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):  June 29, 2012

SOLUTIA INC.

(Exact name of registrant as specified in its charter)

DELAWARE

(State of Incorporation)

001-13255	43-1781797
(Commission File Number)	(IRS Employer Identification No.)

575 Maryville Centre Drive, P.O. Box 66760, St. Louis, Missouri	63166-6760
(Address of principal executive offices)	(Zip Code)

(314) 674-1000

Registrant's telephone number, including area code

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:

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

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

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

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

ITEM 5.07.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

On June 29, 2012, Solutia Inc. (the “Company”) held a special meeting of stockholders of the Company for the purpose of considering and voting on the proposals described in greater detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on May 25, 2012.  Holders of 95,183,599 shares of common stock of the Company, representing approximately 77% of the shares of the common stock of the Company outstanding and entitled to vote as of May 4, 2012, the record date for the special meeting, were present in person or represented by proxy at the special meeting.  A summary of the voting results on each of the proposals submitted to a vote of the Company’s stockholders at the special meeting is set forth below:

Proposal 1: Adoption of the Merger Agreement

The Company’s stockholders adopted the Agreement and Plan of Merger (the “Merger Agreement”) dated as of January 26, 2012, by and among the Company, Eastman Chemical Company (“Eastman”) and Eagle Merger Sub Corporation (“Merger Sub”).  Pursuant to the Merger Agreement, Merger Sub will be merged with and into the Company, with the Company surviving the merger as an indirect wholly owned subsidiary of Eastman (the “Merger”).  The tabulation of votes on this proposal was as follows:

For	Against	Abstentions
95,183,599	25,717	5,296

Proposal 2: Non-Binding Vote on Certain Compensation Relating to the Merger

The Company’s stockholders approved, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company’s named executive officers that is based on or otherwise relates to the Merger contemplated by the Merger Agreement.  The tabulation of votes for this proposal was as follows:

For	Against	Abstentions
80,870,126	13,356,489	987,997

Proposal 3: Adjournment of the Special Meeting

Because the Company’s stockholders approved Proposal 1, the Company did not call for a vote on the proposal to adjourn the special meeting to solicit additional proxies in favor of Proposal 1.

ITEM 8.01.  OTHER EVENTS

On June 29, 2012, the Company issued a press release announcing the results of the shareholder votes at the special meeting held on that date.  The full text of this press release, a copy of which is attached hereto as Exhibit 99.1, is incorporated herein by reference.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits:
Exhibit Number	Description
99.1	Press Release dated June 29, 2012

SIGNATURES

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, THEREUNTO DULY AUTHORIZED.

SOLUTIA INC.

(Registrant)

/s/ Paul J. Berra III

Senior Vice President, Legal and Governmental Affairs

and General Counsel

DATE:  June 29, 2012

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated June 29, 2012

EX-99.1

	EXHIBIT 99.1
	575 Maryville Centre Drive St. Louis, Missouri 63141, USA www.solutia.com
FOR IMMEDIATE RELEASE	NEWS
Media: Melissa Zona +1.314.674.5555 Investors: Susannah Livingston +1.314.674.8914

Solutia Stockholders Approve Proposed Transaction with Eastman

Transaction Expected to Close First Week of July 2012

ST. LOUIS -- June 29, 2012 -- Solutia Inc. (“Solutia”) (NYSE: SOA) announced today that its stockholders have voted to approve the previously announced acquisition of Solutia by Eastman Chemical Company (“Eastman”).  Pursuant to the merger agreement with Eastman, which was entered into on January 26, 2012, Solutia stockholders will receive $22.00 in cash and 0.12 shares of Eastman common stock for each share of Solutia common stock as consideration in the acquisition.  Of the shares voted at today’s special meeting, 95,183,599 were voted in favor of the adoption of the merger agreement, which represents approximately 99% of the votes cast.

Adoption of the merger agreement by Solutia stockholders satisfies one of the conditions to complete the acquisition of Solutia by Eastman.  All regulatory closing conditions have been satisfied.  The transaction remains subject to the satisfaction or waiver of a number of customary closing conditions as set forth in the merger agreement and discussed in detail in the definitive proxy statement filed with the U.S. Securities and Exchange Commission by Solutia on May 25, 2012.  The transaction is expected to close during the week of July 2nd.

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Notes to Editor:  SOLUTIA and the Radiance Logo™ and all other trademarks listed below are trademarks of Solutia Inc. and/or its affiliates.

Forward Looking Statements

This communication may contain forward-looking statements, which can be identified by the use of words such as "believes," "expects," "may," "will," "intends," "plans," "estimates" or "anticipates," or other comparable terminology, or by discussions of strategy, plans or intentions.  All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including, without limitation, statements regarding the proposed acquisition; prospective performance and opportunities of Solutia and the outlook for its business; the development and delivery of new products; the expected timing of the completion of the acquisition; the ability to complete the acquisition considering the various closing conditions; and any assumptions underlying any of the foregoing.  These statements are based on Solutia's management's current expectations and assumptions, including assumptions about the industries in which Solutia operates. Forward-looking statements are not guarantees of future performance and are subject to significant risks and uncertainties that may cause actual results or achievements to be materially different from the future results or achievements expressed or implied by the forward-looking statements.  For example, (1) the conditions to the closing of the acquisition may not be satisfied or waived or satisfaction of the conditions may delay or prevent the closing of the acquisition; (2) problems may arise in successfully integrating the businesses of the companies, which may result in the combined company not operating as effectively and efficiently as expected; (3) the combined company may be unable to achieve synergies or other benefits of the acquisition or it may take longer than expected to achieve those synergies or benefits; (4) the acquisition may involve unexpected costs, unexpected liabilities or unexpected delays or other adverse effects on the companies; (5) the credit ratings of the combined company or its subsidiaries may be different from what the companies expect; (6) the businesses of the companies may suffer as a result of uncertainty surrounding the acquisition; (7) the industry may be subject to future regulatory or legislative actions that could adversely affect the companies; and (8) the combined company may be adversely affected by other economic, business, and/or competitive factors. Discussions of some of these other important factors and assumptions are described in Solutia's most recent Annual Report on Form 10-K, including under "Risk Factors", and Solutia's quarterly reports on Form 10-Q.  These reports can be accessed through the "Investors" section of Solutia's website at www.solutia.com.  Solutia disclaims any intent or obligation to update or revise any forward-looking statements in response to new information, unforeseen events, changed circumstances or any other occurrence except as required by law.

About Solutia

Solutia is a market-leading performance materials and specialty chemicals company. The company focuses on providing solutions for a better life through a range of products, including: Saflex® polyvinyl butyral interlayers for glass lamination and for photovoltaic module encapsulation and VISTASOLAR® ethylene vinyl acetate films for photovoltaic module encapsulation;  LLumar®, Vista™, EnerLogic®, FormulaOne®, Gila®, V-KOOL®, Huper Optik®, IQue™, Sun-X™ and Nanolux™ aftermarket performance films for automotive and architectural applications; XIR® and Heat Mirror® performance films that are incorporated into aftermarket window films, laminated glass products and suspended insulated glass units for use in automotive and architectural applications.  Flexvue™ advanced film component solutions for solar and electronic technologies; and technical specialties products including Crystex® insoluble sulfur, Santoflex® PPD antidegradants, Therminol® heat transfer fluids and Skydrol® aviation hydraulic fluids. Solutia's businesses are world leaders in each of their market segments. With its headquarters in St. Louis, Missouri, USA, the company operates globally with approximately 3,400 employees in more than 50 worldwide locations. More information is available at www.solutia.com.

Source: Solutia Inc.

St. Louis

6/29/12

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