GOODWILL AND OTHER INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2011

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets Disclosure [Text Block]

GOODWILL AND OTHER INTANGIBLE ASSETS

The following table shows changes in the carrying amount of goodwill for the years ended December 31, 2011 and 2010, by operating segment:



Goodwill	Electronic and Functional Materials			Coatings and Infrastructure Solutions			Ag Sciences		Perf Materials			Perf Plastics			Feedstocks and Energy		Total
In millions	Electronic and Functional Materials			Coatings and Infrastructure Solutions			Ag Sciences		Perf Materials			Perf Plastics			Feedstocks and Energy		Total
Gross goodwill at Jan 1, 2010	$	4,967		$	4,118		$	1,546	$	1,306		$	1,463		$	63	$	13,463
Accumulated impairments at Jan 1, 2010	—			—			—		(220		)	(30		)	—		(250		)
Net goodwill at Jan 1, 2010	$	4,967		$	4,118		$	1,546	$	1,086		$	1,433		$	63	$	13,213
Divestitures:
Styron	—			—			—		(111		)	(30		)	—		(141		)
Powder Coatings	—			(4		)	—		—			—			—		(4		)
Hydrocarbon Resins	(9		)	—			—		—			—			—		(9		)
Foreign currency impact	(9		)	(57		)	—		(9		)	(17		)	—		(92		)
Net goodwill at Dec 31, 2010	$	4,949		$	4,057		$	1,546	$	966		$	1,386		$	63	$	12,967
Acquisition of seed company	—			—			12		—			—			—		12
Sale of a Dow Automotive Systems product line	—			—			—		(7		)	—			—		(7		)
Foreign currency impact	(15		)	(16		)	—		—			(11		)	—		(42		)
Net goodwill at Dec 31, 2011	$	4,934		$	4,041		$	1,558	$	959		$	1,375		$	63	$	12,930
Accumulated impairments at Dec 31, 2011	—			—			—		209			—			—		209
Gross goodwill at Dec 31, 2011	$	4,934		$	4,041		$	1,558	$	1,168		$	1,375		$	63	$	13,139

The recording of the April 1, 2009 acquisition of Rohm and Haas resulted in goodwill of $9,707 million (see Note D) , which is not deductible for tax purposes. During the first quarter of 2010, goodwill related to the acquisition of Rohm and Haas increased $99 million for net adjustments made during the measurement period to the fair values of the assets acquired and liabilities assumed. In the table above, these adjustments have been retrospectively reflected in the goodwill at January 1, 2010, in accordance with the accounting guidance for business combinations. The adjustments increased goodwill for the operating segments as follows: Electronic and Functional Materials ($33 million), Coatings and Infrastructure Solutions ($47 million), Agricultural Sciences ($2 million), Performance Materials ($4 million) and Performance Plastics ($13 million).

As a result of the June 17, 2010 divestiture of Styron, $141 million of associated goodwill and $16 million of intangible assets were divested (see Note E). On June 1, 2010, the Company divested its Powder Coatings business, including $4 million of associated goodwill, and on October 1, 2010, the Company divested its Hydrocarbon Resins business, including $9 million of associated goodwill. On November 30, 2011, the Company sold a Dow Automotive Systems product line, including $7 million of associated goodwill.

At December 31, 2011, the Company had accumulated goodwill impairments of $209 million ($246 million at December 31, 2010 and $250 million at January 1, 2010). During the past two years, the accumulated goodwill impairments balance was reduced by the following transactions: the June 17, 2010 divestiture of Styron, which included $4 million of impaired goodwill associated with the Rubber business (reflected in Performance Materials); the September 30, 2011 sale of the global Polypropylene business, which included $30 million of impaired goodwill (reflected in Performance Plastics); and the divestiture of the Dow Haltermann business during 2011, which included $7 million of impaired goodwill (reflected in Performance Materials).

Goodwill Impairments

In 2011, the Company early adopted ASU 2011-08, “Intangibles-Goodwill and Other (Topic 350): Testing Goodwill for Impairment.” ASU 2011-08 simplifies how entities test goodwill for impairment and permits an entity to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. This ASU is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, with early adoption permitted.

During the fourth quarter of 2011, the Company performed its annual impairment test for goodwill. The Company assessed qualitative factors to determine whether it was more likely than not that the fair value of each reporting unit was less than its carrying value amount. The qualitative factors assessed for the Company included, but were not limited to, GDP growth rates, long-term hydrocarbon and energy prices, equity and credit market activity, discount rates, foreign exchange rates and overall financial performance. Qualitative factors assessed for each of the reporting units included, but were not limited to, changes in industry and market structure, competitive environments, planned capacity and new product launches, cost factors such as raw material prices, and financial performance of each reporting unit. The qualitative assessment indicated that it was more likely than not that the fair value of each reporting unit exceeded its carrying value. Additional quantitative testing was not required for any of the Company's reporting units.

During the fourth quarter of 2010, the Company performed its annual impairment tests for goodwill. As a result of the review, it was determined that no additional goodwill impairments existed.

During the fourth quarter of 2009, the Company performed its annual impairment tests for goodwill. As a result of the review, it was determined that the goodwill associated with the Dow Haltermann reporting unit was impaired. The impairment was based on a review of the Dow Haltermann reporting unit performed by management, in which discounted cash flows did not support the carrying value of the goodwill due to poor future projections for the business. As a result, an impairment loss of $7 million was recognized in the fourth quarter of 2009 against the Performance Materials segment.

Other Intangible Assets

The following table provides information regarding the Company’s other intangible assets:



Other Intangible Assets at December 31	2011							2010
In millions	Gross Carrying Amount		Accumulated Amortization			Net		Gross Carrying Amount		Accumulated Amortization			Net
Intangible assets with finite lives:
Licenses and intellectual property	$	1,693	$	(594	)	$	1,099	$	1,733	$	(466	)	$	1,267
Patents	119		(97		)	22		121		(95		)	26
Software	1,049		(596		)	453		965		(506		)	459
Trademarks	695		(224		)	471		693		(168		)	525
Customer related	3,652		(730		)	2,922		3,647		(492		)	3,155
Other	150		(108		)	42		122		(78		)	44
Total other intangible assets, finite lives	$	7,358	$	(2,349	)	$	5,009	$	7,281	$	(1,805	)	$	5,476
IPR&D (1), indefinite lives	52		—			52		54		—			54
Total other intangible assets	$	7,410	$	(2,349	)	$	5,061	$	7,335	$	(1,805	)	$	5,530

(1) In-process research and development ("IPR&D") purchased in a business combination.

The following table provides information regarding amortization expense:



Amortization Expense In millions	2011		2010		2009
Other intangible assets, excluding software	$	496	$	509	$	399
Software, included in “Cost of sales”	$	94	$	87	$	76

Total estimated amortization expense for the next five fiscal years is as follows:



Estimated Amortization Expense for Next Five Years In millions
2012	$	553
2013	$	531
2014	$	510
2015	$	492
2016	$	480

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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