8-K

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549



                            ______________________

                                  FORM 8-K



                               CURRENT REPORT



                       Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934



                                 Date of Report
                       (Date of earliest event reported)
                                February 6, 2001



                           UNION CARBIDE CORPORATION
             (Exact name of registrant as specified in its charter)



    New York                     1-1463                       13-1421730
(State or other         (Commission File Number)             (IRS Employer
jurisdiction of                                           Identification No.)
incorporation)





              39 Old Ridgebury Rd, Danbury, CT           06817-0001
          (Address of principal executive offices)       (Zip code)



                        Registrant's telephone number,
                      including area code 203-794-2000






Item 5.  OTHER EVENTS


         See attached press release dated February 6, 2001
         accompanying this report as Exhibit 99 regarding the
         merger of Union Carbide Corporation with a subsidiary
         of The Dow Chemical Company.




Item 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (c)  Exhibits.

              99.  Press release dated February 6, 2001.




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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.









Date:  February 6, 2001



                                        UNION CARBIDE CORPORATION




                                        /s/ J. Macdonald
                                        Secretary





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                                 EXHIBIT INDEX



Exhibits

99.  Press release dated February 6, 2001.




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EX-99

                                                                   Exhibit 99






                 Dow Completes Merger With Union Carbide;
           Announces Amounts and Record Dates for Pro Rata Dividends



MIDLAND, Mich., Feb. 6 /PRNewswire/ -- The Dow Chemical Company
(NYSE: DOW) announced that it has completed its merger with Union Carbide
Corporation.  Additionally, the companies announced the amounts, record dates
and payable dates of the pro rata dividends that will be paid shortly to Dow
and Union Carbide stockholders.

Dow and Union Carbide had announced on January 31, 2001, that in order to
comply with the merger agreement, pro rata dividends would be paid to their
respective stockholders.

Dow will pay two pro rata dividends that together total Dow's current
quarterly dividend rate of $0.29 per share:

 -  The first pro rata dividend of $0.12110 per share is payable on
    March 1, 2001 to Dow stockholders of record on February 5, 2001 (the
    Day preceding the effective date of the merger).

 -  The second pro rata dividend of $0.16890 per share is payable on
    April 30, 2001 to Dow stockholders of record on March 30, 2001.

 -  These two pro rata dividends replace Dow's usual quarterly dividend.
    This is the 357th consecutive quarter in which the company has issued a
    dividend.  Since 1912, Dow has paid a dividend every quarter and has
    maintained or increased the quarterly dividend amount throughout that time.

Union Carbide stock will cease to trade at the close of business today.
Union Carbide stockholders are eligible for the following dividends:

 - A pro rata dividend of $0.20275 is payable on March 1, 2001 to Union
   Carbide stockholders of record on February 5, 2001 (the day
   preceding the effective date of the merger).

 - Union Carbide stockholders became Dow stockholders when the merger
   closed and will receive 1.611 shares for every Union Carbide share
   they hold.  Therefore, they will be eligible for the second pro rata
   Dow dividend, as described above, if they remain Dow stockholders of
   record on March 30, 2001.

With the completion of the merger, Dow continues to be headquartered in
Midland, Mich., and to operate as The Dow Chemical Company.  Union Carbide is
now a wholly owned subsidiary of Dow.



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