Consolidating Guarantor Financial Information

The 6.625% Notes and the 5.875% Notes (collectively, the "Notes") were issued by Celanese US (the "Issuer") and are guaranteed by Celanese Corporation (the "Parent Guarantor") and the Subsidiary Guarantors (Note 9). The Issuer and Subsidiary Guarantors are 100% owned subsidiaries of the Parent Guarantor. The Parent Guarantor and Subsidiary Guarantors have guaranteed the Notes fully and unconditionally and jointly and severally.

For cash management purposes, the Company transfers cash between Parent Guarantor, Issuer, Subsidiary Guarantors and non-guarantors through intercompany financing arrangements, contributions or declaration of dividends between the respective parent and its subsidiaries. The transfer of cash under these activities facilitates the ability of the recipient to make specified third-party payments. As a result, the Company presents such intercompany financing activities, contributions and dividends within the category where the ultimate use of cash to third parties is presented in the accompanying unaudited interim consolidated statements of cash flows.

The Company has not presented separate financial information and other disclosures for each of its Subsidiary Guarantors because it believes such financial information and other disclosures would not provide investors with any additional information that would be material in evaluating the sufficiency of the guarantees.

The unaudited interim consolidating financial statements for the Parent Guarantor, the Issuer, the Subsidiary Guarantors and the non-guarantors are as follows:

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF OPERATIONS



	Three Months Ended June 30, 2012
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		734		1,239		(298	)	1,675
Cost of sales	—	—		(520	)	(1,113	)	289		(1,344	)
Gross profit	—	—		214		126		(9	)	331
Selling, general and administrative expenses	—	—		(48	)	(76	)	—		(124	)
Amortization of intangible assets	—	—		(4	)	(9	)	—		(13	)
Research and development expenses	—	—		(18	)	(8	)	—		(26	)
Other (charges) gains, net	—	—		6		(3	)	(6	)	(3	)
Foreign exchange gain (loss), net	—	—		—		(1	)	—		(1	)
Gain (loss) on disposition of businesses and assets, net	—	—		—		—		—		—
Operating profit (loss)	—	—		150		29		(15	)	164
Equity in net earnings (loss) of affiliates	209	239		50		49		(485	)	62
Interest expense	—	(48	)	(10	)	(19	)	32		(45	)
Refinancing expense	—	—		—		—		—		—
Interest income	—	15		16		1		(32	)	—
Dividend income - cost investments	—	—		—		84		—		84
Other income (expense), net	—	—		—		(1	)	—		(1	)
Earnings (loss) from continuing operations before tax	209	206		206		143		(500	)	264
Income tax (provision) benefit	1	3		(40	)	(22	)	4		(54	)
Earnings (loss) from continuing operations	210	209		166		121		(496	)	210
Earnings (loss) from operation of discontinued operations	—	—		—		—		—		—
Gain (loss) on disposition of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		—		—		—
Net earnings (loss)	210	209		166		121		(496	)	210
Net (earnings) loss attributable to noncontrolling interests	—	—		—		—		—		—
Net earnings (loss) attributable to Celanese Corporation	210	209		166		121		(496	)	210

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF OPERATIONS



	Three Months Ended June 30, 2011
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		660		1,380		(287	)	1,753
Cost of sales	—	—		(472	)	(1,154	)	283		(1,343	)
Gross profit	—	—		188		226		(4	)	410
Selling, general and administrative expenses	—	—		(41	)	(99	)	—		(140	)
Amortization of intangible assets	—	—		(5	)	(12	)	—		(17	)
Research and development expenses	—	—		(17	)	(8	)	—		(25	)
Other (charges) gains, net	—	—		6		(24	)	—		(18	)
Foreign exchange gain (loss), net	—	—		—		(1	)	—		(1	)
Gain (loss) on disposition of businesses and assets, net	—	—		1		(1	)	—		—
Operating profit (loss)	—	—		132		81		(4	)	209
Equity in net earnings (loss) of affiliates	202	246		27		35		(464	)	46
Interest expense	—	(56	)	(9	)	(9	)	17		(57	)
Refinancing expense	—	(3	)	—		—		—		(3	)
Interest income	—	5		10		2		(17	)	—
Dividend income - cost investments	—	—		—		79		—		79
Other income (expense), net	—	1		(1	)	6		—		6
Earnings (loss) from continuing operations before tax	202	193		159		194		(468	)	280
Income tax (provision) benefit	1	9		(49	)	(37	)	1		(75	)
Earnings (loss) from continuing operations	203	202		110		157		(467	)	205
Earnings (loss) from operation of discontinued operations	—	—		(3	)	—		—		(3	)
Gain (loss) on disposition of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		1		—		—		1
Earnings (loss) from discontinued operations	—	—		(2	)	—		—		(2	)
Net earnings (loss)	203	202		108		157		(467	)	203
Net (earnings) loss attributable to noncontrolling interests	—	—		—		—		—		—
Net earnings (loss) attributable to Celanese Corporation	203	202		108		157		(467	)	203

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF OPERATIONS



	Six Months Ended June 30, 2012
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		1,374		2,488		(554	)	3,308
Cost of sales	—	—		(1,002	)	(2,261	)	556		(2,707	)
Gross profit	—	—		372		227		2		601
Selling, general and administrative expenses	—	—		(94	)	(164	)	—		(258	)
Amortization of intangible assets	—	—		(9	)	(17	)	—		(26	)
Research and development expenses	—	—		(34	)	(18	)	—		(52	)
Other (charges) gains, net	—	—		7		(4	)	(6	)	(3	)
Foreign exchange gain (loss), net	—	—		—		—		—		—
Gain (loss) on disposition of businesses and assets, net	—	—		—		—		—		—
Operating profit (loss)	—	—		242		24		(4	)	262
Equity in net earnings (loss) of affiliates	392	436		90		91		(896	)	113
Interest expense	—	(96	)	(21	)	(37	)	64		(90	)
Refinancing expense	—	—		—		—		—		—
Interest income	—	30		32		3		(64	)	1
Dividend income - cost investments	—	—		—		84		—		84
Other income (expense), net	—	1		—		—		—		1
Earnings (loss) from continuing operations before tax	392	371		343		165		(900	)	371
Income tax (provision) benefit	1	21		22		(23	)	1		22
Earnings (loss) from continuing operations	393	392		365		142		(899	)	393
Earnings (loss) from operation of discontinued operations	—	—		—		—		—		—
Gain (loss) on disposition of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		—		—		—
Net earnings (loss)	393	392		365		142		(899	)	393
Net (earnings) loss attributable to noncontrolling interests	—	—		—		—		—		—
Net earnings (loss) attributable to Celanese Corporation	393	392		365		142		(899	)	393

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF OPERATIONS



	Six Months Ended June 30, 2011
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		1,275		2,611		(544	)	3,342
Cost of sales	—	—		(908	)	(2,205	)	532		(2,581	)
Gross profit	—	—		367		406		(12	)	761
Selling, general and administrative expenses	—	—		(80	)	(188	)	—		(268	)
Amortization of intangible assets	—	—		(9	)	(24	)	—		(33	)
Research and development expenses	—	—		(30	)	(18	)	—		(48	)
Other (charges) gains, net	—	—		25		(40	)	—		(15	)
Foreign exchange gain (loss), net	—	—		—		—		—		—
Gain (loss) on disposition of businesses and assets, net	—	—		1		(1	)	—		—
Operating profit (loss)	—	—		274		135		(12	)	397
Equity in net earnings (loss) of affiliates	344	424		55		71		(805	)	89
Interest expense	—	(107	)	(21	)	(19	)	35		(112	)
Refinancing expense	—	(3	)	—		—		—		(3	)
Interest income	—	11		19		6		(35	)	1
Dividend income - cost investments	—	—		—		79		—		79
Other income (expense), net	—	3		(1	)	7		—		9
Earnings (loss) from continuing operations before tax	344	328		326		279		(817	)	460
Income tax (provision) benefit	1	16		(93	)	(43	)	2		(117	)
Earnings (loss) from continuing operations	345	344		233		236		(815	)	343
Earnings (loss) from operation of discontinued operations	—	—		3		—		—		3
Gain (loss) on disposition of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		(1	)	—		—		(1	)
Earnings (loss) from discontinued operations	—	—		2		—		—		2
Net earnings (loss)	345	344		235		236		(815	)	345
Net (earnings) loss attributable to noncontrolling interests	—	—		—		—		—		—
Net earnings (loss) attributable to Celanese Corporation	345	344		235		236		(815	)	345

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



	Three Months Ended June 30, 2012
	Parent Guarantor		Issuer		Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	210		209		166	121	(496	)	210
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—	—	—		—
Foreign currency translation	(50	)	(50	)	17	11	22		(50	)
Unrealized gain (loss) on interest rate swaps	—		—		—	—	—		—
Pension and postretirement benefits	9		9		7	1	(17	)	9
Total other comprehensive income (loss), net of tax	(41	)	(41	)	24	12	5		(41	)
Total comprehensive income (loss), net of tax	169		168		190	133	(491	)	169
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—	—	—		—
Comprehensive income (loss) attributable to Celanese Corporation	169		168		190	133	(491	)	169

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



	Three Months Ended June 30, 2011
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	203	202	108	157		(467	)	203
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—	—	—	—		—		—
Foreign currency translation	29	29	9	21		(59	)	29
Unrealized gain (loss) on interest rate swaps	—	—	—	(1	)	1		—
Pension and postretirement benefits	5	5	5	—		(10	)	5
Total other comprehensive income (loss), net of tax	34	34	14	20		(68	)	34
Total comprehensive income (loss), net of tax	237	236	122	177		(535	)	237
Comprehensive (income) loss attributable to noncontrolling interests	—	—	—	—		—		—
Comprehensive income (loss) attributable to Celanese Corporation	237	236	122	177		(535	)	237

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



	Six Months Ended June 30, 2012
	Parent Guarantor		Issuer		Subsidiary Guarantors	Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	393		392		365	142		(899	)	393
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—	—		—		—
Foreign currency translation	(24	)	(24	)	6	5		13		(24	)
Unrealized gain (loss) on interest rate swaps	1		1		—	—		(1	)	1
Pension and postretirement benefits	15		15		13	(1	)	(27	)	15
Total other comprehensive income (loss), net of tax	(8	)	(8	)	19	4		(15	)	(8	)
Total comprehensive income (loss), net of tax	385		384		384	146		(914	)	385
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—	—		—		—
Comprehensive income (loss) attributable to Celanese Corporation	385		384		384	146		(914	)	385

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



	Six Months Ended June 30, 2011
	Parent Guarantor	Issuer	Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	345	344	235		236		(815	)	345
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—	—	—		—		—		—
Foreign currency translation	87	87	(10	)	98		(175	)	87
Unrealized gain (loss) on interest rate swaps	9	9	—		(1	)	(8	)	9
Pension and postretirement benefits	8	8	8		—		(16	)	8
Total other comprehensive income (loss), net of tax	104	104	(2	)	97		(199	)	104
Total comprehensive income (loss), net of tax	449	448	233		333		(1,014	)	449
Comprehensive (income) loss attributable to noncontrolling interests	—	—	—		—		—		—
Comprehensive income (loss) attributable to Celanese Corporation	449	448	233		333		(1,014	)	449

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEETS



	As of June 30, 2012
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current assets
Cash and cash equivalents	43		—		139		618	—		800
Trade receivables - third party and affiliates	—		—		353		745	(141	)	957
Non-trade receivables, net	—		23		1,749		504	(2,099	)	177
Inventories, net	—		—		186		608	(68	)	726
Deferred income taxes	—		—		87		19	—		106
Marketable securities, at fair value	—		—		60		—	—		60
Other assets	—		6		19		32	(17	)	40
Total current assets	43		29		2,593		2,526	(2,325	)	2,866
Investments in affiliates	1,707		3,450		1,551		515	(6,467	)	756
Property, plant and equipment, net	—		—		777		2,488	—		3,265
Deferred income taxes	—		17		519		26	—		562
Other assets	—		1,862		136		338	(1,946	)	390
Goodwill	—		—		306		450	—		756
Intangible assets, net	—		—		75		109	—		184
Total assets	1,750		5,358		5,957		6,452	(10,738	)	8,779
LIABILITIES AND EQUITY
Current liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—		1,604		181		112	(1,766	)	131
Trade payables - third party and affiliates	—		—		274		555	(141	)	688
Other liabilities	—		39		329		463	(365	)	466
Deferred income taxes	—		16		(16	)	18	—		18
Income taxes payable	(30	)	(379	)	424		27	(5	)	37
Total current liabilities	(30	)	1,280		1,192		1,175	(2,277	)	1,340
Noncurrent liabilities
Long-term debt	—		2,358		828		1,600	(1,941	)	2,845
Deferred income taxes	—		—		38		92	—		130
Uncertain tax positions	3		2		30		137	—		172
Benefit obligations	—		—		1,250		142	—		1,392
Other liabilities	—		11		104		1,021	(13	)	1,123
Total noncurrent liabilities	3		2,371		2,250		2,992	(1,954	)	5,662
Total Celanese Corporation stockholders’ equity	1,777		1,707		2,515		2,285	(6,507	)	1,777
Noncontrolling interests	—		—		—		—	—		—
Total equity	1,777		1,707		2,515		2,285	(6,507	)	1,777
Total liabilities and equity	1,750		5,358		5,957		6,452	(10,738	)	8,779

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEETS



	As of December 31, 2011
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current assets
Cash and cash equivalents	—		—		133		549	—		682
Trade receivables - third party and affiliates	—		—		297		694	(120	)	871
Non-trade receivables, net	—		10		1,651		562	(1,988	)	235
Inventories, net	—		—		187		590	(65	)	712
Deferred income taxes	—		—		87		17	—		104
Marketable securities, at fair value	—		—		64		—	—		64
Other assets	—		6		18		45	(34	)	35
Total current assets	—		16		2,437		2,457	(2,207	)	2,703
Investments in affiliates	1,315		2,978		1,530		535	(5,534	)	824
Property, plant and equipment, net	—		—		735		2,534	—		3,269
Deferred income taxes	—		17		382		22	—		421
Other assets	—		1,903		132		296	(1,987	)	344
Goodwill	—		—		298		462	—		760
Intangible assets, net	—		—		69		128	—		197
Total assets	1,315		4,914		5,583		6,434	(9,728	)	8,518
LIABILITIES AND EQUITY
Current liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—		1,492		176		131	(1,655	)	144
Trade payables - third party and affiliates	—		—		258		535	(120	)	673
Other liabilities	—		63		353		506	(383	)	539
Deferred income taxes	—		16		(16	)	17	—		17
Income taxes payable	(29	)	(373	)	384		35	(5	)	12
Total current liabilities	(29	)	1,198		1,155		1,224	(2,163	)	1,385
Noncurrent liabilities
Long-term debt	—		2,372		834		1,650	(1,983	)	2,873
Deferred income taxes	—		—		—		92	—		92
Uncertain tax positions	3		16		27		136	—		182
Benefit obligations	—		—		1,346		146	—		1,492
Other liabilities	—		13		99		1,055	(14	)	1,153
Total noncurrent liabilities	3		2,401		2,306		3,079	(1,997	)	5,792
Total Celanese Corporation stockholders’ equity	1,341		1,315		2,122		2,131	(5,568	)	1,341
Noncontrolling interests	—		—		—		—	—		—
Total equity	1,341		1,315		2,122		2,131	(5,568	)	1,341
Total liabilities and equity	1,315		4,914		5,583		6,434	(9,728	)	8,518

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF CASH FLOWS



	Six Months Ended June 30, 2012
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	(29	)	—		175		256		—		402
Investing activities
Capital expenditures on property, plant and equipment	—		—		(93	)	(90	)	—		(183	)
Acquisitions, net of cash acquired	—		—		(23	)	—		—		(23	)
Proceeds from sale of businesses and assets, net	—		—		1		—		—		1
Deferred proceeds from Ticona Kelsterbach plant relocation	—		—		—		—		—		—
Capital expenditures related to Ticona Kelsterbach plant relocation	—		—		—		(35	)	—		(35	)
Other, net	—		—		(9	)	(34	)	—		(43	)
Net cash provided by (used in) investing activities	—		—		(124	)	(159	)	—		(283	)
Financing activities
Short-term borrowings (repayments), net	—		—		1		(15	)	—		(14	)
Proceeds from long-term debt	—		—		—		—		—		—
Repayments of long-term debt	—		(7	)	(1	)	(11	)	—		(19	)
Refinancing costs	—		—		—		—		—		—
Proceeds and repayments from intercompany financing activities	—		7		(7	)	—		—		—
Purchases of treasury stock, including related fees	(28	)	—		—		—		—		(28	)
Dividends from subsidiary	35		35		—		—		(70	)	—
Dividends to parent	—		(35	)	(35	)	—		70		—
Contributions from parent to subsidiary	—		—		(3	)	3		—		—
Stock option exercises	55		—		—		—		—		55
Series A common stock dividends	(19	)	—		—		—		—		(19	)
Preferred stock dividends	—		—		—		—		—		—
Other, net	29		—		—		—		—		29
Net cash provided by (used in) financing activities	72		—		(45	)	(23	)	—		4
Exchange rate effects on cash and cash equivalents	—		—		—		(5	)	—		(5	)
Net increase (decrease) in cash and cash equivalents	43		—		6		69		—		118
Cash and cash equivalents as of beginning of period	—		—		133		549		—		682
Cash and cash equivalents as of end of period	43		—		139		618		—		800

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF CASH FLOWS



	Six Months Ended June 30, 2011
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	—		—		175		141		—		316
Investing activities
Capital expenditures on property, plant and equipment	—		—		(63	)	(88	)	—		(151	)
Acquisitions, net of cash acquired	—		—		(8	)	—		—		(8	)
Proceeds from sale of businesses and assets, net	—		—		1		4		—		5
Deferred proceeds from Ticona Kelsterbach plant relocation	—		—		—		158		—		158
Capital expenditures related to Ticona Kelsterbach plant relocation	—		—		—		(114	)	—		(114	)
Other, net	—		—		(2	)	(21	)	—		(23	)
Net cash provided by (used in) investing activities	—		—		(72	)	(61	)	—		(133	)
Financing activities
Short-term borrowings (repayments), net	—		—		(8	)	(26	)	—		(34	)
Proceeds from long term debt	—		400		—		11		—		411
Repayments of long-term debt	—		(525	)	(1	)	(27	)	—		(553	)
Refinancing costs	—		(8	)	—		—		—		(8	)
Proceeds and repayments from intercompany financing activities	—		133		(133	)	—		—		—
Purchases of treasury stock, including related fees	(13	)	—		—		—		—		(13	)
Dividends from subsidiary	13		113		—		—		(126	)	—
Dividends to parent	—		(13	)	(13	)	(100	)	126		—
Contributions from parent to subsidiary	—		(100	)	100		—		—		—
Stock option exercises	17		—		—		—		—		17
Series A common stock dividends	(16	)	—		—		—		—		(16	)
Preferred stock dividends	—		—		—		—		—		—
Other, net	—		—		(2	)	—		—		(2	)
Net cash provided by (used in) financing activities	1		—		(57	)	(142	)	—		(198	)
Exchange rate effects on cash and cash equivalents	—		—		—		16		—		16
Net increase (decrease) in cash and cash equivalents	1		—		46		(46	)	—		1
Cash and cash equivalents as of beginning of period	—		—		128		612		—		740
Cash and cash equivalents as of end of period	1		—		174		566		—		741