLE ADDITIVES FOR LUBRICANTS
Japan	Pending	2003-584165	28-Mar-2003			Crompton Corporation	Heterocyclic Tin Flame Retardants/Smoke Suppressants and Halogen-Containing Polymer Composition Containing Same
Japan	Pending	2003-560092	6-Dec-2002			Crompton Corporation	Stability Improvement of Aluminum Hydroxide in PVC Compound
Japan	Pending	2003-560099	2-Jan-2003			Crompton	Stability

163

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	Improvement of Carbon Monoxide Ethylene Copolymer in PVC Compound
Japan	Pending	2004-519592	11-Jun-2003			Crompton Corporation	Silane Additives for Lubricants and Fuels
Japan	Pending	2003-587860	8-Apr-2003			Crompton Corporation	POLYURETHANE ELASTOMERS FROM HDI PREPOLYMERS WITH REDUCED CONTENT OF FREE HDI MONOMERS
Japan	Granted	2004-550076	22-Oct-2003	4205671	24-Oct-2008	Crompton Corporation	METHOD FOR THE ALKYLATION OF SALICYLIC ACID
Japan	Granted	3-007703	25-Jan-1991	2980699	17-Sep-1999	Crompton Corporation	METHOD OF PRODUCING OLEFIN POLYMER GRAFT COPOLYMERS
Japan	Granted	7-126939	26-May-1995	3853859	15-Sep-2006	Crompton Corporation	SOLID STABILIZER COMPOSITION WITH IMPROVED HYDROLYTIC STABILITY
Japan	Granted	11-056699	4-Mar-1999	4245719	16-Jan-2009	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
Japan	Granted	9-005901	17-Jan-1997	4018766	28-Sep-2007	Crompton Corporation	AROMATIC CYCLIC BISPHOSPHITE ESTERS AND POLYMERIC COMPOSIITONS

164

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							THE REOF NO DIVISIONAL DUE PER KEM
Japan	Pending	2005-160876	1-Jun-2005			Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
Japan	Granted	9-005902	17-Jan-1997	4008975	7-Sep-2007	Crompton Corporation	NEO DIOL PHOSPHITE ESTERS AND POLYMERIC COMPOSITIONS THEREOF NO DIVISIONAL PER JBY  12/27/96 *08SC12292 COMB.INTO*
Japan	Granted	10-067544	18-Mar-1998	4272722	6-Mar-2009	Crompton Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
Japan	Granted	2000-537883	10-Mar-1999	4272814	6-Mar-2009	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
Japan	Pending	2000-568803	6-Jul-1999			Crompton Corporation	PURIFICATION OF ALKYLATED PHENOLS BY MELT CRYSTALLIZATION
Japan	Pending	78215/98	26-Mar-1998			Crompton Corporation	COMPOSITIONS STABILIZED WITH TERTIARY AMINE OXIDES

165

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Japan	Pending	2000-586814	5-Oct-1999			Crompton Corporation	Stabilized Thermoplastic Compositions
Japan	Pending	2000-543472	30-Mar-1999			Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRITOL
Japan	Pending	2002-531068	28-Sep-2001			Crompton Corporation	METHOD OF MAKING METAL SALTS OF 2,4,6-TRI-T-BUTYLPHENOL
Japan	Pending	2002-519472	27-Jun-2001			Crompton Corporation	Improved Process for the Preparation of Hindered Phosphites
Japan	Granted	527753/1996	8-Mar-1996	3729858	14-Oct-2005	Crompton Corporation	ALKYL-THIO-GLYCOLATE PVC STABILIZERS WITH ADDED AROMATIC ETH ER ALCOHOL TO PREVENT PRECIPITATION
Japan	Granted	530138/97	6-Jan-1997	3811505	2-Jun-2006	Crompton Corporation	STABILIZER AND BLOWING AGENT USEFUL FOR RIGID FOAMED PVC
Japan	Granted	2001-541073	28-Nov-2000	3782010	17-Mar-2006	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Japan	Granted	2001-541841	6-Nov-2000	3854149	15-Sep-2006	Crompton Corporation	INHIBITION OF POLYMERIZATION OF

166

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							UNSATURATED MONOMERS
Japan	Granted	2001-541092	1-Nov-2000	3810320	2-Jun-2006	Crompton Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
Kazakhstan	Granted	200200519	16-Oct-2000	004940	28-Oct-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Kyrgyzstan	Granted	200200519	16-Oct-2000	004940	28-Oct-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Liechtenstein	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Liechtenstein	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Liechtenstein	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Liechtenstein	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton	NOVEL 4-

167

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Luxembourg	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Luxembourg	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Luxembourg	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Luxembourg	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Malaysia	Pending	PI20030504	14-Feb-2003			Crompton Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
Malaysia	Granted	PI20005607	30-Nov-2000	MY-137145-A	31-Dec-2008	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSTURATED MONOMERS
Malaysia	Granted	PI20005608	30-Nov-2000	MY-124743-A	31-Jul-2006	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS

168

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Mexico	Granted	2002/011931	15-May-2001	231875	7-Nov-2005	Crompton Corporation	Clarification method for oil dispersions comprising overbased detergents containing calcite
Mexico	Granted	2004/002420	14-Sep-2001	253942	27-Jan-2008	Crompton Corporation	MULTIFUNCTIONAL VISCOSITY INDEX IMPROVER AND DISPERSANT
Mexico	Granted	2004/007952	29-Jan-2003	248714	4-Sep-2007	Crompton Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
Mexico	Granted	2004/012661	28-May-2003	245542	30-Apr-2007	Crompton Corporation	POLYURETHANE/UREA COMPOSITION FOR COATING CYLINDRICAL PARTS
Mexico	Granted	PA/a/2005/005015	10-Nov-2003	267726	23-Jun-2009	Crompton Corporation	METHOD AND DEVICE FOR APPLYING A THICK REACTIVE COATING ON A BODY ROTATING ABOUT AN AXIS
Mexico	Granted	2002/005425	28-Nov-2000	231749	1-Nov-2005	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Mexico	Granted	2002/005423	6-Nov-2000	239085	31-Jul-2006	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED

169

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							MONOMERS
Mexico	Granted	2003/001239	7-Aug-2001	229944	12-Aug-2005	Crompton Corporation	DIRECT SYNTHESIS OF TIN (II)  AND CARBOXYLATES AND TIN (IV) CARBOXYLATES FROM ELEMENTAL TIN OR TIN OXIDES
Moldova	Granted	200200519	16-Oct-2000	004940	28-Oct-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Monaco	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Monaco	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Monaco	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Netherlands	Granted	95101198.0	28-Jan-1995	0665248	31-Mar-1999	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED POLYMERS THEREFROM

170

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Netherlands	Granted	93300332.9	19-Jan-1993	0553984	1-Sep-1999	Crompton Corporation	PROCESS FOR MAKING PHOSPHITE ESTERS
Netherlands	Granted	94302125.3	24-Mar-1994	0618315	9-Dec-1998	Crompton Corporation	MELT EXTRUSION PROCESS
Netherlands	Granted	95303275.2	16-May-1995	0685516	4-Aug-1999	Crompton Corporation	SOLID STABILIZER COMPOSITION WITH IMPROVED HYDROLYTIC STABILITY
Netherlands	Granted	96300383.5	19-Jan-1996	0725107	30-Jul-2003	Crompton Corporation	PHOSPHITE STABILIZATION OF POLYOLEFINS CONTAINING SILICA SUPPORTED CATALYST
Netherlands	Granted	99301608.8	3-Mar-1999	0940407	3-Dec-2003	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
Netherlands	Granted	97300270.2	17-Jan-1997	0785210	29-May-2002	Crompton Corporation	AROMATIC CYCLIC BISPHOSPHITE ESTERS AND POLYMERIC COMPOSIITONS THE REOF      NO DIVISIONAL DUE PER KEM
Netherlands	Granted	96933876.3	24-Sep-1996	0793688	19-Mar-2003	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND

171

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
Netherlands	Granted	97300269.4	17-Jan-1997	0785209	7-May-2003	Crompton Corporation	NEO DIOL PHOSPHITE ESTERS AND POLYMERIC COMPOSITIONS THEREOF NO DIVISIONAL PER JBY  12/27/96 *08SC12292 COMB.INTO*
Netherlands	Granted	99911278.2	10-Mar-1999	1066299	16-Jun-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
Netherlands	Granted	99912952.1	30-Mar-1999	1071688	25-Sep-2002	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRITOL
Netherlands	Granted	97908812.7	3-Mar-1997	0886675	7-Jun-2000	Crompton Corporation	POLYMERIZATION INHIBITOR COMPOSITION
Netherlands	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Netherlands	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED

172

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							CELLS
Netherlands	Granted	98908819.0	2-Mar-1998	0968192	18-Feb-2004	Crompton Corporation	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
Netherlands	Granted	98904954.9	23-Jan-1998	0961789	9-Jul-2003	Crompton Corporation	Lubricants Containing Ashless Antiwear-Dispersant Additive Having Viscosity Index Improver Credit
Netherlands	Granted	98949599.9	29-Sep-1998	1023377	3-Dec-2003	Crompton Corporation	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THREFROM
Netherlands	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Netherlands	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Netherlands	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE

173

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							DERIVATIVES
Netherlands	Granted	94301460.5	1-Mar-1994	0613940	9-Jun-1999	Crompton Corporation	OVERBASED CALCIUM SULFONATE GREASE
Portugal	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Portugal	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Portugal	Granted	98908819.0	2-Mar-1998	0968192	18-Feb-2004	Crompton Corporation	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
Portugal	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Portugal	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Republic of Korea	Pending	7000343/2005	11-Jun-2003			Crompton Corporation	Silane Additives for Lubricants and Fuels
Republic of	Pending	7018905/2004	15-May-2003			Crompton	Polyurethane

174

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Korea						Corporation	Dispersions
Republic of Korea	Granted	1995-0001680	28-Jan-1995	337246	7-May-2002	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED POLYMERS THEREFROM
Republic of Korea	Granted	93-1215	30-Jan-1993	263427	17-May-2000	Crompton Corporation	PROCESS FOR MAKING PHOSPHITE ESTERS
Republic of Korea	Granted	95-14100	31-May-1995	384809	9-May-2003	Crompton Corporation	SOLID STABILIZER COMPOSITION WITH IMPROVED HYDROLYTIC STABILITY
Republic of Korea	Granted	95-35934	18-Oct-1995	377296	11-Mar-2003	Crompton Corporation	AMINE-STABILIZED AMORPHOUS PHOSPHITE
Republic of Korea	Granted	99-7235	5-Mar-1999	425055	18-Mar-2004	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
Republic of Korea	Granted	97-703488	24-Sep-1996	0452653	4-Oct-2004	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
Republic of	Granted	98-9913	23-Mar-1998	0526862	31-Oct-2005	Crompton	COMPOSITIONS

175

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Korea						Corporation	STABILIZED WITH TERTIARY AMINE OXIDES
Republic of Korea	Granted	7007059/2002	28-Nov-2000	10-0694451	6-Mar-2007	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Republic of Korea	Granted	7009975/2000	25-Feb-1999	10-0564983	21-Mar-2006	Crompton Corporation	MARINE CYLINDER OILS CONTAINING HIGH VISCOSITY DETERGENTS
Republic of Korea	Granted	1019997009907	25-Feb-1999	641252	25-Oct-2006	Crompton Corporation	VISCOSITY DRIFT CONTROL IN OVERBASED DETERGENTS
Republic of Korea	Granted	99-7011219	25-Feb-1999	10-0594915	22-Jun-2006	Crompton Corporation	OVERBASED MAGNESIUM DEPOSIT CONTROL ADDITIVE FOR RESIDUAL FU EL OILS
Russian Federation	Granted	2002135649	8-May-2001	2287556	20-Nov-2006	Crompton Corporation	NANOSIZED PARTICLES OF MOLYBDENUM SULFIDE AND DERIVATIVES AND USES THEREOF
Russian Federation	Granted	2004111290	14-Sep-2001	2275387	27-Apr-2006	Crompton Corporation	MULTIFUNCTIONAL VISCOSITY INDEX IMPROVER AND DISPERSANT
Russian Federation	Granted	2004/104635	18-Jul-2001	2266912	27-Dec-2005	Crompton Corporation	ORGANO-IMIDO MOLYBDENUM COMPLEXES AS FRICTION MODIFIER

176

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							ADDITIVES FOR LUBRICANT COMPOSITIONS
Russian Federation	Granted	2005116313	22-Oct-2003	2331631	20-Aug-2008	Crompton Corporation	METHOD FOR THE ALKYLATION OF SALICYLIC ACID
Russian Federation	Granted	200200519	16-Oct-2000	004940	28-Oct-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Saudi Arabia	Pending	03230558	26-Feb-2003			Crompton Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
Spain	Granted	96301118.4	20-Feb-1996	0729965	22-May-2002	Crompton Corporation	PROCESS FOR MAKING BIPHENYLENE AND BISPHENYLENE PHOSPHITES  NO DIVISIONAL DUE PER JBY
Spain	Granted	94302125.3	24-Mar-1994	0618315	9-Dec-1998	Crompton Corporation	MELT EXTRUSION PROCESS
Spain	Granted	95303275.2	16-May-1995	0685516	4-Aug-1999	Crompton Corporation	SOLID STABILIZER COMPOSITION WITH IMPROVED HYDROLYTIC STABILITY
Spain	Granted	96300383.5	19-Jan-1996	0725107	30-Jul-2003	Crompton Corporation	PHOSPHITE STABILIZATION OF POLYOLEFINS CONTAINING SILICA SUPPORTED CATALYST

177

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Spain	Granted	99301608.8	3-Mar-1999	0940407	3-Dec-2003	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED WITHIN
Spain	Granted	97300270.2	17-Jan-1997	0785210	29-May-2002	Crompton Corporation	AROMATIC CYCLIC BISPHOSPHITE ESTERS AND POLYMERIC COMPOSIITONS THE REOF      NO DIVISIONAL DUE PER KEM
Spain	Granted	97300269.4	17-Jan-1997	0785209	7-May-2003	Crompton Corporation	NEO DIOL PHOSPHITE ESTERS AND POLYMERIC COMPOSITIONS THEREOF NO DIVISIONAL PER JBY  12/27/96 *08SC12292 COMB.INTO*
Spain	Granted	99911278.2	10-Mar-1999	1066299	16-Jun-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
Spain	Granted	97111855.9	11-Jul-1997	0818457	2-Oct-2002	Crompton Corporation	STABLE AQUEOUS DISPERSIONS OF DIBUTYLIN OXIDE
Spain	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Spain	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHI

178

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							OANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Spain	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Sweden	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Sweden	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Sweden	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Sweden	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Switzerland	Granted	99301608.8	3-Mar-1999	0940407	3-Dec-2003	Crompton Corporation	CYCLIC BIS-PHOSPHITES AND COMPOSITIONS  8SC12322 COMBINED

179

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							WITHIN
Switzerland	Granted	99912952.1	30-Mar-1999	1071688	25-Sep-2002	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRITOL
Switzerland	Granted	96942010.8	15-Nov-1996	0874839	18-Sep-2002	Crompton Corporation	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Switzerland	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Crompton Corporation	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Switzerland	Granted	98904954.9	23-Jan-1998	0961789	9-Jul-2003	Crompton Corporation	Lubricants Containing Ashless Antiwear-Dispersant Additive Having Viscosity Index Improver Credit
Switzerland	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Crompton Corporation	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Switzerland	Granted	00963380.1	12-Sep-2000	1220848	19-Nov-2003	Crompton Corporation	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV

180

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Switzerland	Granted	00965464.1	26-Sep-2000	1218340	19-Nov-2003	Crompton Corporation	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Taiwan	Granted	84100537	21-Jan-1995	NI-092153	21-Jan-1998	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED POLYMERS THEREFROM
Taiwan	Granted	079104184	23-May-1990	NI-057500	13-Nov-1992	Crompton Corporation	METHOD OF PRODUCING OLEFIN POLYMER GRAFT COPOLYMERS
Taiwan	Granted	89125692	2-Dec-2000	I268936	21-Dec-2006	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Tajikistan	Granted	200200519	16-Oct-2000	004940	28-Oct-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Thailand	Pending	072919	5-Apr-2002			Crompton Corporation	Thermoplastic Resins in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
Thailand	Pending	080040	11-Feb-2003			Crompton Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS

181

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Thailand	Granted	035658	10-Feb-1997	22561	19-Sep-2007	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
Thailand	Pending	062033	27-Nov-2000			Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Thailand	Pending	062032	27-Nov-2000			Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Turkmenistan	Granted	200200519	16-Oct-2000	004940	28-Oct-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
United States	Granted	09/586011	2-Jun-2000	6239083	29-May-2001	Crompton Corporation	Clarification Method for Oil Dispersions Comprising Overbased Detergents Containing Calcite
United States	Granted	09/699813	30-Oct-2000	6465559	15-Oct-2002	Crompton Corporation	Sizing Composition
United States	Granted	09/699821	30-Oct-2000	6339125	15-Jan-2002	Crompton Corporation	CATIONIC POLYURETHANE DISPERSION AND COMPOSITION CONTAINING SAME
United	Granted	10/275139	8-May-2001	6878676	12-Apr-2005	Crompton	NANOSIZED

182

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	PARTICLES OF MOLYBDENUM SULFIDE AND DERIVATIVES AND USES THEREOF
United States	Granted	09/769429	26-Jan-2001	6410795	25-Jun-2002	Crompton Corporation	Process for Base-Promoted Condensation Reactions and Base Reagent Therefor
United States	Granted	10/487180	18-Feb-2004	7144951	5-Dec-2006	Crompton Corporation	MULTIFUNCTIONAL VISCOSITY INDEX IMPROVER AND DISPERSANT
United States	Pending	09/995773	29-Nov-2001			Crompton Corporation	VISCOSITY GROWTH INHIBITION IN OIL ADDITIVE CONCENTRATES
United States	Granted	10/483342	8-Jan-2004	7229951	12-Jun-2007	Crompton Corporation	ORGANO-IMIDO MOLYBDENUM COMPLEXES AS FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
United States	Granted	09/871302	31-May-2001	6559107	6-May-2003	Crompton Corporation	THIADIAZOLIDINE ADDITIVES FOR LUBRICANTS
United States	Granted	09/871120	31-May-2001	6667282	23-Dec-2003	Crompton Corporation	ALKYL HYDRAZIDE ADDITIVES FOR LUBRICANTS
United States	Granted	10/357245	3-Feb-2003	6846781	25-Jan-2005	Crompton Corporation	OXADIAZOLE ADDITIVES FOR LUBRICANTS
United States	Granted	09/872722	1-Jun-2001	6551966	22-Apr-2003	Crompton Corporation	OXADIAZOLE ADDITIVES FOR

183

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							LUBRICANTS
United States	Granted	09/859111	16-May-2001	6790888	14-Sep-2004	Crompton Corporation	Thermoplastic Resins in Contact With Metals or Metal Salts Stabilized by Blends of Dithiocarbamates and Metal Deactivators
United States	Pending	10/277435	22-Oct-2002			Crompton Corporation	AROMATIC DIAMINE POLYURETHANE CURATIVES WITH IMPROVED STABILITY
United States	Granted	09/956395	18-Sep-2001	6525131	25-Feb-2003	Crompton Corporation	AROMATIC DIAMINE POLYURETHANE CURATIVES WITH IMPROVED STABILITY
United States	Granted	10/119443	9-Apr-2002	6756431	29-Jun-2004	Crompton Corporation	Heterocyclic Tin Flame Retardants/Smoke Suppressants and Halogen-Containing Polymer Composition Containing Same
United States	Granted	10/669955	24-Sep-2003	6835328	28-Dec-2004	Crompton Corporation	Overbased Metal Carbonate/Carboxylate Microemulsions and Halogen-Containing Polymers Containing Same
United States	Granted	10/190130	3-Jul-2002	6872854	29-Mar-2005	Crompton Corporation	Complexes of Metal Salts of Organic Acids and B-Diketones and Methods for Producing Same
United	Granted	10/724374	26-Nov-2003	6984684	10-Jan-2006	Crompton	Stability

184

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	Improvement of Aluminum Hydroxide in PVC Compound
United States	Granted	11/200418	9-Aug-2005	7550525	23-Jun-2009	Crompton Corporation	Stability Improvement of Aluminum Hydroxide in PVC Compound
United States	Granted	10/043252	14-Jan-2002	6825256	30-Nov-2004	Crompton Corporation	Stability Improvement of Carbon Monoxide Ethylene Copolymer in PVC Compound
United States	Granted	10/404176	31-Mar-2003	6887835	3-May-2005	Crompton Corporation	Silane Additives for Lubricants and Fuels
United States	Granted	10/353647	29-Jan-2003	7125475	24-Oct-2006	Crompton Corporation	NITROSOPHENOLS AND C-NITROSOANILINES AS POLYMERIZATION INHIBITORS
United States	Granted	10/761515	20-Jan-2004	7129306	31-Oct-2006	Crompton Corporation	PROCESS FOR THE OLIGOMERIZATION OF ALPHA-OLEFINS HAVING LOW UNSATURATION
United States	Granted	10/163132	4-Jun-2002	6706828	16-Mar-2004	Crompton Corporation	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION
United States	Granted	10/118548	8-Apr-2002	6774154	10-Aug-2004	Crompton Corporation	SEMIFLEXIBLE AND FLEXIBLE POLYURETHANE FOAMS HAVING LOW FOGGING CHARACTERISTICS AND IMPROVED

185

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PHYSICALPROPERTIES
United States	Pending	11/037609	17-Jan-2005			Crompton Corporation	POLYURETHANE ELASTOMERS FROM HDI PREPOLYMERS WITH REDUCED CONTENT OF FREE HDI MONOMERS
United States	Granted	10/172245	14-Jun-2002	6747117	8-Jun-2004	Crompton Corporation	POLYURETHANE/UREA COMPOSITION FOR COATING CYLINDRICAL PARTS
United States	Granted	10/054064	22-Jan-2002	6602832	5-Aug-2003	Crompton Corporation	OIL-SOLUBLE ADDITIVE COMPOSITIONS FOR LUBRICATING OILS
United States	Granted	10/417031	16-Apr-2003	6939903	6-Sep-2005	Crompton Corporation	NATURAL FIBER-FILLED POLYOLEFIN COMPOSITES
United States	Granted	10/691390	21-Oct-2003	7045654	16-May-2006	Crompton Corporation	METHOD FOR THE ALKYLATION OF SALICYLIC ACID
United States	Granted	10/739598	17-Dec-2003	7217765	15-May-2007	Crompton Corporation	STYRENIC POLYMER COMPOSITES
United States	Granted	08/469733	6-Jun-1995	5539057	23-Jul-1996	Crompton Corporation	PROCESS FOR SEQUENTIALLY GRAFTING OLEFIN POLYMER MATERIALS AND GRAFTED POLYMERS THEREFROM

186

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Granted	625,287	10-Dec-1990	5140074	18-Aug-1992	Crompton Corporation	METHOD OF PRODUCING OLEFIN POLYMER GRAFT COPOLYMERS
United States	Granted	10/417861	17-Apr-2003	6930183	16-Aug-2005	Crompton Corporation	ALKYLATED IMINODIBENZYLS AS ANTIOXIDANTS
United States	Pending	10/825065	14-Apr-2004			Crompton Corporation	KETONE DIARYLAMINE CONDENSATES
United States	Granted	10/815578	31-Mar-2004	7189875	13-Mar-2007	Crompton Corporation	DIPHENYLAMINE ALKYLATED WITH OLEFIN MIXTURES CONTAINING FRACTIONS WITH VARYING DEGREES OF ACTIVITY
United States	Pending	10/823953	13-Apr-2004			Crompton Corporation	COUPLING AGENTS FOR NATURAL FIBER-FILLED POLYOLEFINS
United States	Granted	10/800288	12-Mar-2004	7569526	4-Aug-2009	Crompton Corporation	ANTI-OXIDANTS IN SOLUBLE OIL BASE FOR METAL WORKING FLUIDS
United States	Granted	10/892610	16-Jul-2004	7399734	15-Jul-2008	Crompton Corporation	POLYSILOXANE ADDITIVES FOR LUBRICANTS AND FUELS
United States	Granted	10/464128	17-Jun-2003	7160944	9-Jan-2007	Crompton Corporation	PROCESS FOR THE PREPARATION OF A POLYOLEFIN EMULSION AND HYBRID POLYOLEFIN-

187

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							POLYURETHANE DISPERSION DERIVED THEREFROM
United States	Granted	10/612576	1-Jul-2003	6774181	10-Aug-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF A SELF-EMULSIFIABLE POLYOLEFIN EMULSION AND HYBRID POLYOLEFIN-POLYURETHANE DISPERSION DERIVED THEREFROM
United States	Granted	10/643800	19-Aug-2003	7282527	16-Oct-2007	Crompton Corporation	Stabilization System for Halogen-Containing Polymers
United States	Granted	10/629273	29-Jul-2003	6943202	13-Sep-2005	Crompton Corporation	RADIATION-CURABLE POLYURETHANE
United States	Pending	12/208192	10-Sep-2008			Crompton Corporation	Reaction Products of Mercaptobenzothiazoles, Mercaptothiazolines, and Mercaptobenzimidazoles with Epoxides as Lubricant Additives
United States	Granted	10/888137	8-Jul-2004	7442673	28-Oct-2008	Crompton Corporation	Reaction Products of Mercaptobenzothiazoles, Mercaptothiazolines, and Mercaptobenzimidazoles with Epoxides as Lubricant Additives
United States	Granted	10/713805	14-Nov-2003	7244857	17-Jul-2007	Crompton Corporation	Method of Making Hydroxyalkyl Amide

188

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Containing Reduced Level of Unreacted Alkanolamine
United States	Granted	10/712829	12-Nov-2003	7473815	6-Jan-2009	Crompton Corporation	PROCESS FOR REMOVAL OF CATALYST RESIDUES FROM POLY-ALPHA-OLEFINS
United States	Granted	10/712830	12-Nov-2003	7312346	25-Dec-2007	Crompton Corporation	Method of Purifying Hydroxyalkyl Amide
United States	Granted	10/771907	3-Feb-2004	7494960	24-Feb-2009	Crompton Corporation	LUBRICANT COMPOSITIONS COMPRISING AN ANTIOXIDANT BLEND
United States	Pending	10/731600	9-Dec-2003			Crompton Corporation	LOW SEDIMENT FRICTION MODIFIERS
United States	Pending	10/979529	1-Nov-2004			Crompton Corporation	LUBRICANT AND FUEL COMPOSITIONS CONTAINING HYDROXY POLYCARBOXYLIC ACID ESTERS
United States	Granted	10/815579	31-Mar-2004	7160845	9-Jan-2007	Crompton Corporation	Dithiocarbamate Derivatives Useful as Lubricant and Fuel Additives
United States	Granted	10/996273	23-Nov-2004	7585822	8-Sep-2009	Crompton Corporation	EMULSIFIER BLENDS FOR LUBRICATING OILS
United States	Pending	11/124652	9-May-2005			Crompton Corporation	Fuel and Lubricant Additive Containing Alkyl Hydroxy Carboxylic Acid Boron Esters
United	Pending	12/685150	11-Jan-2010			Crompton	Fuel and Lubricant

189

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	Additive Containing Alkyl Hydroxy Carboxylic Acid Boron Esters
United States	Granted	10/977618	27-Oct-2004	7342126	11-Mar-2008	Crompton Corporation	PROCESS FOR THE PREPARATION OF 4-OXO-4-((4-(PHENYLAMINO) PHENYL)AMINO)-2-BUTENOIC ACID
United States	Granted	10/937247	8-Sep-2004	7375061	20-May-2008	Crompton Corporation	Antioxidant Hydrazides and Derivatives Therof Having Multifunctional Activity
United States	Granted	11/001558	30-Nov-2004	7390846	24-Jun-2008	Crompton Corporation	Wood Sizing Agents for PVC Composites
United States	Pending	10/995605	22-Nov-2004			Crompton Corporation	CLEAR IMPACT MODIFIER, HEAT RESISTANT POLYVINYL HALIDE COMPOSITIONS
United States	Granted	11/024218	27-Dec-2004	7485605	3-Feb-2009	Crompton Corporation	Lubricant and Fuel Compositions Containing 2-(S(N)-Mercaptobenzothiazone) Succinic and Methylene Succinate Esters
United States	Pending	11/128929	12-May-2005			Crompton Corporation	STABILIZED LUBRICANT COMPOSITIONS
United States	Pending	10/955029	29-Sep-2004			Crompton Corporation	STABILIZED LUBRICANT COMPOSITIONS
United States	Granted	11/072575	3-Mar-2005	7592374	22-Sep-2009	Crompton Corporation	INSECTICIDAL, ACARICIDAL, AND FUNGICIDAL

190

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							NITOMETHYLENE COMPOUNDS
United States	Granted	11/092493	28-Mar-2005	7446119	4-Nov-2008	Crompton Corporation	MITICIDAL TRIAZOLIDINE DERIVATIVES
United States	Granted	11/093434	29-Mar-2005	7442732	28-Oct-2008	Crompton Corporation	HINDERED AMINE LIGHT STABILIZERS COMPRISING NEOALKANEDIOL PHOSPHITES
United States	Granted	07/829128	31-Jan-1992	5247118	21-Sep-1993	Crompton Corporation	PROCESS FOR MAKING PHOSPHITE ESTERS
United States	Granted	08/285585	3-Aug-1994	5464889	7-Nov-1995	Crompton Corporation	PHOSPHITES ANTIOXIDANTS
United States	Granted	08/292161	17-Aug-1994	5451623	19-Sep-1995	Crompton Corporation	NEOALKYL ALKYLIDENE-2,2-BISPHENYL AND BIPHENYL PHOSPHITE ESTERS
United States	Granted	08/307545	16-Sep-1994	5424348	13-Jun-1995	Crompton Corporation	NEO-DIOL PHOSPHITES AS POLYMER STABILIZERS
United States	Granted	08/361786	21-Dec-1994	5500468	19-Mar-1996	Crompton Corporation	NEO-DIOL PHOSPHITES AS POLYMER STABILIZERS
United States	Granted	08/361349	21-Dec-1994	5614571	25-Mar-1997	Crompton Corporation	NEO-DIOL PHOSPHITES AS POLYMER STABILIZERS
United States	Granted	08/415394	3-Apr-1995	5623009	22-Apr-1997	Crompton Corporation	NEO-DIOL PHOSPHITES AS POLYMER STABILIZERS
United	Granted	08/361259	21-Dec-1994	5543102	6-Aug-1996	Crompton	NEO-DIOL

191

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Corporation	PHOSPHITES AS POLYMER STABILIZERS
United States	Granted	08/361785	21-Dec-1994	5559167	24-Sep-1996	Crompton Corporation	NEO-DIOL PHOSPHITES AS POLYMER STABILIZERS
United States	Granted	08/775432	31-Dec-1996	5736599	7-Apr-1998	Crompton Corporation	DIPHOSPHITES
United States	Granted	08/774413	31-Dec-1996	5773498	30-Jun-1998	Crompton Corporation	DIPHOSPHITES
United States	Granted	08/096107	22-Jul-1993	5523448	4-Jun-1996	Crompton Corporation	DIPHOSPHITES
United States	Granted	08/288670	9-Aug-1994	6022916	8-Feb-2000	Crompton Corporation	PROCESSING STABILIZER FORMULATIONS
United States	Pending	09/459662	13-Dec-1999			Crompton Corporation	PROCESSING STABILIZER FORMULATIONS
United States	Granted	08/038400	29-Mar-1993	5849231	15-Dec-1998	Crompton Corporation	MELT EXTRUSION PROCESS
United States	Granted	08/252511	1-Jun-1994	6451888	17-Sep-2002	Crompton Corporation	SOLID STABILIZER COMPOSITION WITH IMPROVED HYDROLYTIC STABILITY
United States	Granted	08/325726	19-Oct-1994	5468895	21-Nov-1995	Crompton Corporation	AMINE-STABILIZED AMORPHOUS PHOSPHITE
United States	Granted	08/316692	30-Sep-1994	5500458	19-Mar-1996	Crompton Corporation	EPHOSPHITE COATED POLYMERIC PARTICLES
United States	Granted	08/902861	30-Jul-1997	5717028	10-Feb-1998	Crompton Corporation	THERMOPLASTIC ELASTOMER COMPOSITION CONTAINING CHLORINATED

192

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							POLYOLEFIN GRAFT COPOLYMER
United States	Granted	08/539566	5-Oct-1995	5561178	1-Oct-1996	Crompton Corporation	ADDITION POLYMER COMPOSITION CONTAINING ISOXAZOLIDINE COMPOUNDS
United States	Granted	09/863958	23-May-2001	6444836	3-Sep-2002	Crompton Corporation	PROCESS FOR THE PREPARATION OF PHOSPHITES
United States	Granted	08/956864	24-Oct-1997	5880191	9-Mar-1999	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
United States	Granted	09/085378	26-May-1998	6103798	15-Aug-2000	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
United States	Granted	08/717313	20-Sep-1996	5844029	1-Dec-1998	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE

193

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							STABILIZER COMPOSITIONS
United States	Granted	08/604039	20-Feb-1996	5814702	29-Sep-1998	Crompton Corporation	ELASTOMER COMPOSITION AND THERMOPLASTIC RESIN COMPOSITION MODIFIED THEREWITH
United States	Granted	08/703625	27-Aug-1996	5710196	20-Jan-1998	Crompton Corporation	Asphalt Compostions Containing Acrylonitrile-Butadiene-Styrene Copolymer
United States	Granted	08/681752	29-Jul-1996	5780549	14-Jul-1998	Crompton Corporation	Polybutene Polymers Modifiers for PVC
United States	Granted	08/820871	20-Mar-1997	5866718	2-Feb-1999	Crompton Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
United States	Granted	09/137172	20-Aug-1998	5955633	21-Sep-1999	Crompton Corporation	SYNTHESIS OF TERTIARY AMINE OXIDES
United States	Granted	08/920961	29-Aug-1997	5786497	28-Jul-1998	Crompton Corporation	PROCESS FOR THE PREPARATION OF PHOSPHITES
United States	Granted	09/048369	26-Mar-1998	5919966	6-Jul-1999	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BIS-PHOSPHITES
United States	Granted	08/824675	26-Mar-1997	5922794	13-Jul-1999	Crompton Corporation	COMPOSITIONS STABILIZED WITH TERTIARY AMINE OXIDES
United States	Granted	09/061292	16-Apr-1998	5917076	29-Jun-1999	Crompton Corporation	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND

194

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PENTAERYTHRITOL
United States	Granted	10/253080	23-Sep-2002	6747167	8-Jun-2004	Crompton Corporation	PROCESS FOR THE PREPARATION OF ACID ESTERS
United States	Granted	09/676845	29-Sep-2000	6504065	7-Jan-2003	Crompton Corporation	METHOD OF MAKING METAL SALTS OF 2,4,6-TRI-T-BUTYLPHENOL
United States	Granted	09/636776	11-Aug-2000	6426429	30-Jul-2002	Crompton Corporation	Improved Process for the Preparation of Hindered Phosphites
United States	Granted	10/171365	12-Jun-2002	6773624	10-Aug-2004	Crompton Corporation	Improved Process for the Preparation of Hindered Phosphites
United States	Granted	10/387998	13-Mar-2003	6919389	19-Jul-2005	Crompton Corporation	Thiazolo[3,2-a]benzimidazole-3(2H)-one and their 2-Substituted Derivatives as New Process Stabilizer for Polyolefins
United States	Granted	07/765409	25-Sep-1991	5137950	11-Aug-1992	Crompton Corporation	3,9 DIPHOSPHASPIROUNDECANES AND PROCESS FOR MANUFACTURE
United States	Granted	08/066695	24-May-1993	5342978	30-Aug-1994	Crompton Corporation	ORGANIC PHOSPHITE ESTER COMPOSITIONS CONTAINING HINDERED PIPERDINYL LIGHT STABILIZERS
United States	Granted	10/347037	17-Jan-2003	7198844	3-Apr-2007	Crompton Corporation	Incorporation of liquid amine oxides in microporous polymeric resin

195

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Granted	10/455027	5-Jun-2003	7186853	6-Mar-2007	Crompton Corporation	POLYMER COMPOSITIONS CONTAINING STABILIZER COMPOUNDS COMPRISING TRICYCLODECYLMETHYL GROUPS
United States	Granted	10/193603	12-Jul-2002	6660181	9-Dec-2003	Crompton Corporation	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
United States	Granted	10/957727	5-Oct-2004	7199170	3-Apr-2007	Crompton Corporation	Non-Xenoestrogenic Stabilizers for Organic Materials
United States	Granted	09/430969	1-Nov-1999	6541549	1-Apr-2003	Crompton Corporation	Non-Xenoestrogenic Stabilizers for Organic Materials
United States	Pending	12/275969	21-Nov-2008			Crompton Corporation	HIGH PERFORMANCE POLYURETHANE ELASTOMERS FROM MDI PREPOLYMERS WITH REDUCED CONTENT OF FREE MDI MONOMER
United States	Granted	11/395272	3-Apr-2006	7393887	1-Jul-2008	Crompton Corporation	Stabilizer System for Stabilizing Polymers that Contain Halogen
United States	Granted	09/656049	6-Sep-2000	6444625	3-Sep-2002	Crompton Corporation	HIGH VISCOSITY OVERBASED SULFONATE DETERGENT AND MARINE CYCLINDER OILS CONTAINING SAME

196

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Granted	09/322878	28-May-1999	6283675	4-Sep-2001	Crompton Corporation	METHOD FOR OXIDATIVE DESTRUCTION OF CARBON DISULFIDE IN SOIL
United States	Granted	09/635615	10-Aug-2000	6303808	16-Oct-2001	Crompton Corporation	DIRECT SYNTHESIS OF TIN II AND CARBOXYLATES AND TIN IV CARBOXYLATES FROM ELEMENTAL TIN OR TIN OXIDES
China P.R.	Granted	200380102560.8	15-Oct-2003	ZL200380102560.8	9-Jul-2008	CromptonCo./CIE&Chemtura Corporation	METHOD FOR PRODUCING LUBRICANT DETERGENTS
Singapore	Granted	200502723-0	15-Oct-2003	112331	30-Apr-2007	CromptonCo./CIE&Chemtura Corporation	METHOD FOR PRODUCING LUBRICANT DETERGENTS
China P.R.	Granted	01117614.8	24-Sep-1996	01117614.8	30-Nov-2005	General Electric	POLYMER COMPOSITIONS CONTAINING HYDROCARBON AMINE OXIDES AND HYDROCARBON AMINE OXIDE STABILIZER COMPOSITIONS
Spain	Granted	99912952.1	30-Mar-1999	1071688	25-Sep-2002	General Electric	PROCESS FOR THE PREPARATION OF SPIRO BISPHOSPHITES USING FINELY GROUND PENTAERYTHRIT

197

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							OL
Australia	Granted	61312/00	26-Sep-2000	781655	15-Sep-2005	Great Lakes Chemical Corporation	Stable, High Available Halogen 1,3,5-Triazine-2,4,6-Trione Compositions Having Rapid Dissolution Rates
Australia	Granted	47988/93	28-Jul-1993	680201	13-Nov-1997	Great Lakes Chemical Corporation	INORGANIC PERBROMIDE COMPOSITIONS AND METHODS OF USE THEREOF
Australia	Granted	19016/92	17-Mar-1992	665197	10-Apr-1996	Great Lakes Chemical Corporation	INORGANIC PERBROMIDE COMPOSITIONS AND METHODS OF USE THEREOF
Belgium	Granted	97934296.1	25-Jul-1997	0946288	21-Sep-2005	Great Lakes Chemical Corporation	STABLE DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
Belgium	Granted	98934375.1	9-Jul-1998	0996704	10-Sep-2003	Great Lakes Chemical Corporation	STABILIZED ALKYL BROMIDE SOLVENTS CONTAINING DIALKYL CARBONATES
Belgium	Granted	98933297.8	9-Jul-1998	0994929	22-Sep-2004	Great Lakes Chemical Corporation	AZEOTROPE AND AZEOTROPE-LIKE COMPOSITIONS OF 1-BROMOPROPANE AND HIGHLY FLUORINATED HYDROCARBONS
Belgium	Granted	96912674.7	10-Apr-1996	0832153	2-Jul-2003	Great Lakes Chemical	USE OF RING-BROMINATED

198

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	BENZOATE COMPOUNDS AS FLAME RETARDANTS AND/ OR PLASTICIZERS EP Title:  BENZOATES AS FLAME RETARDANTS
Brazil	Pending	PI0311836-3	5-May-2003			Great Lakes Chemical Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE COMPOSITIONS
Brazil	Pending	PI0310058-8	20-May-2003			Great Lakes Chemical Corporation	BLENDS OF (ALKYL SUBSTITUTED) TRIARYL PHOSPHATE ESTERS WITH PHOSPHOROUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE FOAMS
Canada	Pending	2322111	2-Oct-2000			Great Lakes Chemical Corporation	Stable, High Available Halogen 1,3,5-Triazine-2,4,6-Trione Compositions Having Rapid Dissolution Rates
Canada	Granted	2,220,187	7-Jun-1996	2,220,187	23-Oct-2001	Great Lakes	COLLOIDAL

199

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Corporation	PARTICLES OF SOLID FLAME RETARDANT AND SMOKE SUPPRESSANT COMPOUNDS AND METHOD FOR MAKING THEM
Canada	Granted	2,262,362	25-Jul-1997	2,262,362	7-May-2002	Great Lakes Chemical Corporation	STABLE DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
Canada	Granted	2,302,062	23-Mar-2000	2302062	27-Feb-2007	Great Lakes Chemical Corporation	BRINE FLUIDS WITH IMPROVED CORROSION PROPERTIES.
Canada	Granted	614,361	28-Sep-1989	1,340,169	8-Dec-1998	Great Lakes Chemical Corporation	HYDROMETALLURGICAL PROCESS FOR EXTRACTING GOLD AND SILVER ORES WITH BROMATE/PERBROMIDE SOLUTIONS AND COMPOSITIONS THEREFOR
Canada	Granted	2,295,553	9-Jul-1998	2295553	11-Sep-2007	Great Lakes Chemical Corporation	STABILIZED ALKYL BROMIDE SOLVENTS CONTAINING DIALKYL CARBONATES
Canada	Granted	2,296,589	9-Jul-1998	2296589	16-Oct-2007	Great Lakes Chemical Corporation	AZEOTROPE AND AZEOTROPE-LIKE COMPOSITIONS OF 1-

200

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							BROMOPROPANE AND HIGHLY FLUORINATED HYDROCARBONS
Canada	Granted	2,050,201	29-Aug-1991	2,050,201	6-Nov-2001	Great Lakes Chemical Corporation	ELECTROGENERATION OF BROMINE AND USE THEREOF IN RECOVERY OF PRECIOUS METALS AND WATER TREATMENT
China P.R.	Granted	02816946.8	28-Aug-2002	ZL02816946.8	31-Oct-2007	Great Lakes Chemical Corporation	HIGHER ALKYLATED TRIARYL PHOSPHATE ESTER FLAME RETARDANTS
China P.R.	Granted	02824507.5	18-Dec-2002	ZL02824507.5	7-Jan-2009	Great Lakes Chemical Corporation	Methods and Apparatus for Producing Decabromodiphenyl Alkanes
China P.R.	Granted	02805825.9	14-Feb-2002	ZL02805825.9	21-Nov-2007	Great Lakes Chemical Corporation	Mixture of Mono-,Bis- and Tris-(Hydroxyaryl) Phosphine Oxides Useful to Make Polyglycidyl Ethers or in Epoxy Compositions
China P.R.	Granted	200510104101.4	16-Sep-2005	ZL200510104101.4	12-Nov-2008	Great Lakes Chemical Corporation	Mixture of Mono-,Bis- and Tris-(Hydroxyaryl) Phosphine Oxides Useful to Make Polyglycidyl Ethers or in Epoxy Compositions

201

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
China P.R.	Pending	03810189.0	5-May-2003			Great Lakes Chemical Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE COMPOSITIONS
China P.R.	Granted	03811440.2	20-May-2003	ZL03811440.2	1-Jul-2009	Great Lakes Chemical Corporation	BLENDS OF (ALKYL SUBSTITUTED) TRIARYL PHOSPHATE ESTERS WITH PHOSPHOROUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE FOAMS
China P.R.	Pending	03826858.2	29-Jul-2003			Great Lakes Chemical Corporation	PROCESS FOR PRODUCING TETRABROMOBENZOATE ESTERS
China P.R.	Pending	200680008756.4	20-Mar-2006			Great Lakes Chemical Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
European Patent Convention	Pending	98923497.6	19-May-1998			Great Lakes Chemical Corporation	IMPROVED TRANSAMINASE BIOTRANSFORMATION PROCESS
European Patent Convention	Pending	03818188.9	29-Jul-2003			Great Lakes Chemical Corporation	PROCESS FOR PRODUCING TETRABROMOBENZOATE ESTERS
France	Granted	97943546.8	25-Sep-1997	0937156	19-Mar-2003	Great Lakes	PREPARATION OF

202

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Corporation	D-AMINO ACIDS BY DIRECT FERMENTATIVE MEANS
France	Granted	02714880.8	14-Feb-2002	1363922	26-Jul-2006	Great Lakes Chemical Corporation	Mixture of Mono-,Bis- and Tris-(Hydroxyaryl) Phosphine Oxides Useful to Make Polyglycidyl Ethers or in Epoxy Compositions
France	Granted	03724407.6	5-May-2003	1501891	7-Nov-2007	Great Lakes Chemical Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE COMPOSITIONS
France	Granted	03755378.1	20-May-2003	1506256	19-Sep-2007	Great Lakes Chemical Corporation	BLENDS OF (ALKYL SUBSTITUTED) TRIARYL PHOSPHATE ESTERS WITH PHOSPHOROUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE FOAMS
France	Granted	96921536.7	7-Jun-1996	0848627	27-Nov-2002	Great Lakes Chemical Corporation	COLLOIDAL PARTICLES OF SOLID FLAME RETARDANT AND SMOKE SUPPRESSANT

203

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOUNDS AND METHOD FOR MAKING THEM
France	Granted	97934296.1	25-Jul-1997	0946288	21-Sep-2005	Great Lakes Chemical Corporation	STABLE DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
France	Granted	04007375.1	4-Aug-2000	1462476	14-Dec-2005	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
France	Granted	00952588.2	4-Aug-2000	1242523	19-Oct-2005	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
France	Granted	95931696.9	1-Sep-1995	0784648	21-Jun-2006	Great Lakes Chemical Corporation	CONTINUOUS BROMINATION PROCESS AND PRODUCTS THEREOF
France	Granted	98934375.1	9-Jul-1998	0996704	10-Sep-2003	Great Lakes Chemical Corporation	STABILIZED ALKYL BROMIDE SOLVENTS CONTAINING DIALKYL CARBONATES
France	Granted	95931571.4	24-Aug-1995	0782588	24-Aug-1995	Great Lakes Chemical Corporation	DIBROMOSTYRENE-GLYCIDYL (METH)ACRYLATE COPOLYMERS
France	Granted	0573082	9-Apr-1993	0573082	4-Jan-1998	Great Lakes Chemical Corporation	TRIARYL PHOSPHATE ESTER COMPOSITION AND PROCESS FOR ITS PREPARATION
France	Granted	98961771.1	24-Nov-1998	1036143	6-Oct-2004	Great Lakes Chemical	PHOSPHATE LUBRICANT

204

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	COMPOSITIONS AND METAL FORMING USE
France	Granted	94922686.4	22-Jul-1994	0710255	6-Oct-1999	Great Lakes Chemical Corporation	POLYMERS OF BROMINATED STYRENE
France	Granted	98933297.8	9-Jul-1998	0994929	22-Sep-2004	Great Lakes Chemical Corporation	AZEOTROPE AND AZEOTROPE-LIKE COMPOSITIONS OF 1-BROMOPROPANE AND HIGHLY FLUORINATED HYDROCARBONS
France	Granted	94913767.3	4-May-1994	0696311	5-Dec-2001	Great Lakes Chemical Corporation	FLUID TREATMENT PROCESS
Germany	Granted	97943546.8	25-Sep-1997	69720026.4	19-Mar-2003	Great Lakes Chemical Corporation	PREPARATION OF D-AMINO ACIDS BY DIRECT FERMENTATIVE MEANS
Germany	Granted	02714880.8	14-Feb-2002	60213372.6	26-Jul-2006	Great Lakes Chemical Corporation	Mixture of Mono-,Bis- and Tris-(Hydroxyaryl) Phosphine Oxides Useful to Make Polyglycidyl Ethers or in Epoxy Compositions
Germany	Granted	03724407.6	5-May-2003	60317320.1	7-Nov-2007	Great Lakes Chemical Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE COMPOSITIONS

205

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Germany	Granted	03755378.1	20-May-2003	60316431.5	19-Sep-2007	Great Lakes Chemical Corporation	BLENDS OF (ALKYL SUBSTITUTED) TRIARYL PHOSPHATE ESTERS WITH PHOSPHOROUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE FOAMS
Germany	Granted	96921536.7	7-Jun-1996	69625071.3	27-Nov-2002	Great Lakes Chemical Corporation	COLLOIDAL PARTICLES OF SOLID FLAME RETARDANT AND SMOKE SUPPRESSANT COMPOUNDS AND METHOD FOR MAKING THEM
Germany	Granted	97934296.1	25-Jul-1997	69734243.3	21-Sep-2005	Great Lakes Chemical Corporation	STABLE DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
Germany	Granted	04007375.1	4-Aug-2000	60024894.1	14-Dec-2005	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
Germany	Granted	00952588.2	4-Aug-2000	60023348.0	19-Oct-2005	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
Germany	Granted	95931696.9	1-Sep-1995	69535076.5	21-Jun-2006	Great Lakes Chemical Corporation	CONTINUOUS BROMINATION PROCESS AND PRODUCTS THEREOF
Germany	Granted	98934375.1	9-Jul-1998	69818059.3	10-Sep-2003	Great Lakes	STABILIZED

206

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Corporation	ALKYL BROMIDE SOLVENTS CONTAINING DIALKYL CARBONATES
Germany	Granted	95931571.4	24-Aug-1995	69525848.6	24-Aug-1995	Great Lakes Chemical Corporation	DIBROMOSTYRENE-GLYCIDYL (METH)ACRYLATE COPOLYMERS
Germany	Granted	93201053.1	9-Apr-1993	DE69316269.4	14-Jan-1998	Great Lakes Chemical Corporation	TRIARYL PHOSPHATE ESTER COMPOSITION AND PROCESS FOR ITS PREPARATION
Germany	Granted	98961771.7	24-Nov-1998	69826887.3	6-Oct-2004	Great Lakes Chemical Corporation	PHOSPHATE LUBRICANT COMPOSITIONS AND METAL FORMING USE
Germany	Granted	94922686.4	22-Jul-1994	69421080.3	6-Oct-1999	Great Lakes Chemical Corporation	POLYMERS OF BROMINATED STYRENE
Germany	Granted	98933297.8	9-Jul-1998	69826473.8	22-Sep-2004	Great Lakes Chemical Corporation	AZEOTROPE AND AZEOTROPE-LIKE COMPOSITIONS OF 1-BROMOPROPANE AND HIGHLY FLUORINATED HYDROCARBONS
Germany	Granted	96912674.7	10-Apr-1996	69628923.7	2-Jul-2003	Great Lakes Chemical Corporation	USE OF RING-BROMINATED BENZOATE COMPOUNDS AS FLAME RETARDANTS AND/ OR PLASTICIZERS

207

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							EP Title:  BENZOATES AS FLAME RETARDANTS
Germany	Granted	98950212.5	28-Oct-1998	69814346.9	7-May-2003	Great Lakes Chemical Corporation	PRODUCTION OF PHOSPHATE ESTERS
Germany	Pending	19983009.6	24-Feb-1999			Great Lakes Chemical Corporation	METAL WORKING LUBRICANT COMPOSITION
Germany	Granted	94913767.3	4-May-1994	69429341.5	5-Dec-2001	Great Lakes Chemical Corporation	FLUID TREATMENT PROCESS
Great Britain	Granted	97943546.8	25-Sep-1997	0937156	19-Mar-2003	Great Lakes Chemical Corporation	PREPARATION OF D-AMINO ACIDS BY DIRECT FERMENTATIVE MEANS
Great Britain	Granted	02714880.8	14-Feb-2002	1363922	26-Jul-2006	Great Lakes Chemical Corporation	Mixture of Mono-,Bis- and Tris-(Hydroxyaryl) Phosphine Oxides Useful to Make Polyglycidyl Ethers or in Epoxy Compositions
Great Britain	Granted	03724407.6	5-May-2003	1501891	7-Nov-2007	Great Lakes Chemical Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE COMPOSITIONS
Great Britain	Granted	03755378.1	20-May-2003	1506256	19-Sep-2007	Great Lakes Chemical Corporation	BLENDS OF (ALKYL SUBSTITUTED)

208

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							TRIARYL PHOSPHATE ESTERS WITH PHOSPHOROUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE FOAMS
Great Britain	Granted	96921536.7	7-Jun-1996	0848627	27-Nov-2002	Great Lakes Chemical Corporation	COLLOIDAL PARTICLES OF SOLID FLAME RETARDANT AND SMOKE SUPPRESSANT COMPOUNDS AND METHOD FOR MAKING THEM
Great Britain	Granted	97934296.1	25-Jul-1997	0946288	21-Sep-2005	Great Lakes Chemical Corporation	STABLE DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
Great Britain	Granted	04007375.1	4-Aug-2000	1462476	14-Dec-2005	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
Great Britain	Granted	00952588.2	4-Aug-2000	1242523	19-Oct-2005	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
Great Britain	Granted	95931696.9	1-Sep-1995	0784648	21-Jun-2006	Great Lakes Chemical Corporation	CONTINUOUS BROMINATION PROCESS AND PRODUCTS THEREOF
Great Britain	Granted	98934375.1	9-Jul-1998	0996704	10-Sep-2003	Great Lakes Chemical Corporation	STABILIZED ALKYL BROMIDE SOLVENTS CONTAINING

209

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							DIALKYL CARBONATES
Great Britain	Granted	95931571.4	24-Aug-1995	0782588	24-Aug-1995	Great Lakes Chemical Corporation	DIBROMOSTYRENE-GLYCIDYL (METH)ACRYLATE COPOLYMERS
Great Britain	Granted	0573082	9-Apr-1993	0573082	14-Jan-1998	Great Lakes Chemical Corporation	TRIARYL PHOSPHATE ESTER COMPOSITION AND PROCESS FOR ITS PREPARATION
Great Britain	Granted	98961771.1	24-Nov-1998	1036143	6-Oct-2004	Great Lakes Chemical Corporation	PHOSPHATE LUBRICANT COMPOSITIONS AND METAL FORMING USE
Great Britain	Granted	94922686.4	22-Jul-1994	0710255	6-Oct-1999	Great Lakes Chemical Corporation	POLYMERS OF BROMINATED STYRENE
Great Britain	Granted	98933297.8	9-Jul-1998	0994929	22-Sep-2004	Great Lakes Chemical Corporation	AZEOTROPE AND AZEOTROPE-LIKE COMPOSITIONS OF 1-BROMOPROPANE AND HIGHLY FLUORINATED HYDROCARBONS
Great Britain	Granted	96912674.7	10-Apr-1996	0832153	2-Jul-2003	Great Lakes Chemical Corporation	USE OF RING-BROMINATED BENZOATE COMPOUNDS AS FLAME RETARDANTS AND/ OR PLASTICIZERS EP Title:  BENZOATES AS

210

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FLAME RETARDANTS
Great Britain	Granted	98950212.5	28-Oct-1998	0952977	7-May-2003	Great Lakes Chemical Corporation	PRODUCTION OF PHOSPHATE ESTERS
Great Britain	Granted	0022783.5	24-Feb-1999	2350371	12-Jun-2002	Great Lakes Chemical Corporation	METAL WORKING LUBRICANT COMPOSITION
Great Britain	Granted	94913767.3	4-May-1994	0696311	5-Dec-2001	Great Lakes Chemical Corporation	FLUID TREATMENT PROCESS
India	Pending	644/MUMNP/2004	5-May-2003			Great Lakes Chemical Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE COMPOSITIONS
India	Granted	665/MUMUP/2004	20-May-2003	222191	28-Jul-2008	Great Lakes Chemical Corporation	BLENDS OF (ALKYL SUBSTITUTED) TRIARYL PHOSPHATE ESTERS WITH PHOSPHOROUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE FOAMS
India	Pending	458/DELNP/2006	29-Jul-2003			Great Lakes Chemical Corporation	PROCESS FOR PRODUCING TETRABROMOBENZOATE ESTERS
India	Pending	4661/CHENP/2007	20-Mar-2006			Great Lakes Chemical Corporation	FLAME RETARDANTS AND FLAME

211

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							RETARDED POLYMERS
Israel	Pending	138802	29-Sep-2000			Great Lakes Chemical Corporation	Stable, High Available Halogen 1,3,5-Triazine-2,4,6-Trione Compositions Having Rapid Dissolution Rates
Israel	Pending	160929	18-Dec-2002			Great Lakes Chemical Corporation	Methods and Apparatus for Producing Decabromodiphenyl Alkanes
Israel	Pending	196048	18-Dec-2002			Great Lakes Chemical Corporation	Methods and Apparatus for Producing Decabromodiphenyl Alkanes
Israel	Pending	164961	5-May-2003			Great Lakes Chemical Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE COMPOSITIONS
Israel	Granted	118088	30-Apr-1996	118088	1-Oct-2002	Great Lakes Chemical Corporation	COLLOIDAL PARTICLES OF SOLID FLAME RETARDANT AND SMOKE SUPPRESSANT COMPOUNDS AND METHOD FOR MAKING THEM
Israel	Pending	173238	29-Jul-2003			Great Lakes Chemical Corporation	PROCESS FOR PRODUCING TETRABROMOBENZOATE

212

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							ESTERS
Israel	Granted	115,266	12-Sep-1995	115266	16-Aug-1999	Great Lakes Chemical Corporation	PROCESS TO PRODUCE TETRABROMOBISPHENOL WITH THE REDUCED FORMATION OF ALKYL BROMIDE BY-PRODUCTS
Israel	Granted	131,758	20-Mar-1998	131758	20-Sep-2005	Great Lakes Chemical Corporation	OLIGOMERIC FLAME RETARDANT ADDITIVE
Israel	Granted	105410	15-Apr-1993	105410	19-May-1997	Great Lakes Chemical Corporation	TRIARYL PHOSPHATE ESTER COMPOSITION AND PROCESS FOR ITS PREPARATION
Israel	Granted	117,487	14-Mar-1996	117487	18-May-2000	Great Lakes Chemical Corporation	USE OF RING-BROMINATED BENZOATE COMPOUNDS AS FLAME RETARDANTS AND/ OR PLASTICIZERS EP Title:  BENZOATES AS FLAME RETARDANTS
Israel	Granted	99371	2-Sep-1991	99371	21-Apr-1996	Great Lakes Chemical Corporation	ELECTROGENERATION OF BROMINE AND USE THEREOF IN RECOVERY OF PRECIOUS METALS AND

213

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							WATER TREATMENT
Israel	Granted	109,251	7-Apr-1994	109251	23-Jun-2003	Great Lakes Chemical Corporation	BROMINATED DIPHENYLALKANE PRODUCTS AND PROCESSES
Israel	Pending	185852	20-Mar-2006			Great Lakes Chemical Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Italy	Granted	97943546.8	25-Sep-1997	0937156	19-Mar-2003	Great Lakes Chemical Corporation	PREPARATION OF D-AMINO ACIDS BY DIRECT FERMENTATIVE MEANS
Italy	Granted	96921536.7	7-Jun-1996	0848627	27-Nov-2002	Great Lakes Chemical Corporation	COLLOIDAL PARTICLES OF SOLID FLAME RETARDANT AND SMOKE SUPPRESSANT COMPOUNDS AND METHOD FOR MAKING THEM
Italy	Granted	97934296.1	25-Jul-1997	0946288	21-Sep-2005	Great Lakes Chemical Corporation	STABLE DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
Italy	Granted	00952588.2	4-Aug-2000	1242523	19-Oct-2005	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
Italy	Granted	95931696.9	1-Sep-1995	0784648	21-Jun-2006	Great Lakes Chemical Corporation	CONTINUOUS BROMINATION PROCESS AND PRODUCTS THEREOF

214

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Italy	Granted	0573082	9-Apr-1993	0573082	14-Jan-1998	Great Lakes Chemical Corporation	TRIARYL PHOSPHATE ESTER COMPOSITION AND PROCESS FOR ITS PREPARATION
Italy	Granted	94913767.3	4-May-1994	0696311	5-Dec-2001	Great Lakes Chemical Corporation	FLUID TREATMENT PROCESS
Japan	Pending	516650/98	25-Sep-1997			Great Lakes Chemical Corporation	PREPARATION OF D-AMINO ACIDS BY DIRECT FERMENTATIVE MEANS
Japan	Granted	550503/1998	19-May-1998	4108766	11-Apr-2008	Great Lakes Chemical Corporation	IMPROVED TRANSAMINASE BIOTRANSFORMATION PROCESS
Japan	Pending	2003-525074	28-Aug-2002			Great Lakes Chemical Corporation	HIGHER ALKYLATED TRIARYL PHOSPHATE ESTER FLAME RETARDANTS
Japan	Granted	2002-565999	14-Feb-2002	4311939	22-May-2009	Great Lakes Chemical Corporation	Mixture of Mono-,Bis- and Tris-(Hydroxyaryl) Phosphine Oxides Useful to Make Polyglycidyl Ethers or in Epoxy Compositions
Japan	Pending	2004-503550	5-May-2003			Great Lakes Chemical Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME

215

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							RETARDANTS FOR POLYURETHANE COMPOSITIONS
Japan	Granted	2004-508167	20-May-2003	3987068	20-Jul-2007	Great Lakes Chemical Corporation	BLENDS OF (ALKYL SUBSTITUTED) TRIARYL PHOSPHATE ESTERS WITH PHOSPHOROUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE FOAMS
Japan	Pending	2005-507850	29-Jul-2003			Great Lakes Chemical Corporation	PROCESS FOR PRODUCING TETRABROMOBENZOATE ESTERS
Japan	Pending	2001-515746	4-Aug-2000			Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
Japan	Granted	510894/96	24-Aug-1995	3703490	29-Jul-2005	Great Lakes Chemical Corporation	DIBROMOSTYRENE-GLYCIDYL (METH)ACRYLATE COPOLYMERS
Japan	Granted	133785/1993	27-Apr-1993	2026306	26-Feb-1996	Great Lakes Chemical Corporation	TRIARYL PHOSPHATE ESTER COMPOSITION AND PROCESS FOR ITS PREPARATION
Japan	Granted	2000-522186	24-Nov-1998	4321963	12-Jun-2009	Great Lakes Chemical Corporation	PHOSPHATE LUBRICANT COMPOSITIONS AND METAL FORMING USE
Japan	Granted	505334/95	22-Jul-1994	3499558	5-Dec-2003	Great Lakes Chemical	POLYMERS OF BROMINATED

216

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	STYRENE
Japan	Pending	507307422	20-Mar-2006			Great Lakes Chemical Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
Japan	Granted	524066/1994	4-May-1994	3044485	17-Mar-2000	Great Lakes Chemical Corporation	FLUID TREATMENT PROCESS
Mexico	Granted	9525	28-Sep-2000	222199	19-Aug-2004	Great Lakes Chemical Corporation	Stable, High Available Halogen 1,3,5-Triazine-2,4,6-Trione Compositions Having Rapid Dissolution Rates
Mexico	Granted	93-4565	28-Jul-1993	190680	14-Dec-1998	Great Lakes Chemical Corporation	INORGANIC PERBROMIDE COMPOSITIONS AND METHODS OF USE THEREOF
Mexico	Granted	9201613	8-Apr-1992	180193	23-Nov-1995	Great Lakes Chemical Corporation	INORGANIC PERBROMIDE COMPOSITIONS AND METHODS OF USE THEREOF
Netherlands	Granted	97943546.8	25-Sep-1997	0937156	19-Mar-2003	Great Lakes Chemical Corporation	PREPARATION OF D-AMINO ACIDS BY DIRECT FERMENTATIVE MEANS
Netherlands	Granted	96921536.7	7-Jun-1996	0848627	27-Nov-2002	Great Lakes Chemical Corporation	COLLOIDAL PARTICLES OF SOLID FLAME RETARDANT AND SMOKE SUPPRESSANT COMPOUNDS AND METHOD FOR MAKING THEM
Netherlands	Granted	97934296.1	25-Jul-1997	0946288	21-Sep-2005	Great Lakes	STABLE

217

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Corporation	DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
Netherlands	Granted	00302370.2	23-Mar-2000	1038936	2-Jun-2004	Great Lakes Chemical Corporation	BRINE FLUIDS WITH IMPROVED CORROSION PROPERTIES.
Netherlands	Granted	98934375.1	9-Jul-1998	0996704	10-Sep-2003	Great Lakes Chemical Corporation	STABILIZED ALKYL BROMIDE SOLVENTS CONTAINING DIALKYL CARBONATES
Netherlands	Granted	95931571.4	24-Aug-1995	0782588	24-Aug-1995	Great Lakes Chemical Corporation	DIBROMOSTYRENE-GLYCIDYL (METH)ACRYLATE COPOLYMERS
Netherlands	Granted	94922686.4	22-Jul-1994	0710255	6-Oct-1999	Great Lakes Chemical Corporation	POLYMERS OF BROMINATED STYRENE
Netherlands	Granted	98933297.8	9-Jul-1998	0994929	22-Sep-2004	Great Lakes Chemical Corporation	AZEOTROPE AND AZEOTROPE-LIKE COMPOSITIONS OF 1-BROMOPROPANE AND HIGHLY FLUORINATED HYDROCARBONS
Netherlands	Granted	96921674.7	10-Apr-1996	0832153	2-Jul-2003	Great Lakes Chemical Corporation	USE OF RING-BROMINATED BENZOATE COMPOUNDS AS FLAME RETARDANTS AND/ OR PLASTICIZERS

218

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							EP Title:  BENZOATES AS FLAME RETARDANTS
Poland	Pending	P-367683	28-Aug-2002			Great Lakes Chemical Corporation	HIGHER ALKYLATED TRIARYL PHOSPHATE ESTER FLAME RETARDANTS
Republic of Korea	Granted	2004-7002793	28-Aug-2002	10-0830616	13-May-2008	Great Lakes Chemical Corporation	HIGHER ALKYLATED TRIARYL PHOSPHATE ESTER FLAME RETARDANTS
Republic of Korea	Granted	2003-7010715	14-Feb-2002	701455	23-Mar-2007	Great Lakes Chemical Corporation	Mixture of Mono-,Bis- and Tris-(Hydroxyaryl) Phosphine Oxides Useful to Make Polyglycidyl Ethers or in Epoxy Compositions
Republic of Korea	Granted	2004-7017568	5-May-2003	10-0777059	9-Nov-2007	Great Lakes Chemical Corporation	BLENDS OF TETRAHALOPHTHALATE ESTERS AND PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE COMPOSITIONS
Republic of Korea	Granted	2004-7018192	20-May-2003	10-0901789	2-Jun-2009	Great Lakes Chemical Corporation	BLENDS OF (ALKYL SUBSTITUTED) TRIARYL PHOSPHATE ESTERS WITH

219

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PHOSPHOROUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE FOAMS
Republic of Korea	Granted	99-7000874	25-Jul-1997	314880	5-Nov-2001	Great Lakes Chemical Corporation	STABLE DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
Republic of Korea	Pending	2006-7001932	29-Jul-2003			Great Lakes Chemical Corporation	PROCESS FOR PRODUCING TETRABROMOBENZOATE ESTERS
Republic of Korea	Granted	2002-7001658	4-Aug-2000	657781	8-Dec-2006	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
Republic of Korea	Granted	1020037017162	17-Jun-2002	703585	29-Mar-2007	Great Lakes Chemical Corporation	PROCESS FOR THE PRODUCTION OF PENTAERYTHRITOL PHOSPHATE ALCOHOL
Republic of Korea	Granted	703116/1993	12-Oct-1993	132468	10-Dec-1997	Great Lakes Chemical Corporation	INORGANIC PERBROMIDE COMPOSITIONS AND METHODS OF USE THEREOF
Republic of Korea	Granted	7005856/1999	26-Jun-1999	626456	13-Sep-2006	Great Lakes Chemical Corporation	PRODUCTION OF PHOSPHATE ESTERS
Republic of Korea	Granted	10-2007-7021441	20-Mar-2006	10-0901791	2-Jun-2009	Great Lakes Chemical Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
South Africa	Granted	20005118	22-Sep-2000	2000/5118	27-Jun-2001	Great Lakes Chemical	Stable, High Available Halogen

220

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	1,3,5-Triazine-2,4,6-Trione Compositions Having Rapid Dissolution Rates
South Africa	Granted	96/4317	28-May-1996	96/4317	30-Apr-1997	Great Lakes Chemical Corporation	COLLOIDAL PARTICLES OF SOLID FLAME RETARDANT AND SMOKE SUPPRESSANT COMPOUNDS AND METHOD FOR MAKING THEM
South Africa	Granted	90/6900	29-Aug-1990	90/6900	27-May-1992	Great Lakes Chemical Corporation	COMPOSITION AND METHOD FOR RECOVERY OF GOLD AND SILVER FROM SOURCES THEREOF
South Africa	Granted	93/5409	27-Jul-1993	93/5409	29-Apr-1994	Great Lakes Chemical Corporation	INORGANIC PERBROMIDE COMPOSITIONS AND METHODS OF USE THEREOF
South Africa	Granted	91/6961	2-Sep-1991	91/6961	27-May-1992	Great Lakes Chemical Corporation	ELECTROGENERATION OF BROMINE AND USE THEREOF IN RECOVERY OF PRECIOUS METALS AND WATER TREATMENT
South Africa	Granted	92/2146	24-Mar-1992	92/2146	24-Nov-1993	Great Lakes Chemical Corporation	INORGANIC PERBROMIDE COMPOSITIONS AND METHODS OF USE THEREOF
Spain	Granted	97934296.1	25-Jul-1997	0946288	21-Sep-2005	Great Lakes	STABLE

221

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Corporation	DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
Switzerland	Granted	97943546.8	25-Sep-1997	0937156	19-Mar-2003	Great Lakes Chemical Corporation	PREPARATION OF D-AMINO ACIDS BY DIRECT FERMENTATIVE MEANS
Taiwan	Pending	095109710	21-Mar-2006			Great Lakes Chemical Corporation	FLAME RETARDANTS AND FLAME RETARDED POLYMERS
United States	Granted	874,105	12-Jun-1997	5,882,526	16-Mar-1999	Great Lakes Chemical Corporation	Method for Treating Regulated Waters with Low Levels of Oxidizing Halogens and Hydrogen Peroxide
United States	Granted	09/268891	16-Mar-1999	6,149,835	21-Nov-2000	Great Lakes Chemical Corporation	Methods for Treating Regulated Waters with Low Levels of Oxidizing Halogens and Hydrogen Peroxides
United States	Granted	08/966673	10-Nov-1997	5,814,233	29-Sep-1998	Great Lakes Chemical Corporation	Compositions and Methods for Treating Water
United States	Granted	09/430,760	29-Oct-1999	6,426,317	30-Jul-2002	Great Lakes Chemical Corporation	Stable, High Available Halogen, 1,3,5-Triazine-2,4,6-Trione Compositions Having Rapid Dissolution Rates
United States	Granted	08/703372	26-Aug-1996	5773261	30-Jun-1998	Great Lakes Chemical Corporation	REGIOSELECTIVE ALPHA-HYDROLYSIS OF

222

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							AMINO ACID DIESTERS USING PIG LIVER ESTERACE
United States	Granted	013032	26-Jan-1998	5928909	27-Jul-1999	Great Lakes Chemical Corporation	REGIOSELECTIVE ALPHA-HYDROLYSIS OF AMINO ACID DIESTERS USING PIG LIVER ESTERASE
United States	Granted	08/424797	19-Apr-1995	6358714	19-Mar-2002	Great Lakes Chemical Corporation	MATERIALS AND METHODS FOR THE PRODUCTION OF D-PHENYLALANINE
United States	Granted	08/603744	20-Feb-1996	5587481	24-Dec-1996	Great Lakes Chemical Corporation	PREPARATION OF (S)-DECAHYDROISOQUINOLINE-3-CARBOXYLIC ACID T-BUTYLAMIDE
United States	Granted	08/723896	30-Sep-1996	5728555	17-Mar-1998	Great Lakes Chemical Corporation	PREPARATION OF D-AMINO ACIDS BY DIRECT FERMENTATIVE MEANS
United States	Granted	08/858111	19-May-1997	6197558	6-Mar-2001	Great Lakes Chemical Corporation	TRANSAMINASE BIOTRANSFORMATION PROCESS
United States	Granted	09/943,635	30-Aug-2001	6,667,355	23-Dec-2003	Great Lakes Chemical Corporation	HIGHER ALKYLATED TRIARYL PHOSPHATE ESTER FLAME RETARDANTS
United States	Granted	10/323,012	18-Dec-2002	6,841,707	11-Jan-2005	Great Lakes Chemical Corporation	Methods and Apparatus for Producing

223

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Decabromodiphenyl Alkanes
United States	Granted	10/732,018	10-Dec-2003	6,955,851	18-Oct-2005	Great Lakes Chemical Corporation	Hydroxyaryl Phosphine Oxides, Glycidyl Ethers and Epoxy Compositions, Composites and Laminates Derived Therefrom
United States	Granted	10/077,701	14-Feb-2002	6,733,698	11-May-2004	Great Lakes Chemical Corporation	Mixture of Mono-,Bis- and Tris-(Hydroxyaryl) Phosphine Oxides Useful to Make Polyglycidyl Ethers or in Epoxy Compositions
United States	Granted	10/866,882	14-Jun-2004	7202311	10-Apr-2007	Great Lakes Chemical Corporation	Phosphine Oxide Hydroxyarl Mixtures with Novolac Resins for Co-Curing Epoxy Resins
United States	Granted	10/866,881	14-Jun-2004	7201957	10-Apr-2007	Great Lakes Chemical Corporation	Phosphine Oxide Hydroxyaryl Mixtures with Novolac Resins for Co-Curing Epoxy Resins
United States	Granted	10/317,587	12-Dec-2002	6,887,950	3-May-2005	Great Lakes Chemical Corporation	Mixture of Mono-,Bis- and Tris-(Hydroxyaryl) Phosphine Oxides Useful to Make Polyglycidyl Ethers or in Epoxy Compositions
United States	Granted	11/333398	17-Jan-2006	7390839	24-Jun-2008	Great Lakes Chemical Corporation	BLENDS OF ALKYL SUBSTITUTED TRIARYL

224

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PHOSPHATE ESTERS WITH PHOSPHORUS-CONTAINING FLAME RETARDANTS FOR POLYURETHANE FOAMS
United States	Granted	09/250,368	16-Feb-1999	5,969,159	19-Oct-1999	Great Lakes Chemical Corporation	SYNTHESIS OF CYCLOPENTYL 2-THIENYL KETONE TILETAMINE AND TILETAMINE ACID ADDITION SALTS SUCH AS TILETAMINE HYDROCHLORIDE
United States	Granted	09/806,745	2-Jul-2001	6,348,633	19-Feb-2002	Great Lakes Chemical Corporation	NOVEL BROMINE-CONTAINING 1,2-BIS(PHENYL)DIFLUOROMETHANES AND METHOD OF IMPARTING FLAME RETARDANCY TO FLAMMABLE MATERIALS
United States	Granted	08/528,734	15-Sep-1995	5,615,742	1-Apr-1997	Great Lakes Chemical Corporation	NONCUMBUSTIBLE HYDROGEN GAS CONTAINING ATMOSPHERES AND THEIR PRODUCTION
United States	Granted	08/969,704	26-Nov-1997	5,948,323	7-Sep-1999	Great Lakes Chemical Corporation	COLLOIDAL PARTICLES OF SOLID FLAME RETARDANT AND SMOKE SUPPRESSANT COMPOUNDS AND

225

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							METHOD FOR MAKING THEM
United States	Granted	08/691,108	1-Aug-1996	5,935,890	10-Aug-1999	Great Lakes Chemical Corporation	STABLE DISPERSIONS OF METAL PASSIVATION AGENTS AND METHODS FOR MAKING THEM
United States	Granted	10/757,685	14-Jan-2004	7008973	7-Mar-2006	Great Lakes Chemical Corporation	VACUUM COOLED FOAMS
United States	Granted	10/629,888	29-Jul-2003	7307183	11-Dec-2007	Great Lakes Chemical Corporation	PROCESS FOR PRODUCING TETRABROMOBENZOATE ESTERS
United States	Granted	09/975,797	11-Oct-2001	6,939,483	6-Sep-2005	Great Lakes Chemical Corporation	BRINE FLUIDS WITH IMPROVED CORROSION PROPERTIES.
United States	Granted	09/632,715	4-Aug-2000	6,632,442	14-Oct-2003	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
United States	Granted	10/453,108	3-Jun-2003	6,905,693	14-Jun-2005	Great Lakes Chemical Corporation	INTUMESCENT POLYMER COMPOSITIONS
United States	Granted	08/629,103	8-Apr-1996	5,741,949	21-Apr-1998	Great Lakes Chemical Corporation	CONTINUOUS BROMINATION PROCESS AND PRODUCTS THEREOF
United States	Granted	09/063,961	21-Apr-1998	6,117,371	12-Sep-2000	Great Lakes Chemical Corporation	CONTINUOUS BROMINATION PROCESS AND PRODUCTS THEREOF
United States	Granted	07/867,991	13-Apr-1992	5,216,059	1-Jun-1993	Great Lakes Chemical Corporation	FLAME RETARDANT ADDITIVE COMPOSITION

226

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							USEFUL WITH POLYOLEFINS
United States	Granted	08/479,837	7-Jun-1995	5,607,619	4-Mar-1997	Great Lakes Chemical Corporation	INORGANIC PERBROMIDE COMPOSITIONS AND METHODS OF USE THEREOF
United States	Granted	08/466,405	6-Jun-1995	5,620,585	15-Apr-1997	Great Lakes Chemical Corporation	INORGANIC PERBROMIDE COMPOSITIONS AND METHODS OF USE THEREOF
United States	Pending	12/016780	18-Jan-2008			Great Lakes Chemical Corporation	Mixtures of Additives for Organic Polymers in Granular Form
United States	Granted	09/343,316	30-Jun-1999	6,150,552	21-Nov-2000	Great Lakes Chemical Corporation	EFFICIENT METHODS FOR MAKING TETRAHALOPHTHALATE ESTERS HAVING EXCELLENT PURITY
United States	Granted	09/112,958	9-Jul-1998	6,063,749	16-May-2000	Great Lakes Chemical Corporation	STABILIZED ALKYL BROMIDE SOLVENTS CONTAINING DIALKYL CARBONATES
United States	Granted	07/954,281	30-Sep-1992	5,317,048	31-May-1994	Great Lakes Chemical Corporation	ULTRA WHITE N,N’-ETHYLENE-BIS(TETRABROMOPHTHALIMIDE) AND ITS PRODUCTION IN ACETIC ACID
United States	Granted	08/259,344	14-Jun-1994	5,508,429	16-Apr-1996	Great Lakes Chemical Corporation	ULTRA WHITE N,N’-BIS(TETRABROMOPHTHALIMIDE)

227

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							AND ITS PRODUCTION IN AQUEOUS ACETIC ACID
United States	Granted	08/588,624	19-Jan-1996	5,744,615	28-Apr-1998	Great Lakes Chemical Corporation	ULTRA WHITE N,N’-BIS(TETRABROMOPHTHALIMIDE) AND ITS PRODUCTION IN AQUEOUS ACETIC ACID
United States	Granted	08/309,901	21-Sep-1994	5,565,538	15-Oct-1996	Great Lakes Chemical Corporation	DIBROMOSTYRENE-GLYCIDYL (METH)ACRYLATE COPOLYMERS
United States	Granted	08/302,541	8-Sep-1994	5,446,212	29-Aug-1995	Great Lakes Chemical Corporation	REDUCED METHYL BROMIDE PROCESS FOR MAKING TETRABROMOBISPHENOL-A
United States	Granted	08/368,351	4-Jan-1995	5,475,153	12-Dec-1995	Great Lakes Chemical Corporation	PROCESS TO PRODUCE TETRABROMOBISPHENOL WITH THE REDUCED FORMATION OF ALKYL BROMIDE BY-PRODUCTS
United States	Granted	08/420,125	11-Apr-1995	5,637,757	10-Jun-1997	Great Lakes Chemical Corporation	ONE-POT SYNTHESIS OF RING-BROMINATED BENZOATE COMPOUNDS
United States	Granted	09/301,532	28-Apr-1999	6,388,120	14-May-2002	Great Lakes Chemical	Continuous process for the manufacture

228

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	of phosphoric acid esters
United States	Granted	09/023,634	13-Feb-1998	6,031,035	29-Feb-2000	Great Lakes Chemical Corporation	Process for making and using bisaryl diphosphates
United States	Granted	09/044,286	19-Mar-1998	6,008,283	28-Dec-1999	Great Lakes Chemical Corporation	OLIGOMERIC FLAME RETARDANT ADDITIVE
United States	Granted	08/026,039	4-Mar-1993	6,030,543	29-Feb-2000	Great Lakes Chemical Corporation	IMPROVED AIRCRAFT HYDRAULIC FLUID BASESTOCKS
United States	Granted	07/873,867	27-Apr-1992	5,206,404	27-Apr-1993	Great Lakes Chemical Corporation	TRIARYL PHOSPHATE ESTER COMPOSITION AND PROCESS FOR ITS PREPARATION
United States	Granted	09/196,720	20-Nov-1998	6,165,950	26-Dec-2000	Great Lakes Chemical Corporation	PHOSPHATE LUBRICANT COMPOSITIONS AND METAL FORMING USE
United States	Granted	07/844,478	2-Mar-1992	5,328,983	12-Jul-1994	Great Lakes Chemical Corporation	PROCESS FOR PURIFYING BROMINATED POLYSTYRENE
United States	Granted	07/675,214	26-Mar-1991	5,102,932	7-Apr-1992	Great Lakes Chemical Corporation	FLAME RETARDANTS FOR POLYMERS
United	Granted	08/776,972	21-Jul-1997	6,075,158	13-Jun-2000	Great Lakes	TRANSESTERIFICATION

229

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Chemical Corporation	PROCESS
United States	Granted	08/438,694	11-May-1995	5,530,044	25-Jun-1996	Great Lakes Chemical Corporation	ALKYL END-CAPPED, HALOGENATED POLYETHERS
United States	Granted	08/095,865	22-Jul-1993	5,304,618	19-Apr-1994	Great Lakes Chemical Corporation	POLYMERS OF BROMINATED STYRENE
United States	Granted	08/363,186	23-Dec-1994	5,560,849	1-Oct-1996	Great Lakes Chemical Corporation	SYNTHETIC ESTER LUBRICANT HAVING IMPROVED ANTIWEAR PROPERTIES
United States	Granted	08/243,050	16-May-1994	5,438,096	1-Aug-1995	Great Lakes Chemical Corporation	FLAME RETARDANT BROMINATED STYRENE-BASED LATICES
United States	Granted	08/245,831	18-May-1994	5,484,839	16-Jan-1996	Great Lakes Chemical Corporation	FLAME RETARDANT BROMINATED STYRENE GRAFT LATEX COMPOSITIONS
United States	Granted	08/056,858	30-Apr-1993	5,385,650	31-Jan-1995	Great Lakes Chemical Corporation	RECOVERY OF BROMINE AND PREPARATION OF HYPOBROMOUS ACID FROM BROMIDE SOLUTION
United States	Granted	09/113,039	9-Jul-1998	6,048,833	11-Apr-2000	Great Lakes Chemical Corporation	AZEOTROPE AND AZEOTROPE-LIKE COMPOSITIONS OF 1-BROMOPROPANE AND HIGHLY

230

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FLUORINATED HYDROCARBONS
United States	Granted	08/419,814	11-Apr-1995	5,728,760	17-Mar-1998	Great Lakes Chemical Corporation	USE OF RING-BROMINATED BENZOATE COMPOUNDS AS FLAME RETARDANTS AND/ OR PLASTICIZERS EP Title:  BENZOATES AS FLAME RETARDANTS
United States	Granted	09/341,010	26-Nov-1999	6,232,485	15-May-2001	Great Lakes Chemical Corporation	PRODUCTION OF PHOSPHATE ESTERS
United States	Granted	09/256,063	24-Feb-1999	6,204,227	20-Mar-2001	Great Lakes Chemical Corporation	METAL WORKING LUBRICANT COMPOSITION
United States	Granted	09/243,769	3-Feb-1999	6,140,399	31-Oct-2000	Great Lakes Chemical Corporation	Polymer Compositions
United States	Granted	09/506,049	17-Feb-2000	6,225,387	1-May-2001	Great Lakes Chemical Corporation	STABILIZER BLEND FOR ORGANIC POLYMER COMPOSITIONS; STABILIZED POLYMER COMPOSITIONS AND METHOD OF STABILIZING POLYMERS
United States	Granted	08/952,764	16-Sep-1997	6,358,895	19-Mar-2002	Great Lakes Chemical Corporation	FLUID TREATMENT PROCESS
United States	Granted	07/744,388	11-Oct-1991	5,130,325	14-Jul-1992	Great Lakes Chemical	METHOD FOR CONTROLLING

231

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	PLANT DISEASE AND MICROORGANISMS BY INCORPORATION OF N-HALOHYDANTION INTO NUTRIENT-WATERING SUPPLIES
United States	Granted	09/700480	26-Jan-2001	6673276	6-Jan-2004	Great Lakes Chemical Corporation	OPHTHALMIC LENSES
United States	Granted	09/966158	28-Sep-2001	7329786	12-Feb-2008	Great Lakes Chemical Corporation	PROCESSES FOR PRODUCING CF3CFHCFS
United States	Granted	10/331821	30-Dec-2002	7250539	31-Jul-2007	Great Lakes Chemical Corporation	MATERIALS AND METHODS FOR THE CONVERSION OF HYDROFLUOROCARBONS
United States	Granted	10/698579	31-Oct-2003	7151197	19-Dec-2006	Great Lakes Chemical Corporation	PROCESSES FOR PURIFYING CHLOROFLUORINATED COMPOUNDS AND PROCESSES FOR PURIFYING CF3CFHCF3
United States	Granted	10/698730	31-Oct-2003	7332635	19-Feb-2008	Great Lakes Chemical Corporation	PROCESSES FOR PURIFYING CHLOROFLUORINATED COMPOUNDS
United States	Granted	10/698731	25-Mar-2008	7348461	31-Oct-2003	Great Lakes Chemical Corporation	PROCESSES FOR HALOGENATING COMPOUNDS
United States	Granted	10/699491	31-Oct-2003	7335805	26-Feb-2008	Great Lakes Chemical	PROCESSESS FOR PURIFYING

232

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Corporation	REACTION PRODUCTS AND PROCESSES FOR SEPARATING CHLOROFLUORINATED COMPOUNDS
United States	Granted	11/069180	28-Feb-2005	7368089	6-May-2008	Great Lakes Chemical Corporation	SYSTEMS AND METHODS FOR PRODUCING FLUOROCARBONS
United States	Granted	11/218055	31-Aug-2005	7268261	11-Sep-2007	Great Lakes Chemical Corporation	PRODUCTION PROCESSES
United States	Pending	11/661166	23-Feb-2007	20070299287	27-Dec-2007	Great Lakes Chemical Corporation	CHEMICAL PRODUCTION PROCESSES AND SYSTEMS
United States	Pending	11/661167	6-May-2008	20080300432	4-Dec-2008	Great Lakes Chemical Corporation	CHEMICAL PRODUCTION PROCESSES AND SYSTEMS
United States	Pending	11/922980	28-Dec-2007	20090137773	28-May-2009	Great Lakes Chemical Corporation	PRODUCTION PROCESSES AND SYSTEMS, COMPOSITIONS, SURFACTANTS, MONOMER UNITS, METAL COMPLEXES, PHOSPHATE ESTERS, GLYCOLS, AQUEOUS FILM FORMING FOAMS, AND FOAM STABILIZERS
United States	Granted	723896	30-Sep-1996	5728555	17-Mar-1998	Great Lakes Chemical Corporation	PREPARATION OF D-AMINO ACIDS BY DIRECT

233

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FERMENTATIVE MEANS
United States	Granted	966,673	10-Nov-1997	5,814,233	29-Sep-1998	Great Lakes Chemical Corporation	COMPOSITIONS AND METHODS FOR TREATING WATER
Australia	Granted	89187/98	25-Aug-1998	755427	27-Mar-2003	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Australia	Granted	2003247913	9-Jul-2003	2003247913	5-Feb-2009	Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
Belgium	Granted	98941033.7	25-Aug-1998	1019463	12-Jan-2005	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Belgium	Granted	02025590.7	15-Nov-2002	1281701	24-Aug-2005	Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
Brazil	Pending	PI0305503-5	9-Jul-2003			Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
Canada	Granted	2301623	25-Aug-1998	2301623	19-Aug-2008	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Canada	Pending	2496307	9-Jul-2003			Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
China P.R.	Granted	98809160.7	25-Aug-1998	ZL98809160.7	16-Jul-2003	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
China P.R.	Granted	03816604.6	9-Jul-2003	ZL03816604.6	14-Nov-2007	Hatco Corporation	High Viscosity Synthetic Ester

234

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Lubricant Base Stock
China P.R.	Pending	200680047471.1	18-Dec-2006			Hatco Corporation	Additive Package for High Temperature Synthetic Lubricants
European Patent Convention	Pending	06845688.8	18-Dec-2006			Hatco Corporation	Additive Package for High Temperature Synthetic Lubricants
France	Granted	92305169.2	5-Jun-1992	0518567	13-Sep-2000	Hatco Corporation	Synthetic Lubricant Base Stock Formed From High Content Branched Chain Acid Mixtures
France	Granted	98941033.7	25-Aug-1998	1019463	12-Jan-2005	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
France	Granted	02700993.5	4-Jan-2002	1356013	17-Jun-2009	Hatco Corporation	Biodegradable Polyneopentyl Polyol Based Synthetic Ester Blends and Lubricants
France	Granted	02025590.7	15-Nov-2002	1281701	24-Aug-2005	Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
Germany	Granted	92305169.2	5-Jun-1992	69231433.4	13-Sep-2000	Hatco Corporation	Synthetic Lubricant Base Stock Formed From High Content Branched Chain Acid Mixtures
Germany	Granted	98941033.7	25-Aug-1998	69828627.8	12-Jan-2005	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Germany	Granted	02700993.5	4-Jan-2002	60232640.0	17-Jun-2009	Hatco Corporation	Biodegradable Polyneopentyl Polyol Based Synthetic Ester Blends and Lubricants

235

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Germany	Granted	02025590.7	15-Nov-2002	60205685.3	24-Aug-2005	Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
Great Britain	Granted	92305169.2	5-Jun-1992	0518567	13-Sep-2000	Hatco Corporation	Synthetic Lubricant Base Stock Formed From High Content Branched Chain Acid Mixtures
Great Britain	Granted	98941033.7	25-Aug-1998	1019463	12-Jan-2005	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Great Britain	Granted	02700993.5	4-Jan-2002	1356013	17-Jun-2009	Hatco Corporation	Biodegradable Polyneopentyl Polyol Based Synthetic Ester Blends and Lubricants
Great Britain	Granted	02025590.7	15-Nov-2002	1281701	24-Aug-2005	Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
Hong Kong	Granted	01102761.2	18-Apr-2001	1033677	5-Dec-2003	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Hong Kong	Pending	04102999.3	4-Jan-2002			Hatco Corporation	Biodegradable Polyneopentyl Polyol Based Synthetic Ester Blends and Lubricants
Israel	Granted	134720	25-Aug-1998	134720	8-Aug-2003	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Israel	Granted	156747	4-Jan-2002	156747	6-Jan-2007	Hatco Corporation	Biodegradable Polyneopentyl Polyol Based Synthetic Ester Blends and

236

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Lubricants
Italy	Granted	92305169.2	5-Jun-1992	0518567	13-Sep-2000	Hatco Corporation	Synthetic Lubricant Base Stock Formed From High Content Branched Chain Acid Mixtures
Japan	Pending	2000-507764	25-Aug-1998			Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Japan	Granted	2002-555199	4-Jan-2002	4094953	14-Mar-2008	Hatco Corporation	Biodegradable Polyneopentyl Polyol Based Synthetic Ester Blends and Lubricants
Japan	Pending	2004-521551	9-Jul-2003			Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
Japan	Pending	2008-545881	18-Dec-2006			Hatco Corporation	Additive Package for High Temperature Synthetic Lubricants
Netherlands	Granted	98941033.7	25-Aug-1998	1019463	12-Jan-2005	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Netherlands	Granted	02025590.7	15-Nov-2002	1281701	24-Aug-2005	Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
Republic of Korea	Granted	2000-7001975	25-Aug-1998	580786	10-May-2008	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
Republic of Korea	Granted	10-2003-7009062	4-Jan-2002	0814149	14-Mar-2008	Hatco Corporation	Biodegradable Polyneopentyl Polyol Based Synthetic Ester Blends and Lubricants

237

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Republic of Korea	Granted	10-2005-7000580	9-Jul-2003	0896495	29-Apr-2009	Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
Russian Federation	Pending	2008129100	18-Dec-2006			Hatco Corporation	Additive Package for High Temperature Synthetic Lubricants
Singapore	Granted	200000993.6	25-Aug-1998	71355	15-Feb-2002	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
United States	Granted	08/918177	25-Aug-1997	5895778	20-Apr-1999	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
United States	Granted	09/486624	3-Sep-2002	6444626	3-Sep-2002	Hatco Corporation	(Poly) Neopentylpolyol Ester Based Coolants (And Improved Additive Package)
United States	Granted	09/754932	5-Jan-2001	6551968	22-Apr-2003	Hatco Corporation	Biodegradable Polyneopentyl Polyol Based Synthetic Ester Blends and Lubricants
United States	Granted	10/194413	12-Jul-2002	6774093	10-Aug-2004	Hatco Corporation	High Viscosity Synthetic Ester Lubricant Base Stock
United States	Pending	11/640639	18-Dec-2006			Hatco Corporation	Additive Package for High Temperature Synthetic Lubricants
Brazil	Granted	PI9704028-2	18-Jul-1997	PI9704028-2	14-Sep-2004	Montell North America, Inc.	PROCESS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
Canada	Granted	2210828	18-Jul-1997	2210828	7-Oct-2003	Montell North America, Inc.	PROCESS FOR PRODUCING POLYOLEFIN

238

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							GRAFTED COPOLYMERS
Canada	Granted	2320954	8-Dec-1999	2320954	24-Oct-2006	Montell North America, Inc.	POLYPROPYLENE GRAFT COPOLYMERS WITH IMPROVED SCRATCH AND MAR RESISTANCE
China P.R.	Granted	97115572.0	21-Jul-1997	97115572.0	13-Aug-2003	Montell North America, Inc.	PROCESS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
Russian Federation	Granted	97112504	18-Jul-1997	2179559	20-Feb-2002	Montell North America, Inc.	PROCESS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
United States	Granted	08/683999	19-Jul-1996	5696203	9-Dec-1997	Montell North America, Inc.	PROCESS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
United States	Granted	08/892749	15-Jul-1997	5942194	24-Aug-1999	Montell North America, Inc.	APPARATUS FOR PRODUCING POLYOLEFIN GRAFTED COPOLYMERS
Australia	Granted	41769/96	29-Nov-1995	717025	29-Jun-2000	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Belgium	Granted	95940258.7	29-Nov-1995	0794793	10-Jan-2007	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION

239

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Brazil	Pending	PI9509925.5	29-Nov-1995			Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Canada	Granted	2204652	29-Nov-1995	2204652	7-Apr-2009	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
China P.R.	Granted	95196540.9	29-Nov-1995	95196540.9	9-Apr-2003	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Germany	Granted	95940258.7	29-Nov-1995	69535366.7	10-Jan-2007	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Hungary	Granted	P9800354	29-Nov-1995	223548	19-Jul-2004	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Israel	Granted	115944	9-Nov-1995	115944	3-Feb-2002	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Israel	Granted	140224	11-Dec-2000	140224	16-Mar-2005	Rega Institute	A COMPOSITION FOR THE TREATMENT OF HIV-1 INFECTION

240

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							CONTAINING A HETEROCYCLYL CARB(OX/THIO) ANILIDE DERIVATIVE
Japan	Granted	518188/96	29-Nov-1995	3655636	11-Mar-2005	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Mexico	Granted	9704024	29-Nov-1995	203230	25-Jul-2001	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
New Zealand	Granted	297006	29-Nov-1995	297006	12-Jul-2001	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Republic of Korea	Granted	97-703579	29-Nov-1995	403545	16-Oct-2003	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Russian Federation	Granted	97110670	29-Nov-1995	2227750	27-Apr-2004	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
South Africa	Granted	95/10108	28-Nov-1995	95/10108	28-Aug-1996	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1

241

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							INFECTION
United States	Granted	346,721	30-Nov-1994	5968910	19-Oct-1999	Rega Institute	COMPOSITION AND METHOD FOR PREVENTION AND TREATMENT OF HIV-1 INFECTION
Patent Cooperation Treaty	Pending	PCT/US2009/053802	15-Aug-2009			Slingshot Product Development Group/Bio-Lab, Inc.	A Floating Dispenser for Dispensing a Solid Dissovable Chemical into Ambient Water
United States	Pending	12/205553	5-Sep-2008			Slingshot Product Development Group/Bio-Lab, Inc.	A Floating Dispenser for Dispensing a Solid Dissovable Chemical into Ambient Water
Argentina	Pending	P040102132	18-Jun-2004			Uniroyal Chem.&Crompton Co./Cie	FUNGICIDAL PHENOXYPHENYLHYDRAZINE DERIVATIVES
Argentina	Pending	P000104657	6-Sep-2000			Uniroyal Chem.&Crompton Co./Cie	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Australia	Granted	2003246309	22-Jan-1999	2003246309	25-May-2007	Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
Australia	Granted	76180/00	26-Sep-2000	783729	16-Mar-2006	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Austria	Granted	99908577.2	1-Mar-1999	1064276	26-Feb-2003	Uniroyal Chem.&Crompton Co./Cie	PROCESS OR SYNTHESIZING SUBSTITUTED 2-BENZO{b} THIOPHENECARBOXYLIC ACIDS AND SALTS

242

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							THEREOF
Brazil	Pending	PI0014461-4	26-Sep-2000			Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Canada	Granted	2123885	17-Nov-1992	2123885	30-Mar-2004	Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Canada	Granted	2169654	24-Aug-1994	2169654	23-May-2006	Uniroyal Chem.&Crompton Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Canada	Granted	2225624	24-Jun-1996	2225624	5-Jun-2007	Uniroyal Chem.&Crompton Co./Cie	HYDRAZINE DERIVATIVES
Canada	Granted	2237194	15-Nov-1996	2237194	13-Jun-2006	Uniroyal Chem.&Crompton Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Canada	Granted	2276875	16-Dec-1997	2276875	13-Feb-2007	Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Canada	Pending	2318889	22-Jan-1999			Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
Canada	Granted	2382135	14-Aug-2000	2382135	19-May-2009	Uniroyal Chem.&Crompton Co./Cie	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Canada	Pending	2384134	12-Sep-2000			Uniroyal Chem.&Crompton Co./Cie	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
Canada	Granted	2385200	26-Sep-2000	2385200	18-Nov-2008	Uniroyal	NOVEL 4-

243

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chem.&Crompton Co./Cie	HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
China P.R.	Granted	00813921.0	26-Sep-2000	00813921.0	29-Sep-2004	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Czech Republic	Granted	PV2002-1185	26-Sep-2000	295841	14-Sep-2005	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Eurasian Patent Convention	Pending	200801754	26-Aug-2008			Uniroyal Chem.&Crompton Co./Cie	FUNGICIDAL PHENOXYPHENYLHYDRAZINE DERIVATIVES
Germany	Granted	99908577.2	1-Mar-1999	69905553.9	26-Feb-2003	Uniroyal Chem.&Crompton Co./Cie	PROCESS OR SYNTHESIZING SUBSTITUTED 2-BENZO{b} THIOPHENECARBOXYLIC ACIDS AND SALTS THEREOF
Hungary	Pending	P0203538	26-Sep-2000			Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
India	Pending	22/DEL/98	5-Jan-1998			Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
India	Granted	1239/Del/2001	12-Dec-2001	219611	9-May-2008	Uniroyal Chem.&Crompton Co./Cie	An Insecticidal 1,3,4-Oxadiazine Compound of Formula (1)
India	Granted	PCT2000,00399	1-Mar-1999	195353	7-Jun-2005	Uniroyal Chem.&Crompton Co./Cie	PROCESS FOR SYNTHESIZING SUBSTITUTED 2-BENZO[b]THIO PHENECARBOXYLIC ACIDS AND

244

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							SALTS THEREOF
India	Pending	228/MUMNP/2004	16-Apr-2004			Uniroyal Chem.&Crompton Co./Cie	PROCESS FOR SYNTHESIZING SUBSTITUTED 2-BENZO(b)THIO PHENECARBOXYLIC ACIDS AND SALTS THEREOF
Israel	Granted	148629	26-Sep-2000	148629	1-Feb-2007	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Italy	Granted	99908577.2	1-Mar-1999	1064276	26-Feb-2003	Uniroyal Chem.&Crompton Co./Cie	PROCESS OR SYNTHESIZING SUBSTITUTED 2-BENZO{b} THIOPHENECARBOXYLIC ACIDS AND SALTS THEREOF
Japan	Granted	2006-517138	25-May-2004	4331751	26-Jun-2009	Uniroyal Chem.&Crompton Co./Cie	FUNGICIDAL PHENOXYPHENYLHYDRAZINE DERIVATIVES
Japan	Granted	2000-531440	22-Jan-1999	3378237	6-Dec-2002	Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
Japan	Granted	2001-521158	14-Aug-2000	3726060	30-Sep-2005	Uniroyal Chem.&Crompton Co./Cie	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Japan	Granted	2001-528139	26-Sep-2000	3779616	10-Mar-2006	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Poland	Granted	P-354483	26-Sep-2000	200493	26-May-2008	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE

245

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							DERIVATIVES
Republic of Korea	Pending	7008786/2000	22-Jan-1999			Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
Republic of Korea	Granted	7010267/2000	1-Mar-1999	10-0648791	15-Nov-2006	Uniroyal Chem.&Crompton Co./Cie	PROCESS FOR SYNTHESIZING SUBSTITUTED 2-BENZO[b]THIO PHENECARBOXYLIC ACIDS AND SALTS THEREOF
Republic of Korea	Granted	7003783/2002	26-Sep-2000	10-0669572	9-Jan-2007	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Russian Federation	Granted	200600091	25-May-2004	011609	29-Jan-2009	Uniroyal Chem.&Crompton Co./Cie	FUNGICIDAL PHENOXYPHENYLHYDRAZINE DERIVATIVES
Russian Federation	Granted	2002111656	26-Sep-2000	2242461	20-Dec-2004	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
South Africa	Granted	992076	15-Mar-1999	99/2076	24-Nov-1999	Uniroyal Chem.&Crompton Co./Cie	PROCESS FOR SYNTHESIZING SUBSTITUTED 2-BENZO[b]THIO PHENECARBOXYLIC ACIDS AND SALTS THEREOF
South Africa	Granted	2002/2185	26-Sep-2000	2002/2185	27-Aug-2003	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Taiwan	Pending	093116436	8-Jun-2004			Uniroyal Chem.&Crompton Co./Cie	FUNGICIDAL PHENOXYPHENYLHYDRAZINE DERIVATIVES
Taiwan	Granted	88104072	20-Mar-1999	NI-169188	28-Apr-2003	Uniroyal Chem.&Crompton	PROCESS FOR SYNTHESIZING

246

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Co./Cie	SUBSTITUTED 2-BENZO[b]THIO PHENECARBOXYLIC ACIDS AND SALTS THEREOF
Thailand	Pending	091427	10-Jun-2004			Uniroyal Chem.&Crompton Co./Cie	FUNGICIDAL PHENOXYPHENYLHYDRAZINE DERIVATIVES
United States	Granted	10/855452	27-May-2004	7045512	16-May-2006	Uniroyal Chem.&Crompton Co./Cie	FUNGICIDAL PHENOXYPHENYLHYDRAZINE DERIVATIVES
United States	Granted	10/294315	14-Nov-2002	6706895	16-Mar-2004	Uniroyal Chem.&Crompton Co./Cie	4-METHOXYBIPHENYL HYDRAZONE DERIVATIVES
United States	Granted	832,277	7-Feb-1992	5,211,736	18-May-1993	Uniroyal Chem.&Crompton Co./Cie	AZOLE DERIVATIVES OF SPIROHETEROCYCLES
United States	Granted	588,208	26-Sep-1990	5,268,389	7-Dec-1993	Uniroyal Chem.&Crompton Co./Cie	TREATMENT OF HIV INFECTIONS AND COMPOUNDS USEFUL THEREIN
United States	Granted	08/485291	7-Jun-1995	5693827	2-Dec-1997	Uniroyal Chem.&Crompton Co./Cie	TREATMENT OF HIV INFECTIONS AND COMPOUNDS USEFUL THEREIN
United States	Granted	474,955	2-Feb-1990	4,979,982	25-Dec-1990	Uniroyal Chem.&Crompton Co./Cie	HERBICIDAL CINNAMIC ESTER URACILS
United States	Granted	979,095	20-Nov-1992	5,367,093	22-Nov-1994	Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
United States	Granted	286,738	5-Aug-1994	5438123	1-Aug-1995	Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
United States	Granted	08/410250	24-Mar-1995	5536746	16-Jul-1996	Uniroyal Chem.&Crompton	INSECTICIDAL PHENYLHYDRAZINE

247

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Co./Cie	DERIVATIVES
United States	Granted	08/295117	24-Aug-1994	5777110	7-Jul-1998	Uniroyal Chem.&Crompton Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
United States	Granted	08/967856	12-Nov-1997	6372297	16-Apr-2002	Uniroyal Chem.&Crompton Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
United States	Granted	08/241211	11-May-1994	5536720	16-Jul-1996	Uniroyal Chem.&Crompton Co./Cie	PESTICIDAL OXADIAZINES
United States	Granted	08/636295	23-Apr-1996	5677301	14-Oct-1997	Uniroyal Chem.&Crompton Co./Cie	PESTICIDAL OXADIAZINES
United States	Granted	08/346819	30-Nov-1994	5663199	2-Sep-1997	Uniroyal Chem.&Crompton Co./Cie	ANTI-VIRAL AROMATIC O-ALKYLATED OXIMES, ETHERS AND THIOETHERS
United States	Granted	08/852939	8-May-1997	5824704	20-Oct-1998	Uniroyal Chem.&Crompton Co./Cie	ANTI-VIRAL AROMATIC O-ALKYLATED OXIMES, ETHERS AND THIOETHERS
United States	Granted	08/346811	30-Nov-1994	5550280	27-Aug-1996	Uniroyal Chem.&Crompton Co./Cie	HINDERED AROMATIC ESTER COMPOUNDS USEFUL AS ANTI-VIRAL AGENTS
United States	Granted	08/620590	22-Mar-1996	5756813	26-May-1998	Uniroyal Chem.&Crompton Co./Cie	HINDERED AROMATIC ESTER COMPOUNDS USEFUL AS ANTI-VIRAL AGENTS
United States	Granted	08/642832	2-May-1996	5719103	17-Feb-1998	Uniroyal Chem.&Crompton Co./Cie	POWDER FORMULATION USEFUL FOR SEED TREATMENT AND FOLIAR TREATMENT OF PLANTS

248

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Granted	08/528451	14-Sep-1995	5654441	5-Aug-1997	Uniroyal Chem.&Crompton Co./Cie	Synthesis of 1,3-Oxathiolane Sulfoxide Compounds
United States	Granted	08/498102	5-Jul-1995	5567723	22-Oct-1996	Uniroyal Chem.&Crompton Co./Cie	HYDRAZINE DERIVATIVES
United States	Granted	08/565493	30-Nov-1995	5696151	9-Dec-1997	Uniroyal Chem.&Crompton Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
United States	Granted	08/736309	24-Oct-1996	5874465	23-Feb-1999	Uniroyal Chem.&Crompton Co./Cie	HYDRAZINECARBOXYLATE MITICIDES AND INSECTICIDES
United States	Granted	08/989377	12-Dec-1997	5914351	22-Jun-1999	Uniroyal Chem.&Crompton Co./Cie	ANTI-VIRAL AROMATIC HYDRAZONES
United States	Granted	08/950609	14-Oct-1997	5804579	8-Sep-1998	Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
United States	Granted	08/963714	4-Nov-1997	5869504	9-Feb-1999	Uniroyal Chem.&Crompton Co./Cie	PESTICIDAL TETRAZOLE DERIVATIVES
United States	Granted	09/022616	12-Feb-1998	6011034	4-Jan-2000	Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
United States	Granted	09/228349	11-Jan-1999	6197766	6-Mar-2001	Uniroyal Chem.&Crompton Co./Cie	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
United States	Granted	09/039769	16-Mar-1998	5965749	12-Oct-1999	Uniroyal Chem.&Crompton Co./Cie	PROCESS FOR SYNTHESIZING SUBSTITUTED 2-BENZO[b]THIO PHENECARBOXYLIC ACIDS AND SALTS THEREOF
United	Granted	09/287854	7-Apr-1999	6020355	1-Feb-2000	Uniroyal	PESTICIDAL

249

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Chem.&Crompton Co./Cie	TETRAZOLE DERIVATIVES
United States	Granted	09/391292	7-Sep-1999	6297275	2-Oct-2001	Uniroyal Chem.&Crompton Co./Cie	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
United States	Granted	09/398649	17-Sep-1999	6143780	7-Nov-2000	Uniroyal Chem.&Crompton Co./Cie	N-ARYLMETHYLTHIOANILIDE COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
United States	Granted	09/399283	17-Sep-1999	6017947	25-Jan-2000	Uniroyal Chem.&Crompton Co./Cie	HETEROCYCLIC CARBODITHIOPEROXYIMIDIC COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV
United States	Granted	09/413072	6-Oct-1999	6093843	25-Jul-2000	Uniroyal Chem.&Crompton Co./Cie	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Argentina	Granted	323725	23-Nov-1992	249125	7-May-1996	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Argentina	Granted	P980100398	29-Jan-1998	AR011097B1	28-Apr-2008	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Argentina	Pending	P980100638	12-Feb-1998			Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	PESTICIDAL THIADIAZINE COMPOUNDS
Armenia	Granted	199900691	16-Dec-1997	001632	25-Jun-2001	Uniroyal	INSECTICIDAL

250

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Co., Inc/Uniroyal Chem.Co./Cie	OXADIAZINE COMPOUNDS
Australia	Granted	31374/93	17-Nov-1992	670927	17-Dec-1996	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Australia	Granted	76401/94	24-Aug-1994	688371	2-Jul-1998	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Australia	Granted	11199/97	15-Nov-1996	704086	22-Jul-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Australia	Granted	55297/98	16-Dec-1997	747304	29-Aug-2002	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Austria	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Austria	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Azerbaijan	Granted	199900691	16-Dec-1997	001632	25-Jun-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Belarus	Granted	199900691	16-Dec-1997	001632	25-Jun-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Belgium	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES

251

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chem.Co./Cie
Belgium	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Brazil	Granted	PI9206803.0	17-Nov-1992	PI9206803.0	30-Mar-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Brazil	Granted	PI9407561.1	24-Aug-1994	PI9407561-1	13-May-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Brazil	Granted	PI9609813.9	24-Jun-1996	PI9609813.9	23-May-2006	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	HYDRAZINE DERIVATIVES
Brazil	Pending	PI9611838.5	15-Nov-1996			Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Brazil	Granted	PI9714297.2	16-Dec-1997	PI9714297-2	13-Jan-2009	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Chile	Granted	2849/97	24-Dec-1997	CL41.795	17-Jul-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Chile	Granted	311/98	10-Feb-1998	CL42.018	18-Aug-2004	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	PESTICIDAL THIADIAZINE COMPOUNDS
Chile	Granted	139/99	27-Jan-1999	41414	6-Aug-2002	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL DIHYDROOXADIAZINE COMPOUNDS
China P.R.	Granted	92114622.1	21-Nov-1992	92114622.1	12-Oct-1996	Uniroyal	INSECTICIDAL

252

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Co., Inc/Uniroyal Chem.Co./Cie	PHENYLHYDRAZINE DERIVATIVES
China P.R.	Granted	94193747.X	24-Aug-1994	94193747.X	23-Sep-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
China P.R.	Granted	96198705.7	15-Nov-1996	96198705.7	15-Jan-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
China P.R.	Granted	97181594.1	16-Dec-1997	97181594.1	13-Aug-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Colombia	Granted	9775262	29-Dec-1997	27504	19-Dec-2002	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Costa Rica	Granted	5714	30-Jan-1998	2704	2-Oct-2008	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Czech Republic	Granted	PV1248-94	17-Nov-1992	290371	17-May-2002	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Czech Republic	Granted	PV560-96	24-Aug-1994	291537	27-Jan-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Czech Republic	Granted	PV2717-99	16-Dec-1997	295309	10-May-2005	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Denmark	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES

253

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chem.Co./Cie
Denmark	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Egypt	Granted	414/95	23-May-1995	20557	31-Aug-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	PESTICIDAL OXADIAZINES
Finland	Granted	942355	17-Nov-1992	120340	30-Sep-2009	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Finland	Granted	960829	24-Aug-1994	119512	15-Dec-2008	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
France	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
France	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
France	Granted	96924292.4	24-Jun-1996	0836596	23-Aug-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	HYDRAZINE DERIVATIVES
Germany	Granted	92925247.6	17-Nov-1992	69217085.5	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Germany	Granted	94926617.5	24-Aug-1994	69403667.6	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Germany	Granted	96924292.4	24-Jun-1996	69609976.4	23-Aug-2000	Uniroyal Chemical Co., Inc/Uniroyal	HYDRAZINE DERIVATIVES

254

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chem.Co./Cie
Ghana	Granted	AP/P/98/01245	15-Nov-1996	AP902	30-Nov-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Greece	Granted	92925247.6	17-Nov-1992	3023097	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Greece	Granted	94926617.5	24-Aug-1994	3024590	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Guatemala	Granted	PI-960096	29-Nov-1996	4854	2-Sep-2002	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Haiti	Granted	unknown	11-Oct-1990	198/5	12-Oct-1994	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	TREATMENT OF HIV INFECTIONS AND COMPOUNDS USEFUL THEREIN
Haiti	Granted	unknown	28-Nov-1996	229-REG.5	2-Sep-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Hong Kong	Granted	99101720.7	21-Apr-1999	HK1016601	5-Sep-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Hungary	Granted	P9401552	17-Nov-1992	219189	30-Nov-2000	Uniroyal Chemical Co., Inc/Uniroyal	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES

255

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chem.Co./Cie
Hungary	Granted	P9600437	24-Aug-1994	215235	2-Oct-1998	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Hungary	Granted	P9901990	15-Nov-1996	223660	5-Oct-2004	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Hungary	Pending	P0200911	16-Dec-1997			Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
India	Granted	407/DEL/98	17-Feb-1998	222078	17-Jul-2008	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	PESTICIDAL THIADIAZINE COMPOUNDS
Indonesia	Granted	P-941394	24-Aug-1994	ID0003518	25-Jan-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Ireland	Granted	94926617.5	24-Aug-1994	E74543	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Israel	Granted	103828	20-Nov-1992	103828	11-Apr-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Israel	Granted	130657	16-Dec-1997	130657	27-Nov-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Italy	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Italy	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal	WOOD

256

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Co., Inc/Uniroyal Chem.Co./Cie	PRESERVATIVE OXATHIAZINES
Italy	Granted	96924292.4	24-Jun-1996	0836596	23-Aug-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	HYDRAZINE DERIVATIVES
Japan	Granted	509447/93	17-Nov-1992	2552811	22-Aug-1996	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Japan	Granted	507780/95	24-Aug-1994	2761441	20-Mar-1998	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Japan	Granted	534778/96	17-May-1995	3210676	13-Jul-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	PESTICIDAL OXADIAZINES
Japan	Granted	505170/97	24-Jun-1996	2994760	22-Oct-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	HYDRAZINE DERIVATIVES
Japan	Granted	520533/97	15-Nov-1996	3027771	28-Jan-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Japan	Granted	532876/98	16-Dec-1997	3465907	29-Aug-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Kazakhstan	Granted	941631.1	17-Nov-1992	6431	15-Jul-1998	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Kazakhstan	Granted	199900691	16-Dec-1997	001632	25-Jun-2001	Uniroyal Chemical Co., Inc/Uniroyal	INSECTICIDAL OXADIAZINE COMPOUNDS

257

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chem.Co./Cie
Kenya	Granted	AP/P/98/01245	15-Nov-1996	AP902	30-Nov-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Kyrgyzstan	Granted	199900691	16-Dec-1997	001632	25-Jun-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Lesotho	Granted	AP/P/98/01245	15-Nov-1996	AP902	30-Nov-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Luxembourg	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Luxembourg	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Malawi	Granted	AP/P/98/01245	15-Nov-1996	AP902	30-Nov-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Malaysia	Granted	PI9402201	23-Aug-1994	MY-137123-A	31-Dec-2008	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Mexico	Granted	22844	15-Oct-1990	179450	31-Aug-1995	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	TREATMENT OF HIV INFECTIONS AND COMPOUNDS USEFUL THEREIN
Mexico	Granted	9406411	23-Aug-1994	190010	9-Oct-1998	Uniroyal	WOOD

258

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Co., Inc/Uniroyal Chem.Co./Cie	PRESERVATIVE OXATHIAZINES
Mexico	Granted	978819	17-May-1995	256755	30-Apr-2008	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	PESTICIDAL OXADIAZINES
Mexico	Granted	984267	15-Nov-1996	205805	8-Jan-2002	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Mexico	Granted	997073	16-Dec-1997	215336	18-Jul-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Moldova	Granted	199900691	16-Dec-1997	001632	25-Jun-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Monaco	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Netherlands	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Netherlands	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
New Zealand	Granted	235653	12-Oct-1990	235653	8-Dec-1993	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	TREATMENT OF HIV INFECTIONS AND COMPOUNDS USEFUL THEREIN
New Zealand	Granted	273187	24-Aug-1994	273187	11-Sep-1998	Uniroyal Chemical Co., Inc/Uniroyal	WOOD PRESERVATIVE OXATHIAZINES

259

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chem.Co./Cie
New Zealand	Granted	324118	15-Nov-1996	324118	14-Jun-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Nicaragua	Granted	91-009	23-May-1991	920R.P.I.	3-Mar-1994	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	TREATMENT OF HIV INFECTIONS AND COMPOUNDS USEFUL THEREIN
Nicaragua	Granted	96-0062	18-Nov-1996	1189 R.P.I.	12-Jun-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Norway	Granted	19960696	24-Aug-1994	305837	2-Aug-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
O.A.P.I	Granted	9800070	15-Nov-1996	10864	7-Oct-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Pakistan	Pending	1065/97	29-Dec-1997			Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Philippines	Granted	49013	23-Aug-1994	1-199449013	4-Apr-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Philippines	Granted	54707	7-Nov-1996	1-199654707	3-Nov-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND

260

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							HIV-1 MUTANTS
Poland	Granted	P303793	17-Nov-1992	171968	8-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Poland	Granted	P-313136	24-Aug-1994	180262	1-Jul-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Poland	Granted	P-334496	16-Dec-1997	188016	26-Mar-2004	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Portugal	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Republic of Korea	Granted	700831/92	9-Oct-1990	0222233	2-Jul-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	TREATMENT OF HIV INFECTIONS AND COMPOUNDS USEFUL THEREIN
Republic of Korea	Granted	701712/94	17-Nov-1992	0235246	21-Sep-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Republic of Korea	Granted	700888/96	24-Aug-1994	0335756	24-Apr-2002	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Republic of Korea	Granted	97-708149	17-May-1995	417794	27-Jan-2004	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	PESTICIDAL OXADIAZINES
Republic of Korea	Granted	98/703958	15-Nov-1996	0505841	26-Jul-2005	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Republic of	Granted	99-7005731	16-Dec-1997	10-0711325	18-Apr-2007	Uniroyal	INSECTICIDAL

261

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Korea						Chemical Co., Inc/Uniroyal Chem.Co./Cie	OXADIAZINE COMPOUNDS
Romania	Granted	94-00851	17-Nov-1992	112860	31-Dec-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Russian Federation	Granted	96105384	24-Aug-1994	2127266	10-Mar-1999	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Russian Federation	Granted	199900691	16-Dec-1997	001632	25-Jun-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Slovak Republic	Granted	PV0600-94	17-Nov-1992	282306	10-Oct-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
South Africa	Granted	92/8915	18-Nov-1992	92/8915	27-Oct-1993	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
South Africa	Granted	94/6450	24-Aug-1994	94/6450	27-Sep-1995	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
South Africa	Granted	96/9490	12-Nov-1996	96/9490	27-Aug-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Spain	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Spain	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal	WOOD PRESERVATIVE OXATHIAZINES

262

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chem.Co./Cie
Spain	Granted	96924292.4	24-Jun-1996	0836596	23-Aug-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	HYDRAZINE DERIVATIVES
Sri Lanka	Granted	10655	17-Nov-1992	10655	16-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Sudan	Granted	PCT/177/94	17-Nov-1992	PCT/SD/132	31-May-1994	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Sudan	Granted	AP/P/98/01245	15-Nov-1996	AP902	30-Nov-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Swaziland	Granted	AP/P/98/01245	15-Nov-1996	AP902	30-Nov-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Sweden	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Sweden	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Switzerland	Granted	92925247.6	17-Nov-1992	0641316	22-Jan-1997	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Switzerland	Granted	94926617.5	24-Aug-1994	0715625	4-Jun-1997	Uniroyal Chemical Co., Inc/Uniroyal	WOOD PRESERVATIVE OXATHIAZINES

263

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chem.Co./Cie
Switzerland	Granted	96924292.4	24-Jun-1996	0836596	23-Aug-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	HYDRAZINE DERIVATIVES
Taiwan	Granted	79108696	16-Oct-1990	NI-58187	23-Dec-1992	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	TREATMENT OF HIV INFECTIONS AND COMPOUNDS USEFUL THEREIN
Taiwan	Granted	83108750	22-Sep-1994	NI-078790	12-Oct-1996	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Taiwan	Granted	85113662	8-Nov-1996	NI-137218	16-Nov-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Tajikistan	Granted	199900691	16-Dec-1997	001632	25-Jun-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Thailand	Granted	023553	23-Aug-1994	15627	27-Oct-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	WOOD PRESERVATIVE OXATHIAZINES
Thailand	Pending	041691	7-Jan-1998			Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Turkey	Granted	92/1104	23-Nov-1992	29633	31-Oct-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Turkey	Granted	1999/01701	16-Dec-1997	TR199901701B	21-Jul-2005	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Turkmenistan	Granted	199900691	16-Dec-1997	001632	25-Jun-2001	Uniroyal	INSECTICIDAL

264

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Co., Inc/Uniroyal Chem.Co./Cie	OXADIAZINE COMPOUNDS
Uganda	Granted	AP/P/98/01245	15-Nov-1996	AP902	30-Nov-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Ukraine	Granted	94005513	17-Nov-1992	41298	17-Sep-2001	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Ukraine	Granted	99084848	16-Dec-1997	70917	15-Nov-2004	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Uruguay	Granted	24383	29-Nov-1996	14.107	2-Jul-2003	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND HIV-1 MUTANTS
Uzbekistan	Granted	P9400472.2	17-Nov-1992	IAP02018	29-Sep-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL PHENYLHYDRAZINE DERIVATIVES
Venezuela	Pending	155/98	27-Jan-1998			Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Vietnam	Granted	S19990617	16-Dec-1997	2916	22-Jul-2002	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	INSECTICIDAL OXADIAZINE COMPOUNDS
Zimbabwe	Granted	AP/P/98/01245	15-Nov-1996	AP902	30-Nov-2000	Uniroyal Chemical Co., Inc/Uniroyal Chem.Co./Cie	COMPOUNDS USEFUL FOR THE INHIBITION OF THE REPLICATION OF HIV-1 AND

265

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							HIV-1 MUTANTS
Argentina	Pending	P000105233	4-Oct-2000			Uniroyal Chemical Co./Uniroyal Chem	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Chile	Granted	2219-2000	18-Aug-2000	CL44164	30-Oct-2008	Uniroyal Chemical Co./Uniroyal Chem	METHOD FOR CONTROLLING FUNGI PHENYLHYDRAZINE DERIVATIES
Colombia	Pending	00064471	29-Aug-2000			Uniroyal Chemical Co./Uniroyal Chem	METHOD FOR CONTROLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Sri Lanka	Pending	12198	6-Oct-2000			Uniroyal Chemical Co./Uniroyal Chem	NOVEL 4-HYDROXYBIPHENYL HYDRAZIDE DERIVATIVES
Thailand	Granted	059920	24-Aug-2000	23381	7-Mar-2008	Uniroyal Chemical Co./Uniroyal Chem	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Venezuela	Pending	2000-001966	5-Sep-2000			Uniroyal Chemical Co./Uniroyal Chem	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Argentina	Pending	P010101969	26-Apr-2001			Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Argentina	Granted	311146	16-Jun-1988	251622	23-Feb-1998	Uniroyal Chemical Company, Inc.	PROCESS FOR THE SELECTIVE REDUCTION OF 2-QUINOXALINE-4-OXIDES
Argentina	Granted	312921	4-Jan-1989	248277	12-Jul-1995	Uniroyal Chemical	HETEROCYCLIC QUINOXALINYLO

266

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	XYPHENYLOXYPR OPANOATE HERBICIDES
Argentina	Granted	320879	8-Oct-1991	247750	31-Mar-1995	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
Argentina	Granted	P970101338	3-Apr-1997	AR006498B1	16-Mar-2006	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Argentina	Granted	P990102478	26-May-1999	AR018385B1	27-Nov-2006	Uniroyal Chemical Company, Inc.	METHOD FOR STABILIZING UNSATURATED ORGANIC COMPOUNDS FROM POLYMERIZATION
Argentina	Granted	P000104238	16-Aug-2000	AR025296B1	17-Apr-2007	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMERS
Argentina	Granted	P000102865	12-Jun-2000	AR024328B1	30-Nov-2007	Uniroyal Chemical Company, Inc.	TEST METHOD FOR EAVALUATING SOLUBLE POLYMER GROWTH WHEN RECYCLING AND INHIBITOR STREAMS
Argentina	Granted	P000106323	30-Nov-2000	AR026669B1	11-Jun-2008	Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER

267

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							GROWTH
Argentina	Pending	P010100398	29-Jan-2001			Uniroyal Chemical Company, Inc.	ENHANCEMENT OF SEED/FRUIT/NUT YIELD FROM FLOWERING PLANTS
Argentina	Pending	P010100172	15-Jan-2001			Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Australia	Granted	2002252275	8-Mar-2002	2002252275	29-Feb-2008	Uniroyal Chemical Company, Inc.	HIGH FRICTION POLYURETHANE ELASTOMERS HAVING IMPROVED ABRASION RESISTANCE
Australia	Granted	30022/97	9-May-1997	729669	24-May-2001	Uniroyal Chemical Company, Inc.	REMOVAL OF UNREACTED DIISOCYANATE MONOMER FROM POLYURETHANE POLYMERS
Australia	Granted	65103/00	2-Aug-2000	777484	10-Feb-2005	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMER
Austria	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION
Austria	Granted	99951883.0	8-Oct-1999	1129133	7-Apr-2004	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABIFLIZED BY BLENDS OF STERICALLY

268

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Belgium	Granted	01987785.1	11-Oct-2001	1326943	25-Jan-2006	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Belgium	Granted	02721349.5	11-Mar-2002	1427774	19-Jul-2006	Uniroyal Chemical Company, Inc.	BLENDING OF RUBBER COMPOUNDS, FILLERS AND PLASTICIZERS
Belgium	Granted	94909541.8	2-Feb-1994	0686172	8-Nov-2000	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THEREFROM
Belgium	Granted	00937724.3	24-May-2000	1185501	28-Apr-2004	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Belgium	Granted	99951883.0	8-Oct-1999	1129133	7-Apr-2004	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABIFLIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Belgium	Granted	00948735.6	18-Jul-2000	1200420	18-Jan-2006	Uniroyal Chemical Company, Inc.	PROCESS FOR MAKING N-ALKYL BIS (THIAZOLYL) SULFENIMIDES

269

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Brazil	Pending	PI0110524-8	3-Apr-2001			Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Brazil	Pending	PI0110081-5	2-Apr-2001			Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
Brazil	Pending	PI0114667-0	11-Oct-2001			Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Brazil	Pending	PI0214912-5	6-Nov-2002			Uniroyal Chemical Company, Inc.	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS CONTAINING SAME
Brazil	Pending	PI0415547-5	13-Oct-2004			Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHODS FOR DECREASING THE TANGENT DELTA VALUE AND ABRASION INDEX
Brazil	Granted	PI9306277.0	13-Apr-1993	PI9306277.0	5-Sep-2000	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR FOR VINYL AROMATICS
Brazil	Granted	PI9405740.0	2-Feb-1994	PI9405740.0	20-Feb-2001	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE

270

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FOAM OBTAINED THEREFROM
Brazil	Pending	PI9910693-0	29-Apr-1999			Uniroyal Chemical Company, Inc.	METHOD FOR STABILIZING UNSATURATED ORGANIC COMPOUNDS FROM POLYMERIZATION
Brazil	Pending	PI0011617-3	24-May-2000			Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Brazil	Pending	PI0013346-9	2-Aug-2000			Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMER
Brazil	Pending	PI9915862-0	19-Nov-1999			Uniroyal Chemical Company, Inc.	LUBRICANT COMPOSITIONS COMPRISING MULTIPLE ANTIOXIDANTS
Brazil	Pending	PI0011970-9	26-May-2000			Uniroyal Chemical Company, Inc.	TEST METHOD FOR EVALUATING SOLUBLE POLYMER GROWTH WHEN RECYCLING INHIBITOR STREAMS
Brazil	Pending	PI0113185-0	8-Aug-2001			Uniroyal Chemical Company, Inc.	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer

271

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							and Lubricant
Brazil	Pending	PI0016113-6	13-Nov-2000			Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Brazil	Pending	PI0015512-8	6-Nov-2000			Uniroyal Chemical Company, Inc.	RUBBER COMPOSITION AND METHOD OF MAKING SAME
Brazil	Pending	PI0108708.8	12-Jan-2001			Uniroyal Chemical Company, Inc.	ENHANCEMENT OF SEED/FRUIT/NUT YIELDS FROM FLOWERING PLANTS
Canada	Pending	2406720	3-Apr-2001			Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Canada	Granted	2443652	8-Mar-2002	2443652	15-Sep-2009	Uniroyal Chemical Company, Inc.	HIGH FRICTION POLYURETHANE ELASTOMERS HAVING IMPROVED ABRASION RESISTANCE
Canada	Pending	2458332	11-Mar-2002			Uniroyal Chemical Company, Inc.	BLENDING OF RUBBER COMPOUNDS, FILLERS AND PLASTICIZERS
Canada	Pending	2469985	6-Nov-2002			Uniroyal Chemical Company, Inc.	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND

272

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							LUBRICANTS CONTAINING SAME
Canada	Granted	567,838	26-May-1988	1321202	10-Aug-1993	Uniroyal Chemical Company, Inc.	PROCESS FOR THE SELECTIVE REDUCTION OF 2-QUINOXALINE-4-OXIDES
Canada	Granted	587,018	6-Jan-1989	1340481	6-Apr-1999	Uniroyal Chemical Company, Inc.	HETEROCYCLIC QUINOXALINYLO XYPHENYLOXYPR OPANOATE HERBICIDES
Canada	Granted	2092534	30-Sep-1991	2092534	7-Jan-2003	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
Canada	Granted	2070551	5-Jun-1992	2070551	1-Apr-2003	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITORS FOR ACRYLIC ACIDS AND ESTERS
Canada	Granted	2250276	3-Mar-1997	2250276	5-Oct-2004	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR COMPOSITION
Canada	Granted	2150386	17-Nov-1993	2150386	16-Mar-2004	Uniroyal Chemical Company, Inc.	POLYURETHANES CURED WITH 4.4’-METHYLENE-BIS- (3-CHLORO-2,6 DIETHYLANILINE)
Canada	Granted	2156526	2-Feb-1994	2156526	12-Oct-2004	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THEREFROM
Canada	Granted	2257214	9-May-1997	2257214	21-Nov-2006	Uniroyal Chemical Company, Inc.	REMOVAL OF UNREACTED DIISOCYANATE

273

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							MONOMER FROM POLYURETHANE POLYMERS
Canada	Granted	550626	30-Oct-1987	1331621	23-Aug-1994	Uniroyal Chemical Company, Inc.	SUBSTITUTED 2-PHENYLIMINO-OXAZOLIDINE COMPOUNDS HAVING HERBICIDAL ACTIVITY
Canada	Granted	2283585	2-Mar-1998	2283585	20-Jan-2009	Uniroyal Chemical Company, Inc.	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
Canada	Granted	2278430	23-Jan-1998	2278430	1-Apr-2008	Uniroyal Chemical Company, Inc.	Lubricants Containing Ashless Antiwear-Dispersant Additive Having Viscosity Index Improver Credit
Canada	Granted	2331396	29-Apr-1999	2331396	23-Jun-2009	Uniroyal Chemical Company, Inc.	METHOD FOR STABILIZING UNSATURATED ORGANIC COMPOUNDS FROM POLYMERIZATION
Canada	Granted	2374663	24-May-2000	2374663	10-Nov-2009	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Canada	Granted	2379934	2-Aug-2000	2379934	16-Jun-2009	Uniroyal	INHIBITION OF

274

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Company, Inc.	POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMER
Canada	Granted	2370051	10-Apr-2000	2370051	23-Jun-2009	Uniroyal Chemical Company, Inc.	IMPROVEMENT IN PROCESSING OF COUPLED, FILLED POLYOLEFINS IMPROVEMENT IN PROCESSING OF COUPLED, FILLED POLYOLEFINS
Canada	Granted	2350216	8-Oct-1999	2350216	2-Sep-2008	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABILIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Canada	Granted	2349196	1-Nov-1999	2349196	20-Jan-2009	Uniroyal Chemical Company, Inc.	BLENDING OF POLYMERIC MATERIALS AND FILLERS
Canada	Pending	2416894	8-Aug-2001			Uniroyal Chemical Company, Inc.	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
Canada	Pending	2392526	13-Nov-2000			Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER

275

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							GROWTH
Chile	Granted	510/97	19-Mar-1997	40.336	14-Feb-2000	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
China P.R.	Granted	01808866.X	3-Apr-2001	ZL01808866.X	27-Aug-2008	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
China P.R.	Granted	200610006028.1	24-Jan-2006	ZL200610006028.1	10-Dec-2008	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
China P.R.	Granted	01817439.6	11-Oct-2001	ZL01817439.6	16-Jul-2008	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
China P.R.	Granted	02827346.X	6-Nov-2002	ZL02827346.X	23-Aug-2006	Uniroyal Chemical Company, Inc.	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS CONTAINING SAME
China P.R.	Granted	02825795.2	26-Sep-2002	ZL02825795.2	30-Aug-2006	Uniroyal Chemical Company, Inc.	ALKYL-SUCCINHYRAZIDE ADDITIVES FOR LUBRICANTS
China P.R.	Granted	02823685.8	30-Sep-2002	ZL02823685.8	24-May-2006	Uniroyal Chemical Company, Inc.	1,3,4-OXADIAZOLE ADDITIVES FOR LUBRICANTS
China P.R.	Granted	02825793.6	15-Oct-2002	ZL02825793.6	23-Aug-2006	Uniroyal	TRI-

276

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Company, Inc.	GLYCERINATE VEGETABLE OIL-SUCCINHYDRAZIDE ADDITIVES FOR LUBRICANTS
China P.R.	Granted	02827089.4	13-Nov-2002	ZL02827089.4	5-Nov-2008	Uniroyal Chemical Company, Inc.	METHOD OF PREPARING HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANTS
China P.R.	Pending	200480035090.2	13-Oct-2004			Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHODS FOR DECREASING THE TANGENT DELTA VALUE AND ABRASION INDEX
China P.R.	Granted	99813302.7	27-Sep-1999	99813302.7	11-Jan-2006	Uniroyal Chemical Company, Inc.	CYCLIC THIOUREA ADDITIVES FOR LUBRICANTS
China P.R.	Granted	00808988.4	24-May-2000	00808988.4	1-Dec-2004	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
China P.R.	Granted	00815989.0	6-Nov-2000	00815989.0	30-May-2007	Uniroyal Chemical Company, Inc.	RUBBER COMPOSITION AND METHOD OF MAKING SAME
China P.R.	Granted	00818625.1	5-Dec-2000	ZL00818625.1	7-Jun-2006	Uniroyal Chemical Company, Inc.	ANTIOXIDANT AMINES BASED ON N-(4-ANILINOPHENYL) AMIDES
Colombia	Pending	296672	21-Dec-1988			Uniroyal Chemical Company, Inc.	HETEROCYCLIC QUINOXALINYLO XYPHENYLOXYPR OPANOATE

277

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							HERBICIDES
Czech Republic	Pending	PV2002-3474	2-Apr-2001			Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
Czech Republic	Pending	PV2003-1015	11-Oct-2001			Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Czech Republic	Granted	PV2001-4447	24-May-2000	301125	5-Oct-2009	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Denmark	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION
Finland	Granted	952744	17-Nov-1993	113373	15-Apr-2004	Uniroyal Chemical Company, Inc.	POLYURETHANES CURED WITH 4.4’-METHYLENE-BIS- (3-CHLORO-2,6 DIETHYLANILINE)
Finland	Granted	20011153	1-Jun-2001	111736	15-Sep-2003	Uniroyal Chemical Company, Inc.	POLYURETHANES CURED WITH 4.4’METHYLENE-BIS-(3-CHLORO—2,6 DIETHYLANILINE)
Finland	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Uniroyal Chemical Company, Inc.	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Finland	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION

278

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
France	Granted	01987785.1	11-Oct-2001	1326943	25-Jan-2006	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
France	Granted	02721349.5	11-Mar-2002	1427774	19-Jul-2006	Uniroyal Chemical Company, Inc.	BLENDING OF RUBBER COMPOUNDS, FILLERS AND PLASTICIZERS
France	Granted	02786411.5	15-Oct-2002	1461403	25-Jan-2006	Uniroyal Chemical Company, Inc.	TRI-GLYCERINATE VEGETABLE OIL-SUCCINGHYDRAZIDE ADDITIVES FOR LUBRICANTS
France	Granted	91919065.2	30-Sep-1991	0553210	19-Jul-1995	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
France	Granted	92305201.3	5-Jun-1992	0522709	21-Aug-1996	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITORS FOR ACRYLIC ACIDS AND ESTERS
France	Granted	93909517.0	13-Apr-1993	0637294	29-Jul-1998	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR FOR VINYL AROMATICS
France	Granted	94913370.6	5-Apr-1994	0694057	1-Mar-2000	Uniroyal Chemical Company, Inc.	LUBRICANT COMPOSITION CONTAINING ANTIOXIDANT
France	Granted	98902582.0	19-Jan-1998	0956329	15-Nov-2006	Uniroyal Chemical Company, Inc.	DITHIOCARBAMATE DERIVATIVES AND LUBRICANTS CONTAINING SAME

279

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
France	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION
France	Granted	98943518.5	1-Sep-1998	1017280	18-Aug-2004	Uniroyal Chemical Company, Inc.	SEED TREATMENT FUNGICIDES FOR CONTROL OF PLANT DISEASES
France	Granted	99971639.2	27-Sep-1999	1124920	9-Jun-2004	Uniroyal Chemical Company, Inc.	CYCLIC THIOUREA ADDITIVES FOR LUBRICANTS
France	Granted	00952395.2	2-Aug-2000	1206507	20-Oct-2004	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMERS
France	Granted	00922009.6	10-Apr-2000	1173514	7-Apr-2004	Uniroyal Chemical Company, Inc.	IMPROVEMENT IN PROCESSING OF COUPLED, FILLED POLYOLEFINS
France	Granted	99951883.0	8-Oct-1999	1129133	7-Apr-2004	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABIFLIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
France	Granted	00936362.3	26-May-2000	1190247	17-Mar-2004	Uniroyal Chemical Company, Inc.	TEST METHOD FOR EVALUATING SOLUBLE POLYMER GROWTH WHEN RECYCLING INHIBITOR STREAMS

280

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Germany	Granted	01924585.1	3-Apr-2001	60113524.5	21-Sep-2005	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Germany	Granted	01923049.9	2-Apr-2001	60120677.0	14-Jun-2006	Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
Germany	Granted	01987785.1	11-Oct-2001	60116894.1	25-Jan-2006	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Germany	Granted	02721349.5	11-Mar-2002	60213261.4	19-Jul-2006	Uniroyal Chemical Company, Inc.	BLENDING OF RUBBER COMPOUNDS, FILLERS AND PLASTICIZERS
Germany	Granted	02786411.5	15-Oct-2002	60208924.7	25-Jan-2006	Uniroyal Chemical Company, Inc.	TRI-GLYCERINATE VEGETABLE OIL-SUCCINGHYDRAZIDE ADDITIVES FOR LUBRICANTS
Germany	Granted	91919065.2	30-Sep-1991	69111462.5	19-Jul-1995	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
Germany	Granted	92305201.3	5-Jun-1992	P69212925.1	21-Aug-1996	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITORS FOR ACRYLIC ACIDS AND ESTERS
Germany	Granted	93909517.0	13-Apr-1993	69320039.1	29-Jul-1998	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR FOR VINYL AROMATICS
Germany	Granted	94909541.8	2-Feb-1994	69426262.5	8-Nov-2000	Uniroyal	STABILIZED

281

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Company, Inc.	POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THEREFROM
Germany	Granted	94913370.6	5-Apr-1994	69423211.4	1-Mar-2000	Uniroyal Chemical Company, Inc.	LUBRICANT COMPOSITION CONTAINING ANTIOXIDANT
Germany	Granted	98902582.0	19-Jan-1998	69836414.7	15-Nov-2006	Uniroyal Chemical Company, Inc.	DITHIOCARBAMATE DERIVATIVES AND LUBRICANTS CONTAINING SAME
Germany	Granted	99920222.9	30-Apr-1999	69914327.6	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION
Germany	Granted	98943518.5	1-Sep-1998	69825766.9	18-Aug-2004	Uniroyal Chemical Company, Inc.	SEED TREATMENT FUNGICIDES FOR CONTROL OF PLANT DISEASES
Germany	Granted	99971639.2	27-Sep-1999	69917921.1	9-Jun-2004	Uniroyal Chemical Company, Inc.	CYCLIC THIOUREA ADDITIVES FOR LUBRICANTS
Germany	Granted	00937724.3	24-May-2000	60010258.0	28-Apr-2004	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Germany	Granted	00922009.6	10-Apr-2000	60009690.4	7-Apr-2004	Uniroyal Chemical Company, Inc.	IMPROVEMENT IN PROCESSING OF COUPLED, FILLED POLYOLEFINS
Germany	Granted	99951883.0	8-Oct-1999	69916313.7	7-Apr-2004	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABIFLIZED BY BLENDS OF STERICALLY HINDERED

282

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PHENOLS, SECONDARY AMINES, AND THIOETHERS
Germany	Granted	00948735.6	18-Jul-2000	60025614.6	18-Jan-2006	Uniroyal Chemical Company, Inc.	PROCESS FOR MAKING N-ALKYL BIS (THIAZOLYL) SULFENIMIDES
Germany	Granted	00936362.3	26-May-2000	60009066.3	17-Mar-2004	Uniroyal Chemical Company, Inc.	TEST METHOD FOR EVALUATING SOLUBLE POLYMER GROWTH WHEN RECYCLING INHIBITOR STREAMS
Germany	Granted	00943172.7	26-Jun-2000	60013453.9	1-Sep-2004	Uniroyal Chemical Company, Inc.	IMIDAZOLE THIONE ADDITIVES FOR LUBRICANTS
Germany	Granted	00983908.5	5-Dec-2000	60015606.0	3-Nov-2004	Uniroyal Chemical Company, Inc.	ANTIOXIDANT AMINES BASED ON N-(4-ANILINOPHENYL) AMIDES
Great Britain	Granted	01923049.9	2-Apr-2001	1276804	14-Jun-2006	Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
Great Britain	Granted	01987785.1	11-Oct-2001	1326943	25-Jan-2006	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Great Britain	Granted	02786411.5	15-Oct-2002	1461403	25-Jan-2006	Uniroyal Chemical Company, Inc.	TRI-GLYCERINATE VEGETABLE OIL-SUCCINGHYDRAZIDE ADDITIVES

283

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FOR LUBRICANTS
Great Britain	Granted	98902582.0	19-Jan-1998	0956329	15-Nov-2006	Uniroyal Chemical Company, Inc.	DITHIOCARBAMATE DERIVATIVES AND LUBRICANTS CONTAINING SAME
Great Britain	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION
Great Britain	Granted	98943518.5	1-Sep-1998	1017280	18-Aug-2004	Uniroyal Chemical Company, Inc.	SEED TREATMENT FUNGICIDES FOR CONTROL OF PLANT DISEASES
Great Britain	Granted	99971639.2	27-Sep-1999	1124920	9-Jun-2004	Uniroyal Chemical Company, Inc.	CYCLIC THIOUREA ADDITIVES FOR LUBRICANTS
Great Britain	Granted	00922009.6	10-Apr-2000	1173514	7-Apr-2004	Uniroyal Chemical Company, Inc.	IMPROVEMENT IN PROCESSING OF COUPLED, FILLED POLYOLEFINS
Great Britain	Granted	99951883.0	8-Oct-1999	1129133	7-Apr-2004	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABIFLIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Great Britain	Granted	00936362.3	26-May-2000	1190247	17-Mar-2004	Uniroyal Chemical Company, Inc.	TEST METHOD FOR EVALUATING SOLUBLE POLYMER GROWTH WHEN RECYCLING INHIBITOR STREAMS

284

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Great Britain	Granted	00943172.7	26-Jun-2000	1204728	1-Sep-2004	Uniroyal Chemical Company, Inc.	IMIDAZOLE THIONE ADDITIVES FOR LUBRICANTS
Great Britain	Granted	00983908.5	5-Dec-2000	1252209	3-Nov-2004	Uniroyal Chemical Company, Inc.	ANTIOXIDANT AMINES BASED ON N-(4-ANILINOPHENYL) AMIDES
India	Pending	00315/MUMNP/2006	17-Mar-2006			Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
India	Granted	PCT/2002/01377/MUM	2-Apr-2001	201249	14-Jul-2006	Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
India	Pending	01604/DEL2003	8-Mar-2002			Uniroyal Chemical Company, Inc.	HIGH FRICTION POLYURETHANE ELASTOMERS HAVING IMPROVED ABRASION RESISTANCE
India	Pending	2126/DELNP/2006	13-Oct-2004			Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHODS FOR DECREASING THE TANGENT DELTA VALUE AND ABRASION INDEX
India	Granted	1101/DEL/97	29-Apr-1997	232796	21-Mar-2009	Uniroyal Chemical Company, Inc.	POLYURETHANE COMPOSITION USEFUL FOR COATING CYLINDRICAL PARTS
India	Pending	1968/DEL/2005	26-Jul-2005			Uniroyal Chemical	Polyurethane Composition Useful

285

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	For Coating Cylinarical Parts
India	Pending	1618DELNP2005	15-Feb-2000			Uniroyal Chemical Company, Inc.	OIL SOLUBLE MOLYBDENUM MULTI-FUNCTIONAL FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
India	Granted	INPCT/2001/00817/DEL	15-Feb-2000	217883	29-Mar-2008	Uniroyal Chemical Company, Inc.	OIL SOLUBLE MOLYBDENUM MULTI-FUNCTIONAL FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
India	Granted	2002,00108	18-Jul-2000	230891	28-Feb-2009	Uniroyal Chemical Company, Inc.	PROCESS FOR MAKING N-ALKYL BIS (THIAZOLYL) SULFENIMIDES
India	Granted	114/MUMNP2003	8-Aug-2001	204036	28-Sep-2006	Uniroyal Chemical Company, Inc.	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
India	Granted	4489/DELNP/2005	4-Oct-2005	236439	29-Oct-2009	Uniroyal Chemical Company, Inc.	IMIDAZONE THIONE ADDITIVES FOR LUBRICANTS
India	Granted	INPCT200100752MUM	15-Sep-2000	213608	9-Jan-2008	Uniroyal Chemical Company, Inc.	SIDE BEARING PAD
India	Granted	2002/00647	6-Nov-2000	205613	5-Apr-2007	Uniroyal	RUBBER

286

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Company, Inc.	COMPOSITION AND METHOD OF MAKING SAME
Indonesia	Pending	W-00200202496	3-Apr-2001			Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Indonesia	Granted	W-00200300747	11-Oct-2001	ID0022110	10-Oct-2008	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Indonesia	Granted	W-00200302152	8-Mar-2002	ID0016801	29-Dec-2005	Uniroyal Chemical Company, Inc.	HIGH FRICTION POLYURETHANE ELASTOMERS HAVING IMPROVED ABRASION RESISTANCE
Indonesia	Granted	W00200200376	2-Aug-2000	ID0014744	29-Nov-2004	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMER
Indonesia	Pending	W-00200201235	13-Nov-2000			Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Indonesia	Granted	W-00200201248	6-Nov-2000	ID0017903	7-Aug-2006	Uniroyal Chemical Company, Inc.	RUBBER COMPOSITION AND METHOD OF MAKING SAME
Ireland	Granted	01987785.1	11-Oct-2001	1326943	25-Jan-2006	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS

287

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							POLYMERIZATION INHIBITORS
Ireland	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION
Israel	Granted	126294	13-Mar-1997	126294	31-Dec-2000	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Italy	Granted	01923049.9	2-Apr-2001	1276804	14-Jun-2006	Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
Italy	Granted	01987785.1	11-Oct-2001	1326943	25-Jan-2006	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Italy	Granted	02721349.5	11-Mar-2002	1427774	19-Jul-2006	Uniroyal Chemical Company, Inc.	BLENDING OF RUBBER COMPOUNDS, FILLERS AND PLASTICIZERS
Italy	Granted	91919065.2	30-Sep-1991	0553210	19-Jul-1995	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
Italy	Granted	94909541.8	2-Feb-1994	0686172	8-Nov-2000	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THEREFROM
Italy	Granted	94913370.6	5-Apr-1994	0694057	1-Mar-2000	Uniroyal Chemical Company, Inc.	LUBRICANT COMPOSITION CONTAINING ANTIOXIDANT

288

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Italy	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION
Italy	Granted	98943518.5	1-Sep-1998	1017280	18-Aug-2004	Uniroyal Chemical Company, Inc.	SEED TREATMENT FUNGICIDES FOR CONTROL OF PLANT DISEASES
Italy	Granted	00937724.3	24-May-2000	1185501	28-Apr-2004	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Italy	Granted	00922009.6	10-Apr-2000	1173514	7-Apr-2004	Uniroyal Chemical Company, Inc.	IMPROVEMENT IN PROCESSING OF COUPLED, FILLED POLYOLEFINS
Italy	Granted	99951883.0	8-Oct-1999	1129133	7-Apr-2004	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABIFLIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Italy	Granted	00936362.3	26-May-2000	1190247	17-Mar-2004	Uniroyal Chemical Company, Inc.	TEST METHOD FOR EVALUATING SOLUBLE POLYMER GROWTH WHEN RECYCLING INHIBITOR STREAMS
Japan	Granted	2001-580192	3-Apr-2001	3898053	5-Jan-2007	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Japan	Granted	2001-578539	2-Apr-2001	3987726	20-Jul-2007	Uniroyal Chemical	Liquid Antiozonants and Rubber

289

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	Compositions Containing Same
Japan	Granted	2002-516233	19-Jul-2001	3919659	23-Feb-2007	Uniroyal Chemical Company, Inc.	Recycle of Nitroxyl-Containing Streams at Low Temperature
Japan	Pending	2002-536396	11-Oct-2001			Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Japan	Granted	2002-536397	2-Oct-2001	4248875	23-Jan-2009	Uniroyal Chemical Company, Inc.	BLENDS OF QUINONE ALKIDE AND NITROXYL COMPOUNDS AS POLYMERIZATION INHIBITORS
Japan	Pending	2003-552820	6-Nov-2002			Uniroyal Chemical Company, Inc.	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS CONTAINING SAME
Japan	Granted	2004-539751	26-Sep-2002	4027934	19-Oct-2007	Uniroyal Chemical Company, Inc.	ALKYL-SUCCINHYRAZIDE ADDITIVES FOR LUBRICANTS
Japan	Granted	2003-549460	30-Sep-2002	4111918	18-Apr-2008	Uniroyal Chemical Company, Inc.	1,3,4-OXADIAZOLE ADDITIVES FOR LUBRICANTS
Japan	Pending	2003-549459	15-Oct-2002			Uniroyal Chemical Company, Inc.	TRI-GLYCERINATE VEGETABLE OIL-SUCCINHYDRAZIDE ADDITIVES

290

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FOR LUBRICANTS
Japan	Granted	2003-552704	13-Nov-2002	4141958	20-Jun-2008	Uniroyal Chemical Company, Inc.	METHOD OF PREPARING HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANTS
Japan	Pending	2006-536696	13-Oct-2004			Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHODS FOR DECREASING THE TANGENT DELTA VALUE AND ABRASION INDEX
Japan	Granted	184087/92	10-Jul-1992	2032114	19-Mar-1996	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITORS FOR ACRYLIC ACIDS AND ESTERS
Japan	Granted	532646/97	3-Mar-1997	3157841	9-Feb-2001	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR COMPOSITION
Japan	Granted	514108/93	26-Jan-1993	2568804	3-Oct-1996	Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR PROTECTING PLANTS FROM PHYTOPATHOGENIC FUNGI
Japan	Granted	519289/93	13-Apr-1993	2804372	17-Jul-1998	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR FOR VINYL AROMATICS
Japan	Granted	500583/98	9-May-1997	3183519	27-Apr-2001	Uniroyal Chemical Company, Inc.	REMOVAL OF UNREACTED DIISOCYANATE MONOMER FROM POLYURETHANE POLYMERS
Japan	Granted	536204/97	13-Mar-1997	3200441	15-Jun-2001	Uniroyal	PREPARATION OF

291

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Company, Inc.	SUBSTITUTED AROMATIC AMINES
Japan	Granted	539609/98	2-Mar-1998	3282830	1-Mar-2002	Uniroyal Chemical Company, Inc.	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
Japan	Granted	2000-513840	1-Sep-1998	3803028	12-May-2006	Uniroyal Chemical Company, Inc.	PROCESS FOR THE PREPARATION OF IMIDAZOLINE NITROXYL
Japan	Granted	533240/98	23-Jan-1998	3324764	5-Jul-2002	Uniroyal Chemical Company, Inc.	PHENOLIC BORATES FOR USE AS A LUBRICANT ADDITIVE
Japan	Granted	533239/98	23-Jan-1998	3332935	26-Jul-2002	Uniroyal Chemical Company, Inc.	Lubricants Containing Ashless Antiwear-Dispersant Additive Having Viscosity Index Improver Credit
Japan	Granted	2000-603330	27-Sep-1999	3602057	1-Oct-2004	Uniroyal Chemical Company, Inc.	CYCLIC THIOUREA ADDITIVES FOR LUBRICANTS
Japan	Granted	2001-517637	2-Aug-2000	4083429	22-Feb-2008	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMER
Japan	Granted	2000-612370	10-Apr-2000	4057245	21-Dec-2007	Uniroyal	IMPROVEMENT IN

292

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Company, Inc.	PROCESSING OF COUPLED, FILLED POLYOLEFINS IMPROVEMENT IN PROCESSING OF COUPLED, FILLED POLYOLEFINS
Japan	Granted	2000-581086	8-Oct-1999	4148645	4-Jul-2008	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABILIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Japan	Granted	2000-605702	15-Feb-2000	3544946	16-Apr-2004	Uniroyal Chemical Company, Inc.	OIL SOLUBLE MOLYBDENUM MULTI-FUNCTIONAL FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
Japan	Pending	2006-131521	10-May-2006			Uniroyal Chemical Company, Inc.	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
Japan	Granted	2002-519521	8-Aug-2001	4074191	1-Feb-2008	Uniroyal Chemical Company, Inc.	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the

293

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							Resulting Polymer and Lubricant
Japan	Granted	2001-541145	13-Nov-2000	4070461	25-Jan-2008	Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Japan	Granted	2001-512815	26-Jun-2000	3523235	20-Feb-2004	Uniroyal Chemical Company, Inc.	IMIDAZOLE THIONE ADDITIVES FOR LUBRICANTS
Japan	Pending	2001-539011	6-Nov-2000			Uniroyal Chemical Company, Inc.	RUBBER COMPOSITION AND METHOD OF MAKING SAME
Japan	Granted	2001-550301	5-Dec-2000	4094850	14-Mar-2008	Uniroyal Chemical Company, Inc.	ANTIOXIDANT AMINES BASED ON N-(4-ANILINOPHENYL) AMIDES
Malaysia	Granted	PI20012045	2-May-2001	MY-130469-A	29-Jun-2007	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Malaysia	Pending	PI20013612	31-Jul-2001			Uniroyal Chemical Company, Inc.	Recycle of Nitroxyl-Containing Streams at Low Temperature
Malaysia	Pending	PI9500244	3-Feb-1995			Uniroyal Chemical Company, Inc.	RUBBER COMPOUNDING FORMULATION AND METHOD
Malaysia	Granted	PI20003714	14-Aug-2000	MY-128862-A	28-Feb-2007	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMERS
Malaysia	Pending	PI20005674	1-Dec-2000			Uniroyal Chemical	COMPOSITION AND METHOD

294

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Mexico	Granted	2002/010812	3-Apr-2001	232778	9-Dec-2005	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Mexico	Granted	2002/009583	30-Jan-2001	245541	30-Apr-2007	Uniroyal Chemical Company, Inc.	Rotational Casting Method for Coating a Flexible Substrate and Resulting Coated Flexible Article
Mexico	Granted	2003/000990	19-Jul-2001	246121	31-May-2007	Uniroyal Chemical Company, Inc.	Recycle of Nitroxyl-Containing Streams at Low Temperature
Mexico	Granted	2003/003314	11-Oct-2001	231754	1-Nov-2005	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Mexico	Pending	PA/a/2007/000947	23-Jan-2007			Uniroyal Chemical Company, Inc.	BLENDS OF QUINONE ALKIDE AND NITROXYL COMPOUNDS AS POLYMERIZATION INHIBITORS
Mexico	Granted	2003/003405	2-Oct-2001	262482	25-Nov-2008	Uniroyal Chemical Company, Inc.	BLENDS OF QUINONE ALKIDE AND NITROXYL COMPOUNDS AS POLYMERIZATION INHIBITORS
Mexico	Granted	2004/002406	11-Mar-2002	254967	26-Feb-2008	Uniroyal Chemical Company, Inc.	BLENDING OF RUBBER COMPOUNDS, FILLERS AND PLASTICIZERS
Mexico	Granted	9101321	27-Sep-1991	178836	21-Jul-1995	Uniroyal	STABILIZATION

295

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Company, Inc.	OF POLYPOLS WITH LIQUID ANTISCORCH COMPOSITION
Mexico	Granted	9101669	18-Oct-1991	181695	22-May-1996	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
Mexico	Granted	9205120	8-Sep-1992	181142	22-Mar-1996	Uniroyal Chemical Company, Inc.	STABILIZATION OF POLYOXYALKYLENE POLYETHER POLYOLS
Mexico	Granted	963197	25-Jan-1995	197764	27-Jul-2000	Uniroyal Chemical Company, Inc.	RUBBER COMPOUNDING FORMULATION AND METHOD
Mexico	Granted	003122	29-Sep-1998	212349	19-Dec-2002	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THREFROM
Mexico	Granted	2001/007107	15-Dec-1999	220508	21-May-2004	Uniroyal Chemical Company, Inc.	In Situ Preparation of Bis(Benzothiazolesulfen) Amide in a Polymeric Matrix
Mexico	Granted	2001/012910	24-May-2000	221648	23-Jul-2004	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Mexico	Granted	2002/001651	2-Aug-2000	228619	21-Jun-2005	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMER
Mexico	Granted	2001/004445	1-Nov-1999	229671	4-Aug-2005	Uniroyal Chemical	BLENDING OF POLYMERIC

296

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	MATERIALS AND FILLERS
Mexico	Granted	2002/001101	18-Jul-2000	226214	10-Feb-2005	Uniroyal Chemical Company, Inc.	PROCESS FOR MAKING N-ALKYL BIS (THIAZOLYL) SULFENIMIDES
Mexico	Granted	2003/001289	8-Aug-2001	235239	27-Mar-2006	Uniroyal Chemical Company, Inc.	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
Mexico	Granted	2002/005502	13-Nov-2000	261401	15-Oct-2008	Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Mexico	Granted	2002/007029	5-Dec-2000	226175	8-Feb-2005	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Mexico	Granted	2002/006543	5-Dec-2000	237319	30-May-2006	Uniroyal Chemical Company, Inc.	ANTIOXIDANT AMINES BASED ON N-(4-ANILINOPHENYL) AMIDES
Netherlands	Granted	01924585.1	3-Apr-2001	1278712	21-Sep-2005	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Netherlands	Granted	01987785.1	11-Oct-2001	1326943	25-Jan-2006	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS

297

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Netherlands	Granted	91919065.2	30-Sep-1991	0553210	19-Jul-1995	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
Netherlands	Granted	93909517.0	13-Apr-1993	0637294	29-Jul-1998	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR FOR VINYL AROMATICS
Netherlands	Granted	94909541.8	2-Feb-1994	0686172	8-Nov-2000	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THEREFROM
Netherlands	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION
Netherlands	Granted	98943518.5	1-Sep-1998	1017280	18-Aug-2004	Uniroyal Chemical Company, Inc.	SEED TREATMENT FUNGICIDES FOR CONTROL OF PLANT DISEASES
Netherlands	Granted	00952395.2	2-Aug-2000	1206507	20-Oct-2004	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMERS
Netherlands	Granted	00922009.6	10-Apr-2000	1173514	7-Apr-2004	Uniroyal Chemical Company, Inc.	IMPROVEMENT IN PROCESSING OF COUPLED, FILLED POLYOLEFINS
Netherlands	Granted	99951883.0	8-Oct-1999	1129133	7-Apr-2004	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABIFLIZED BY BLENDS OF STERICALLY HINDERED PHENOLS,

298

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							SECONDARY AMINES, AND THIOETHERS
Netherlands	Granted	00936362.3	26-May-2000	1190247	17-Mar-2004	Uniroyal Chemical Company, Inc.	TEST METHOD FOR EVALUATING SOLUBLE POLYMER GROWTH WHEN RECYCLING INHIBITOR STREAMS
Philippines	Granted	37047	10-Jun-1988	25129	19-Feb-1991	Uniroyal Chemical Company, Inc.	PROCESS FOR THE SELECTIVE REDUCTION OF 2-QUINOXALINE-4-OXIDES
Poland	Pending	P-377841	10-Mar-2004			Uniroyal Chemical Company, Inc.	4-NITROSODIPHENYLAMINE DERIVATIVES AND THEIR USE AS COUPLING AGENTS FOR FILLED RUBBER COMPOUNDS
Poland	Granted	277055	5-Jan-1989	153976	10-Dec-1990	Uniroyal Chemical Company, Inc.	HETEROCYCLIC QUINOXALINYLO XYPHENYLOXYPR OPANOATE HERBICIDES
Republic of Korea	Granted	7014561/2002	3-Apr-2001	10-0879678	13-Jan-2009	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Republic of Korea	Pending	7013865/2002	2-Apr-2001			Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
Republic of Korea	Granted	7005294/2003	11-Oct-2001	10-0815329	13-Mar-2008	Uniroyal Chemical	C-NITROSOANILINE

299

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Republic of Korea	Granted	7005217/2003	2-Oct-2001	10-0812038	3-Mar-2008	Uniroyal Chemical Company, Inc.	BLENDS OF QUINONE ALKIDE AND NITROXYL COMPOUNDS AS POLYMERIZATION INHIBITORS
Republic of Korea	Granted	7013264/2003	8-Mar-2002	10-0839303	11-Jun-2008	Uniroyal Chemical Company, Inc.	HIGH FRICTION POLYURETHANE ELASTOMERS HAVING IMPROVED ABRASION RESISTANCE
Republic of Korea	Pending	2006-7007579	13-Oct-2004			Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHODS FOR DECREASING THE TANGENT DELTA VALUE AND ABRASION INDEX
Republic of Korea	Granted	17741/88	29-Dec-1988	120267	14-Aug-1997	Uniroyal Chemical Company, Inc.	HETEROCYCLIC QUINOXALINYLO XYPHENYLOXYPR OPANOATE HERBICIDES
Republic of Korea	Granted	701069/93	30-Sep-1991	0215505	24-May-1999	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
Republic of Korea	Granted	703707/94	13-Apr-1993	0353264	5-Sep-2002	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR FOR VINYL AROMATICS
Republic of	Granted	704056/96	25-Jan-1995	0320064	24-Dec-2001	Uniroyal	RUBBER

300

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Korea						Chemical Company, Inc.	COMPOUNDING FORMULATION AND METHOD
Republic of Korea	Granted	7016795/2004	19-Oct-2004	0497955	20-Jun-2005	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
Republic of Korea	Pending	99-7007485	2-Mar-1998			Uniroyal Chemical Company, Inc.	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
Republic of Korea	Granted	7001664/2002	2-Aug-2000	10-0694450	6-Mar-2007	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMER
Republic of Korea	Pending	2001-7005785	8-Oct-1999			Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABILIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Republic of Korea	Granted	7011668/2001	15-Feb-2000	10-0640453	24-Oct-2006	Uniroyal Chemical Company, Inc.	OIL SOLUBLE MOLYBDENUM MULTI-FUNCTIONAL FRICTION MODIFIER

301

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							ADDITIVES FOR LUBRICANT COMPOSITIONS
Republic of Korea	Granted	7007007/2002	13-Nov-2000	10-0763663	27-Sep-2007	Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Republic of Korea	Granted	2002-7005771	6-Nov-2000	705989	4-Apr-2007	Uniroyal Chemical Company, Inc.	RUBBER COMPOSITION AND METHOD OF MAKING SAME
Republic of Korea	Granted	7009091/2002	5-Dec-2000	10-0727222	4-Jun-2007	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
Singapore	Granted	200206576-1	3-Apr-2001	92838	30-Nov-2004	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Singapore	Granted	200301556-7	11-Oct-2001	95753	29-Jul-2005	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Singapore	Granted	200403438-5	6-Nov-2002	104813	30-Jun-2006	Uniroyal Chemical Company, Inc.	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS CONTAINING SAME
Singapore	Granted	200403347-8	13-Nov-2002	104774	30-Jun-2006	Uniroyal Chemical	METHOD OF PREPARING

302

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	HYDROXYALKYL HINDERED PHENOLIC ANTIOXIDANTS
Singapore	Granted	9600820.6	2-Feb-1994	71646	24-Oct-2000	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THEREFROM
Singapore	Granted	200102723-4	19-Nov-1999	80846	31-Jul-2003	Uniroyal Chemical Company, Inc.	LUBRICANT COMPOSITIONS COMPRISING MULTIPLE ANTIOXIDANTS
Singapore	Granted	200105561-5	15-Feb-2000	83479	30-Sep-2003	Uniroyal Chemical Company, Inc.	OIL SOLUBLE MOLYBDENUM MULTI-FUNCTIONAL FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
Slovak Republic	Pending	PP1503-2002	2-Apr-2001			Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
Slovak Republic	Granted	PV1808-2001	24-May-2000	285493	20-Dec-2006	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
South Africa	Granted	2003/8187	8-Mar-2002	2003/8187	24-Nov-2004	Uniroyal Chemical Company, Inc.	HIGH FRICTION POLYURETHANE ELASTOMERS HAVING IMPROVED ABRASION RESISTANCE
Spain	Granted	01987785.1	11-Oct-2001	1326943	25-Jan-2006	Uniroyal

303

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Spain	Granted	02721349.5	11-Mar-2002	1427774	19-Jul-2006	Uniroyal Chemical Company, Inc.	BLENDING OF RUBBER COMPOUNDS, FILLERS AND PLASTICIZERS
Spain	Granted	91919065.2	30-Sep-1991	0553210	19-Jul-1995	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
Spain	Granted	97924800.2	23-May-1997	0910366	13-Nov-2002	Uniroyal Chemical Company, Inc.	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Spain	Granted	98908819.0	2-Mar-1998	0968192	18-Feb-2004	Uniroyal Chemical Company, Inc.	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
Spain	Granted	98949599.9	29-Sep-1998	1023377	3-Dec-2003	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THREFROM
Spain	Granted	99951883.0	8-Oct-1999	1129133	7-Apr-2004	Uniroyal Chemical	THERMOPLASTIC RESINS

304

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	STABIFLIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Spain	Granted	00948735.6	18-Jul-2000	1200420	18-Jan-2006	Uniroyal Chemical Company, Inc.	PROCESS FOR MAKING N-ALKYL BIS (THIAZOLYL) SULFENIMIDES
Spain	Granted	00936362.3	26-May-2000	1190247	17-Mar-2004	Uniroyal Chemical Company, Inc.	TEST METHOD FOR EVALUATING SOLUBLE POLYMER GROWTH WHEN RECYCLING INHIBITOR STREAMS
Spain	Granted	00955549.1	14-Aug-2000	1209977	29-Oct-2003	Uniroyal Chemical Company, Inc.	METHOD FOR CONTROLLING FUNGI USING PHENYLHYDRAZINE DERIVATIVES
Sweden	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal Chemical Company, Inc.	BIOLOGICALLY-ACTIVE MICRODISPERSION COMPOSITION
Sweden	Granted	99951883.0	8-Oct-1999	1129133	7-Apr-2004	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABIFLIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Switzerland	Granted	99920222.9	30-Apr-1999	1087658	21-Jan-2004	Uniroyal	BIOLOGICALLY-

305

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Chemical Company, Inc.	ACTIVE MICRODISPERSION COMPOSITION
Switzerland	Granted	99951883.0	8-Oct-1999	1129133	7-Apr-2004	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABIFLIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
Taiwan	Granted	90109046	16-Apr-2001	NI-175306	30-Jul-2003	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Taiwan	Granted	90109282	18-Apr-2001	I229106	11-Mar-2005	Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
Taiwan	Granted	90118803	1-Aug-2001	NI-196027	26-May-2004	Uniroyal Chemical Company, Inc.	Recycle of Nitroxyl-Containing Streams at Low Temperature
Taiwan	Granted	90125550	16-Oct-2001	NI-180540	23-Oct-2003	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Taiwan	Pending	093131895	20-Oct-2004			Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHODS FOR DECREASING THE TANGENT DELTA VALUE AND ABRASION INDEX
Taiwan	Granted	82103028	20-Apr-1993	NI-072468	22-Nov-1995	Uniroyal Chemical	POLYMERIZATION INHIBITOR FOR

306

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	VINYL AROMATICS
Taiwan	Granted	84100906	28-Jan-1995	NI-081819	24-Feb-1997	Uniroyal Chemical Company, Inc.	RUBBER COMPOUNDING FORMULATION AND METHOD
Taiwan	Granted	89116233	11-Aug-2000	I252864	11-Apr-2006	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMERS
Taiwan	Granted	89115039	27-Jul-2000	NI-203598	6-Oct-2004	Uniroyal Chemical Company, Inc.	THE PROCESS FOR MAKING N-ALKYL BIS (THIAZOLYL) SULFENIMIDES
Taiwan	Granted	89111046	7-Jun-2000	I254051	1-May-2006	Uniroyal Chemical Company, Inc.	TEST METHOD FOR EVALUATING SOLUBLE POLYMER GROWTH WHEN RECYCLING INHIBITOR STGREAMS
Taiwan	Granted	89125330	29-Nov-2000	I259185	1-Aug-2006	Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
Thailand	Pending	065128	23-Apr-2001			Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
Thailand	Pending	065041	18-Apr-2001			Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
Thailand	Pending	067277	27-Jul-2001			Uniroyal Chemical	Recycle of Nitroxyl-Containing Streams

307

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	at Low Temperature
Thailand	Pending	069001	12-Oct-2001			Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
Thailand	Pending	068808	4-Oct-2001			Uniroyal Chemical Company, Inc.	BLENDS OF QUINONE ALKIDE AND NITROXYL COMPOUNDS AS POLYMERIZATION INHIBITORS
Thailand	Pending	094725	20-Oct-2004			Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHODS FOR DECREASING THE TANGENT DELTA VALUE AND ABRASION INDEX
Thailand	Pending	037529	27-May-1997			Uniroyal Chemical Company, Inc.	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
Thailand	Granted	042671	9-Mar-1998	20899	16-Nov-2006	Uniroyal Chemical Company, Inc.	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS
Thailand	Pending	050607	24-May-1999			Uniroyal Chemical	METHOD FOR STABILIZING

308

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	UNSATURATED ORGANIC COMPOUNDS FROM POLYMERIZATION
Thailand	Pending	059695	15-Aug-2000			Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMERS
Thailand	Pending	062129	28-Nov-2000			Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIATION AND POLYMER GROWTH
Thailand	Pending	062928	5-Jan-2001			Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
United States	Granted	09/564221	3-May-2000	6344560	5-Feb-2002	Uniroyal Chemical Company, Inc.	Nitroaromatic Solubilizer for Nitroxyls in Aromatic Solvents
United States	Granted	09/552098	19-Apr-2000	6706216	16-Mar-2004	Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
United States	Granted	10/054275	22-Oct-2001	6706217	16-Mar-2004	Uniroyal Chemical Company, Inc.	Liquid Antiozonants and Rubber Compositions Containing Same
United States	Granted	09/590320	8-Jun-2000	6753374	22-Jun-2004	Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHOD FOR INCREASING THE MOONEY

309

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							SCORCH VALUE
United States	Granted	10/703581	10-Nov-2003	7022220	4-Apr-2006	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
United States	Granted	10/703580	10-Nov-2003	6902663	7-Jun-2005	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
United States	Granted	10/703592	10-Nov-2003	6899806	31-May-2005	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
United States	Granted	10/030991	11-Oct-2001	6685823	3-Feb-2004	Uniroyal Chemical Company, Inc.	C-NITROSOANILINE COMPOUNDS AND THEIR BLENDS AS POLYMERIZATION INHIBITORS
United States	Granted	11/370691	7-Mar-2006	7473795	6-Jan-2009	Uniroyal Chemical Company, Inc.	BLENDS OF QUINONE ALKIDE AND NITROXYL COMPOUNDS AS POLYMERIZATION INHIBITORS
United States	Granted	10/363970	2-Oct-2001	7045647	16-May-2006	Uniroyal Chemical Company, Inc.	BLENDS OF QUINONE ALKIDE AND NITROXYL COMPOUNDS AS POLYMERIZATION INHIBITORS
United States	Granted	09/685168	6-Oct-2000	6569927	27-May-2003	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABILIZED BY

310

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND LACTONES
United States	Granted	10/091209	4-Mar-2002	6723771	20-Apr-2004	Uniroyal Chemical Company, Inc.	HIGH FRICTION POLYURETHANE ELASTOMERS HAVING IMPROVED ABRASION RESISTANCE
United States	Granted	09/951018	12-Sep-2001	7153895	26-Dec-2006	Uniroyal Chemical Company, Inc.	BLENDING OF RUBBER COMPOUNDS, FILLERS AND PLASTICIZERS
United States	Granted	09/945606	4-Sep-2001	6620875	16-Sep-2003	Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHOD FOR INCREASING THE MOONEY SCORCH VALUE
United States	Granted	10/007867	13-Nov-2001	6451835	17-Sep-2002	Uniroyal Chemical Company, Inc.	PESTICIDAL FLUOROETHYL PYRAZOLE DERIVATIVES
United States	Granted	10/771780	4-Feb-2004	7037974	2-May-2006	Uniroyal Chemical Company, Inc.	PROCESS FOR THE OLIGOMERIZATION OF ALPHA-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LURICANTS CONTAINING SAME

311

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Granted	10/014911	14-Dec-2001	6713582	30-Mar-2004	Uniroyal Chemical Company, Inc.	PROCESS FOR THE OLIGOMERIZATION OF a-OLEFINS HAVING LOW UNSATURATION, THE RESULTING POLYMERS, AND LUBRICANTS CONTAINING SAME
United States	Granted	09/996774	30-Nov-2001	6706671	16-Mar-2004	Uniroyal Chemical Company, Inc.	ALKYL-SUCCINHYDRAZIDE ADDITIVES FOR LUBRICANTS
United States	Granted	09/996775	30-Nov-2001	6566311	20-May-2003	Uniroyal Chemical Company, Inc.	1,3,4-OXADIAZOLE ADDITIVES FOR LUBRICANTS
United States	Granted	09/996728	30-Nov-2001	6559106	6-May-2003	Uniroyal Chemical Company, Inc.	TRI-GLYCERINATE VEGETABLE OIL-SUCCINHYDRAZIDE ADDITIVES FOR LUBRICANTS
United States	Granted	10/060360	1-Feb-2002	6699957	2-Mar-2004	Uniroyal Chemical Company, Inc.	RESILIENT, SHEAR RESISTANT POLYURETHANE COMPOSITIONS FOR GOLF BALL COVERS
United States	Granted	10/964855	13-Oct-2004	7605201	20-Oct-2009	Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHODS FOR DECREASING THE TANGENT DELTA VALUE AND ABRASION INDEX
United	Granted	876,614	30-Apr-1992	5,319,102	7-Jun-1994	Uniroyal	HETEROCYCLIC-

312

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Chemical Company, Inc.	ALKLENEQUINOX ALINYLOXYPHENOXY- PROPANOATE HERBICIDES
United States	Granted	219,130	29-Mar-1994	5474973	12-Dec-1995	Uniroyal Chemical Company, Inc.	HETEROCYCLIC-ALKYLENEQUINO XALINYLOXYPHENOXY- PROPANOATE HERBICIDES
United States	Granted	539,286	18-Jun-1990	5,298,662	29-Mar-1994	Uniroyal Chemical Company, Inc.	PHENYLENEDIAMINES AS HIGH STABILIZERS
United States	Granted	935,663	24-Aug-1992	5,254,709	19-Oct-1993	Uniroyal Chemical Company, Inc.	METHOD FOR PREPARING STERICALLY HINDERED ARYL PHOSPHITES
United States	Granted	260,147	15-Jun-1994	5442115	15-Aug-1995	Uniroyal Chemical Company, Inc.	PREPARATION OF ALPHA-CHLOROACETOACETANILDE COMPOUNDS
United States	Granted	890,496	28-May-1992	5,208,280	4-May-1993	Uniroyal Chemical Company, Inc.	N-ALKYL-P-QUINONEDIMINO TRIAZINE COMPOUNDS
United States	Granted	496,483	20-Mar-1990	5,126,385	30-Jun-1992	Uniroyal Chemical Company, Inc.	CHLOROPYRIMIDINES AND CHLOROTRIAZINES AS RUBBER-TO-METAL ADHESION PROMOTERS
United States	Granted	590,104	28-Sep-1990	5,238,606	24-Aug-1993	Uniroyal Chemical Company, Inc.	STABILIZATION OF POLYOLS WITH LIQUID ANTISCORCH
United States	Granted	959,507	9-Oct-1992	5,326,828	5-Jul-1994	Uniroyal Chemical	A TETRABENZYLTHIURAM

313

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	DISULFIDE/UREA CURED ELASTOMERIC COMPOSITION
United States	Granted	276,685	18-Jul-1994	6039895	21-Mar-2000	Uniroyal Chemical Company, Inc.	BENZOQUINONEIMINES AS VINYL AROMATIC POLYMERIZATION INHIBITORS
United States	Pending	459,243	2-Jun-1995			Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITORS FOR ACRYLIC ACIDS AND ESTERS
United States	Granted	08/615663	13-Mar-1996	5659095	19-Aug-1997	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR COMPOSITION
United States	Granted	918,724	21-Jul-1992	5,328,942	12-Jul-1994	Uniroyal Chemical Company, Inc.	SEED FILM COMPOSITIONS
United States	Granted	015,329	9-Feb-1993	5,268,394	7-Dec-1993	Uniroyal Chemical Company, Inc.	STABILIZATION OF POLYOXYALKYLENE POLYETHER POLYOLS
United States	Granted	742,957	9-Aug-1991	5,169,430	8-Dec-1992	Uniroyal Chemical Company, Inc.	NOVEL BENEZENESULFONAMIDE DERIVATIVES AND METHODS FOR THEIR PRODUCTION
United States	Granted	872,563	23-Apr-1992	5,312,952	17-May-1994	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR FOR VINYL AROMATICS
United States	Granted	08/195801	14-Feb-1994	5540861	30-Jul-1996	Uniroyal Chemical Company, Inc.	POLYMERIZATION INHIBITOR FOR VINYL

314

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							AROMATICS
United States	Granted	686,102	16-Apr-1991	5,112,933	12-May-1992	Uniroyal Chemical Company, Inc.	ETHER-BASED POLYURETHANE ELEVATOR SHEAVE LINER
United States	Granted	199,233	22-Feb-1994	5491168	13-Feb-1996	Uniroyal Chemical Company, Inc.	INSECTICIDE COMPOUNDS FOR AGRICULTURAL AND HORTICULTURAL USE
United States	Granted	08/459196	2-Jun-1995	5534543	9-Jul-1996	Uniroyal Chemical Company, Inc.	INSECTICIDE COMPOUNDS FOR AGRICULTURAL AND HORTICULTURAL USE
United States	Granted	08/758067	27-Nov-1996	6046297	4-Apr-2000	Uniroyal Chemical Company, Inc.	POLYURETHANES CURED WITH 4,4’-METHYLENE-BIS- (3-CHLORO-2,6-DIETHYLANILINE)
United States	Granted	08/023325	26-Feb-1993	5,269,961	14-Dec-1993	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THEREFROM
United States	Granted	123,622	17-Sep-1993	5,308,884	3-May-1994	Uniroyal Chemical Company, Inc.	STABILIZED POLYURETHANE FOAM OBTAINED THEREFROM
United States	Granted	046,252	13-Apr-1993	5,310,491	10-May-1994	Uniroyal Chemical Company, Inc.	LUBRICANT COMPOSITION CONTAINING ANTIOXIDANT
United States	Granted	08/318927	6-Oct-1994	5574187	12-Nov-1996	Uniroyal Chemical Company, Inc.	PROCESS OF PREPARING PARA SUBSTITUTED PHENYLAMINES

315

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Granted	08/729703	7-Oct-1996	5689007	18-Nov-1997	Uniroyal Chemical Company, Inc.	PROCESS OF PREPARING PARA SUBSTITUTED PHENYLAMINES
United States	Granted	318,928	6-Oct-1994	5,420,354	30-May-1995	Uniroyal Chemical Company, Inc.	PROCESS OF PREPARING PARA PHENYLAMINES
United States	Granted	08/464439	5-Jun-1995	5574056	12-Nov-1996	Uniroyal Chemical Company, Inc.	FUNGICIDAL AZOLE DERIVATIVES
United States	Granted	08/192220	3-Feb-1994	6171517	9-Jan-2001	Uniroyal Chemical Company, Inc.	RUBBER COMPOUNDING FORMULATION AND METHOD
United States	Granted	08/643713	6-May-1996	5895806	20-Apr-1999	Uniroyal Chemical Company, Inc.	POLYURETHANE COMPOSITION USEFUL FOR COATING CYLINDRICAL PARTS
United States	Granted	09/073466	6-May-1998	5895689	20-Apr-1999	Uniroyal Chemical Company, Inc.	POLYURETHANE COMPOSITION USEFUL FOR COATING CYLINDRICAL PARTS
United States	Granted	08/329019	25-Oct-1994	5571453	5-Nov-1996	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THEREFROM
United States	Granted	676,743	28-Mar-1991	5,107,913	28-Apr-1992	Uniroyal Chemical Company, Inc.	INDUSTRIAL SOLID TIRES
United States	Granted	08/085713	1-Jul-1993	5605657	25-Feb-1997	Uniroyal Chemical Company, Inc.	INDUSTRIAL SOLID TIRES AND METHOD OF MANUFACTURE
United	Granted	08/657135	3-Jun-1996	5703193	30-Dec-1997	Uniroyal	REMOVAL OF

316

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Chemical Company, Inc.	UNREACTED DIISOCYANATE MONOMER FROM POLYURETHANE POLYMERS
United States	Pending	412,040	28-Mar-1995			Uniroyal Chemical Company, Inc.	POLYURETHANE CURATIVE SYSTEMS AND ELASTOMERS
United States	Granted	08/628181	4-Apr-1996	5728882	17-Mar-1998	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
United States	Granted	08/816612	13-Mar-1997	5925790	20-Jul-1999	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
United States	Granted	08/968623	12-Nov-1997	5858321	12-Jan-1999	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
United States	Granted	693863	1-May-1991	5164396	17-Nov-1992	Uniroyal Chemical Company, Inc.	BARBITURIC ACID DERIVATIVES HAVING INSECTICIDAL ACTIVITY
United States	Granted	892,365	3-Jun-1992	5245071	14-Sep-1993	Uniroyal Chemical Company, Inc.	INSECTICIDAL 2,6-DIHALOBENZOYL UREA DERIVATIVES
United States	Granted	104,645	11-Aug-1993	5342958	30-Aug-1994	Uniroyal Chemical Company, Inc.	INSECTICIDAL 2,6-DIHALOBENZOYL UREA DERIVATIVES
United States	Granted	865,059	8-Apr-1992	5212197	18-May-1993	Uniroyal Chemical Company, Inc.	FUNGICIDALLY ACTIVE PYRAZOLE COMPOUNDS
United States	Granted	08/915762	21-Aug-1997	5872121	16-Feb-1999	Uniroyal Chemical	PESTICIDAL HYDRAZIDE

317

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	DERIVATIVES
United States	Granted	08/715904	23-Sep-1996	5714561	3-Feb-1998	Uniroyal Chemical Company, Inc.	WATER-DISPERSIBLE POLYURETHANES
United States	Granted	09/889250	23-May-1997	6710077	23-Mar-2004	Uniroyal Chemical Company, Inc.	METHOD FOR PREVENTING THE TRANSMISSION OF HIV TO UNINFECTED CELLS
United States	Granted	08/863387	27-May-1997	6057370	2-May-2000	Uniroyal Chemical Company, Inc.	BENZOYLUREA INSECTICIDES ON GENE-MODIFIED Bt COTTON
United States	Granted	08/816630	13-Mar-1997	5847035	8-Dec-1998	Uniroyal Chemical Company, Inc.	SUBSTITUTED TETRAHYDROPYRIMIDINE DERIVATIVES AND THEIR USE AS POLYMERIZATION INHIBITORS FOR VINYL AROMATIC COMPOUNDS COMPOUNDS
United States	Granted	08/938895	26-Sep-1997	5849929	15-Dec-1998	Uniroyal Chemical Company, Inc.	PROCESS FOR THE PREPARATION OF IMIDAZOLINE NITROXYL
United States	Granted	08/839694	15-Apr-1997	5917044	29-Jun-1999	Uniroyal Chemical Company, Inc.	PHENOLIC AMIDES AND THEIR USE AS STABILIZERS
United States	Granted	09/237062	26-Jan-1999	6103776	15-Aug-2000	Uniroyal Chemical Company, Inc.	PHENOLIC AMIDES AND THEIR USE AS STABILIZERS
United States	Granted	08/794110	3-Feb-1997	5698499	16-Dec-1997	Uniroyal Chemical	PHENOLIC BORATES FOR

318

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	USE AS A LUBRICANT ADDITIVE
United States	Granted	08/782203	10-Jan-1997	5789357	4-Aug-1998	Uniroyal Chemical Company, Inc.	DITHIOCARBAMYL CARBOSYLIC ACIDS AND THEIR USE AS MULTIFUNCTIONAL ADDITIVES FOR LUBRICATING OILS
United States	Granted	09/023885	13-Feb-1998	5872286	16-Feb-1999	Uniroyal Chemical Company, Inc.	DITHIOCARBAMYL CARBOSYLIC ACIDS AND THEIR USE AS MULTIFUNCTIONAL ADDITIVES FOR LUBRICATING OILS
United States	Granted	08/794112	3-Feb-1997	5686397	11-Nov-1997	Uniroyal Chemical Company, Inc.	DITHIOCARBAMATE DERIVATIVES AND LUBRICANTS CONTAINING SAME
United States	Granted	09/453582	2-Dec-1999	RE37105	20-Mar-2001	Uniroyal Chemical Company, Inc.	Lubricants Containing Ashless Antiwear-Dispersant Additive Having Viscosity Index Improver Credit
United States	Granted	09/047697	25-Mar-1998	6080929	27-Jun-2000	Uniroyal Chemical Company, Inc.	STABILIZED FILLER COMPOSITIONS FOR CABLE AND WIRE
United States	Granted	09/403482	13-May-1998	6245712	12-Jun-2001	Uniroyal Chemical Company, Inc.	CHEMICAL PINCHING METHOD AND

319

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOSITION
United States	Granted	09/149641	8-Sep-1998	6117826	12-Sep-2000	Uniroyal Chemical Company, Inc.	DITHIOCARBAMYL DERIVATIVES USEFUL AS LUBRICANT ADDITIVES
United States	Granted	09/090600	4-Jun-1998	5840982	24-Nov-1998	Uniroyal Chemical Company, Inc.	PROCESS FOR PREPARING PARA-PHENYLENEDIAMINE DERIVATIVES
United States	Granted	08/966764	10-Nov-1997	5990258	23-Nov-1999	Uniroyal Chemical Company, Inc.	HIGH RESILIENCE, HIGH CLARITY POLYURETHANE ELASTOMER
United States	Granted	08/954773	20-Oct-1997	5834544	10-Nov-1998	Uniroyal Chemical Company, Inc.	ORGANIC MATERIALS STABILIZED BY COMPOUNDS CONTAINING BOTH AMINE AND HINDERED PHENOL FUNCTIONAL FUNCTIONALITIES
United States	Granted	09/084619	26-May-1998	6287483	11-Sep-2001	Uniroyal Chemical Company, Inc.	METHOD FOR STABILIZING UNSATURATED ORGANIC COMPOUNDS FROM POLYMERIZATION
United States	Granted	09/486762	29-Sep-1998	6348514	19-Feb-2002	Uniroyal Chemical Company, Inc.	STABILIZED POLYETHER POLYOL AND POLYURETHANE FOAM OBTAINED THEREFROM
United	Granted	09/486903	18-Sep-1998	6376430	23-Apr-2002	Uniroyal	ENHANCEMENT

320

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
States						Chemical Company, Inc.	OF SEED YIELD OF SOYBEANS BY A SUBSTITUTED BENZOYL UREA
United States	Granted	09/138752	24-Aug-1998	6027769	22-Feb-2000	Uniroyal Chemical Company, Inc.	METHOD FOR PRODUCING CYLINDRICAL OBJECTS OF MULTILAYER DISSIMILAR COMPOSITIONS WITHOUT INTERFACES
United States	Granted	09/288350	8-Apr-1999	5990310	23-Nov-1999	Uniroyal Chemical Company, Inc.	METHOD FOR PREPARING SUBSTITUTED TRIAZINES
United States	Granted	09/228297	12-Jan-1999	6573339	3-Jun-2003	Uniroyal Chemical Company, Inc.	In Situ Preparation of Bis(Benzothiazolesulfen) Amide in a Polymeric Matrix
United States	Granted	09/173888	16-Oct-1998	5935913	10-Aug-1999	Uniroyal Chemical Company, Inc.	CYCLIC THIOUREA ADDITIVES FOR LUBRICANTS
United States	Granted	09/332304	14-Jun-1999	6069279	30-May-2000	Uniroyal Chemical Company, Inc.	PREPARATION OF SUBSTITUTED AROMATIC AMINES
United States	Granted	09/375033	16-Aug-1999	6300533	9-Oct-2001	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF ETHYLENICALLY UNSATURATED MONOMERS
United States	Granted	09/203894	2-Dec-1998	6726855	27-Apr-2004	Uniroyal Chemical Company, Inc.	LUBRICANT COMPOSITIONS COMPRISING MULTIPLE ANTIOXIDANTS

321

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Granted	09/295191	20-Apr-1999	6288144	11-Sep-2001	Uniroyal Chemical Company, Inc.	IMPROVEMENT IN PROCESSING OF COUPLED, FILLED POLYOLEFINS
United States	Granted	09/188426	9-Nov-1998	6277907	21-Aug-2001	Uniroyal Chemical Company, Inc.	THERMOPLASTIC RESINS STABILIZED BY BLENDS OF STERICALLY HINDERED PHENOLS, SECONDARY AMINES, AND THIOETHERS
United States	Granted	09/185811	4-Nov-1998	6111129	29-Aug-2000	Uniroyal Chemical Company, Inc.	PROCESS FOR THE PREPARATION OF ALKANEDIOL DIAMINOBENZOATES
United States	Granted	10/046387	16-Jan-2002	6514911	4-Feb-2003	Uniroyal Chemical Company, Inc.	SUBSTITUTED OXADIAZINES USEFUL AS PESTICIDES
United States	Granted	09/646841	1-Nov-1999	6686410	3-Feb-2004	Uniroyal Chemical Company, Inc.	BLENDING OF POLYMERIC MATERIALS AND FILLERS
United States	Granted	09/405589	27-Sep-1999	6419214	16-Jul-2002	Uniroyal Chemical Company, Inc.	NON-LINEAR SPRING RATE SWAY BAR BUSHING
United States	Granted	09/916580	30-Jul-2001	6653414	25-Nov-2003	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
United States	Granted	09/268130	15-Mar-1999	6103674	15-Aug-2000	Uniroyal Chemical Company, Inc.	OIL SOLUBLE MOLYBDENUM MULTI-FUNCTIONAL

322

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							FRICTION MODIFIER ADDITIVES FOR LUBRICANT COMPOSITIONS
United States	Granted	09/365295	30-Jul-1999	6180795	30-Jan-2001	Uniroyal Chemical Company, Inc.	PROCESS FOR MAKING N-ALKYL BIS (THIAZOLYL) SULFENIMIDES
United States	Granted	09/374955	16-Aug-1999	6136951	24-Oct-2000	Uniroyal Chemical Company, Inc.	TEST METHOD FOR EVALUATING INSOLUBLE POLYMER GROWH
United States	Granted	09/637791	11-Aug-2000	6858767	22-Feb-2005	Uniroyal Chemical Company, Inc.	Process for Producing Liquid Polyalphaolefin Polymer, Metallocene Catalyst Therefor, the Resulting Polymer and Lubricant
United States	Pending	12/582419	20-Oct-2009			Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING POLYMERIZATION AND POLYMER GROWTH
United States	Granted	09/359229	22-Jul-1999	6187722	13-Feb-2001	Uniroyal Chemical Company, Inc.	IMIDAZOLE THIONE ADDITIVES FOR LUBRICANTS
United States	Granted	09/333306	14-Jun-1999	6174984	16-Jan-2001	Uniroyal Chemical Company, Inc.	CLEAR, RESILIENT POLYURETHANE ELASTOMERS
United States	Granted	09/407053	27-Sep-1999	7083165	1-Aug-2006	Uniroyal Chemical Company, Inc.	SIDE BEARING PAD
United States	Granted	09/976817	12-Oct-2001	6530849	11-Mar-2003	Uniroyal Chemical	LOW COST, RESILIENT,

323

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
						Company, Inc.	SHEAR RESISTANT POLYURETHANE ELASTOMERS FOR GOLF BALL COVERS
United States	Granted	09/393837	10-Sep-1999	6221999	24-Apr-2001	Uniroyal Chemical Company, Inc.	HIGH RESILIENCE, HIGH CLARITY POLYURETHANE ELASTOMER
United States	Granted	10/819691	7-Apr-2004	7205348	17-Apr-2007	Uniroyal Chemical Company, Inc.	RUBBER COMPOSITIONS AND METHOD OF MAKING SAME
United States	Granted	09/514701	28-Feb-2000	6242385	5-Jun-2001	Uniroyal Chemical Company, Inc.	ENHANCEMENT OF SEED/FRUIT/NUT YIELDS FROM FLOWERING PLANTS
United States	Granted	09/618581	17-Jul-2000	6403850	11-Jun-2002	Uniroyal Chemical Company, Inc.	INHIBITION OF POLYMERIZATION OF UNSATURATED MONOMERS
United States	Granted	10/168405	5-Dec-2000	6916767	12-Jul-2005	Uniroyal Chemical Company, Inc.	ANTIOXIDANT AMINES BASED ON N-(4-ANILINOPHENYL) AMIDES
United States	Granted	10/021202	29-Oct-2001	6498254	24-Dec-2002	Uniroyal Chemical Company, Inc.	ANTIRETROVIRAL COMPOUNDS AND COMPOSITIONS
United States	Granted	10/021453	29-Oct-2001	7064139	20-Jun-2006	Uniroyal Chemical Company, Inc.	METHOD FOR TREATING RETROVIRAL INFECTIONS
United States	Pending	11/024342	28-Dec-2004	20050113626	26-May-2005	Uniroyal Chemical Company, Inc.	COMPOSITION AND METHOD FOR INHIBITING

324

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							POLYMERIZATION AND POLYMER GROWTH
United States	Granted	555,206	19-Jul-1990	5,120,844	9-Jun-1992	Uniroyal Chemical Company, Inc.	SUBSTITUTED TRIAZINES
United States	Granted	562,522	3-Aug-1990	5,120,779	9-Jun-1992	Uniroyal Chemical Company, Inc.	IMPROVED TIRE SIDEWALL
Vietnam	Granted	1-2002-00489	6-Nov-2000	6967	31-Mar-2008	Uniroyal Chemical Company, Inc.	RUBBER COMPOSITION AND METHOD OF MAKING SAME
Mexico	Granted	2003/002926	3-Oct-2001	240584	28-Sep-2006	Uniroyal Chemical/U Of Conecticut	PROCESS FOR THE SYNTHESIS OF 2,2,6,6-TERAMETHYL-4- OXOPIPERIDINE
United States	Granted	09/970069	2-Oct-2001	6646127	11-Nov-2003	Uniroyal Chemical/U Of Conecticut	PROCESS FOR THE SYNTHESIS OF 2,2,6,6-TETRAMETHYL-4-OXOPIPERIDINE
Belgium	Granted	91304066.3	7-May-1991	0457471	29-Jan-1997	Witco Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION STABILIZED THEREW ITH
Belgium	Granted	92302948.2	3-Apr-1992	0507602	11-Jun-1997	Witco Corporation	THIOESTER POLYMERIZATION MODIFIERS
Belgium	Granted	93913975.4	18-May-1993	0642548	1-Jul-1998	Witco Corporation	ELECTRICAL GRADE POLYVINAL CHLORIDE RESIN COMPOSITION STABIL IZED WITH A NON-

325

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							LEAD STABILIZER
Canada	Granted	2214689	8-Mar-1996	2214689	17-Jul-2007	Witco Corporation	Alkyl-Thio-Glycolate PVC Stabilizers with Added Aromatic Ether Alcohol to Prevent Precipitation
Canada	Granted	2221558	16-May-1996	2221558	6-Mar-2007	Witco Corporation	Alkyl-Tin PVC Stabilizers with Added Aromatic Ether Alcohol to Prevent Precipitation
Canada	Granted	2224398	19-Jun-1996	2224398	10-Apr-2007	Witco Corporation	Overbased PVC Stabilizer
Canada	Granted	2224202	17-Jun-1996	2224202	28-Aug-2007	Witco Corporation	METHOD FOR MAKING OVERBASED PVC STABILIZER
Canada	Granted	2042158	9-May-1991	2042158	17-Sep-2002	Witco Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION STABILIZED THEREW ITH
Canada	Pending	2047361	22-Jul-1991			Witco Corporation	Polyvinylchloride Composition and Stabilizers Therfor
Canada	Granted	2135883	18-May-1993	2135883	5-Nov-2002	Witco Corporation	ELECTRICAL GRADE POLYVINAL CHLORIDE RESIN COMPOSITION STABIL IZED WITH A NON-LEAD STABILIZER
Canada	Granted	2116369	24-Feb-1994	2116369	25-May-1999	Witco Corporation	IMPROVED SULFONATE GREASES
France	Granted	91304066.3	7-May-1991	0457471	29-Jan-1997	Witco Corporation	POLYMER STABILIZER AND POLYMER

326

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							COMPOSITION STABILIZED THEREW ITH
France	Granted	92302948.2	3-Apr-1992	0507602	11-Jun-1997	Witco Corporation	THIOESTER POLYMERIZATION MODIFIERS
France	Granted	93913975.4	18-May-1993	0642548	1-Jul-1998	Witco Corporation	ELECTRICAL GRADE POLYVINAL CHLORIDE RESIN COMPOSITION STABIL IZED WITH A NON-LEAD STABILIZER
Germany	Granted	91304066.3	7-May-1991	69124418.9	29-Jan-1997	Witco Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION STABILIZED THEREW ITH
Germany	Granted	91306682.5	23-Jul-1991	69127814.8	1-Oct-1997	Witco Corporation	POLYVINYLCHLORIDE COMPOSITION AND STABILIZERS THERFOR
Germany	Granted	92302948.2	3-Apr-1992	69220277.3	11-Jun-1997	Witco Corporation	THIOESTER POLYMERIZATION MODIFIERS
Germany	Granted	93913975.4	18-May-1993	69319429.4	1-Jul-1998	Witco Corporation	ELECTRICAL GRADE POLYVINAL CHLORIDE RESIN COMPOSITION STABIL IZED WITH A NON-LEAD STABILIZER
Italy	Granted	91304066.3	7-May-1991	0457471	29-Jan-1997	Witco Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION

327

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							STABILIZED THEREW ITH
Italy	Granted	92302948.2	3-Apr-1992	0507602	11-Jun-1997	Witco Corporation	THIOESTER POLYMERIZATION MODIFIERS
Italy	Granted	93913975.4	18-May-1993	0642548	1-Jul-1998	Witco Corporation	ELECTRICAL GRADE POLYVINAL CHLORIDE RESIN COMPOSITION STABIL IZED WITH A NON-LEAD STABILIZER
Japan	Granted	503903/1997	19-Jun-1996	3605415	8-Oct-2004	Witco Corporation	OVERBASED PVC STABILIZER
Japan	Granted	503899/1997	17-Jun-1996	4208962	31-Oct-2008	Witco Corporation	METHOD FOR MAKING OVERBASED PVC STABILIZER
Japan	Pending	79671/91	12-Apr-1991			Witco Corporation	Process for the Preparation of Aromatic Beta-Diketones
Mexico	Granted	99/11134	25-Feb-1999	207690	3-May-2002	Witco Corporation	OVERBASED MAGNESIUM DEPOSIT CONTROL ADDITIVE FOR RESIDUAL FU EL OILS
Mexico	Granted	25827	17-May-1991	183389	27-Nov-1996	Witco Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION STABILIZED THEREW ITH
Netherlands	Granted	91304066.3	7-May-1991	0457471	29-Jan-1997	Witco Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION

328

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							STABILIZED THEREW ITH
Netherlands	Granted	92302948.2	3-Apr-1992	0507602	11-Jun-1997	Witco Corporation	THIOESTER POLYMERIZATION MODIFIERS
Philippines	Granted	1-1995-51429	4-Oct-1995	1-1995-51429	23-Jan-2002	Witco Corporation	HYPO ALLERGENIC COATING COMPOSITION FOR LATEX RUBBER GLOVES.
Republic of Korea	Granted	95-24914	12-Aug-1995	375467	26-Feb-2003	Witco Corporation	HYPO ALLERGENIC COATING COMPOSITION FOR LATEX RUBBER GLOVES.
Singapore	Granted	9704175.0	28-Nov-1997	54604	16-Nov-1999	Witco Corporation	FUNCTIONAL GROUP TERMINATED POLYMERS CONTAINING SULFONATE GR OUP VIA SULFONATION OF ETHYLENICALLY UNSATURATED POLYMERS
Singapore	Granted	9704204.8	1-Dec-1997	55426	19-Jun-2001	Witco Corporation	WATER-BORNE POLYURETHANES FROM SULFONATE-GRAFTED POLYOLS
Singapore	Granted	9704174-3	28-Nov-1997	77613	21-Aug-2001	Witco Corporation	FUNCTIONAL GROUP-TERMINATED ARYL-FREE SULFONATED POLYMERS

329

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
Singapore	Granted	9905217-7	25-Feb-1999	68521	31-Aug-2005	Witco Corporation	VISCOSITY DRIFT CONTROL IN OVERBASED DETERGENTS
Spain	Granted	P9450003	18-May-1993	2078197	24-Jun-1996	Witco Corporation	ELECTRICAL GRADE POLYVINAL CHLORIDE RESIN COMPOSITION STABIL IZED WITH A NON-LEAD STABILIZER
Spain	Granted	94301460.5	1-Mar-1994	0613940	9-Jun-1999	Witco Corporation	OVERBASED CALCIUM SULFONATE GREASE
United States	Granted	271153	6-Jul-1994	5439602	8-Aug-1995	Witco Corporation	OVERBASED SULFONATES COMBINED WITH PETROLEUM OXIDATES FOR METAL FORMING
United States	Granted	08/768661	18-Dec-1996	5753774	19-May-1998	Witco Corporation	FUNCTIONAL GROUP TERMINATED POLYMERS CONTAINING SULFONATE GR OUP VIA SULFONATION OF ETHYLENICALLY UNSATURATED POLYMERS
United States	Granted	08/401784	10-Mar-1995	5527842	18-Jun-1996	Witco Corporation	ALKYL-THIO-GLYCOLATE PVC STABILIZERS WITH ADDED AROMATIC ETH ER ALCOHOL TO PREVENT

330

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							PRECIPITATION
United States	Granted	08/566064	1-Dec-1995	5874643	23-Feb-1999	Witco Corporation	Hypophosphorous Acid to Stabilize Fatty Alcohols
United States	Granted	08/503886	18-Jul-1995	5741865	21-Apr-1998	Witco Corporation	Fatty Alkyl Diethanolamines to Stabilize the Optical Clarity of Polyols Containing Zink Fatty Acid Salts
United States	Granted	08/679270	12-Jul-1996	5807802	15-Sep-1998	Witco Corporation	STABLE AQUEOUS DISPERSIONS OF DIBUTYLIN OXIDE
United States	Granted	08/457813	1-Jun-1995	5567751	22-Oct-1996	Witco Corporation	ALKYL-TIN PVC STABILIZERS WITH ADDED AROMATIC ETHER ALCOHOL TO PREVENT PRECIPITATION
United States	Granted	08/850689	2-May-1997	5880189	9-Mar-1999	Witco Corporation	LIQUID PVC STABILIZERS AND LUBRICANTS
United States	Granted	08/492629	20-Jun-1995	5872166	16-Feb-1999	Witco Corporation	OVERBASED PVC STABILIZER
United States	Granted	08/870968	6-Jun-1997	5888427	30-Mar-1999	Witco Corporation	METHOD FOR MAKING OVERBASED PVC STABILIZER
United States	Granted	08/768662	18-Dec-1996	5698626	16-Dec-1997	Witco Corporation	FUNCTIONAL GROUP-TERMINATED ARYL-FREE SULFONATED POLYMERS
United States	Granted	08/583458	5-Jan-1996	5686025	11-Nov-1997	Witco Corporation	STABILIZER AND BLOWING AGENT USEFUL FOR RIGID FOAMED PVC

331

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
United States	Granted	08/897272	21-Jul-1997	5821274	13-Oct-1998	Witco Corporation	STABILIZER AND BLOWING AGENT USEFUL FOR RIGID FOAMED PVC
United States	Granted	08/745005	7-Nov-1996	5659060	19-Aug-1997	Witco Corporation	ARYL FLUOROPHOSPHITES USEFUL AS STABILIZERS IN POLYOLEFINS
United States	Granted	08/646233	13-May-1996	5712320	27-Jan-1998	Witco Corporation	Low Fogging Polyester Polyurethane Foams
United States	Granted	770991	1-Oct-1991	5198486	30-Mar-1993	Witco Corporation	S-Alkylthiopropionic Acids and Derivatives
United States	Granted	402155	9-Mar-1995	5516821	14-May-1996	Witco Corporation	Polymer Stabilizer and Polymer Composition Therewith
United States	Granted	463199	5-Jun-1995	5518662	21-May-1996	Witco Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION THEREWITH
United States	Granted	519002	4-May-1990	4977193	11-Dec-1990	Witco Corporation	Stabilization and Foaming of PolyvinylChloride Resins
United States	Granted	525443	18-May-1990	5034443	23-Jul-1991	Witco Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION STA- BILIZED THER EWITH
United States	Granted	722350	27-Jun-1991	5225108	6-Jul-1993	Witco Corporation	POLYMER STABILIZER AND POLYMER COMPOSITION STABLIZED

332

Country	Status	Application No.	ApplicationDate	Patent No.	Grant Date	Record Owner	Title
							THEREWI TH
United States	Granted	526833	22-May-1990	5102933	7-Apr-1992	Witco Corporation	POLYVINYLCHLORIDE COMPOSITION AND STABILIZERS THEREFOR
United States	Granted	609479	5-Nov-1990	5157147	20-Oct-1992	Witco Corporation	METHOD FOR PREPARING MERCAPTOPROPIONIC ACID ESTERS
United States	Granted	999454	29-Dec-1992	5286788	15-Feb-1994	Witco Corporation	THIOESTER POLYMERIZATION MODIFIERS
United States	Granted	08/819024	17-Mar-1997	5756570	26-May-1998	Witco Corporation	ELECTRICAL GRADE POLYVINYLCHLORIDE RESIN COMPOSITION STABILIZED WITH A NON-LEAD STABILIZER
United States	Granted	025598	3-Mar-1993	5308514	3-May-1994	Witco Corporation	IMPROVED CALCIUM SULFONATE GREASES
United States	Granted	025867	3-Mar-1993	5338467	16-Aug-1994	Witco Corporation	SULFONATE GREASE IMPROVEMENT
United States	Granted	07/564792	8-Aug-1990	5055495	8-Oct-1991	Witco Corporation	STABILIZATION AND FOAMING OF POLYVINYLCHLORIDE RESINS
United States	Granted	627542	10-Dec-1990	5057622	15-Oct-1991	Witco Corporation	S-ALKYLTHIOPROPIONIC ACIDS AND DERIVATIVES

333

Schedule III

Material IP Agreements

None.

5

Schedule IV

Initial Pledged Equity

Grantor	Issuer	Class of Equity Interest	Number of Shares
Chemtura Corporation	Chemtura Receivables LLC	Uncertificated
Chemtura Holdings GmbH	Crompton Europe Financial Services Company	Certificated	330
Chemtura Corporation (successor to Uniroyal Chemical Company, Inc.)	Crompton Holding Corporation	Certificated	750
Great Lakes Chemical Corporation	Chemtura Holding Company, Inc.	Certificated	330
Chemtura Corporation	Chemtura Holding Company, Inc.	Certificated	330
Chemtura Corporation	Chemtura Holding Company, Inc.	Certificated	330
Chemtura Corporation	Weber City Road LLC	Uncertificated	N/A
Chemtura Corporation (successor to Uniroyal Chemical Company, Inc.)	CNK Chemical Realty Corporation	Certificated	100
Chemtura Corporation (successor to Uniroyal Chemical Company, Inc.)	Naugatuck Treatment Company	Certificated	100
Chemtura Corporation (successor to Uniroyal Chemical Company, Inc.)	GT Seed Treatment, Inc.	Certificated	116,310
Chemtura Corporation (successor to Uniroyal Chemical Company, Inc.)	Kem Manufacturing Corporation	Certificated	5,000
Chemtura Corporation (successor to Chemtura USA Corporation)	Uniroyal Chemical Company Limited	Certificated	3,997
Chemtura Corporation	Great Lakes Chemical Corporation	Certificated	100
Chemtura Corporation (successor to Uniroyal Chemical Company, Inc.)	Monochem, Inc.	Certificated	502,020
Chemtura Corporation (successor to Uniroyal Chemical Company, Inc.)	Crompton Monochem, Inc.	Certificated	1,000
Chemtura Corporation	PT Crompton Indonesia	Uncertificated
Chemtura Corporation	Chemtura (Thailand) Ltd.	Uncertificated
Chemtura Corporation	Chemtura Taiwan Limited	Uncertificated
Chemtura Corporation	Crompton, Inc.	Uncertificated
Chemtura Corporation	Chemtura Hong Kong Limited	Uncertificated
Chemtura Corporation	Chemtura (HK) Holding Co. Limited	Uncertificated

6

Grantor	Issuer	Class of Equity Interest	Number of Shares
Chemtura Corporation	Crompton Specialties Asia Pacific Pte. Ltd.	Uncertificated
Chemtura Corporation	Chemtura Singapore Pte. Ltd.	Uncertificated
Chemtura Corporation	Crompton Specialties Shanghai Company Limited	Uncertificated
Chemtura Corporation	Chemtura Chemicals (Nanjing) Co., Ltd.	Uncertificated
Chemtura Corporation	Chemtura Australia Pty. Ltd.	Uncertificated
Chemtura Corporation	Chemtura Chemicals India Private Limited	Uncertificated
Chemtura Corporation	Crompton & Knowles of Canada Ltd.	Uncertificated
Chemtura Corporation	0956-0921 Quebec Inc.	Uncertificated
Chemtura Corporation	Chemtura Quimica Argentina S.A.C.I.	Uncertificated
Chemtura Corporation	Chemtura Colombia Ltda.	Uncertificated
Chemtura Corporation	Crompton Corporation Ltda.	Uncertificated
Chemtura Corporation	Chemtura Corporation Mexico de R.L. de C.V.	Uncertificated
Chemtura Corporation	Crompton Servicios S.A. de C.V.	Uncertificated
Chemtura Corporation	Chemtura Specialties Ecuador S.A.	Uncertificated
Chemtura Corporation	Chemtura Belgium N.V.	Uncertificated
Chemtura Corporation	Chemtura Korea Inc.	Uncertificated
Chemtura Corporation	Uniroyal Chemical S.A.	Uncertificated
Chemtura Corporation	Chemtura Europe Limited	Uncertificated
Chemtura Corporation	Chemtura (Pty.) Ltd.	Uncertificated
Chemtura Corporation	Uniroyal Chemical S.A.R.L.	Uncertificated
Chemtura Corporation	Crompton S.A.	Uncertificated
Chemtura Corporation	Chemtura Management GmbH	Uncertificated
Chemtura Corporation	Chemtura Holdings GmbH	Uncertificated
Chemtura Corporation	Chemtura Verwaltungs GmbH	Uncertificated
Chemtura Corporation (as successor to Chemtura USA Corporation)	Uniroyal Chemical Taiwan Limited	Uncertificated
Great Lakes Chemical Corporation	GLCC Laurel, LLC	Uncertificated
Laurel Industries Holdings, Inc.	GLCC Laurel, LLC	Uncertificated
Great Lakes Chemical Global, Inc.	Laurel Industries Holdings, Inc.	Uncertificated

7

Grantor	Issuer	Class of Equity Interest	Number of Shares
Bio-Lab, Inc.	BioLab Company Store, LLC	Uncertificated
Bio-Lab, Inc.	BioLab Franchise Company, LLC	Uncertificated
Crompton Holding Corporation	Crompton Colors Incorporated	Certificated	500
Great Lakes Chemical Corporation	QO Chemicals, Inc.	Certificated	6,600
Great Lakes Chemical Corporation	Great Lakes Chemical Global, Inc.	Certificated	1,000
Great Lakes Chemical Corporation	Bio-Lab, Inc.	Certificated	915
Great Lakes Chemical Corporation	WRL of Indiana, Inc.	Certificated	10
Great Lakes Chemical Corporation	ISCI, Inc.	Certificated	6,526
Great Lakes Chemical Corporation	Chemtura Sales Mexico S. de R.L. de C.V.	Uncertificated
Bio-Lab, Inc.	ASCK, Inc.	Certificated	10
Bio-Lab, Inc.	Aqua Clear Industries, LLC	Certificated	100,000
Bio-Lab, Inc.	ASEPSIS, Inc.	Certificated	1,000
Bio-Lab, Inc.	HomeCare Labs, Inc.	Certificated	100
Bio-Lab, Inc.	Recreational Water Products, Inc.	Certificated	1,000
Bio-Lab, Inc.	Poolbrite (SA) (PTY) Ltd.	Uncertificated
Bio-Lab, Inc.	Recreational Water Products Inc. (Canada)	Uncertificated
Bio-Lab, Inc.	A & M Cleaning Products, LLC	Uncertificated	N/A
Bio-Lab, Inc.	BioLab Textile Additives, LLC	Uncertificated	N/A
Chemtura Corporation	Hatco Advanced Technologies Corporation	Certificated	66
Chemtura Corporation	Anderol B.V.	Uncertificated
Great Lakes Chemical Corporation	Niagara Insurance Company Ltd. (Bermuda Company)	Uncertificated

8

Schedule V

Initial Pledged Debt

None.

9

Schedule VI

Designated Account Debtors

Kuraray Co LTD	Japan
Chevron Japan LTD	Japan
LG Chem LTD	South Korea
Shell Eastern Petroleum PTE Ltd	Singapore
Exxon Mobil Chemical Asia Pacific	Singapore

10

Schedule VII

Form of Invoices

(See Attached)

11

Schedule VIII

Non-Filing Domestic Subsidiaries

Crompton Europe Financial Services Company

Crompton LLC

Chemtura Holding Company, Inc.

Chemtura Receivables LLC

Assured Insurance Company

Hatco Advanced Technologies Corporation

QO Chemicals, Inc.

Great Lakes Trading Company, Inc.

GLCC Mexico Holdings, Inc.

12

SCHEDULE IX

EXISTING LETTERS OF CREDIT

Roll Up Revolver Facility

LC #	Issuing Bank	Type	Issuer	Beneficiary	Amount		Issuance Date	Expiration Date	Comments
63650985	Citi	STB	Chemtura Corporation	National Union Fire Insurance	6,500,000.00		5/28/2009	5/29/2010
63651371	Citi	STB	Chemtura Corporation	American Casualty Co.	600,000.00		7/1/2009	7/1/2010	Increase by $50,000 on 7/28/2009
63651372	Citi	STB	Chemtura Corporation	American Casualty Co.	20,000.00		7/1/2009	7/1/2010
63651369	Citi	STB	Chemtura Corporation	American Casualty Co.	200,000.00		7/1/2009	7/1/2010	Increase by $50,000 on 7/28/2009
63651424	Citi	STB	Chemtura Corporation	Banco Citibank	10,800,000.00		7/8/2009	7/8/2010	Increase by $4,200,000 on 10/21/09 and increased by $1,800,000 on 10/29/09
63651439	Citi	STB	Chemtura Corporation	Citibank International PLC	240,000.00		7/9/2009	7/8/2010
63651696	Citi	STB	Chemtura Corporation	Citibank N.A. Mumbai	450,000.00		8/7/2009	8/6/2010	New Issuance
63652405	Citi	STB	Chemtura Corporation	State of Vermont	250,000.00		10/9/2009	10/14/2010	New Issuance
63652413	Citi	STB	Chemtura Corporation	National Union Fire	25,000.00		10/15/2009	10/20/2010	New Issuance
63652646	Citi	STB	Chemtura Corporation	Insurance Commissioner of W. VA	250,000.00		11/6/2009	11/13/2010	New Issuance
				Sub Total LC’s under the Roll Up	$	19,335,000.00
Expired/Cancelled
				Total LC’s under the Roll Up	$	19,335,000.00

13

Schedule 4.01(a)

Equity Investments; Subsidiaries

Subsidiary	Percentage Owned directly or indirectly by the Borrower	State or Country of Formation
9056-0921 Quebec Inc.	100	Canada
A & M Cleaning Products, LLC	100	Delaware
Anderol B.V.	100	The Netherlands
Anderol Italia S.r.l.	51	Italy
Antimony Products (Proprietary) Ltd.	75	South Africa
Aqua Clear Industries, LLC	100	New York
ASCK, Inc.	100	Delaware
ASEPSIS Inc.	100	Canada
Asepsis U.K. Limited	100	United Kingdom
ASEPSIS, Inc.	100	Georgia
ASIA Stabilizers Co., Ltd.	65	Korea
Assured Insurance Company	100	Vermont
Baxenden Chemicals Limited	100	United Kingdom
Baxenden Scandinavia A.S.	100	Denmark
BAYROL Deutschland GmbH	100	Germany
BAYROL France S.A.S.	100	France
BAYROL Iberica S.A.	100	Spain
BAYROL Scandinavia A/S	100	Denmark
BioLab Australia Pty. Ltd.	100	Australia
BioLab Company Store, LLC	100	Delaware
BioLab Franchise Company, LLC	100	Delaware
BioLab Textile Additives, LLC	100	Delaware
BioLab U.K. Limited	100	United Kingdom
Bio-Lab Canada Inc.	100	Canada
Bio-Lab, Inc.	100	Delaware
BLSA Industries (Proprietary) Limited	100	South Africa
Certis Europe B.V.	15	The Netherlands
Chemol Reszvenytarsasag International	78.3	Hungary
Chemtura (HK) Holding Co. Limited	100	China-Hong Kong
Chemtura (PTY) Limited	100	South Africa
Chemtura (Thailand) Limited	100	Thailand
Chemtura Australia Pty. Ltd.	100	Australia
Chemtura Belgium N.V.	100	Belgium
Chemtura Canada Co./Cie	100	Canada
Chemtura Chemicals (Nanjing) Company Limited	100	China-PRC
Chemtura Chemicals India Private Limited	100	India
Chemtura Colombia Limitada	100	Colombia
Chemtura Corporation U.K. Limited	100	United Kingdom
Chemtura Corporation Mexico, S. de R.L. de C.V.	100	Mexico
Chemtura Europe d.o.o.	100	Slovenia
Chemtura Europe GmbH	100	Switzerland
Chemtura Europe Limited	100	United Kingdom

1

Subsidiary	Percentage Owned directly or indirectly by the Borrower	State or Country of Formation
Chemtura France SAS	100	France
Chemtura Holding Company, Inc.	100	Delaware
Chemtura Holdings GmbH	100	Germany
Chemtura Hong Kong Limited	100	China-Hong Kong
Chemtura Industria Quimica do Brasil Limitada	100	Brazil
Chemtura Italy S.r.l.	100	Italy
Chemtura Japan Limited	100	Japan
Chemtura Korea Inc.	100	Korea
Chemtura LLC	100	Russia
Chemtura Management GmbH	100	Germany
Chemtura Manufacturing Germany GmbH	100	Germany
Chemtura Manufacturing Italy S.r.I.	100	Italy
Chemtura Manufacturing UK Limited	100	United Kingdom
Chemtura Netherlands B.V.	100	The Netherlands
Chemtura New Zealand Limited	100	New Zealand
Chemtura Organometallics GmbH	100	Germany
Chemtura Receivables LLC	100	Delaware
Chemtura Quimica Argentina S.A.C.I.	100	Argentina
Chemtura Sales France SAS	100	France
Chemtura Sales Germany GmbH	100	Germany
Chemtura Sales Mexico, S. de R.L. de C.V.	100	Mexico
Chemtura Sales UK Limited	100	United Kingdom
Chemtura Shanghai Co., Ltd.	100	China-PRC
Chemtura Singapore Pte. Ltd.	100	Singapore
Chemtura Specialties Ecuador S.A.	100	Ecuador
Chemtura Taiwan Limited	100	Taiwan
Chemtura Technology B.V.	100	The Netherlands
Chemtura Technology Belgium N.V.	100	Belgium
Chemtura UK Limited	100	United Kingdom
Chemtura Vermögensverwaltungs GmbH & Co. KG	100	Germany
Chemtura Verwaltungs GmbH	50	Germany
Chemtura Vinyl Additives GmbH	100	Germany
CNK Chemical Realty Corporation	100	Pennsylvania
CPC Bayrol Limited	100	United Kingdom
Crompton & Knowles of Canada Limited	100	Canada
Crompton (Uniroyal Chemical) Registrations Limited	100	United Kingdom
Crompton Chemicals B.V.	100	The Netherlands
Crompton Colors Incorporated	100	Delaware
Crompton Corporation Ltda.	100	Chile
Crompton Europe Financial Services Company	100	Delaware
Crompton European Holdings B.V.	100	The Netherlands
Crompton Financial Holdings	100	Ireland
Crompton Holding Corporation	100	Delaware
Crompton Holdings B.V.	100	The Netherlands

2

Subsidiary	Percentage Owned directly or indirectly by the Borrower	State or Country of Formation
Crompton Investments S.A.S.	100	France
Crompton Ireland Investment Company Limited	100	Ireland
Crompton Kazakhstan LLP	100	Kazakhstan
Crompton LLC	100	Delaware
Crompton Monochem, Inc.	100	Louisiana
Crompton Overseas B.V.	100	The Netherlands
Crompton S.A.	100	Switzerland
Crompton Services B.V.B.A.	100	Belgium
Crompton Servicios S.A. de C.V.	100	Mexico
Crompton Specialties Asia Pacific Pte. Ltd.	100	Singapore
Crompton Specialties GmbH	100	Germany
Crompton Specialties Limited	92	Thailand
Crompton Specialties Shanghai Company Limited	100	China-PRC
Crompton, Inc.	100	Philippines
DiaKhem Technologies, LLC	30	Michigan
EPA B.V.	100	The Netherlands
Estech GmbH & Co. KG	49	Germany
Estech Managing GmbH	49	Germany
GL Development, Ltd.	100	British West Indies
GLCC Laurel de Mexico, S.A. de C.V.	100	Mexico
GLCC Laurel, LLC	100	Delaware
GLCC Mexico Holdings, Inc.	100	Delaware
Great Lakes Chemical (Far East) Limited	100	Hong Kong
Great Lakes Chemical (Netherlands) B.V.	100	The Netherlands
Great Lakes Chemical (S) Pte. Ltd	100	Singapore
Great Lakes Chemical Corporation	100	Delaware
Great Lakes Chemical Global, Inc.	100	Delaware
Great Lakes Chemical Konstanz GmbH	100	Germany
Great Lakes Europe Unlimited	100	United Kingdom
Great Lakes Holding (Europe) A.G.	100	Switzerland
Great Lakes Holding Deutschland GmbH	100	Germany
Great Lakes Holding S.A.S.	100	France
Great Lakes Trading Company, Inc.	100	Delaware
Great Lakes Vermögensverwaltungs GmbH & Co. KG	100	Germany
GT Seed Treatment, Inc.	100	Minnesota
Gulf Stabilizers Industries Sales FZCO	52	Dubai
Gulf Stabilizers Industries, Ltd.	49	Saudi Arabia
Hatco Advanced Technologies Corporation	100	Delaware
Hattech GmbH	100	Germany
HomeCare Labs, Inc.	100	Delaware
Hydrotech Chemical Corporation	100	Canada
Hydrotech Chemical Corporation Pty. Ltd.	100	Australia
INTERBAYROL, A.G.	100	Switzerland
ISCI, Inc.	100	Indiana
Isofoam Limited	100	England

3

Subsidiary	Percentage Owned directly or indirectly by the Borrower	State or Country of Formation
Kem Manufacturing Corporation	100	Georgia
Knight Investments B.V.	100	The Netherlands
Laurel Industries Holdings, Inc.	100	Delaware
Monochem, Inc.	100	Louisiana
MPC S.A.R.L.	100	France
Nanjing Crompton Shuguang Organosilicon Specialties Co., Ltd.	85	China-PRC
Naugatuck Treatment Company	100	Connecticut
Niagara Insurance Company, Ltd.	100	Bermuda
Penn Specialty Chemicals Inc.	29.8	Delaware
NPC Services, Inc.	12.75	Louisiana
Poolbrite (SA) (Pty) Ltd	100	South Africa
POOLTIME GmbH	100	Germany
PT Crompton Indonesia	100	Indonesia
QO Chemicals GmbH	100	Germany
QO Chemicals, Inc.	100	Delaware
Recreational Water Products Inc.	100	Canada
Recreational Water Products Pty. Ltd.	100	Australia
Recreational Water Products, Inc.	100	Delaware
Rubicon LLC	50	Utah
Sonneborn Crompton Sodium Joint Venture B.V.	50	The Netherlands
TETRABROM Technologies Ltd.	50	Israel
Unimers India Limited	1.62	India
Uniroyal Chemical Company Limited	100	Bahamas
Uniroyal Chemical Company Limited (Delaware)	100	Delaware
Uniroyal Chemical S.A.	100	Spain
Uniroyal Chemical S.A.R.L.	100	Switzerland
Uniroyal Chemical Taiwan Limited	80	Taiwan
Vestaron Corporation	8.12	Delaware
Weber City Road LLC	100	Louisiana
WRL of Indiana, Inc.	100	Indiana

4

Schedule 4.01(b)

Loan Parties

Loan Party	Jurisdiction of Formation	Taxpayer ID Number/Non-US Unique ID Number
Chemtura Corporation	Delaware	52-2183153
A & M Cleaning Products, LLC	Delaware	20-0994712
Aqua Clear Industries, LLC	New York	14-1801394
ASCK, Inc.	Delaware	35-2024489
ASEPSIS, Inc.	Georgia	58-6016270
BioLab Company Store, LLC	Delaware	41-2260131
Bio-Lab Franchise Company, LLC	Delaware	77-0706709
Bio-Lab, Inc.	Delaware	22-2268754
BioLab Textile Additives, LLC	Delaware	36-4514348
CNK Chemical Realty Corporation	Pennsylvania	25-1885340
Crompton Colors Incorporated	Delaware	06-1413341
Crompton Holding Corporation	Delaware	06-1413342
Crompton Monochem, Inc.	Louisiana	62-1873574
GLCC Laurel, LLC	Delaware	16-1695687
Great Lakes Chemical Corporation	Delaware	95-1765035
Great Lakes Chemical Global, Inc.	Delaware	35-2024486
GT Seed Treatment, Inc.	Minnesota	41-0795292
HomeCare Labs, Inc.	Delaware	57-1095038
ISCI, Inc.	Indiana	35-1427696
Kem Manufacturing Corporation	Georgia	58-0620603
Laurel Industries Holdings, Inc.	Delaware	76-0213635
Monochem, Inc.	Louisiana	72-0545612
Naugatuck Treatment Company	Connecticut	06-0902035
Recreational Water Products, Inc.	Delaware	22-2268754
Uniroyal Chemical Company Limited (Delaware)	Delaware	98-0159910
Weber City Road LLC	Louisiana	62-1864381
WRL of Indiana, Inc.	Indiana	35-1119136

5

Schedule 4.01(i)

Disclosures

None.

6

Schedule 4.01(m)

Environmental Liabilities

None.

7

Schedule 4.01(t)

Surviving Debt

Borrower	Lender/Trustee	Description	Transaction Currency Balance as of February 1, 2010
Chemtura Corporation	Manufacturers and Traders Trust Company, as Indenture Trustee	$150 million of 6.875% Debentures due 2026	$	150,000,000.00
Chemtura Corporation	U.S. Bank National Association, as Trustee	$500 million of 6.875% Debentures due 2016	$	500,000,000.00
Great Lakes Chemical Corporation	The Bank of New York Mellon Trust Company, National Association, as Indenture Trustee	$400 million of 7.00% Debentures due 2009	$	370,000,00000
Chemtura Corporation	Citibank	Revolving Credit Agreement	$	151,699,790.77
Chemtura Corporation	Deutsche Bank	Connecticut DEP - SAO	$	2,000,000.00
Chemtura Corporation	Deutsche Bank	Banca Intesa	€	1,350,000
Chemtura Corporation	Citibank	Zurich American Ins	$	2,295,200.00
Chemtura Corporation	Deutsche Bank	Louisiana DEQ - SAO / NSAO (Geismar)	$	2,000,000.00
Chemtura Corporation	Calyon	United States EPA - Eldorado	$	1,600,000.00
Chemtura Corporation	Calyon	Arkansas Dept of Env. Quality - Eldorado	$	11,880,106.00
Chemtura Corporation	Calyon	Arkansas Dept of Env. Quality - Eldorado	$	8,000,000.00
Chemtura Corporation	Rubicon LLC	Capital Lease	$	2,848,220
Anderol Italia SRL	Banca Intesa	Term Loans	€	764,515
Asia Stabilizers Co	Korea Development Bank	Equipment Loan	KRW		766,693,000
Asia Stabilizers Co	Korea Exchange Bank	Operating Loan	KRW		1,057,107,000
Asia Stabilizers Co	Shinhan Bank	Operating Loan	KRW		800,381,000
Crompton Specialty Chemicals India Pte Ltd	Citibank India	Line of credit	IDR		20,000,000

1

Schedule 4.01(u)

Lien

1.Asia Stabilizers Co., Ltd. has granted liens against its land, building and new production line as collateral to secure loan agreements with certain Korean banks, in an aggregate principal amount of approximately KRW 10 Billion (approximately US$9.3MM)

2.Chemtura Corporation, in accordance with the December 31, 2008 executed Waiver and Amendment No. 2 to the Amended and Restated Credit Agreement dated as of July 31, 2008, has granted to the Agent, a security interest as defined in Section 2 of the executed Second Amended and Restated Pledge and Security Agreement, dated as of December 31, 2008

DEBTOR	JURISDICTION	SECURED PARTY	DATE & FILE NO.	DESCRIPTION
A&M Cleaning Products, LLC	DE- Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	12/31/08 2008-4330567	Blanket Security Interest
A&M Cleaning Products, LLC 1735 North Brown Road Lawrenceville, GA 30043	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE 19720	3/24/09 2009 0928850	All assets
Aqua Clear Industries, LLC	NY- Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	12/31/08 200812310857433	Blanket Security Interest
Aqua Clear Industries, LLC 1735 North Brown Road Lawrenceville, GA  30043	NY - Dept. of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 200903240164355	All assets

ASCK, Inc.	DE- Secretary of State	Citibank, N.A., as agent Two Penn Way New Castle, DE 19720	12/31/08 2008-4331425	Blanket Security Interest
ASCK, Inc. 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0928918	All assets
ASEPSIS, Inc.	GA- Cooperative Authority	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	1/2/09 060-2009-000004	Blanket Security Interest
ASEPSIS, Inc. 199 Benson Road Middlebury, CT  06749	GA - Cooperative Authority	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/25/09 0602009-02487	All assets
Biolab Company Store, LLC	DE- Secretary of State	Citibank, N.A., as agent Two Penn Way New Castle, DE 19720	12/31/08 2008-4331490	Blanket Security Interest
Biolab Company Store, LLC 1735 North Brown Road Lawrenceville, GA  30043	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 009 0928785	All assets
Bio-lab Franchise Company, LLC	DE- Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	12/31/08 2008-4331623	Blanket Security Interest

Bio-lab Franchise Company, LLC 1735 North Brown Road Lawrenceville, GA  30043	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0928827	All assets
Biolab Textile Additives, LLC	DE- Secretary of State	Citibank, N.A., as agent Two Penn Way New Castle, DE 19720	12/31/08 2008-4331680	Blanket Security Interest
BioLab Textile Additives, LLC 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0928959	All assets
Bio-Lab, Inc.	DE- Secretary of State	Citibank, N.A., as Agent Tow Penns Way New Castle, DE 19720	6/27/07 2007-2437125	Blank Security Interest
Bio-Lab, Inc.	DE- Secretary of State	Citibank, N.A., as Agent Tow Penns Way New Castle, DE 19720	12/31/08 2008-4239387	Blanket Security Interest
Bio-Lab, Inc.	DE- Secretary of State	Recycle America Alliance, L.L.C. 4600 North Port Washington Road Milwaukee, WI 53212	11/17/03 33009928	Leased Equipment- Selco 60 VS-HD Bailer
Bio-Lab, Inc.	DE-Secretary of State	Crown Credit Company 40 S. Washington Street New Bremen, OH 45869	1/14/05 50169434	Leased Equipment - 3 Crown Lift Trucks

Bio-Lab, Inc.	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	2/23/05 50586223	Leased Equipment - 10 Toyota Fort Lift T-Model Trucks
Bio-Lab, Inc.	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	4/25/05 51255893	Leased Equipment - 12 Toyota Fork Lift T-Model Trucks
Bio-Lab, Inc.	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	5/3/05 51353672	Leased Equipment - 16 Toyota Fork Lift T-Model Trucks
Bio-Lab, Inc.	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	12/27/07 2007-4873815	Leased Equipment - 4 Toyota Fork Lifts
Bio-Lab, Inc.	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	2/12/08 2008-0516748	Leased Equipment - 10 Toyota Fork Lifts
Bio-Lab, Inc.	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	2/21/08 2008-0625531	Leased Equipment - 3 new Toyota Fork Lifts
Bio-Lab, Inc.	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	5/13/08 2008-1650470	Leased Equipment - 7 new Toyota Fork lifts

Bio-Lab, Inc.	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	6/10/08 2008-1981985	Leased Equipment - 3 Used Fork lifts
Bio-Lab, Inc.	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	7/21/08 2008-2491759	Leased Equipment - 6 new Toyota Fork lifts
Bio-Lab, Inc.	GA- Barrow County Clerk of Superior Court	Fuji film 850 Central Avenue Hanover Park, IL 60133	11/12/04 007200415541	Fuji Graphic Arts equipment
Bio-Lab, Inc. (Seller)	DE-Secretary of State	Citicorp USA, Inc., as Agent (Buyer) 390 Greenwich Street, 1st Fl. New York, NY 10013	1/26/09 2009-0248523	Blank Security Interest in all Seller Receivables.
Bio-Lab, Inc. 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0928934	All assets
Chemtura Corporation	DE-Secretary of State	Citicorp USA, Inc., as Agent (Buyer) 390 Greenwich Street, 1st Fl. New York, NY 10013	1/26/09 2009-0248358	Blank Security Interest in all Seller Receivables.
Chemtura Corporation	DE-Secretary of State	Citibank, N.A., as Agent Two Penns Way New Castle, DE 19720	6/27/07 2007-2437175	Blanket Security Interest

Chemtura Corporation	CT- Secretary of State	MB Financial Bank, N.A. 6111 North River Road Rosemont, IL 60018	6/29/07 0002465329 Page 1 of 2 of Vol U-00360	Leased Equipment under Master Lease with Schedule #001 dated 5/8/07
Chemtura Corporation	CT- Secretary of State	LaSalle Systems Leasing, Inc. 6111 North River Road Rosemont, IL 60018	12/14/07 0002608607 Page 1 of 1 of Vol U-00372	Leased Equipment under Master Lease dated 5/8/07 with Schedule #002 dated 8/6/07
Chemtura Corporation	DE-Secretary of State	Lyondell Chemical Company 1221 McKinney, Suite 1600 Houston, TX 77010	7/10/08 2008-2361598	Continuation of 3328252
Chemtura Corporation	DE-Secretary of State	Citicorp Del Lease, Inc. d/b/a Citicorp Dealer Finance 450 Mamaroneck Ave, Harrison, NY 10528	10/7/05 53114197	Amendment to 22314312 to correct Debtor’s name to “Chemtura Corporation” and change Debtor address to 199 Benson Road, Middlebury, CT 06749
Chemtura Corporation	DE- Secretary of State	Bankers/Softech, a Division of Citicapital Technology Finance, Inc. 450 Mamaroneck Ave Harrison, NY 10528	9/30/05 53027381	In lieu statement from SOS-CT - Leased equipment
Chemtura Corporation	DE- Secretary of State	IOS Capital 1738 Bass Road Macon, GA 31210	11/15/05 53531424	Leased equipment under Master Lease Agreement
Chemtura Corporation	DE- Secretary of State	General Electric Capital Corporation 10 Riverview Drive Danbury, CT 06810	1/17/06 60166371	All accounts receivable for which Honeywell International us the Account Debtor and which have been purchased by the Debtor pursuant to an Agreement dated 12/17/99.

Chemtura Corporation	DE-Secretary of State	Trilogy Leasing Co., LLC 2551 Route 130 Cranbury, NJ 08512 IDB Leasing Inc. 1001 Durham Ave. South Plainfield, NJ 07080	4/19/06 61313733	Lease Equipment - under Master Lease dated 2/18/00 by and between Debtor and Secured Party
Chemtura Corporation	DE-Secretary of State	MB Financial Bank, N.A. 6111 N. River Road Rosemont, IL 60018	1/3/07 2007-0013267	Leased Equipment under Master Lease Agreement dated 2/18/00 by and between Debtor and Trilogy Leasing Co., LLC.
Chemtura Corporation	DE-Secretary of State	Trilogy Leasing Co., LLC 2551 Route 130 Cranbury, NJ 08512 1st Constitution Bank 2650 Route 130 Cranbury, NJ 08512	2/9/07 2007-0522549	Lease Equipment - under Master Lease dated 2/18/00 by and between Debtor and Secured Party
Chemtura Corporation	DE-Secretary of State	Lanxess Corporation 111 Ridc Park West Drive Pittsburg, PA 15275	3/2/07 2007-0798727	Debtor shall direct Baxter-Harris Co, Inc. to grant Secured Party first priority purchase money security interest in the Consignment Products -trade name Terrazole-Technical (CAS 63721-05-1)
Chemtura Corporation	DE-Secretary of State	De Lage Landen Financial Services Inc. 1111 Old Eagle School Road Wayne, PA 19087	4/27/07 2007-1583110	Leased Equipment
Chemtura Corporation	DE-Secretary of State	MB Financial Bank, N.A. 6111 N. River Road Rosemont, IL 60018	5/9/07 2007-1747947	Leased Equipment under Master Lease Agreement dated 2/18/00 by and between Debtor and Trilogy Leasing Co., LLC.

Chemtura Corporation	DE-Secretary of State	Trilogy Leasing Co., LLC 2551 Route 130 Cranbury, NJ 08512 1st Constitution Bank 2650 Route 130 Cranbury, NJ 08512	6/20/07 2007-2331105	Lease Equipment - under Master Lease dated 2/18/00 by and between Debtor and Secured Party
Chemtura Corporation	DE-Secretary of State	Cisco Systems Capital Corporation 111 Old Eagle School Road Wayne, PA 19087	6/20/07 2007-2557758	Lease Equipment
Chemtura Corporation	DE-Secretary of State	Trilogy Leasing Co., LLC 2551 Route 130 Cranbury, NJ 08512 1st Constitution Bank 2650 Route 130 Cranbury, NJ 08512	8/20/07 2007-3157285	Lease Equipment - under Master Lease dated 2/18/00 by and between Debtor and Secured Party
Chemtura Corporation	DE-Secretary of State	MB Financial Bank, N.A. 6111 N. River Road Rosemont, IL 60018	8/29/07 2007-3305983	Leased Equipment under Master Lease Agreement dated 2/18/00 by and between Debtor and Trilogy Leasing Co., LLC
Chemtura Corporation	DE-Secretary of State	AEL Financial LLC 600 North Buffalo Grove Road Buffalo Grove, IL 60089	8/29/07 2007-3680781	Leased Equipment - Water Purification System
Chemtura Corporation	DE-Secretary of State	Trilogy Leasing Co., LLC 2551 Route 130 Cranbury, NJ 08512 MB Financial Bank, N.A. 6111 N. River Road Rosemont, IL 60018	10/3/07 2007-3729695	Leased Equipment under Master Lease Agreement dated 2/18/00 by and between Debtor and Trilogy Leasing Co., LLC

Chemtura Corporation	DE-Secretary of State	Trilogy Leasing Co., LLC 2551 Route 130 Cranbury, NJ 08512 MB Financial Bank, N.A. 6111 N. River Road Rosemont, IL 60018	2/29/08 2008-0736585	Amendment to 2007-3729695 to amend collateral description
Chemtura Corporation	DE-Secretary of State	Cisco Systems Capital Corporation 111 Old Eagle School Road Wayne, PA 19087	11/16/07 2007-4418439	Leased Equipment
Chemtura Corporation	DE-Secretary of State	MB Financial Bank, N.A. 6111 N. River Road Rosemont, IL 60018	2/29/08 2008-0736551	Amendment to 2007-4644224 to amend collateral description
Chemtura Corporation	DE-Secretary of State	MB Financial Bank, N.A. 6111 N. River Road Rosemont, IL 60018	1/30/08 2008-0358968	Leased Equipment under Master Lease Agreement dated 2/18/00 by and between Debtor and Trilogy Leasing Co., LLC
Chemtura Corporation	DE-Secretary of State	MB Financial Bank, N.A. 6111 N. River Road Rosemont, IL 60018	5/19/08 2008-1713278	Leased Equipment under Master Lease Agreement dated 2/18/00 by and between Debtor and Trilogy Leasing Co., LLC
Chemtura Corporation	DE-Secretary of State	MB Financial Bank, N.A. 6111 N. River Road Rosemont, IL 60018	8/22/08 2008-2868006	Leased Equipment under Master Lease Agreement dated 2/18/00 by and between Debtor and Trilogy Leasing Co., LLC
Chemtura Corporation 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Rohm and Haas Electronic Materials CMP Inc. 451 Bellevue Road Newark, DE  19713	3/17/09 2009 0848025	Leased equipment

Chemtura Corporation 215 Merry Lane East Hanover, NJ  07936	DE - Secretary of State	Trilogy Leasing Co., LLC 2551 Route 130 Cranbury, NJ  08512	3/23/09 2009 0909686	Leased equipment
Chemtura Corporation 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Trilogy Leasing Co., LLC 2551 Route 130 Cranbury, NJ  08512	3/23/09 2009 0909835	Leased equipment
Chemtura Corporation 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0928975	All assets
Chemtura Receivables, LLC	DE- Secretary of State	Citicorp USA, Inc., as Agent 390 Greenwich Street, 1st Floor New York, NY 10013	1/26/09 2009-0248440	All assets of the Seller (Debtor)
CNK Chemical Realty Corporation	PA- Department of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	1/2/09 2009010503921	Blanket Security Interest
CNK Chemical Realty Corporation 199 Benson Road Middlebury, CT  06749	PA - Dept. of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 032502951	All assets
Crompton Colors Incorporated	DE-Secretary of State	Citibank, N.A., as Agent Two Penns Way New Castle, DE 19720	12/31/08 2008-4331722	Blanket Security Interest

Crompton Colors Incorporated 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0929114	All assets
Crompton Holding Corporation	DE-Secretary of State	Citibank, N.A., as Agent Two Penns Way New Castle, DE 19720 to	6/27/07 2007-2437209	Blanket Security Interest
Crompton Holding Corporation 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0929130	All assets
Crompton Monochem, Inc.	LA- Database Acadia Parish	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	1/5/09 01-090027	Blanket Security Interest
Crompton Monochem, Inc. 199 Benson Road Middlebury, CT  06749	LA - Acadia Parish	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/25/09 01-090490	All assets
GLCC Laurel, LLC	DE-Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	12/31/08 2008-4331821	Blanket Security Interest
GLCC Laurel, LLC	DE-Secretary of State	Citicorp USA, Inc., as agent 390 Greenwich Street, 1st Fl New York, NY 10013	1/26/09 2009-0248481	Blank Security Interest in all Seller Receivables.

GLCC Laurel, LLC	DE- Secretary of State	Fifth Third Bank 215 N. Illinois, Suite 1000 Indianapolis, IN 46204	5/6/04 41262932	All acquired investory, accounts, supporting obligation, software, rents, issues, profits, products and proceeds
GLCC Laurel, LLC 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0928983	All assets
Great Lakes Chemical Corporation	DE- Secretary of State	Citibank N.A., as agent Two Penns Way New Castle, DE 19720	6/27/07 2007-2437274	Blanket Security Interest
Great Lakes Chemical Corporation	DE- Secretary of State	Citicorp USA, Inc., as Agent 390 Greenwich Street, 1st Floor New York, NY 10013	1/26/09 2009-0248465	Blank Security Interest in all Seller Receivables.
Great Lakes Chemical Corporation	DE- Secretary of State	United of Omaha Life Insurance Company Mutual of Omaha Plaza Omaha, NE 681759	5/28/03 31352502	All of the Debtor’s right title and interest in and as a LP of House Investments - 1997 Tax Credits LP including interest in the property and assets of the Partnership and its interest in its capital accounts of the Partnership
Great Lakes Chemical Corporation	DE- Secretary of State	Steel case Financial Services Inc. 1111 44th Street SE Grand Rapids, MI 45908	11/11/03 32961962	Amendment to 32625435 to change secured party address of 901 44th Street S.E., Grand Rapids, MI 45908
Great Lakes Chemical Corporation	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	5/26/04 41463234	Leased Equipment - 1 new Toyota forklift

Great Lakes Chemical Corporation	DE- Secretary of State	The CIT Group/Equipment Financing, Inc. One CIT Drive, Livingston, NJ 07039	6/14/04 41740531	Leased Equipment -assorted
Great Lakes Chemical Corporation	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	2/17/05 50537309	Leased Equipment
Great Lakes Chemical Corporation	DE- Secretary of State	Toyota Motor Credit Corporation P.O. Box 3457 Torrance, CA 90510	2/17/05 50537440	Leased Equipment
Great Lakes Chemical Corporation	DE- Secretary of State	General Electric Capital Corporation 40 Liberty Blvd. Malvern, PA 19355	11/30/05 53693950	In lieu statement from SOS-AR.  All accounts receivable for with Honeywell International Inc, is the debtor and which have been purchased by the Debtor pursuant to an agreement dated 11/10/99
Great Lakes Chemical Corporation	DE- Secretary of State	General Electric Capital Corporation 10 Riverview Drive Danbury, CT 06810	1/17/06 60166470	All accounts receivable for with Honeywell International Inc, is the debtor and which have been purchased by the Debtor pursuant to an agreement dated 11/10/99
Great Lakes Chemical Corporation 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0929031	All assets
Great Lakes Chemical Global, Inc.	DE- Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	12/31/08 2008-4331862	Blanket Security Interest

Great Lakes Chemical Global, Inc. 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0929072	All assets
GT Seed Treatment, Inc.	MN- Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	1//2/09 200914420231	Blanket Security Interest
GT Seed Treatment, Inc. 199 Benson Road Middlebury, CT  06749	MN - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 200915450898	All assets
Homecare Labs, Inc.	DE- Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	12/31/08 2008-4331896	Blanket Security Interest
HomeCare Labs, Inc. 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0929171	All assets
ISCI, Inc.	IN- Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	1/2/09 200900000052654	Blanket Security Interest
ISCI, Inc. 199 Benson Road Middlebury, CT  06749	IN - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/25/09 200900002456745	All assets

KEM Manufacturing Corporation	GA- Cooperative Authority Fulton County	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	1//2/09 060-2009-000003	Blanket Security Interest
KEM Manufacturing Corporation 199 Benson Road Middlebury, CT 06749	GA- Cooperative Authority	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE 19720	3/25/09 060-2009-002488	All assets
Laurel Industries Holdings, Inc.	DE- Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	12/31/08 2008-4331979	Blanket Security Interest
Laurel Industries Holdings, Inc. 199 Benson Road Middlebury, CT  06749	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0928470	All assets
Monochem, Inc.	LA- Database LA- Database Acadia Parish	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	1/5/09 01-090026	Blanket Security Interest
Monochem, Inc. 199 Benson Road Middlebury, CT  06749	LA - Acadia Parish	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/25/09 01-090489	All assets
Naugatuck Treatment Company	CT Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	1/2/09 0002673336	Blanket Security Interest

Naugatuck Treatment Company 199 Benson Road Middlebury, CT  06749	CT - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 0002686102	All assets
Recreational Water Products, Inc.	DE- Secretary of State	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	12/31/08 2008-4332043	Blanket Security Interest
Recreational Water Products, Inc. 1735 North Brown Road Lawrenceville, GA  30043	DE - Secretary of State	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/24/09 2009 0928710	All assets
Uniroyal Chemical Company Limited (Delaware)	DE- Secretary of State	IOS Capital 1728 Bass Road Macon, GA 31210	10/9/03 32739590	Leased Equipment pursuant to Master Lease Agreement, Schedule No. SK4921
Weber City Road LLC	LA- Database Acadia Parish	Citibank, N.A., as agent Two Penns Way New Castle, DE 19720	1/5/09 01-090025	Blanket Security Interest
Weber City Road LLC 199 Benson Road Middlebury, CT  06749	LA - Acadia Parish	Citibank, N.A., as Administrative Agent 2 Penns Way New Castle, DE  19720	3/25/09 01-090488	All assets
WRL of Indiana, Inc.	IN- Secretary of State	Citibank, N.A., as Agent Two Penns Way New Castle, DE 19720	1/2/09 200900000052765	Blanket Security Interest

WRL of Indiana, Inc. 199 Benson Road
Middlebury, CT  06749 IN - Secretary of State Citibank, N.A., as Administrative Agent
2 Penns Way
New Castle, DE  19720 3/25/09
200900002456634 All assets

Schedule 5.02(g)

Investments in Joint Ventures

					Amount in US$
JV	Agreement	Location	Product	Nature of Contribution	(in 000’s)
Rubicon	JV - Manufacturing	Louisiana, US	Aniline/ DPA	Fund capital expenditures	$	1,635	(a)
Vestaron Corporation	Crop R&D Venture	Connecticut, US	Start-up Research	Expense contribution	50		(b)
NPC Services, Inc.	JV - Environmental Clean-up	Louisiana, US	Not applicable	Share of Environmental Clean-up	1,154		(c)
Gulf Stabilizers Industries	JV- Manufacturing	Saudi Arabia	AO/UV	Fund capital expenditure	2,533
Total					$	5,372

Notes

(a)  Capital funding requirements are determined each month.  This amount represents the capital that was actually funded in 2009.

(b)  Represents a pre-petition amount.  JV Agreement was terminated in November 2009.

(c)  JV was formed to facilitate environmental clean-up of Petrolia site.

Amount is based on 10 year cash flows.  Amount is currently being considered for discharge under Chapter 11.

Schedule 5.02(p)

Sale and Lease Backs

None.

EX-21

Exhibit 21

SUBSIDIARIES OF CHEMTURA CORPORATION as of December 31, 2009

	Owned Directly orIndirectly by Chemtura Corporation	State orCountry ofOrganization
9056-0921 Quebec Inc.	100.0	Canada
A & M Cleaning Products, LLC	100.0	Delaware
Anderol B.V.	100.0	The Netherlands
Anderol Italia S.r.l.	51.0	Italy
Antimony Products (Proprietary) Ltd.	75.0	South Africa
Aqua Clear Industries, LLC	100.0	New York
ASCK, Inc.	100.0	Delaware
ASEPSIS Inc.	100.0	Canada
Asepsis U.K. Limited	100.0	United Kingdom
ASEPSIS, Inc.	100.0	Georgia
ASIA Stabilizers Co., Ltd.	65.0	Korea
Assured Insurance Company	100.0	Vermont
Baxenden Chemicals Limited	100.0	United Kingdom
Baxenden Scandinavia A.S.	100.0	Denmark
BAYROL Deutschland GmbH	100.0	Germany
BAYROL France S.A.S.	100.0	France
BAYROL Iberica S.A.	100.0	Spain
BAYROL Scandinavia A/S	100.0	Denmark
BioLab Australia Pty. Ltd.	100.0	Australia
BioLab Company Store, LLC	100.0	Delaware
BioLab Franchise Company, LLC	100.0	Delaware
BioLab Textile Additives, LLC	100.0	Delaware
BioLab U.K. Limited	100.0	United Kingdom
Bio-Lab Canada Inc.	100.0	Canada
Bio-Lab, Inc.	100.0	Delaware
BLSA Industries (Proprietary) Limited	100.0	South Africa
Certis Europe B.V.	15.0	The Netherlands
Chemol Reszvenytarsasag International	78.3	Hungary
Chemtura (HK) Holding Co. Limited	100.0	China-Hong Kong
Chemtura (PTY) Limited	100.0	South Africa
Chemtura (Thailand) Limited	100.0	Thailand
Chemtura Australia Pty. Ltd.	100.0	Australia
Chemtura Belgium N.V.	100.0	Belgium
Chemtura Canada Co./Cie	100.0	Canada
Chemtura Chemicals (Nanjing) Company Limited	100.0	China-PRC
Chemtura Chemicals India Private Limited	100.0	India
Chemtura Colombia Limitada	100.0	Colombia
Chemtura Corporation U.K. Limited	100.0	United Kingdom
Chemtura Corporation Mexico, S. de R.L. de C.V.	100.0	Mexico
Chemtura Europe d.o.o.	100.0	Slovenia
Chemtura Europe GmbH	100.0	Switzerland
Chemtura Europe Limited	100.0	United Kingdom
Chemtura France SAS	100.0	France
Chemtura Holding Company, Inc.	100.0	Delaware
Chemtura Holdings GmbH	100.0	Germany
Chemtura Hong Kong Limited	100.0	China-Hong Kong
Chemtura Industria Quimica do Brasil Limitada	100.0	Brazil
Chemtura Italy S.r.l.	100.0	Italy
Chemtura Japan Limited	100.0	Japan

Chemtura Korea Inc.	100.0		Korea
Chemtura LLC	100.0		Russia
Chemtura Management GmbH	100.0		Germany
Chemtura Manufacturing Germany GmbH	100.0		Germany
Chemtura Manufacturing Italy S.r.I.	100.0		Italy
Chemtura Manufacturing UK Limited	100.0		United Kingdom
Chemtura Netherlands B.V.	100.0		The Netherlands
Chemtura New Zealand Limited	100.0		New Zealand
Chemtura Organometallics GmbH	100.0		Germany
Chemtura Receivables LLC	100.0		Delaware
Chemtura Quimica Argentina S.A.C.I.	100.0		Argentina
Chemtura Sales France SAS	100.0		France
Chemtura Sales Germany GmbH	100.0		Germany
Chemtura Sales Mexico, S. de R.L. de C.V.	100.0		Mexico
Chemtura Sales UK Limited	100.0		United Kingdom
Chemtura Shanghai Co., Ltd.	100.0		China-PRC
Chemtura Singapore Pte. Ltd.	100.0		Singapore
Chemtura Specialties Ecuador S.A.	100.0		Ecuador
Chemtura Taiwan Limited	100.0		Taiwan
Chemtura Technology B.V.	100.0		The Netherlands
Chemtura Technology Belgium N.V.	100.0		Belgium
Chemtura UK Limited	100.0		United Kingdom
Chemtura Vermögensverwaltungs GmbH & Co. KG	100.0		Germany
Chemtura Verwaltungs GmbH	50	%	Germany
Chemtura Vinyl Additives GmbH	100.0		Germany
CNK Chemical Realty Corporation	100.0		Pennsylvania
CPC Bayrol Limited	100.0		United Kingdom
Crompton & Knowles of Canada Limited	100.0		Canada
Crompton (Uniroyal Chemical) Registrations Limited	100.0		United Kingdom
Crompton Chemicals B.V.	100.0		The Netherlands
Crompton Colors Incorporated	100.0		Delaware
Crompton Corporation Ltda.	100.0		Chile
Crompton Europe Financial Services Company	100.0		Delaware
Crompton European Holdings B.V.	100.0		The Netherlands
Crompton Financial Holdings	100.0		Ireland
Crompton Holding Corporation	100.0		Delaware
Crompton Holdings B.V.	100.0		The Netherlands
Crompton Investments S.A.S.	100.0		France
Crompton Ireland Investment Company Limited	100.0		Ireland
Crompton Kazakhstan LLP	100.0		Kazakhstan
Crompton LLC	100.0		Delaware
Crompton Monochem, Inc.	100.0		Louisiana
Crompton Overseas B.V.	100.0		The Netherlands
Crompton S.A.	100.0		Switzerland
Crompton Services B.V.B.A.	100.0		Belgium
Crompton Servicios S.A. de C.V.	100.0		Mexico
Crompton Specialties Asia Pacific Pte. Ltd.	100.0		Singapore
Crompton Specialties GmbH	100.0		Germany
Crompton Specialties Limited	92.0		Thailand
Crompton Specialties Shanghai Company Limited	100.0		China-PRC
Crompton, Inc.	100.0		Philippines
DiaKhem Technologies, LLC	30.0		Michigan
EPA B.V.	100.0		The Netherlands
Estech GmbH & Co. KG	49.0		Germany
Estech Managing GmbH	49.0		Germany
GL Development, Ltd.	100.0		British West Indies
GLCC Laurel de Mexico, S.A. de C.V.	100.0		Mexico
GLCC Laurel, LLC	100.0		Delaware
GLCC Mexico Holdings, Inc.	100.0		Delaware
Great Lakes Chemical (Far East) Limited	100.0		Hong Kong
Great Lakes Chemical (Netherlands) B.V.	100.0		The Netherlands
Great Lakes Chemical (S) Pte. Ltd	100.0		Singapore

Great Lakes Chemical Corporation	100.0	Delaware
Great Lakes Chemical Global, Inc.	100.0	Delaware
Great Lakes Chemical Konstanz GmbH	100.0	Germany
Great Lakes Europe Unlimited	100.0	United Kingdom
Great Lakes Holding (Europe) A.G.	100.0	Switzerland
Great Lakes Holding Deutschland GmbH	100.0	Germany
Great Lakes Holding S.A.S.	100.0	France
Great Lakes Trading Company, Inc.	100.0	Delaware
Great Lakes Vermögensverwaltungs GmbH & Co. KG	100.0	Germany
GT Seed Treatment, Inc.	100.0	Minnesota
Gulf Stabilizers Industries Sales FZCO	52.0	Dubai
Gulf Stabilizers Industries, Ltd.	49.0	Saudi Arabia
Hatco Advanced Technologies Corporation	100.0	Delaware
Hattech GmbH	100.0	Germany
HomeCare Labs, Inc.	100.0	Delaware
Hydrotech Chemical Corporation	100.0	Canada
Hydrotech Chemical Corporation Pty. Ltd.	100.0	Australia
INTERBAYROL, A.G.	100.0	Switzerland
ISCI, Inc.	100.0	Indiana
Isofoam Limited	100.0	England
Kem Manufacturing Corporation	100.0	Georgia
Knight Investments B.V.	100.0	The Netherlands
Laurel Industries Holdings, Inc.	100.0	Delaware
Monochem, Inc.	100.0	Louisiana
MPC S.A.R.L.	100.0	France
Nanjing Crompton Shuguang Organosilicon Specialties Co., Ltd.	85.0	China-PRC
Naugatuck Treatment Company	100.0	Connecticut
Niagara Insurance Company, Ltd.	100.0	Bermuda
NPC Services, Inc.	12.75	Louisiana
Penn Specialty Chemicals, inc.	29.8	Delaware
Poolbrite (SA) (Pty) Ltd	100.0	South Africa
POOLTIME GmbH	100.0	Germany
PT Crompton Indonesia	100.0	Indonesia
QO Chemicals GmbH	100.0	Germany
QO Chemicals, Inc.	100.0	Delaware
Recreational Water Products Inc.	100.0	Canada
Recreational Water Products Pty. Ltd.	100.0	Australia
Recreational Water Products, Inc.	100.0	Delaware
Rubicon LLC	50.0	Utah
Sonneborn Crompton Sodium Joint Venture B.V.	50.0	The Netherlands
TETRABROM Technologies Ltd.	50.0	Israel
Unimers India Limited	1.62	India
Uniroyal Chemical Company Limited	100.0	Bahamas
Uniroyal Chemical Company Limited (Delaware)	100.0	Delaware
Uniroyal Chemical S.A.	100.0	Spain
Uniroyal Chemical S.A.R.L.	100.0	Switzerland
Uniroyal Chemical Taiwan Limited	80.0	Taiwan
Vestaron Corporation	8.12	Delaware
Weber City Road LLC	100.0	Louisiana
WRL of Indiana, Inc.	100.0	Indiana

EX-23

Exhibit 23

Consent of Independent Registered Public Accounting Firm

The Board of Directors
Chemtura Corporation:

We consent to the incorporation by reference in the registration statements (Nos. 333-62429, 333-60422, 333-87035, 333-71030, 333-71032, 333-87886, 333-123857, 333-126341 and 333-136217) on Form S-8 and registration statements (Nos. 333-123857, 333-119641, 333-35678 and 333-83901) on Form S-4 of Chemtura Corporation of our report dated March 12, 2010, with respect to the consolidated balance sheets of Chemtura Corporation and subsidiaries (Debtor-in-Possession) (the “Company”) as of December 31, 2009 and 2008, and the related consolidated statements of operations, stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2009, and the related financial statement schedule, and the effectiveness of internal control over financial reporting as of December 31, 2009, which report appears in the December 31, 2009 annual report on Form 10-K of Chemtura Corporation.

Our report dated March 12, 2010 contains an explanatory paragraph that states Chemtura Corporation and 26 of its subsidiaries organized in the United States filed for relief under Chapter 11 of Title 11 of the United States Bankruptcy Code and there are uncertainties inherent in the bankruptcy process.  The Company also has suffered recurring losses from continuing operations.  These factors raise substantial doubt about the Company’s ability to continue as a going concern.   The consolidated financial statements and financial statement schedule do not include any adjustments that might result from the outcome of this uncertainty.

Our report includes an explanatory paragraph which states that as discussed in Note 2 to Notes to Consolidated Financial Statements, the Company, due to the adoption of new accounting principles, in 2009, changed its method of accounting for fair value measurements for non-financial assets and liabilities, and non-controlling interests; in 2008,  changed its method of accounting for fair value measurements for financial assets and liabilities; and in 2007,  changed its method of accounting for uncertainty in income taxes.

/s/ KPMG LLP

Stamford, Connecticut
March 12, 2010

EX-24

EXHIBIT 24

POWER OF ATTORNEY

We the undersigned officers and/or directors of Chemtura Corporation, hereby constitute and appoint Stephen C. Forsyth and Billie S. Flaherty and each of them our true and lawful attorneys in fact with full power of substitution to sign and file with the U.S. Securities and Exchange Commission the Annual Report on Form 10-K of Chemtura Corporation for the fiscal year ended December 31, 2009, and any and all amendments and other filings or documents related thereto.

IN WITNESS WHEREOF, we have signed this Power of Attorney in the capacities indicated on February 25, 2010.

/s/ Craig A. Rogerson	/s/ Nigel D.T. Andrews
Craig A. Rogerson	Nigel D.T. Andrews
Principal Executive Officer	Director
Chairman of the Board President, Chief Executive Officer and Director
/s/ James W. Crownover	/s/ Martin M. Hale
James W. Crownover	Martin M. Hale
Director	Director
/s/ Roger L. Headrick	/s/ Burton M. Joyce
Roger L. Headrick	Burton M. Joyce
Lead Director	Director
/s/ Bruce F. Wesson	/s/ John K. Wulff
Bruce F. Wesson	John K. Wulff
Director	Director

EX-31.1

Exhibit 31.1

I, Craig A. Rogerson, certify that:

1.I have reviewed this annual report on Form 10-K of Chemtura Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	March 12, 2010
By:	/s/ Craig A. Rogerson
	Craig A. Rogerson
	Chairman, President and Chief Executive Officer

EX-31.2

Exhibit 31.2

I, Stephen C. Forsyth, certify that:

1.I have reviewed this annual report on Form 10-K of Chemtura Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this annual report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	March 12, 2010
By:	/s/ Stephen C. Forsyth
	Stephen C. Forsyth
	Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Chemtura Corporation (the “Company”) on Form 10-K for the period ending December 31, 2009 (the “Report”), I, Craig A. Rogerson, Chairman, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Craig A. Rogerson

Craig A. Rogerson

Chairman, President and

Chief Executive Officer

Date:   March 12, 2010

This written statement accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Chemtura Corporation (the “Company”) on Form 10-K for the period ending December 31, 2009 (the “Report”), I, Stephen C. Forsyth, Executive Vice President and Chief Financial Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Stephen C. Forsyth

Stephen C. Forsyth

Executive Vice President,

Chief Financial Officer,

Date:   March 12, 2010

This written statement accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.