8-K

UNITED STATES

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): December 28, 2008

UNION CARBIDE CORPORATION

(Exact name of Registrant as specified in its charter)

New York (State or other jurisdiction of incorporation)	1-1463 Commission File Number		13-1421730 (IRS Employer Identification No.)
400 West Sam Houston Parkway South, Houston, TX (Address of principal executive offices)		77042 (Zip code)
(713) 978-2016 (Registrant’s telephone number, including area code)
N.A. (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

On December 28, 2008, Union Carbide Corporation’s parent corporation, The Dow Chemical Company (“Dow”), issued a press release regarding the verbal notification received from Petrochemicals Industries Company (“PIC”), a wholly owned subsidiary of Kuwait Petroleum Corporation, about the Kuwait Supreme Petroleum Council’s decision to reverse its prior approval of the Joint Venture Formation Agreement between Dow and PIC (the “Parties”), pursuant to which the Parties had planned to establish K-Dow Petrochemicals, a 50-50 joint venture.

A copy of the press release is filed as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.                                         Description

99.1                                                     Press Release, dated December 28, 2008

SIGNATURE

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

Dated:  December 29, 2008

UNION CARBIDE CORPORATION
By:	/s/ WILLIAM H. WEIDEMAN
	Name:	William H. Weideman
	Title:	Vice President and Controller
		The Dow Chemical Company
	Authorized Representative of Union Carbide Corporation

EX-99.1

Exhibit 99.1

Dow Chemical Receives Notification of Kuwait Decision to Cancel K-Dow Partnership

MIDLAND, MI — December 28, 2008 — Today, The Dow Chemical Company has been verbally informed by our partners at the Kuwait Petroleum Corporation (KPC) and Petrochemicals Industries Company (PIC) about a decision made by the Kuwait Supreme Petroleum Council (SPC), to reverse its prior approval of the agreement between Dow and PIC to enter into K-Dow Petrochemicals, a planned 50-50 joint venture company.  The partners have informed us that there will be official written notification of the decision within the next few days.

Dow is extremely disappointed with the decision, and is in the process of evaluating its options pursuant to the Joint Venture Formation Agreement. While disappointed in this outcome, Dow remains committed to its Middle East Strategy.

About Dow

With annual sales of $54 billion and 46,000 employees worldwide, Dow is a diversified chemical company that combines the power of science and technology with the “Human Element” to constantly improve what is essential to human progress. The Company delivers a broad range of products and services to customers in around 160 countries, connecting chemistry and innovation with the principles of sustainability to help provide everything from fresh water, food and pharmaceuticals to paints, packaging and personal care products. References to “Dow” or the “Company” mean The Dow Chemical Company and its consolidated subsidiaries unless otherwise expressly noted.

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For editorial information:

David Winder

The Dow Chemical Company

1-989-638-0745

dwinder@dow.com