RESTATEMENT

The Corporation has restated its previously issued Consolidated Financial Statements for the year ended December 31, 2011 due to an error which occurred in December 2011 related to the use of an incorrect selling price. This error resulted in an overstatement of "Net sales to related companies" of $86 million in the fourth quarter of 2011. Including the related tax impact, "Net Income Attributable to Union Carbide Corporation" was overstated by $54 million.

The effects of the restatement on the 2011 Consolidated Financial Statements are summarized below:



(In millions)	Year ended December 31, 2011
Consolidated Statement of Income	As Previously Reported			As Restated
Net sales to related companies	$	6,780		$	6,694
Total Net Sales	$	6,966		$	6,880
Income Before Income Taxes	$	388		$	302
Provision for income taxes	$	119		$	87
Net Income Attributable to Union Carbide Corporation	$	269		$	215

Consolidated Statement of Cash Flows
Operating Activities
Net Income	$	269		$	215
Changes in assets and liablities:
Related company receivables	$	1,007		$	1,092
Other assets and liabilities	$	(140	)	$	(171	)

Consolidated Statement of Equity
Retained Earnings
Net income	$	269		$	215
Balance at end of year	$	5,307		$	5,253
Union Carbide Corporation's Stockholder's Equity	$	4,487		$	4,433
Total Equity	$	4,489		$	4,435

Consolidated Statement of Comprehensive Income
Net Income Attributable to Union Carbide Corporation	$	269		$	215
Comprehensive Income Attributable to Union Carbide Corporation	$	163		$	109



(In millions)	At December 31, 2011
Consolidated Balance Sheet	As Previously Reported		As Restated
Assets
Current Assets
Accounts receivable:
Other	$	127	$	158
Notes receivable from related companies	$	3,346	$	3,261
Total current assets	$	4,207	$	4,153
Total Assets	$	7,759	$	7,705
Liabilities and Equity
Stockholder's Equity
Retained earnings	$	5,307	$	5,253
Union Carbide Corporation's stockholder's equity	$	4,487	$	4,433
Total equity	$	4,489	$	4,435
Total Liabilities and Equity	$	7,759	$	7,705