10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________________

Form 10-Q

þ	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended March 31, 2016
	Or
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

(Commission File Number) 001-32410

CELANESE CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware (State or Other Jurisdiction of Incorporation or Organization)	98-0420726 (I.R.S. Employer Identification No.)
222 W. Las Colinas Blvd., Suite 900N Irving, TX (Address of Principal Executive Offices)	75039-5421 (Zip Code)

(972) 443-4000

(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ  No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ  No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer þ

Accelerated filer o

Non-accelerated filer o (Do not check if a smaller reporting company)

Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o  No þ

The number of outstanding shares of the registrant's Series A common stock, $0.0001 par value, as of April 12, 2016 was 147,445,193.

CELANESE CORPORATION AND SUBSIDIARIES

Form 10-Q

For the Quarterly Period Ended March 31, 2016

TABLE OF CONTENTS

		Page
	PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	a) Unaudited Interim Consolidated Statements of Operations for the three months ended March 31, 2016 and 2015	3
	b) Unaudited Interim Consolidated Statements of Comprehensive Income (Loss) for the three months ended March 31, 2016 and 2015	4
	c) Unaudited Consolidated Balance Sheets as of March 31, 2016 and December 31, 2015	5
	d) Unaudited Interim Consolidated Statement of Equity for the three months ended March 31, 2016	6
	e) Unaudited Interim Consolidated Statements of Cash Flows for the three months ended March 31, 2016 and 2015	7
	f) Notes to the Unaudited Interim Consolidated Financial Statements	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	34
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	46
Item 4.	Controls and Procedures	46
	PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	47
Item 1A.	Risk Factors	47
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	47
Item 3.	Defaults Upon Senior Securities	47
Item 4.	Mine Safety Disclosures	47
Item 5.	Other Information	47
Item 6.	Exhibits	48
Signatures		49

2

Item 1. Financial Statements 

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

	Three Months Ended March 31,
	2016		2015
	(In $ millions, except share and per share data)
Net sales	1,404		1,450
Cost of sales	(1,014	)	(1,069	)
Gross profit	390		381
Selling, general and administrative expenses	(80	)	(98	)
Amortization of intangible assets	(2	)	(3	)
Research and development expenses	(19	)	(20	)
Other (charges) gains, net	(5	)	(5	)
Foreign exchange gain (loss), net	3		3
Gain (loss) on disposition of businesses and assets, net	—		(1	)
Operating profit (loss)	287		257
Equity in net earnings (loss) of affiliates	38		48
Interest expense	(33	)	(27	)
Refinancing expense	(2	)	—
Interest income	1		—
Dividend income - cost investments	27		28
Other income (expense), net	—		—
Earnings (loss) from continuing operations before tax	318		306
Income tax (provision) benefit	(60	)	(72	)
Earnings (loss) from continuing operations	258		234
Earnings (loss) from operation of discontinued operations	1		—
Income tax (provision) benefit from discontinued operations	—		—
Earnings (loss) from discontinued operations	1		—
Net earnings (loss)	259		234
Net (earnings) loss attributable to noncontrolling interests	(2	)	2
Net earnings (loss) attributable to Celanese Corporation	257		236
Amounts attributable to Celanese Corporation
Earnings (loss) from continuing operations	256		236
Earnings (loss) from discontinued operations	1		—
Net earnings (loss)	257		236
Earnings (loss) per common share - basic
Continuing operations	1.74		1.54
Discontinued operations	—		—
Net earnings (loss) - basic	1.74		1.54
Earnings (loss) per common share - diluted
Continuing operations	1.73		1.53
Discontinued operations	—		—
Net earnings (loss) - diluted	1.73		1.53
Weighted average shares - basic	147,413,234		153,216,510
Weighted average shares - diluted	148,131,114		153,901,562

See the accompanying notes to the unaudited interim consolidated financial statements.

3

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF

COMPREHENSIVE INCOME (LOSS)

	Three Months Ended March 31,
	2016		2015
	(In $ millions)
Net earnings (loss)	259		234
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1		—
Foreign currency translation	64		(156	)
Gain (loss) on cash flow hedges	—		2
Pension and postretirement benefits	—		(3	)
Total other comprehensive income (loss), net of tax	65		(157	)
Total comprehensive income (loss), net of tax	324		77
Comprehensive (income) loss attributable to noncontrolling interests	(2	)	2
Comprehensive income (loss) attributable to Celanese Corporation	322		79

See the accompanying notes to the unaudited interim consolidated financial statements.

4

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATED BALANCE SHEETS

	As of March 31, 2016		As of December 31, 2015
	(In $ millions, except share data)
ASSETS
Current Assets
Cash and cash equivalents (variable interest entity restricted - 2016: $18; 2015: $7)	716		967
Trade receivables - third party and affiliates (net of allowance for doubtful accounts - 2016: $6; 2015: $6; variable interest entity restricted - 2016: $5; 2015: $6)	830		706
Non-trade receivables, net	212		285
Inventories	667		682
Deferred income taxes	—		68
Marketable securities, at fair value	31		30
Other assets	47		49
Total current assets	2,503		2,787
Investments in affiliates	870		838
Property, plant and equipment (net of accumulated depreciation - 2016: $2,132; 2015: $2,039; variable interest entity restricted - 2016: $763; 2015: $772)	3,640		3,609
Deferred income taxes	236		222
Other assets (variable interest entity restricted - 2016: $10; 2015: $13)	296		300
Goodwill	722		705
Intangible assets (net of accumulated amortization - 2016: $546; 2015: $528; variable interest entity restricted - 2016: $27; 2015: $27)	125		125
Total assets	8,392		8,586
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	116		513
Trade payables - third party and affiliates	574		587
Other liabilities	280		330
Deferred income taxes	—		30
Income taxes payable	125		90
Total current liabilities	1,095		1,550
Long-term debt, net of unamortized deferred financing costs	2,487		2,468
Deferred income taxes	116		136
Uncertain tax positions	176		167
Benefit obligations	1,176		1,189
Other liabilities	244		247
Commitments and Contingencies
Stockholders' Equity
Preferred stock, $0.01 par value, 100,000,000 shares authorized (2016 and 2015: 0 issued and outstanding)	—		—
Series A common stock, $0.0001 par value, 400,000,000 shares authorized (2016: 167,355,679 issued and 147,439,189 outstanding; 2015: 166,698,787 issued and 146,782,297 outstanding)	—		—
Series B common stock, $0.0001 par value, 100,000,000 shares authorized (2016 and 2015: 0 issued and outstanding)	—		—
Treasury stock, at cost (2016 and 2015: 19,916,490 shares)	(1,031	)	(1,031	)
Additional paid-in capital	125		136
Retained earnings	3,834		3,621
Accumulated other comprehensive income (loss), net	(283	)	(348	)
Total Celanese Corporation stockholders' equity	2,645		2,378
Noncontrolling interests	453		451
Total equity	3,098		2,829
Total liabilities and equity	8,392		8,586

See the accompanying notes to the unaudited interim consolidated financial statements.

5

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATED STATEMENT OF EQUITY

	Three Months Ended March 31, 2016
	Shares	Amount
	(In $ millions, except share data)
Series A Common Stock
Balance as of the beginning of the period	146,782,297	—
Stock option exercises	30,000	—
Purchases of treasury stock	—	—
Stock awards	626,892	—
Balance as of the end of the period	147,439,189	—
Treasury Stock
Balance as of the beginning of the period	19,916,490	(1,031	)
Purchases of treasury stock, including related fees	—	—
Balance as of the end of the period	19,916,490	(1,031	)
Additional Paid-In Capital
Balance as of the beginning of the period		136
Stock-based compensation, net of tax		(12	)
Stock option exercises, net of tax		1
Balance as of the end of the period		125
Retained Earnings
Balance as of the beginning of the period		3,621
Net earnings (loss) attributable to Celanese Corporation		257
Series A common stock dividends		(44	)
Balance as of the end of the period		3,834
Accumulated Other Comprehensive Income (Loss), Net
Balance as of the beginning of the period		(348	)
Other comprehensive income (loss), net of tax		65
Balance as of the end of the period		(283	)
Total Celanese Corporation stockholders' equity		2,645
Noncontrolling Interests
Balance as of the beginning of the period		451
Net earnings (loss) attributable to noncontrolling interests		2
Contributions from noncontrolling interests		—
Balance as of the end of the period		453
Total equity		3,098

See the accompanying notes to the unaudited interim consolidated financial statements.

6

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

	Three Months Ended March 31,
	2016		2015
	(In $ millions)
Operating Activities
Net earnings (loss)	259		234
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities
Asset impairments	—		—
Depreciation, amortization and accretion	74		68
Pension and postretirement net periodic benefit cost	(13	)	(12	)
Pension and postretirement contributions	(14	)	(29	)
Deferred income taxes, net	(2	)	5
(Gain) loss on disposition of businesses and assets, net	—		1
Stock-based compensation	10		12
Undistributed earnings in unconsolidated affiliates	(1	)	39
Other, net	4		3
Operating cash provided by (used in) discontinued operations	(1	)	(1	)
Changes in operating assets and liabilities
Trade receivables - third party and affiliates, net	(111	)	(34	)
Inventories	29		6
Other assets	40		45
Trade payables - third party and affiliates	(8	)	(58	)
Other liabilities	21		(9	)
Net cash provided by (used in) operating activities	287		270
Investing Activities
Capital expenditures on property, plant and equipment	(70	)	(64	)
Acquisitions, net of cash acquired	—		—
Proceeds from sale of businesses and assets, net	—		—
Capital expenditures related to Fairway Methanol LLC	—		(98	)
Other, net	(5	)	(11	)
Net cash provided by (used in) investing activities	(75	)	(173	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	(344	)	4
Proceeds from short-term borrowings	8		16
Repayments of short-term borrowings	(63	)	(29	)
Proceeds from long-term debt	170		—
Repayments of long-term debt	(177	)	(6	)
Purchases of treasury stock, including related fees	—		—
Stock option exercises	1		—
Series A common stock dividends	(44	)	(38	)
Contributions from noncontrolling interests	—		80
Other, net	(24	)	(10	)
Net cash provided by (used in) financing activities	(473	)	17
Exchange rate effects on cash and cash equivalents	10		(43	)
Net increase (decrease) in cash and cash equivalents	(251	)	71
Cash and cash equivalents as of beginning of period	967		780
Cash and cash equivalents as of end of period	716		851

See the accompanying notes to the unaudited interim consolidated financial statements.

7

CELANESE CORPORATION AND SUBSIDIARIES

NOTES TO THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

1. Description of the Company and Basis of Presentation

Description of the Company

Celanese Corporation and its subsidiaries (collectively, the "Company") is a global technology and specialty materials company. The Company's business involves processing chemical raw materials, such as methanol, carbon monoxide and ethylene, and natural products, including wood pulp, into value-added chemicals, thermoplastic polymers and other chemical-based products.

Definitions

In this Quarterly Report on Form 10-Q ("Quarterly Report"), the term "Celanese" refers to Celanese Corporation, a Delaware corporation, and not its subsidiaries. The term "Celanese US" refers to the Company's subsidiary, Celanese US Holdings LLC, a Delaware limited liability company, and not its subsidiaries.

Basis of Presentation

The unaudited interim consolidated financial statements for the three months endedMarch 31, 2016 and 2015 contained in this Quarterly Report were prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP") for all periods presented and include the accounts of the Company, its majority owned subsidiaries over which the Company exercises control and, when applicable, variable interest entities in which the Company is the primary beneficiary. The unaudited interim consolidated financial statements and other financial information included in this Quarterly Report, unless otherwise specified, have been presented to separately show the effects of discontinued operations.

In the opinion of management, the accompanying unaudited consolidated balance sheets and related unaudited interim consolidated statements of operations, comprehensive income (loss), cash flows and equity include all adjustments, consisting only of normal recurring items necessary for their fair presentation in conformity with US GAAP. Certain information and footnote disclosures normally included in financial statements prepared in accordance with US GAAP may have been condensed or omitted in accordance with rules and regulations of the Securities and Exchange Commission ("SEC"). These unaudited interim consolidated financial statements should be read in conjunction with the Company's consolidated financial statements as of and for the year ended December 31, 2015, filed on February 5, 2016 with the SEC as part of the Company's Annual Report on Form 10-K.

Operating results for the three months endedMarch 31, 2016 are not necessarily indicative of the results to be expected for the entire year.

In the ordinary course of business, the Company enters into contracts and agreements relative to a number of topics, including acquisitions, dispositions, joint ventures, supply agreements, product sales and other arrangements. The Company endeavors to describe those contracts or agreements that are material to its business, results of operations or financial position. The Company may also describe some arrangements that are not material but in which the Company believes investors may have an interest or which may have been included in a Form 8-K filing. Investors should not assume the Company has described all contracts and agreements relative to the Company's business in this Quarterly Report.

For those consolidated ventures in which the Company owns or is exposed to less than 100% of the economics, the outside stockholders' interests are shown as noncontrolling interests.

The Company has reclassified certain prior period amounts to conform to the current period's presentation.

Estimates and Assumptions

The preparation of unaudited interim consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited interim consolidated financial statements and the reported amounts of net sales, expenses and allocated charges during the reporting period. Significant estimates pertain to impairments of goodwill, intangible assets and other long-lived assets, purchase price allocations, restructuring costs and other (charges) gains, net, income taxes, pension and other postretirement benefits, asset retirement obligations, environmental liabilities and loss contingencies, among others. Actual results could differ from those estimates.

8

Change in estimate regarding pension and other postretirement benefits

Beginning in 2016, the Company elected to change the method used to estimate the service and interest cost components of net periodic benefit cost for its significant defined benefit pension plans and other postretirement benefit plans. Previously, the Company estimated the service and interest cost components utilizing a single weighted average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. The Company has elected to use a full yield curve approach in the estimation of these components of net periodic benefit cost by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. This change improves the correlation between projected benefit cash flows and the corresponding yield curve spot rates and provides a more precise measurement of service and interest costs. This change does not affect the measurement of the Company's total benefit obligations as the change in service and interest cost will be completely offset in the annual actuarial (gain) loss reported. The Company has accounted for this change as a change in estimate and, accordingly, has accounted for it prospectively beginning in 2016. The Company's adoption of the full yield curve approach will reduce 2016 service and interest cost by approximately $29 million as compared to the previous method.

The discount rates used to measure service and interest cost during 2016 and the discount rates that would have been used for service and interest cost under the Company's previous estimation methodology are as follows:

	Pension Benefits		Postretirement Benefits
	US	International	US	International
	(In percentages)
Single weighted average discount rate approach
Service and interest cost	4.2	2.6	4.0	3.6
Full yield curve approach(1)
Service cost	4.5	3.1	4.2	3.8
Interest cost	3.4	2.2	3.1	3.1

______________________________

⁽¹⁾  Represents the weighted average effective interest rate.

2. Recent Accounting Pronouncements

In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early adoption is permitted. The Company is currently assessing the potential impact of adopting ASU 2016-09 on its financial statements and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases ("ASU 2016-02"). ASU 2016-02 supersedes the lease guidance under FASB Accounting Standards Codification ("ASC") Topic 840, Leases, resulting in the creation of FASB ASC Topic 842, Leases. ASU 2016-02 requires a lessee to recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for both finance and operating leases. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. Early adoption is permitted. The Company is currently assessing the potential impact of adopting ASU 2016-02 on its financial statements and related disclosures.

In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes ("ASU 2015-17"). ASU 2015-17 requires deferred tax liabilities and assets to be classified as noncurrent in a classified statement of financial position. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early adoption is permitted. The Company has elected to early adopt ASU 2015-17 prospectively during the three months ended March 31, 2016 in accordance with the FASB's disclosure simplification initiatives. The adoption of this ASU resulted in a reclassification from current to noncurrent deferred tax assets and deferred tax liabilities of $68 million and $30 million, respectively. Prior periods were not adjusted.

9

In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory ("ASU 2015-11"). ASU 2015-11 applies to inventory that is measured using the first-in, first-out ("FIFO") or average cost method and requires measurement of that inventory at the lower of cost and net realizable value, instead of lower of cost or market. ASU 2015-11 further clarifies the definition of net realizable value as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early adoption is permitted. The Company early adopted ASU 2015-11 prospectively during the three months ended March 31, 2016 in accordance with the FASB's disclosure simplification initiatives. The adoption of this ASU did not have a material impact on the Company's financial statements or related disclosures.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"). ASU 2014-09 supersedes the revenue recognition requirements of FASB ASC Topic 605, Revenue Recognition and most industry-specific guidance throughout the ASC, resulting in the creation of FASB ASC Topic 606, Revenue from Contracts with Customers. ASU 2014-09 requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. This ASU provides alternative methods of adoption. In August 2015, the FASB issued ASU 2015-14, Revenue fromContracts with Customers, Deferral of the Effective Date ("ASU 2015-14"). ASU 2015-14 defers the effective date of ASU 2014-09 by one year to December 15, 2017 for fiscal years, and interim periods within those years, beginning after that date and permits early adoption of the standard, but not before the original effective date for fiscal years beginning after December 15, 2016. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers, Principal versus Agent Considerations (Reporting Revenue Gross versus Net) ("ASU 2016-08") clarifying the implementation guidance on principal versus agent considerations. Specifically, an entity is required to determine whether the nature of a promise is to provide the specified good or service itself (that is, the entity is a principal) or to arrange for the good or service to be provided to the customer by the other party (that is, the entity is an agent). The determination influences the timing and amount of revenue recognition. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing, clarifying the implementation guidance on identifying performance obligations and licensing. Specifically, the amendments reduce the cost and complexity of identifying promised goods or services and improves the guidance for determining whether promises are separately identifiable. The amendments also provide implementation guidance on determining whether an entity's promise to grant a license provides a customer with either a right to use the entity's intellectual property (which is satisfied at a point in time) or a right to access the entity's intellectual property (which is satisfied over time). The effective date and transition requirements for ASU 2016-08 and ASU 2016-10 are the same as the effective date and transition requirements for ASU 2014-09. The Company is currently assessing the potential impact of adopting ASU 2014-09, ASU 2016-08 and ASU 2016-10 on its financial statements and related disclosures.

3. Ventures and Variable Interest Entities

Consolidated Variable Interest Entities

In February 2014, the Company formed a joint venture, Fairway Methanol LLC ("Fairway"), with Mitsui & Co., Ltd., of Tokyo, Japan ("Mitsui"), in which the Company owns 50% of Fairway, for the production of methanol at the Company's integrated chemical plant in Clear Lake, Texas. The methanol unit utilizes natural gas in the US Gulf Coast region as a feedstock and benefits from the existing infrastructure at the Company's Clear Lake facility. Both Mitsui and the Company supply their own natural gas to Fairway in exchange for methanol tolling under a cost-plus off-take arrangement.

The Company determined that Fairway is a variable interest entity ("VIE") in which the Company is the primary beneficiary. Under the terms of the joint venture agreements, the Company provides site services and day-to-day operations for the methanol facility. In addition, the joint venture agreements provide that the Company indemnifies Mitsui for environmental obligations that exceed a specified threshold, as well as an equity option between the partners. Accordingly, the Company consolidates the venture and records a noncontrolling interest for the share of the venture owned by Mitsui. Fairway is included in the Company's Acetyl Intermediates segment.

10

The carrying amount of the assets and liabilities associated with Fairway included in the unaudited consolidated balance sheets are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Cash and cash equivalents	18	7
Trade receivables, net - third party & affiliate	10	12
Property, plant and equipment (net of accumulated depreciation - 2016: $20; 2015: $10)	763	772
Intangible assets (net of accumulated amortization - 2016: $0; 2015: $0)	27	27
Other assets	10	13
Total assets(1)	828	831
Trade payables	7	9
Other liabilities(2)	3	5
Long-term debt	5	5
Deferred income taxes	2	2
Total liabilities	17	21

______________________________

⁽¹⁾  Assets can only be used to settle the obligations of Fairway.

⁽²⁾  Primarily represents amounts owed by Fairway to the Company for reimbursement of expenditures.

Nonconsolidated Variable Interest Entities

The Company holds variable interests in entities that supply certain raw materials and services to the Company. The variable interests primarily relate to cost-plus contractual arrangements with the suppliers and recovery of capital expenditures for certain plant assets plus a rate of return on such assets. Liabilities for such supplier recoveries of capital expenditures have been recorded as capital lease obligations. The entities are not consolidated because the Company is not the primary beneficiary of the entities as it does not have the power to direct the activities of the entities that most significantly impact the entities' economic performance. The Company's maximum exposure to loss as a result of its involvement with these VIEs as of March 31, 2016 relates primarily to the recovery of capital expenditures for certain property, plant and equipment.

The carrying amount of the assets and liabilities associated with the obligations to nonconsolidated VIEs, as well as the maximum exposure to loss relating to these nonconsolidated VIEs are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Property, plant and equipment, net	70	73
Trade payables	52	47
Current installments of long-term debt	10	10
Long-term debt	106	109
Total liabilities	168	166
Maximum exposure to loss	267	268

The difference between the total liabilities associated with obligations to unconsolidated VIEs and the maximum exposure to loss primarily represents take-or-pay obligations for services included in the Company's unconditional purchase obligations (Note 16).

11

4. Marketable Securities, at Fair Value

The Company's nonqualified trusts hold available-for-sale securities for funding requirements of the Company's nonqualified pension plans (Note 9) as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Amortized cost	31	30
Gross unrealized gain	—	—
Gross unrealized loss	—	—
Fair value	31	30

5. Inventories

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Finished goods	491	498
Work-in-process	39	43
Raw materials and supplies	137	141
Total	667	682

6. Current Other Liabilities

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Asset retirement obligations	8	10
Benefit obligations (Note 9)	31	31
Customer rebates	27	45
Derivatives (Note 14)	3	2
Environmental (Note 10)	13	11
Insurance	9	10
Interest	16	16
Restructuring (Note 12)	26	30
Salaries and benefits	68	109
Sales and use tax/foreign withholding tax payable	21	13
Other	58	53
Total	280	330

12

7. Noncurrent Other Liabilities

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Asset retirement obligations	24	26
Deferred proceeds	44	43
Deferred revenue	12	13
Environmental (Note 10)	58	61
Income taxes payable	7	7
Insurance	50	50
Other	49	47
Total	244	247

8. Debt

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Short-Term Borrowings and Current Installments of Long-Term Debt - Third Party and Affiliates
Current installments of long-term debt	58	56
Short-term borrowings, including amounts due to affiliates(1)	58	52
Revolving credit facility(2)	—	350
Accounts receivable securitization facility(3)	—	55
Total	116	513

______________________________

⁽¹⁾  The weighted average interest rate was 2.8% and 3.3% as of March 31, 2016 and December 31, 2015, respectively.

⁽²⁾  The weighted average interest rate was 1.8% as of December 31, 2015.

⁽³⁾  The weighted average interest rate was 0.8% as of December 31, 2015.

13

	As of March 31, 2016		As of December 31, 2015
	(In $ millions)
Long-Term Debt
Senior credit facilities - Term C-2 loan due 2016	31		30
Senior credit facilities - Term C-3 loan due 2018	883		878
Senior unsecured notes due 2019, interest rate of 3.250%	342		327
Senior unsecured notes due 2021, interest rate of 5.875%	400		400
Senior unsecured notes due 2022, interest rate of 4.625%	500		500
Pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 5.70% to 6.70%	—		169
Refunding loan for pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 4.05% to 5.00%	170		—
Obligations under capital leases due at various dates through 2054	237		238
Subtotal	2,563		2,542
Unamortized debt issuance costs(1)	(18	)	(18	)
Current installments of long-term debt	(58	)	(56	)
Total	2,487		2,468

______________________________

⁽¹⁾  Related to the Company's long-term debt, excluding obligations under capital leases.

Senior Notes

The Company has outstanding senior unsecured notes issued in public offerings registered under the Securities Act of 1933, as amended, as follows (collectively, the "Senior Notes"):

Senior Notes	Issue Date	Principal	Interest Rate	Interest Pay Dates		Maturity Date
		(In millions)	(In percentages)
3.250% Notes	September 2014	€300	3.250	April 15	October 15	October 15, 2019
4.625% Notes	November 2012	$500	4.625	March 15	September 15	November 15, 2022
5.875% Notes	May 2011	$400	5.875	June 15	December 15	June 15, 2021

The Senior Notes are senior unsecured obligations of Celanese US and rank equally in right of payment with all other unsubordinated indebtedness of Celanese US. The Senior Notes were issued under indentures (collectively, "Indentures") among Celanese US, Celanese and each of the domestic subsidiaries of Celanese US that guarantee its obligations under its senior secured credit facilities ("Subsidiary Guarantors") and Wells Fargo Bank, National Association, as trustee. The Senior Notes are guaranteed on a senior unsecured basis by Celanese and the Subsidiary Guarantors. The Indentures contain covenants, including, but not limited to, restrictions on the Company's ability to incur indebtedness; grant liens on assets; merge, consolidate, or sell assets; pay dividends or make other restricted payments; engage in transactions with affiliates; or engage in other businesses. Celanese US may redeem some or all of each of the Senior Notes, prior to their respective maturity dates, at a redemption price of 100% of the principal amount, plus a "make-whole" premium as specified in the applicable indenture, plus accrued and unpaid interest, if any, to the redemption date.

Senior Credit Facilities

In September 2014, Celanese US, Celanese and the Subsidiary Guarantors entered into an amendment agreement with the lenders under Celanese US's existing senior secured credit facilities in order to amend and restate the amended credit agreement dated September 16, 2013 (as amended and restated by the 2014 amendment agreement, the "Amended Credit Agreement"). Under the Amended Credit Agreement, all of the US dollar-denominated Term C-2 term loans and all but €28 million of the Euro-denominated Term C-2 term loans under the 2013 amended credit agreement were converted into, or refinanced by, the Term C-3 loan facility with an extended maturity date of October 2018. The non-extended portions of the Term C-2 loan facility continue to have a maturity date of October 2016. In addition, the maturity date of the Company's revolving credit facility was extended to October 2018 and the facility was increased to $900 million. Accordingly, the Amended Credit Agreement consists of the Term C-2 loan facility, the Term C-3 loan facility and a $900 million revolving credit facility.

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As of March 31, 2016, the margin for borrowings under the Term C-2 loan facility was 2.0% above the Euro Interbank Offered Rate ("EURIBOR") and the margin for borrowings under the Term C-3 loan facility was 2.25% above LIBOR (for US dollars) and 2.25% above EURIBOR (for Euros), as applicable. As of March 31, 2016, the margin for borrowings under the revolving credit facility was 1.5% above LIBOR. The margin for borrowings under the revolving credit facility is subject to increase or decrease in certain circumstances based on changes in the corporate credit ratings of Celanese or Celanese US.

Term loan borrowings under the Amended Credit Agreement are subject to amortization at 1% of the initial principal amount per annum, payable quarterly. In addition, the Company pays quarterly commitment fees on the unused portions of the revolving credit facility of 0.25% per annum.

The Amended Credit Agreement is guaranteed by Celanese and certain domestic subsidiaries of Celanese US and is secured by a lien on substantially all assets of Celanese US and such guarantors, subject to certain agreed exceptions (including for certain real property and certain shares of foreign subsidiaries), pursuant to the Guarantee and Collateral Agreement dated April 2, 2007.

As a condition to borrowing funds or requesting letters of credit be issued under the revolving credit facility, the Company's first lien senior secured leverage ratio (as calculated as of the last day of the most recent fiscal quarter for which financial statements have been delivered under the revolving facility) cannot exceed the threshold as specified below. Further, the Company's first lien senior secured leverage ratio must be maintained at or below that threshold while any amounts are outstanding under the revolving credit facility.

The Company's amended first lien senior secured leverage ratios under the revolving credit facility are as follows:

As of March 31, 2016
Maximum	Estimate	Estimate, If Fully Drawn
3.90	0.67	1.30

The Amended Credit Agreement contains covenants including, but not limited to, restrictions on the Company's ability to incur indebtedness; grant liens on assets; merge, consolidate, or sell assets; pay dividends or make other restricted payments; make investments; prepay or modify certain indebtedness; engage in transactions with affiliates; enter into sale-leaseback transactions or hedge transactions; or engage in other businesses; as well as a covenant requiring maintenance of a maximum first lien senior secured leverage ratio.

The Amended Credit Agreement also maintains a number of events of default, including a cross default to other debt of Celanese, Celanese US, or their subsidiaries, including the Senior Notes, in an aggregate amount equal to more than $50 million and the occurrence of a change of control. Failure to comply with these covenants, or the occurrence of any other event of default, could result in acceleration of the borrowings and other financial obligations under the Amended Credit Agreement.

Pollution Control and Industrial Revenue Bonds

On March 3, 2016, the State of Wisconsin Public Finance Authority ("PFA") completed an offering of exempt facilities refunding revenue bonds ("Bonds"), the proceeds of which were loaned to Celanese US and used to repay the pollution control and industrial revenue bonds previously issued for the benefit of the Company. The Bonds were issued under an indenture between the PFA and Wells Fargo Bank, National Association, as trustee. Payment of the principal, redemption premium, if any, and interest on the Bonds is unconditionally guaranteed by Celanese and certain of its subsidiaries. The loan agreement in the amount of $170 million between the PFA and Celanese US contains covenants substantially similar to those applicable to the Senior Notes. In connection with the refinancing, the Company recorded deferred financing costs of $2 million during the three months ended March 31, 2016, which are being amortized over the terms of the Bonds. The Company accelerated amortization of deferred financing costs and other refinancing expenses of $2 million related to the refinancing, which are included in Refinancing expense in the unaudited interim consolidated statements of operations.

The Company is in compliance with all of the covenants related to its debt agreements as of March 31, 2016.

15

Accounts Receivable Securitization Facility

In August 2013, the Company entered into a US accounts receivable securitization facility pursuant to (i) a Purchase and Sale Agreement ("Sale Agreement") among certain US subsidiaries of the Company (each an "Originator"), Celanese International Corporation ("CIC") and CE Receivables LLC, a wholly-owned, "bankruptcy remote" special purpose subsidiary of an Originator ("Transferor") and (ii) a Receivables Purchase Agreement ("Purchase Agreement"), among CIC, as servicer, the Transferor, various third-party purchasers (collectively, "Purchasers") and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator ("Administrator"). The Purchase Agreement expires in 2016, but may be extended for successive one year terms by agreement of the parties. All of the Transferor's assets have been pledged to the Administrator in support of its obligations under the Purchase Agreement.

The Company's balances available for borrowing are as follows:

	As of March 31, 2016
	(In $ millions)
Revolving Credit Facility
Borrowings outstanding	—	(1)
Letters of credit issued	—
Available for borrowing	900
Accounts Receivable Securitization Facility
Borrowings outstanding	—	(2)
Letters of credit issued	52
Available for borrowing	61
Total borrowing base	113
Maximum borrowing base	120	(3)

______________________________

⁽¹⁾  The Company borrowed $245 million and repaid $595 million during the three months endedMarch 31, 2016.

⁽²⁾  The Company repaid $55 million during the three months endedMarch 31, 2016.

⁽³⁾  Outstanding accounts receivable transferred by the Originators to the Transferor was $136 million.

9. Benefit Obligations

Beginning in 2016, the Company elected to use a full yield curve approach in the estimation of the service and interest cost components of net periodic benefit cost by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows (Note 1). The Company's adoption of the full yield curve approach will reduce 2016 service and interest cost by approximately $29 million as compared to the previous method.

The components of net periodic benefit cost are as follows:

	Three Months Ended March 31,
	2016				2015
	Pension Benefits		Post-retirement Benefits		Pension Benefits		Post-retirement Benefits
	(In $ millions)
Service cost	2		—		3		—
Interest cost	28		1		35		1
Expected return on plan assets	(44	)	—		(52	)	—
Amortization of prior service cost (credit), net	—		(1	)	—		—
Special termination benefit	1		—		1		—
Total	(13	)	—		(13	)	1

16

Benefit obligation funding is as follows:

	As of March 31, 2016	Total Expected 2016
	(In $ millions)
Cash contributions to defined benefit pension plans	7	23
Benefit payments to nonqualified pension plans	6	22
Benefit payments to other postretirement benefit plans	1	4
Cash contributions to German multiemployer defined benefit pension plans(1)	2	8

______________________________

⁽¹⁾  The Company makes contributions based on specified percentages of employee contributions.

The Company's estimates of its US defined benefit pension plan contributions reflect the provisions of the Pension Protection Act of 2006.

10. Environmental

The Company is subject to environmental laws and regulations worldwide that impose limitations on the discharge of pollutants into the air and water and establish standards for the treatment, storage and disposal of solid and hazardous wastes. The Company believes that it is in substantial compliance with all applicable environmental laws and regulations. The Company is also subject to retained environmental obligations specified in various contractual agreements arising from the divestiture of certain businesses by the Company or one of its predecessor companies.

The components of environmental remediation reserves are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Demerger obligations (Note 16)	20	22
Divestiture obligations (Note 16)	17	17
Active sites	18	18
US Superfund sites	13	13
Other environmental remediation reserves	3	2
Total	71	72

Remediation

Due to its industrial history and through retained contractual and legal obligations, the Company has the obligation to remediate specific areas on its own sites as well as on divested, demerger, orphan or US Superfund sites (as defined below). In addition, as part of the demerger agreement between the Company and Hoechst AG ("Hoechst"), a specified portion of the responsibility for environmental liabilities from a number of Hoechst divestitures was transferred to the Company (Note 16). The Company provides for such obligations when the event of loss is probable and reasonably estimable. The Company believes that environmental remediation costs will not have a material adverse effect on the financial position of the Company, but may have a material adverse effect on the results of operations or cash flows in any given period.

US Superfund Sites

In the US, the Company may be subject to substantial claims brought by US federal or state regulatory agencies or private individuals pursuant to statutory authority or common law. In particular, the Company has a potential liability under the US Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, and related state laws (collectively referred to as "Superfund") for investigation and cleanup costs at certain sites. At most of these sites, numerous companies, including the Company, or one of its predecessor companies, have been notified that the US Environmental Protection Agency ("EPA"), state governing bodies or private individuals consider such companies to be potentially responsible parties ("PRP") under Superfund or related laws. The proceedings relating to these sites are in various stages. The cleanup process has not been completed at most sites, and the status of the insurance coverage for some of these proceedings is

17

uncertain. Consequently, the Company cannot accurately determine its ultimate liability for investigation or cleanup costs at these sites.

As events progress at each site for which it has been named a PRP, the Company accrues, as appropriate, a liability for site cleanup. Such liabilities include all costs that are probable and can be reasonably estimated. In establishing these liabilities, the Company considers its shipment of waste to a site, its percentage of total waste shipped to the site, the types of wastes involved, the conclusions of any studies, the magnitude of any remedial actions that may be necessary and the number and viability of other PRPs. Often the Company joins with other PRPs to sign joint defense agreements that settle, among PRPs, each party's percentage allocation of costs at the site. Although the ultimate liability may differ from the estimate, the Company routinely reviews the liabilities and revises the estimate, as appropriate, based on the most current information available.

One such site is the Lower Passaic River Study Area, which is the lower 17-mile stretch of the Passaic River ("Site"). The Company and 70 other companies are parties to a May 2007 Administrative Order on Consent with the EPA to perform a Remedial Investigation/Feasibility Study ("RI/FS") at the Site in order to identify the levels of contaminants and potential cleanup actions. Work on the RI/FS is ongoing, with a goal to complete it in 2017.

On March 3, 2016, the EPA issued its final record of decision concerning the remediation of the lower 8.3 miles of the Site ("Lower 8.3 Miles"). The Company owned and/or operated facilities in the vicinity of the Lower 8.3 Miles, but has found no evidence that it contributed any of the primary contaminants of concern to the Passaic River. Pursuant to the decision, the Lower 8.3 Miles must be dredged bank to bank and an engineered cap must be installed at an estimated cost of approximately $1.4 billion. The Company is vigorously defending this matter and currently believes that its ultimate allocable share of the cleanup costs, estimated at less than 1%, will not be material.

11. Stockholders' Equity

Common Stock

The Company's Board of Directors follows a policy of declaring, subject to legally available funds, a quarterly cash dividend on each share of the Company's Series A common stock, par value $0.0001 per share ("Common Stock"), unless the Company's Board of Directors, in its sole discretion, determines otherwise. The amount available to pay cash dividends is restricted by the Company's Amended Credit Agreement and the Indentures.

The Company's Board of Directors approved increases in the Company's Common Stock cash dividend rates as follows:

	Increase	Quarterly Common Stock Cash Dividend	Annual Common Stock Cash Dividend	Effective Date
	(In percentages)	(In $ per share)
April 2015	20	0.30	1.20	May 2015

Treasury Stock

	Three Months Ended March 31,				Total From February 2008 Through March 31, 2016
	2016		2015
Shares repurchased	—		—		27,307,796
Average purchase price per share	$	—	$	—	$	48.90
Cash paid for repurchased shares (in millions)	$	—	$	—	$	1,335
Aggregate Board of Directors repurchase authorizations during the period (in millions)(1)	$	—	$	—	$	2,366

______________________________

⁽¹⁾  These authorizations give management discretion in determining the timing and conditions under which shares may be repurchased. This repurchase program began in February 2008 and does not have an expiration date.

The purchase of treasury stock reduces the number of shares outstanding. The repurchased shares may be used by the Company for compensation programs utilizing the Company's stock and other corporate purposes. The Company accounts for treasury stock using the cost method and includes treasury stock as a component of stockholders' equity.

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Other Comprehensive Income (Loss), Net

	Three Months Ended March 31,
	2016				2015
	Gross Amount	Income Tax (Provision) Benefit		Net Amount	Gross Amount		Income Tax (Provision) Benefit		Net Amount
	(In $ millions)
Unrealized gain (loss) on marketable securities	1	—		1	—		—		—
Foreign currency translation	70	(6	)	64	(150	)	(6	)	(156	)
Gain (loss) on cash flow hedges	—	—		—	3		(1	)	2
Pension and postretirement benefits	—	—		—	—		(3	)	(3	)
Total	71	(6	)	65	(147	)	(10	)	(157	)

Adjustments to Accumulated other comprehensive income (loss), net, are as follows:

	Unrealized Gain (Loss) on Marketable Securities (Note 4)	Foreign Currency Translation		Gain (Loss) on Cash Flow Hedges (Note 14)		Pension and Postretirement Benefits (Note 9)		Accumulated Other Comprehensive Income (Loss), Net
	(In $ millions)
As of December 31, 2015	1	(339	)	(2	)	(8	)	(348	)
Other comprehensive income (loss) before reclassifications	1	70		—		(1	)	70
Amounts reclassified from accumulated other comprehensive income (loss)	—	—		—		1		1
Income tax (provision) benefit	—	(6	)	—		—		(6	)
As of March 31, 2016	2	(275	)	(2	)	(8	)	(283	)

12. Other (Charges) Gains, Net

	Three Months Ended March 31,
	2016			2015
	(In $ millions)
Employee termination benefits	(5	)	(1)	(4	)
Commercial disputes	—			(1	)
Total	(5	)		(5	)

______________________________

⁽¹⁾  Includes $1 million of special termination benefits included in Benefit obligations in the unaudited consolidated balance sheets and is included in the Company's Other Activities segment.

During the three months ended March 31, 2016 and 2015, the Company recorded $5 million and $4 million, respectively, of employee termination benefits primarily related to the Company's ongoing efforts to align its businesses around its core value drivers. During the three months ended March 31, 2015, the Company also recorded $1 million of damages in connection with the settlement of a claim by a raw materials supplier. The commercial dispute resolution is included in the Acetyl Intermediates segment.

19

The changes in the restructuring reserves by business segment are as follows:

	Advanced Engineered Materials		Consumer Specialties		Industrial Specialties		Acetyl Intermediates	Other		Total
	(In $ millions)
Employee Termination Benefits
As of December 31, 2015	3		14		6		1	6		30
Additions	1		—		1		—	2		4
Cash payments	(2	)	(2	)	(4	)	—	(1	)	(9	)
Other changes	—		—		—		—	—		—
Exchange rate changes	—		1		—		—	—		1
As of March 31, 2016	2		13		3		1	7		26
Other Plant/Office Closures
As of December 31, 2015	—		—		—		—	—		—
Additions	—		—		—		—	—		—
Cash payments	—		—		—		—	—		—
Other changes	—		—		—		—	—		—
Exchange rate changes	—		—		—		—	—		—
As of March 31, 2016	—		—		—		—	—		—
Total	2		13		3		1	7		26

13. Income Taxes

	Three Months Ended March 31,
	2016	2015
	(In percentages)
Effective income tax rate	19	24

In 2015, the Company established a centralized European headquarters for the purpose of improving the operational efficiencies and profitability of its European operations and certain global product lines. These activities have a direct impact on the Company's mix of earnings and product flows and will result in both favorable and unfavorable tax impacts in the jurisdictions in which the Company operates.

The lower effective income tax rate for the three months ended March 31, 2016 is primarily due to decreases in losses that provide no tax benefit and favorable changes in the mix of jurisdictional earnings partially attributable to the implementation of the Company's centralized European headquarters.

For the three months endedMarch 31, 2016, the Company's uncertain tax positions increased $11 million, primarily due to exchange rate fluctuations.

The Company's US tax returns for the years 2009 through 2012 are currently under audit by the US Internal Revenue Service and certain of the Company's subsidiaries are under audit in jurisdictions outside of the US. The Company does not expect any material changes in the unrecognized tax benefits within the next twelve months related to the settlement of one or more of these audits or lapse of applicable statutes of limitations.

14. Derivative Financial Instruments

Interest Rate Swaps

During 2014, the Company fixed the LIBOR portion of its US dollar denominated variable rate borrowings (Note 8) with interest rate swap derivative arrangements. The interest rate swaps with a notional value of $500 million expired on January 2, 2016.

20

Foreign Currency Forwards and Swaps

Gross notional values of the foreign currency forwards and swaps are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Total	457	502

Cross-currency Swaps

In March 2015, the Company settled its cross-currency swap agreements with notional values of $250 million/€193 million, expiring September 11, 2020, and $225 million/€162 million, expiring April 17, 2019, in exchange for cash of $88 million. The Company recorded a net loss of $1 million, which is included in Other income (expense), net in the unaudited interim consolidated statement of operations. The Company classifies cash flows from derivative instruments designated as cash flow hedges in the same category of the consolidated statement of cash flows as the cash flows from the items being hedged. Accordingly, the settlement of the cross-currency swap agreements is included in Net cash provided by (used in) operating activities in the unaudited interim consolidated statement of cash flows for the three months endedMarch 31, 2015.

Information regarding changes in the fair value of the Company's derivative and non-derivative instruments is as follows:

	Gain (Loss) Recognized in Other Comprehensive Income (Loss)			Gain (Loss) Recognized in Earnings (Loss)
	Three Months Ended March 31,						Statement of Operations Classification
	2016		2015	2016	2015
	(In $ millions)
Designated as Cash Flow Hedges
Cross-currency swaps	—		—	—	46		Other income (expense), net; Interest expense
Total	—		—	—	46
Designated as Net Investment Hedges
3.250% Notes(1)	(5	)	41	—	—		Foreign currency translation
Term C-2 and Term C-3 loans(2)	(1	)	8	—	—		Foreign currency translation
Total	(6	)	49	—	—
Not Designated as Hedges
Foreign currency forwards and swaps	—		—	7	(68	)	Foreign exchange gain (loss), net; Other income (expense), net
Total	—		—	7	(68	)

______________________________

⁽¹⁾  During the three months ended March 31, 2016, the Company dedesignated €260 million of its 3.250% Notes as a net investment hedge.

⁽²⁾  During the three months ended December 31, 2015, the Company dedesignated the Euro-based principal amount of its Term C-3 loan as a net investment hedge.

See Note 15 - Fair Value Measurements for further information regarding the fair value of the Company's derivative instruments.

Certain of the Company's foreign currency forwards and swaps permit the Company to net settle all contracts with the counterparty through a single payment in an agreed upon currency in the event of default or early termination of the contract, similar to a master netting arrangement.

21

Information regarding the gross amounts of the Company's derivative instruments and the amounts offset in the unaudited consolidated balance sheets is as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Derivative Assets
Gross amount recognized	4	2
Gross amount offset in the consolidated balance sheets	—	—
Net amount presented in the consolidated balance sheets	4	2
Gross amount not offset in the consolidated balance sheets	2	—
Net amount	2	2

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Derivative Liabilities
Gross amount recognized	3	2
Gross amount offset in the consolidated balance sheets	—	—
Net amount presented in the consolidated balance sheets	3	2
Gross amount not offset in the consolidated balance sheets	2	—
Net amount	1	2

15. Fair Value Measurements

The Company's financial assets and liabilities are measured at fair value on a recurring basis as follows:

Derivatives. Derivative financial instruments, including interest rate swaps, cross-currency swaps and foreign currency forwards and swaps, are valued in the market using discounted cash flow techniques. These techniques incorporate Level 1 and Level 2 fair value measurement inputs such as interest rates and foreign currency exchange rates. These market inputs are utilized in the discounted cash flow calculation considering the instrument's term, notional amount, discount rate and credit risk. Significant inputs to the derivative valuation for interest rate swaps, cross-currency swaps and foreign currency forwards and swaps are observable in the active markets and are classified as Level 2 in the fair value measurement hierarchy.

22

	Fair Value Measurement
	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)		Total		Balance Sheet Classification
	(In $ millions)
As of March 31, 2016
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	4		4		Current Other assets
Total assets	—	4		4
Designated as Net Investment Hedges
3.250% Notes(1)	—	—		—		Long-term Debt
Term C-2 loans(1)	—	—		—		Long-term Debt
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	(3	)	(3	)	Current Other liabilities
Total liabilities	—	(3	)	(3	)
As of December 31, 2015
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	2		2		Current Other assets
Total assets	—	2		2
Designated as a Net Investment Hedge
3.250% Notes(1)	—	—		—		Long-term Debt
Term C-2 loans(1)	—	—		—		Long-term Debt
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	(2	)	(2	)	Current Other liabilities
Total liabilities	—	(2	)	(2	)

______________________________

⁽¹⁾  Included in the unaudited consolidated balance sheets at carrying amount.

Carrying values and fair values of financial instruments that are not carried at fair value are as follows:

		Fair Value Measurement
	Carrying Amount	Significant Other Observable Inputs (Level 2)	Unobservable Inputs (Level 3)	Total
	(In $ millions)
As of March 31, 2016
Cost investments	151	—	—	—
Insurance contracts in nonqualified trusts	55	55	—	55
Long-term debt, including current installments of long-term debt	2,563	2,397	237	2,634
As of December 31, 2015
Cost investments	151	—	—	—
Insurance contracts in nonqualified trusts	55	55	—	55
Long-term debt, including current installments of long-term debt	2,542	2,348	238	2,586

In general, the cost investments included in the table above are not publicly traded and their fair values are not readily determinable; however, the Company believes the carrying values approximate or are less than the fair values. Insurance contracts in nonqualified trusts consist of long-term fixed income securities, which are valued using independent vendor pricing

23

models with observable inputs in the active market and therefore represent a Level 2 fair value measurement. The fair value of long-term debt is based on valuations from third-party banks and market quotations and is classified as Level 2 in the fair value measurement hierarchy. The fair value of obligations under capital leases, which are included in long-term debt, is based on lease payments and discount rates, which are not observable in the market and therefore represents a Level 3 fair value measurement.

As of March 31, 2016 and December 31, 2015, the fair values of cash and cash equivalents, receivables, trade payables, short-term borrowings and the current installments of long-term debt approximate carrying values due to the short-term nature of these instruments. These items have been excluded from the table with the exception of the current installments of long-term debt.

16. Commitments and Contingencies

Commitments

Guarantees

The Company has agreed to guarantee or indemnify third parties for environmental and other liabilities pursuant to a variety of agreements, including asset and business divestiture agreements, leases, settlement agreements and various agreements with affiliated companies. Although many of these obligations contain monetary and/or time limitations, others do not provide such limitations. The Company has accrued for all probable and reasonably estimable losses associated with all known matters or claims. These known obligations include the following:

• Demerger Obligations

In connection with the Hoechst demerger, the Company agreed to indemnify Hoechst, and its legal successors, for various liabilities under the demerger agreement, including for environmental liabilities associated with contamination arising either from environmental damage in general ("Category A") or under 19 divestiture agreements entered into by Hoechst prior to the demerger ("Category B") (Note 10).

The Company's obligation to indemnify Hoechst, and its legal successors, is capped under Category B at €250 million. If and to the extent the environmental damage should exceed €750 million in aggregate, the Company's obligation to indemnify Hoechst and its legal successors applies, but is then limited to 33.33% of the remediation cost without further limitations. Cumulative payments under the divestiture agreements as of March 31, 2016 are $72 million. Most of the divestiture agreements have become time barred and/or any notified environmental damage claims have been partially settled.

The Company has also undertaken in the demerger agreement to indemnify Hoechst and its legal successors for (i) 33.33% of any and all Category A liabilities that result from Hoechst being held as the responsible party pursuant to public law or current or future environmental law or by third parties pursuant to private or public law related to contamination and (ii) liabilities that Hoechst is required to discharge, including tax liabilities, which are associated with businesses that were included in the demerger but were not demerged due to legal restrictions on the transfers of such items. These indemnities do not provide for any monetary or time limitations. The Company has not been requested by Hoechst to make any payments in connection with this indemnification. Accordingly, the Company has not made any payments to Hoechst and its legal successors.

Based on the Company's evaluation of currently available information, including the lack of requests for indemnification, the Company cannot estimate the Possible Loss for the remaining demerger obligations, if any, in excess of amounts accrued.

• Divestiture Obligations

The Company and its predecessor companies agreed to indemnify third-party purchasers of former businesses and assets for various pre-closing conditions, as well as for breaches of representations, warranties and covenants. Such liabilities also include environmental liability, product liability, antitrust and other liabilities. These indemnifications and guarantees represent standard contractual terms associated with typical divestiture agreements and, other than environmental liabilities, the Company does not believe that they expose the Company to any significant risk (Note 10).

The Company has divested numerous businesses, investments and facilities through agreements containing indemnifications or guarantees to the purchasers. Many of the obligations contain monetary and/or time limitations, which extend through 2037. The aggregate amount of outstanding indemnifications and guarantees provided for under these agreements is $202 million as of March 31, 2016. Other agreements do not provide for any monetary or time limitations.

24

Based on the Company's evaluation of currently available information, including the number of requests for indemnification or other payment received by the Company, the Company cannot estimate the Possible Loss for the remaining divestiture obligations, if any, in excess of amounts accrued.

Purchase Obligations

In the normal course of business, the Company enters into various purchase commitments for goods and services. The Company maintains a number of "take-or-pay" contracts for purchases of raw materials, utilities and other services. Certain of the contracts contain a contract termination buy-out provision that allows for the Company to exit the contracts for amounts less than the remaining take-or-pay obligations. The Company does not expect to incur any material losses under take-or-pay contractual arrangements. Additionally, the Company has other outstanding commitments representing maintenance and service agreements, energy and utility agreements, consulting contracts and software agreements. As of March 31, 2016, the Company had unconditional purchase obligations of $2.9 billion, which extend through 2036.

Contingencies

The Company is involved in legal and regulatory proceedings, lawsuits, claims and investigations incidental to the normal conduct of business, relating to such matters as product liability, land disputes, commercial contracts, employment, antitrust, intellectual property, workers' compensation, chemical exposure, asbestos exposure, taxes, trade compliance, prior acquisitions and divestitures, claims of legacy stockholders, past waste disposal practices and release of chemicals into the environment. The Company is actively defending those matters where the Company is named as a defendant and, based on the current facts, does not believe any outcomes from these matters would be material to our results of operations, cash flows or financial position.

17. Segment Information

	Advanced Engineered Materials		Consumer Specialties	Industrial Specialties		Acetyl Intermediates			Other Activities		Eliminations		Consolidated
	(In $ millions)
	Three Months Ended March 31, 2016
Net sales	350		244	253		663		(1)	—		(106	)	1,404
Other (charges) gains, net	(1	)	—	(1	)	—			(3	)	—		(5	)
Operating profit (loss)	88		78	31		114			(24	)	—		287
Equity in net earnings (loss) of affiliates	31		1	—		1			5		—		38
Depreciation and amortization	24		11	8		27			3		—		73
Capital expenditures	19		9	18		9			3		—		58		(2)
	As of March 31, 2016
Goodwill and intangible assets, net	344		253	49		201			—		—		847
Total assets	2,445		1,471	758		2,360			1,358		—		8,392
	Three Months Ended March 31, 2015
Net sales	343		227	282		713		(1)	—		(115	)	1,450
Other (charges) gains, net	(1	)	—	(1	)	(1	)		(2	)	—		(5	)
Operating profit (loss)	59		62	29		131			(24	)	—		257
Equity in net earnings (loss) of affiliates	43		—	—		1			4		—		48
Depreciation and amortization	25		11	10		19			2		—		67
Capital expenditures	17		26	6		96			1		—		146		(2)
	As of December 31, 2015
Goodwill and intangible assets, net	338		249	49		194			—		—		830
Total assets	2,324		1,458	747		2,387			1,670		—		8,586

______________________________

⁽¹⁾  Net sales for Acetyl Intermediates includes intersegment sales of $106 million and $115 million for the three months endedMarch 31, 2016 and 2015, respectively.

⁽²⁾  Includes a decrease in accrued capital expenditures of $12 million and $16 million for the three months endedMarch 31, 2016 and 2015, respectively.

25

18. Earnings (Loss) Per Share

	Three Months Ended March 31,
	2016	2015
	(In $ millions, except share data)
Amounts attributable to Celanese Corporation
Earnings (loss) from continuing operations	256	236
Earnings (loss) from discontinued operations	1	—
Net earnings (loss)	257	236
Weighted average shares - basic	147,413,234	153,216,510
Incremental shares attributable to equity awards	717,880	685,052
Weighted average shares - diluted	148,131,114	153,901,562

During the three months endedMarch 31, 2016 and 2015, there were no anti-dilutive equity awards excluded from the computation of diluted net earnings per share.

19. Consolidating Guarantor Financial Information

The Senior Notes were issued by Celanese US ("Issuer") and are guaranteed by Celanese Corporation ("Parent Guarantor") and the Subsidiary Guarantors (Note 8). The Issuer and Subsidiary Guarantors are 100% owned subsidiaries of the Parent Guarantor. The Parent Guarantor and Subsidiary Guarantors have guaranteed the Notes fully and unconditionally and jointly and severally.

For cash management purposes, the Company transfers cash between the Parent Guarantor, Issuer, Subsidiary Guarantors and non-guarantors through intercompany financing arrangements, contributions or declaration of dividends between the respective parent and its subsidiaries. The transfer of cash under these activities facilitates the ability of the recipient to make specified third-party payments for principal and interest on the Company's outstanding debt, Common Stock dividends and Common Stock repurchases. The unaudited interim consolidating statements of cash flows for the three months endedMarch 31, 2016 and 2015 present such intercompany financing activities, contributions and dividends consistent with how such activity would be presented in a stand-alone statement of cash flows.

The Company has not presented separate financial information and other disclosures for each of its Subsidiary Guarantors because it believes such financial information and other disclosures would not provide investors with any additional information that would be material in evaluating the sufficiency of the guarantees.

The unaudited interim consolidating financial statements for the Parent Guarantor, the Issuer, the Subsidiary Guarantors and the non-guarantors are as follows:

26

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS

	Three Months Ended March 31, 2016
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		583		1,139		(318	)	1,404
Cost of sales	—	—		(441	)	(891	)	318		(1,014	)
Gross profit	—	—		142		248		—		390
Selling, general and administrative expenses	—	—		(17	)	(63	)	—		(80	)
Amortization of intangible assets	—	—		(1	)	(1	)	—		(2	)
Research and development expenses	—	—		(8	)	(11	)	—		(19	)
Other (charges) gains, net	—	—		—		(5	)	—		(5	)
Foreign exchange gain (loss), net	—	—		—		3		—		3
Gain (loss) on disposition of businesses and assets, net	—	—		(1	)	1		—		—
Operating profit (loss)	—	—		115		172		—		287
Equity in net earnings (loss) of affiliates	256	274		173		37		(702	)	38
Interest expense	—	(15	)	(15	)	(8	)	5		(33	)
Refinancing expense	—	—		(2	)	—		—		(2	)
Interest income	—	2		1		2		(4	)	1
Dividend income - cost investments	—	—		—		27		—		27
Other income (expense), net	—	—		—		—		—		—
Earnings (loss) from continuing operations before tax	256	261		272		230		(701	)	318
Income tax (provision) benefit	—	(5	)	(30	)	(25	)	—		(60	)
Earnings (loss) from continuing operations	256	256		242		205		(701	)	258
Earnings (loss) from operation of discontinued operations	—	—		—		1		—		1
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		1		—		1
Net earnings (loss)	256	256		242		206		(701	)	259
Net (earnings) loss attributable to noncontrolling interests	—	—		—		(2	)	—		(2	)
Net earnings (loss) attributable to Celanese Corporation	256	256		242		204		(701	)	257

27

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS

	Three Months Ended March 31, 2015
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		658		1,133		(341	)	1,450
Cost of sales	—	—		(431	)	(984	)	346		(1,069	)
Gross profit	—	—		227		149		5		381
Selling, general and administrative expenses	—	—		(24	)	(74	)	—		(98	)
Amortization of intangible assets	—	—		(1	)	(2	)	—		(3	)
Research and development expenses	—	—		(10	)	(10	)	—		(20	)
Other (charges) gains, net	—	—		(3	)	(2	)	—		(5	)
Foreign exchange gain (loss), net	—	—		—		3		—		3
Gain (loss) on disposition of businesses and assets, net	—	—		(2	)	1		—		(1	)
Operating profit (loss)	—	—		187		65		5		257
Equity in net earnings (loss) of affiliates	235	279		92		40		(598	)	48
Interest expense	—	(43	)	(5	)	(12	)	33		(27	)
Refinancing expense	—	—		—		—		—		—
Interest income	—	8		19		6		(33	)	—
Dividend income - cost investments	—	—		—		28		—		28
Other income (expense), net	—	—		—		—		—		—
Earnings (loss) from continuing operations before tax	235	244		293		127		(593	)	306
Income tax (provision) benefit	1	(9	)	(53	)	(10	)	(1	)	(72	)
Earnings (loss) from continuing operations	236	235		240		117		(594	)	234
Earnings (loss) from operation of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		—		—		—
Net earnings (loss)	236	235		240		117		(594	)	234
Net (earnings) loss attributable to noncontrolling interests	—	—		—		2		—		2
Net earnings (loss) attributable to Celanese Corporation	236	235		240		119		(594	)	236

28

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

	Three Months Ended March 31, 2016
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	256	256	242	206		(701	)	259
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1	1	—	1		(2	)	1
Foreign currency translation	64	64	54	82		(200	)	64
Gain (loss) on cash flow hedges	—	—	—	—		—		—
Pension and postretirement benefits	—	—	—	1		(1	)	—
Total other comprehensive income (loss), net of tax	65	65	54	84		(203	)	65
Total comprehensive income (loss), net of tax	321	321	296	290		(904	)	324
Comprehensive (income) loss attributable to noncontrolling interests	—	—	—	(2	)	—		(2	)
Comprehensive income (loss) attributable to Celanese Corporation	321	321	296	288		(904	)	322

	Three Months Ended March 31, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	236		235		240		117		(594	)	234
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—		—		—		—
Foreign currency translation	(156	)	(156	)	(170	)	(211	)	537		(156	)
Gain (loss) on cash flow hedges	2		2		5		2		(9	)	2
Pension and postretirement benefits	(3	)	(3	)	(3	)	—		6		(3	)
Total other comprehensive income (loss), net of tax	(157	)	(157	)	(168	)	(209	)	534		(157	)
Total comprehensive income (loss), net of tax	79		78		72		(92	)	(60	)	77
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		2		—		2
Comprehensive income (loss) attributable to Celanese Corporation	79		78		72		(90	)	(60	)	79

29

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET

	As of March 31, 2016
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	1	—	345	370	—		716
Trade receivables - third party and affiliates	—	—	163	847	(180	)	830
Non-trade receivables, net	38	586	269	302	(983	)	212
Inventories, net	—	—	224	493	(50	)	667
Deferred income taxes	—	—	—	—	—		—
Marketable securities, at fair value	—	—	31	—	—		31
Other assets	—	67	24	72	(116	)	47
Total current assets	39	653	1,056	2,084	(1,329	)	2,503
Investments in affiliates	2,607	4,078	3,483	770	(10,068	)	870
Property, plant and equipment, net	—	—	1,006	2,634	—		3,640
Deferred income taxes	—	—	195	66	(25	)	236
Other assets	—	280	149	228	(361	)	296
Goodwill	—	—	314	408	—		722
Intangible assets, net	—	—	50	75	—		125
Total assets	2,646	5,011	6,253	6,265	(11,783	)	8,392
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	40	136	178	(238	)	116
Trade payables - third party and affiliates	—	—	235	519	(180	)	574
Other liabilities	1	66	199	319	(305	)	280
Deferred income taxes	—	—	—	—	—		—
Income taxes payable	—	—	562	120	(557	)	125
Total current liabilities	1	106	1,132	1,136	(1,280	)	1,095
Noncurrent Liabilities
Long-term debt	—	2,268	403	185	(369	)	2,487
Deferred income taxes	—	22	—	119	(25	)	116
Uncertain tax positions	—	8	30	138	—		176
Benefit obligations	—	—	940	236	—		1,176
Other liabilities	—	—	91	153	—		244
Total noncurrent liabilities	—	2,298	1,464	831	(394	)	4,199
Total Celanese Corporation stockholders' equity	2,645	2,607	3,657	3,845	(10,109	)	2,645
Noncontrolling interests	—	—	—	453	—		453
Total equity	2,645	2,607	3,657	4,298	(10,109	)	3,098
Total liabilities and equity	2,646	5,011	6,253	6,265	(11,783	)	8,392

30

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET

	As of December 31, 2015
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	—	—	21	946	—		967
Trade receivables - third party and affiliates	—	—	132	722	(148	)	706
Non-trade receivables, net	37	580	298	522	(1,152	)	285
Inventories, net	—	—	258	474	(50	)	682
Deferred income taxes	—	—	19	68	(19	)	68
Marketable securities, at fair value	—	—	30	—	—		30
Other assets	—	12	28	40	(31	)	49
Total current assets	37	592	786	2,772	(1,400	)	2,787
Investments in affiliates	2,341	3,947	3,909	738	(10,097	)	838
Property, plant and equipment, net	—	—	1,001	2,608	—		3,609
Deferred income taxes	—	2	178	42	—		222
Other assets	—	418	151	227	(496	)	300
Goodwill	—	—	314	391	—		705
Intangible assets, net	—	—	51	74	—		125
Total assets	2,378	4,959	6,390	6,852	(11,993	)	8,586
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	479	181	213	(360	)	513
Trade payables - third party and affiliates	—	—	240	495	(148	)	587
Other liabilities	—	28	281	283	(262	)	330
Deferred income taxes	—	26	—	23	(19	)	30
Income taxes payable	—	—	537	116	(563	)	90
Total current liabilities	—	533	1,239	1,130	(1,352	)	1,550
Noncurrent Liabilities
Long-term debt	—	2,078	706	187	(503	)	2,468
Deferred income taxes	—	—	—	136	—		136
Uncertain tax positions	—	7	29	131	—		167
Benefit obligations	—	—	960	229	—		1,189
Other liabilities	—	—	93	155	(1	)	247
Total noncurrent liabilities	—	2,085	1,788	838	(504	)	4,207
Total Celanese Corporation stockholders' equity	2,378	2,341	3,363	4,433	(10,137	)	2,378
Noncontrolling interests	—	—	—	451	—		451
Total equity	2,378	2,341	3,363	4,884	(10,137	)	2,829
Total liabilities and equity	2,378	4,959	6,390	6,852	(11,993	)	8,586

31

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS

	Three Months Ended March 31, 2016
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	44		47		(1	)	309		(112	)	287
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(38	)	(32	)	—		(70	)
Acquisitions, net of cash acquired	—		—		—		—		—		—
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Capital expenditures related to Fairway Methanol LLC	—		—		—		—		—		—
Return of capital from subsidiary	—		136		734		—		(870	)	—
Contributions to subsidiary	—		—		—		—		—		—
Intercompany loan receipts (disbursements)	—		138		3		90		(231	)	—
Other, net	—		—		(3	)	(2	)	—		(5	)
Net cash provided by (used in) investing activities	—		274		696		56		(1,101	)	(75	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		(353	)	6		—		3		(344	)
Proceeds from short-term borrowings	—		—		—		8		—		8
Repayments of short-term borrowings	—		—		—		(63	)	—		(63	)
Proceeds from long-term debt	—		250		325		—		(405	)	170
Repayments of long-term debt	—		(172	)	(634	)	(4	)	633		(177	)
Purchases of treasury stock, including related fees	—		—		—		—		—		—
Dividends to parent	—		(44	)	(68	)	—		112		—
Contributions from parent	—		—		—		—		—		—
Stock option exercises	1		—		—		—		—		1
Series A common stock dividends	(44	)	—		—		—		—		(44	)
Return of capital to parent	—		—		—		(870	)	870		—
Contributions from noncontrolling interests	—		—		—		—		—		—
Other, net	—		(2	)	—		(22	)	—		(24	)
Net cash provided by (used in) financing activities	(43	)	(321	)	(371	)	(951	)	1,213		(473	)
Exchange rate effects on cash and cash equivalents	—		—		—		10		—		10
Net increase (decrease) in cash and cash equivalents	1		—		324		(576	)	—		(251	)
Cash and cash equivalents as of beginning of period	—		—		21		946		—		967
Cash and cash equivalents as of end of period	1		—		345		370		—		716

32

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS

	Three Months Ended March 31, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	38		18		79		211		(76	)	270
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(39	)	(25	)	—		(64	)
Acquisitions, net of cash acquired	—		—		—		—		—		—
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Capital expenditures related to Fairway Methanol LLC	—		—		(5	)	(93	)	—		(98	)
Return of capital from subsidiary	—		—		—		—		—		—
Contributions to subsidiary	—		—		(16	)	—		16		—
Intercompany loan receipts (disbursements)	—		1		(21	)	—		20		—
Other, net	—		—		(9	)	(2	)	—		(11	)
Net cash provided by (used in) investing activities	—		1		(90	)	(120	)	36		(173	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		21		5		(1	)	(21	)	4
Proceeds from short-term borrowings	—		—		—		16		—		16
Repayments of short-term borrowings	—		—		—		(29	)	—		(29	)
Proceeds from long-term debt	—		—		—		—		—		—
Repayments of long-term debt	—		(2	)	(1	)	(4	)	1		(6	)
Purchases of treasury stock, including related fees	—		—		—		—		—		—
Dividends to parent	—		(38	)	(38	)	—		76		—
Contributions from parent	—		—		—		16		(16	)	—
Stock option exercises	—		—		—		—		—		—
Series A common stock dividends	(38	)	—		—		—		—		(38	)
Return of capital to parent	—		—		—		—		—		—
Contributions from noncontrolling interests	—		—		—		80		—		80
Other, net	—		—		(9	)	(1	)	—		(10	)
Net cash provided by (used in) financing activities	(38	)	(19	)	(43	)	77		40		17
Exchange rate effects on cash and cash equivalents	—		—		—		(43	)	—		(43	)
Net increase (decrease) in cash and cash equivalents	—		—		(54	)	125		—		71
Cash and cash equivalents as of beginning of period	—		—		110		670		—		780
Cash and cash equivalents as of end of period	—		—		56		795		—		851

33

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

In this Quarterly Report on Form 10-Q ("Quarterly Report"), the term "Celanese" refers to Celanese Corporation, a Delaware corporation, and not its subsidiaries. The terms the "Company," "we," "our" and "us," refer to Celanese and its subsidiaries on a consolidated basis. The term "Celanese US" refers to the Company's subsidiary, Celanese US Holdings LLC, a Delaware limited liability company, and not its subsidiaries.

The following discussion should be read in conjunction with the Celanese Corporation and Subsidiaries consolidated financial statements as of and for the year ended December 31, 2015 filed on February 5, 2016 with the Securities and Exchange Commission ("SEC") as part of the Company's Annual Reporting on Form 10-K ("2015 Form 10-K") and the unaudited interim consolidated financial statements and notes to the unaudited interim consolidated financial statements, which are prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP").

Investors are cautioned that the forward-looking statements contained in this section and other parts of this Quarterly Report involve both risk and uncertainty. Several important factors could cause actual results to differ materially from those anticipated by these statements. Many of these statements are macroeconomic in nature and are, therefore, beyond the control of management. See "Forward-Looking Statements" below and at the beginning of our 2015 Form 10-K.

Forward-Looking Statements

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") and other parts of this Quarterly Report contain certain forward-looking statements and information relating to us that are based on the beliefs of our management as well as assumptions made by, and information currently available to, us. Generally, words such as "believe," "expect," "intend," "estimate," "anticipate," "project," "plan," "may," "can," "could," "might," and "will," and similar expressions, as they relate to us are intended to identify forward-looking statements. These statements reflect our current views and beliefs with respect to future events at the time that the statements are made, are not historical facts or guarantees of future performance and involve risks and uncertainties that are difficult to predict and many of which are outside of our control. Further, certain forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. All forward-looking statements made in this Quarterly Report are made as of the date hereof, and the risk that actual results will differ materially from expectations expressed in this Quarterly Report will increase with the passage of time. We undertake no obligation, and disclaim any duty, to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changes in our expectations or otherwise.

See Part I - Item 1A. Risk Factors of our 2015 Form 10-K and subsequent periodic filings we make with the SEC for a description of certain risk factors that you should consider which could significantly affect our financial results. In addition, the following factors could cause our actual results to differ materially from those results, performance or achievements that may be expressed or implied by such forward-looking statements. These factors include, among other things:

• changes in general economic, business, political and regulatory conditions in the countries or regions in which we operate;

• the length and depth of product and industry business cycles particularly in the automotive, electrical, textiles, electronics and construction industries;

• changes in the price and availability of raw materials, particularly changes in the demand for, supply of, and market prices of ethylene, methanol, natural gas, wood pulp and fuel oil and the prices for electricity and other energy sources;

• the ability to pass increases in raw material prices on to customers or otherwise improve margins through price increases;

• the ability to maintain plant utilization rates and to implement planned capacity additions and expansions;

• the ability to reduce or maintain current levels of production costs and to improve productivity by implementing technological improvements to existing plants;

• increased price competition and the introduction of competing products by other companies;

• market acceptance of our technology;

• the ability to obtain governmental approvals and to construct facilities on terms and schedules acceptable to the Company;

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• changes in the degree of intellectual property and other legal protection afforded to our products or technologies, or the theft of such intellectual property;

• compliance and other costs and potential disruption or interruption of production or operations due to accidents, interruptions in sources of raw materials, cyber security incidents, terrorism or political unrest, or other unforeseen events or delays in construction or operation of facilities, including as a result of geopolitical conditions, the occurrence of acts of war or terrorist incidents or as a result of weather or natural disasters;

• potential liability for remedial actions and increased costs under existing or future environmental regulations, including those relating to climate change;

• potential liability resulting from pending or future litigation, or from changes in the laws, regulations or policies of governments or other governmental activities in the countries in which we operate;

• changes in currency exchange rates and interest rates;

• our level of indebtedness, which could diminish our ability to raise additional capital to fund operations or limit our ability to react to changes in the economy or the chemicals industry; and

• various other factors, both referenced and not referenced in this Quarterly Report.

Many of these factors are macroeconomic in nature and are, therefore, beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, our actual results, performance or achievements may vary materially from those described in this Quarterly Report as anticipated, believed, estimated, expected, intended, planned or projected. We neither intend nor assume any obligation to update these forward-looking statements, which speak only as of their dates.

Overview

We are a global technology and specialty materials company. We are one of the world's largest producers of acetyl products, which are intermediate chemicals, for nearly all major industries, as well as a leading global producer of high performance engineered polymers that are used in a variety of high-value applications. As a recognized innovator in the chemicals industry, we engineer and manufacture a wide variety of products essential to everyday living. Our broad product portfolio serves a diverse set of end-use applications including paints and coatings, textiles, automotive applications, consumer and medical applications, performance industrial applications, filtration applications, paper and packaging, chemical additives, construction, consumer and industrial adhesives, and food and beverage applications. Our products enjoy leading global positions due to our differentiated business models, large global production capacity, operating efficiencies, proprietary technology and competitive cost structures.

Our large and diverse global customer base primarily consists of major companies in a broad array of industries. We hold geographically balanced global positions and participate in diversified end-use applications. We combine a demonstrated track record of execution, strong performance built on shared principles and objectives, and a clear focus on growth and value creation. Known for operational excellence and execution of our business strategies, we deliver value to customers around the globe with best-in-class technologies and solutions.

We are organized around two complementary cores, Materials Solutions and the Acetyl Chain. Together, these two value drivers share raw materials, technology, integrated systems and research resources to increase efficiency and quickly respond to market needs. Within Materials Solutions and the Acetyl Chain, we operate principally through four business segments: Materials Solutions includes Advanced Engineered Materials and Consumer Specialties business segments, and the Acetyl Chain includes Industrial Specialties and Acetyl Intermediates business segments.

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Results of Operations

Financial Highlights

	Three Months Ended March 31,
	2016		2015		Change
	(unaudited)
	(In $ millions, except percentages)
Statement of Operations Data
Net sales	1,404		1,450		(46	)
Gross profit	390		381		9
Selling, general and administrative ("SG&A") expenses	(80	)	(98	)	18
Other (charges) gains, net	(5	)	(5	)	—
Operating profit (loss)	287		257		30
Equity in net earnings of affiliates	38		48		(10	)
Interest expense	(33	)	(27	)	(6	)
Refinancing expense	(2	)	—		(2	)
Dividend income - cost investments	27		28		(1	)
Earnings (loss) from continuing operations before tax	318		306		12
Earnings (loss) from continuing operations	258		234		24
Earnings (loss) from discontinued operations	1		—		1
Net earnings (loss)	259		234		25
Net earnings (loss) attributable to Celanese Corporation	257		236		21
Other Data
Depreciation and amortization	73		67		6
SG&A expenses as a percentage of Net sales	5.7	%	6.8	%
Operating margin(1)	20.4	%	17.7	%
Other (charges) gains, net
Employee termination benefits	(5	)	(4	)	(1	)
Commercial disputes	—		(1	)	1
Total Other (charges) gains, net	(5	)	(5	)	—

______________________________

⁽¹⁾  Defined as Operating profit (loss) divided by Net sales.

	As of March 31, 2016	As of December 31, 2015
	(unaudited)
	(In $ millions)
Balance Sheet Data
Cash and cash equivalents	716	967
Short-term borrowings and current installments of long-term debt - third party and affiliates	116	513
Long-term debt, net of unamortized deferred financing costs	2,487	2,468
Total debt	2,603	2,981

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Factors Affecting Business Segment Net Sales

The percentage increase (decrease) in Net sales attributable to each of the factors indicated for each of our business segments is as follows:

Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015

	Volume	Price		Currency		Other	Total
	(unaudited)
	(In percentages)
Advanced Engineered Materials	5	(2	)	(1	)	—	2
Consumer Specialties	17	(9	)	—		—	8
Industrial Specialties	—	(9	)	(1	)	—	(10	)
Acetyl Intermediates	6	(13	)	(2	)	2	(7	)
Total Company	7	(10	)	(2	)	1	(4	)

Pension and Postretirement Benefit Plan Costs

The increase (decrease) in pension and other postretirement plan net periodic benefit cost for each of our business segments is as follows:

Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015

	Advanced Engineered Materials	Consumer Specialties	Industrial Specialties		Acetyl Intermediates	Other Activities	Total
	(unaudited)
	(In $ millions)
Service cost	—	—	(1	)	—	—	(1	)
Interest cost and expected return on plan assets	—	—	—		—	1	1
Recognized actuarial (gain) loss	—	—	—		—	—	—
Amortization of prior service cost (credit), net	—	—	(1	)	—	—	(1	)
Special termination benefit	—	—	—		—	—	—
Total	—	—	(2	)	—	1	(1	)

	Advanced Engineered Materials	Consumer Specialties	Industrial Specialties		Acetyl Intermediates	Other Activities	Total
	(unaudited)
	(In $ millions)
Cost of sales	—	—	(1	)	—	—	(1	)
SG&A expenses	—	—	(1	)	—	—	(1	)
Research and development expenses	—	—	—		—	—	—
Other (charges) gains, net	—	—	—		—	1	1
Total	—	—	(2	)	—	1	(1	)

See Note 9 - Benefit Obligations in the accompanying unaudited interim consolidated financial statements for further information.

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Consolidated Results

Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015

Net sales decreased$46 million, or 3.2%, for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• lower acetic acid and vinyl acetate monomer ("VAM") pricing in our Acetyl Intermediates segment;

• lower pricing in our Industrial Specialties segment; and

• unfavorable currency impacts across most of our business segments resulting from a strong US dollar relative to the Euro;

partially offset by:

• higher VAM volume in our Acetyl Intermediates segment; and

• higher acetate tow volume in our Consumer Specialties segment.

Operating profit increased$30 million, or 11.7%, for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• a decrease in SG&A and lower raw material costs across all of our business segments;

partially offset by:

• a decrease in Net sales.

As a percentage of Net sales, SG&A expenses decreased from 6.8% to 5.7% for the three months endedMarch 31, 2016 compared to the same period in 2015, primarily due to productivity initiatives in most of our business segments.

Equity in net earnings (loss) of affiliates decreased$10 million for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• a decrease in equity investment earnings of $17 million from our Ibn Sina strategic affiliate as a result of lower pricing for methanol and methyl tertiary-butyl ether ("MTBE") and higher raw material costs.

Our effective income tax rate for the three months endedMarch 31, 2016 was 19% compared to 24% for the same period in 2015. The lower effective income tax rate for the three months endedMarch 31, 2016 is primarily due to:

• decreases in losses that provide no tax benefit; and

• favorable changes in the mix of jurisdictional earnings partially attributable to the implementation of our centralized European headquarters.

Our effective income tax rate is affected by recurring items, such as tax rates in foreign jurisdictions and the relative amounts and mix of income and loss in those jurisdictions to which they relate, as well as discrete items and non-deductible expenses that may occur in any given year, but are not consistent from year to year.

In 2015, we established a centralized European headquarters in the Netherlands for the purpose of improving the operational efficiencies and profitability of our European operations and certain global product lines and to centralize leadership and management functions in a single location. A key objective of our European headquarters is to align our business operations, identify cost savings and further streamline our operations. See Note 13 - Income Taxes in the accompanying unaudited interim consolidated financial statements for further information.

Assuming no material changes to tax rules and regulations or cash repatriation plans, we expect to realize operational savings in connection with the establishment of our centralized European headquarters, which will directly impact the mix of our earnings and may result in favorable income tax impacts in subsequent years. Our effective tax rate will vary based on the jurisdictions in which income is actually generated and remains subject to potential volatility from changing tax legislation in

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the US and other tax jurisdictions. We continue to assess our business model and its impact in various jurisdictions. On April 4, 2016, the US Department of the Treasury announced the issuance of temporary and proposed regulations regarding corporate tax inversions and related earnings stripping. These regulations include provisions that may be interpreted to impact other common tax structures including intercompany financing and obligations. The US Department of Treasury still needs to provide clarification on these regulations and proposals.

Business Segments 

Advanced Engineered Materials

	Three Months Ended March 31,				Change		% Change
	2016		2015
	(unaudited)
	(In $ millions, except percentages)
Net sales	350		343		7		2.0	%
Net Sales Variance
Volume	5	%
Price	(2	)%
Currency	(1	)%
Other	—	%
Other (charges) gains, net	(1	)	(1	)	—		—	%
Operating profit (loss)	88		59		29		49.2	%
Operating margin	25.1	%	17.2	%
Equity in net earnings (loss) of affiliates	31		43		(12	)	(27.9	)%
Depreciation and amortization	24		25		(1	)	(4.0	)%

Our Advanced Engineered Materials segment includes our engineered materials business and certain strategic affiliates. Our engineered materials business develops, produces and supplies a broad portfolio of high performance specialty polymers for automotive and medical applications, as well as industrial products and consumer electronics. Together with our strategic affiliates, our engineered materials business is a leading participant in the global specialty polymers industry.

Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015

Net sales increased for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• higher volume, primarily for polyoxymethylene ("POM") across all regions driven by pipeline and base business growth;

partially offset by:

• lower pricing for ultra-high molecular weight polyethylene ("UHMW-PE") and long-fiber reinforced thermoplastics ("LFRT"); and

• an unfavorable currency impact resulting from a strong US dollar relative to the Euro.

Operating profit increased for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• higher Net sales, as well as lower energy costs;

• lower raw material costs, primarily methanol; and

• cost savings of $6 million due to productivity initiatives.

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Equity in net earnings (loss) of affiliates decreased for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• a decrease in equity investment earnings of $17 million from our Ibn Sina strategic affiliate as a result of lower pricing for methanol and MTBE and higher raw material costs.

Consumer Specialties

	Three Months Ended March 31,				Change		% Change
	2016		2015
	(unaudited)
	(In $ millions, except percentages)
Net sales	244		227		17		7.5	%
Net Sales Variance
Volume	17	%
Price	(9	)%
Currency	—	%
Other	—	%
Other (charges) gains, net	—		—		—		—	%
Operating profit (loss)	78		62		16		25.8	%
Operating margin	32.0	%	27.3	%
Equity in net earnings (loss) of affiliates	1		—		1		100.0	%
Dividend income - cost investments	27		28		(1	)	(3.6	)%
Depreciation and amortization	11		11		—		—	%

Our Consumer Specialties segment includes our cellulose derivatives and food ingredients businesses, which serve consumer-driven applications. Our cellulose derivatives business is a leading global producer and supplier of acetate flake, acetate film and acetate tow, primarily used in filtration applications. Our food ingredients business is a leading international supplier of premium quality ingredients for the food and beverage and pharmaceuticals industries.

Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015

Net sales increased for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• higher acetate tow volume across all regions due to recovery from customer destocking in the prior year;

partially offset by:

• lower acetate tow pricing due to lower global industry utilization.

Operating profit increased for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• an increase in Net sales and lower wood pulp costs.

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Industrial Specialties

	Three Months Ended March 31,				Change		% Change
	2016		2015
	(unaudited)
	(In $ millions, except percentages)
Net sales	253		282		(29	)	(10.3	)%
Net Sales Variance
Volume	—	%
Price	(9	)%
Currency	(1	)%
Other	—	%
Other (charges) gains, net	(1	)	(1	)	—		—	%
Operating profit (loss)	31		29		2		6.9	%
Operating margin	12.3	%	10.3	%
Depreciation and amortization	8		10		(2	)	(20.0	)%

Our Industrial Specialties segment includes our emulsion polymers and EVA polymers businesses. Our emulsion polymers business is a leading global producer of vinyl acetate-based emulsions and develops products and application technologies to improve performance, create value and drive innovation in applications such as paints and coatings, adhesives, construction, glass fiber, textiles and paper. Our EVA polymers business is a leading North American manufacturer of a full range of specialty ethylene vinyl acetate ("EVA") resins and compounds as well as select grades of low-density polyethylene. EVA polymers products are used in many applications, including flexible packaging films, lamination film products, hot melt adhesives, medical, automotive parts and carpeting.

Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015

Net sales decreased for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• lower pricing in our emulsion polymers business due to lower raw material costs globally for VAM; and

• an unfavorable currency impact on our emulsion polymers business resulting from a strong US dollar relative to the Euro.

Operating profit increased for the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• lower raw material costs, primarily VAM; and

• cost savings of $6 million due to productivity initiatives in our emulsion polymers business;

partially offset by:

• lower Net sales.

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Acetyl Intermediates

	Three Months Ended March 31,				Change		% Change
	2016		2015
	(unaudited)
	(In $ millions, except percentages)
Net sales	663		713		(50	)	(7.0	)%
Net Sales Variance
Volume	6	%
Price	(13	)%
Currency	(2	)%
Other	2	%
Other (charges) gains, net	—		(1	)	1		(100.0	)%
Operating profit (loss)	114		131		(17	)	(13.0	)%
Operating margin	17.2	%	18.4	%
Equity in net earnings (loss) of affiliates	1		1		—		—	%
Depreciation and amortization	27		19		8		42.1	%

Our Acetyl Intermediates segment includes our intermediate chemistry business which produces and supplies acetyl products, including acetic acid, VAM, acetic anhydride and acetate esters. These products are generally used as starting materials for colorants, paints, adhesives, coatings and medicines. This business segment also produces organic solvents and intermediates for pharmaceutical, agricultural and chemical products.

Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015

Net sales decreased during the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• lower pricing for acetic acid, which represents approximately one-third of the pricing decrease, primarily due to lower methanol cost in the Americas and lower demand in Asia;

• lower pricing for VAM, which represents approximately one-third of the pricing decrease, primarily due to weak market conditions in China; and

• an unfavorable currency impact resulting from a strong US dollar relative to the Euro and Chinese Yuan;

partially offset by:

• higher volume for VAM, which represents substantially all of the increase in volume, primarily due to customer turnarounds and transportation issues in the prior year that did not recur in the current year.

Operating profit decreased during the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to:

• lower Net sales;

partially offset by:

• lower raw material costs, primarily for ethylene and ethanol; and

• cost savings of $6 million due to productivity initiatives.

Depreciation and amortization expense increased during the three months endedMarch 31, 2016 compared to the same period in 2015 primarily due to startup of production at the Fairway Methanol LLC ("Fairway") facility in October 2015.

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Other Activities

	Three Months Ended March 31,				Change		% Change
	2016		2015
	(unaudited)
	(In $ millions, except percentages)
Other (charges) gains, net	(3	)	(2	)	(1	)	50.0	%
Operating profit (loss)	(24	)	(24	)	—		—	%
Equity in net earnings (loss) of affiliates	5		4		1		25.0	%
Depreciation and amortization	3		2		1		50.0	%

Other Activities primarily consists of corporate center costs, including administrative activities such as finance, information technology and human resource functions, interest income and expense associated with our financing activities and results of our captive insurance companies. Other Activities also includes the interest cost, expected return on assets and net actuarial gains and losses components of our net periodic benefit cost for our defined benefit pension plans and other postretirement plans, which are not allocated to our business segments.

Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015

Operating loss for the three months endedMarch 31, 2016 compared to the same period in 2015 was impacted by:

• lower expected return on pension assets, which offset service and interest cost savings associated with our change in estimate for pension accounting. See Note 1 - Description of the Company and Basis of Presentation in the accompanying unaudited interim consolidated financial statements for further information.

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Liquidity and Capital Resources

Our primary source of liquidity is cash generated from operations, available cash and cash equivalents and dividends from our portfolio of strategic investments. In addition, as of March 31, 2016, we have $900 million available for borrowing under our revolving credit facility and $61 million available under our accounts receivable securitization facility to assist, if required, in meeting our working capital needs and other contractual obligations.

While our contractual obligations, commitments and debt service requirements over the next several years are significant, we continue to believe we will have available resources to meet our liquidity requirements, including debt service, for the next twelve months. If our cash flow from operations is insufficient to fund our debt service and other obligations, we may be required to use other means available to us such as increasing our borrowings, reducing or delaying capital expenditures, seeking additional capital or seeking to restructure or refinance our indebtedness. There can be no assurance, however, that we will continue to generate cash flows at or above current levels.

Total cash outflows for capital expenditures are expected to be in the range of $250 million to $300 million in 2016 primarily due to additional investments in growth opportunities in our Advanced Engineered Materials and Acetyl Intermediates segments.

On a stand-alone basis, Celanese and its immediate 100% owned subsidiary, Celanese US, have no material assets other than the stock of their subsidiaries and no independent external operations of their own. Accordingly, they generally depend on the cash flow of their subsidiaries and their ability to pay dividends and make other distributions to Celanese and Celanese US in order to meet their obligations, including their obligations under senior credit facilities and senior notes and to pay dividends on our Series A common stock, par value $0.0001 per share ("Common Stock").

Cash Flows

Cash and cash equivalents decreased$251 million to $716 million as of March 31, 2016 compared to December 31, 2015. As of March 31, 2016, $338 million of the $716 million of cash and cash equivalents was held by our foreign subsidiaries. If these funds are needed for our operations in the US, we will access such funds in a tax efficient manner to satisfy cash flow needs. Currently, there are no contemplated cash distributions that will result in incremental US taxes payable in excess of applicable foreign tax credits related to such undistributed earnings. As a result, we have not provided any deferred income taxes on the portion of undistributed foreign earnings determined not to be permanently reinvested in foreign operations.

• Net Cash Provided by (Used in) Operating Activities

Net cash provided by operating activities increased$17 million to $287 million for the three months endedMarch 31, 2016 compared to $270 million for the same period in 2015. The unaudited interim consolidated statements of cash flows detail the changes to Net cash provided by operating activities for the three months endedMarch 31, 2016. The increase is primarily due to an increase in earnings.

Trade working capital is calculated as follows:

	As of March 31, 2016		As of December 31, 2015		As of March 31, 2015		As of December 31, 2014
	(unaudited)
	(In $ millions)
Trade receivables - third party and affiliates	830		706		804		801
Inventories	667		682		744		782
Trade payables - third party and affiliates	(574	)	(587	)	(664	)	(757	)
Trade working capital	923		801		884		826

• Net Cash Provided by (Used in) Investing Activities

Net cash used in investing activities decreased$98 million to $75 million for the three months endedMarch 31, 2016 compared to $173 million for the same period in 2015, primarily due to:

• a decrease in capital expenditures of $98 million relating to Fairway.

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• Net Cash Provided by (Used in) Financing Activities

Net cash used in financing activities increased $490 million from a net cash inflow of $17 million for the three months endedMarch 31, 2015 to a net cash outflow of $473 million for the three months endedMarch 31, 2016. The increase in net cash used in financing activities was primarily due to:

• an increase in net repayments on short-term debt of $390 million, primarily as a result of paying down our revolving credit facility during the three months endedMarch 31, 2016; and

• a decrease of $80 million in contributions received from Mitsui in exchange for ownership in Fairway.

On March 3, 2016, the State of Wisconsin Public Finance Authority completed a $170 million offering of exempt facilities refunding revenue bonds, the proceeds of which were loaned to Celanese US and used to repay the pollution control and industrial revenue bonds previously issued for our benefit. See Note 8 - Debt in the accompanying unaudited interim consolidated financial statements for further information.

Debt and Other Obligations

There have been no material changes to our debt or other obligations described in our 2015 Form 10-K other than those disclosed in Note 8 - Debt in the accompanying unaudited interim consolidated financial statements.

Share Capital

There have been no material changes to our share capital described in our 2015 Form 10-K other than those disclosed in Note 11 - Stockholders' Equity in the accompanying unaudited interim consolidated financial statements.

Contractual Obligations

Except as otherwise described in this report, there have been no material revisions outside the ordinary course of business to our contractual obligations as described in our 2015 Form 10-K.

Off-Balance Sheet Arrangements

We have not entered into any material off-balance sheet arrangements.

Critical Accounting Policies and Estimates

Our unaudited interim consolidated financial statements are based on the selection and application of significant accounting policies. The preparation of unaudited interim consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited interim consolidated financial statements and the reported amounts of net sales, expenses and allocated charges during the reporting period. Actual results could differ from those estimates. However, we are not currently aware of any reasonably likely events or circumstances that would result in materially different results.

We describe our significant accounting policies in Note 2 - Summary of Accounting Policies, of the Notes to the Consolidated Financial Statements included in our 2015 Form 10-K. We discuss our critical accounting policies and estimates in MD&A in our 2015 Form 10-K.

Pension and Other Postretirement Obligations

Beginning in 2016, we elected to change the method used to estimate the service and interest cost components of net periodic benefit cost for our significant defined benefit pension plans and other postretirement benefit plans. Previously, we estimated the service and interest cost components utilizing a single weighted average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. We have elected to use a full yield curve approach in the estimation of these components of net periodic benefit cost by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. This change improves the correlation between projected benefit cash flows and the corresponding yield curve spot rates and provides a more precise measurement of service and interest costs. This change does not affect the measurement of our total benefit obligations as the change in service and interest cost will be completely offset in the annual actuarial (gain) loss reported. We have accounted for this change as a

45

change in estimate and, accordingly, have accounted for it prospectively beginning in 2016. The adoption of the full yield curve approach will reduce 2016 service and interest cost by approximately $29 million as compared to the previous method. See Note 1 - Description of the Company and Basis of Presentation in the accompanying unaudited interim consolidated financial statements for further information.

Recent Accounting Pronouncements

See Note 2 - Recent Accounting Pronouncements in the accompanying unaudited interim consolidated financial statements included in this Quarterly Report for information regarding recent accounting pronouncements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Market risk for our Company has not changed materially from the foreign exchange, interest rate and commodity risks disclosed in Item 7A. Quantitative and Qualitative Disclosures about Market Risk in our 2015 Form 10-K. See also Note 14 - Derivative Financial Instruments in the accompanying unaudited interim consolidated financial statements for further discussion of our market risk management and the related impact on our financial position and results of operations.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended, as of the end of the period covered by this report. Based on that evaluation, as of March 31, 2016, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective.

Changes in Internal Control Over Financial Reporting

During the period covered by this report, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II — OTHER INFORMATION

Item 1. Legal Proceedings

We are involved in a number of legal and regulatory proceedings, lawsuits and claims incidental to the normal conduct of our business, relating to such matters as product liability, land disputes, contracts, antitrust, intellectual property, workers' compensation, chemical exposure, asbestos exposure, trade compliance, prior acquisitions and divestitures, claims of legacy stockholders, past waste disposal practices and release of chemicals into the environment. The Company is actively defending those matters where it is named as a defendant. Due to the inherent subjectivity of assessments and unpredictability of outcomes of legal proceedings, the Company's litigation accruals and estimates of possible loss or range of possible loss may not represent the ultimate loss to the Company from legal proceedings. See Note 10 - Environmental and Note 16 - Commitments and Contingencies in the accompanying unaudited interim consolidated financial statements for a discussion of material environmental matters and material commitments and contingencies related to legal and regulatory proceedings. There have been no significant developments in the "Legal Proceedings" described in our 2015 Form 10-K other than those disclosed in Note 10 - Environmental and Note 16 - Commitments and Contingencies in the accompanying unaudited interim consolidated financial statements.

Item 1A. Risk Factors

There have been no material changes to the risk factors under Part I, Item 1A of our 2015 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Repurchases of our Common Stock during the three months ended March 31, 2016 are as follows:

Period	Total Number of Shares Purchased(1)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Program	Approximate Dollar Value of Shares Remaining that may be Purchased Under the Program(2)
	(unaudited)
January 1-31, 2016	163,858	$	67.40	—	$	1,031,000,000
February 1-29, 2016	185,611	$	61.72	—	$	1,031,000,000
March 1-31, 2016	—	$	—	—	$	1,031,000,000
Total	349,469			—

______________________________

⁽¹⁾  Includes 163,858 and 185,611 shares for January and February 2016, respectively, related to shares withheld from employees to cover their statutory minimum withholding requirements for personal income taxes related to the vesting of restricted stock units.

⁽²⁾  Our Board of Directors authorized the repurchase of $2.4 billion of our Common Stock since February 2008.

See Note 11 - Stockholders' Equity in the accompanying unaudited interim consolidated financial statements for further information.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

47

Item 6. Exhibits

Exhibit Number
	Description
3.1	Second Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Annual Report on Form 10-K filed with the SEC on February 11, 2011).
3.2	Fourth Amended and Restated By-laws, amended effective February 8, 2016 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on February 9, 2016).
10.1*‡	Form of 2016 Time-Based Restricted Stock Unit Award Agreement.
10.2*‡	Form of 2016 Performance-Based Restricted Stock Unit Award Agreement.
10.3*‡	Form of 2016 Nonqualified Stock Option Award Agreement.
31.1*	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	XBRL Instance Document.
101.SCH*	XBRL Taxonomy Extension Schema Document.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document.

* Filed herewith.

‡ Indicates a management contract or compensatory plan or arrangement.

48

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.

CELANESE CORPORATION
	By:	/s/ MARK C. ROHR
		Mark C. Rohr
		Chairman of the Board of Directors and
		Chief Executive Officer
		Date:	April 19, 2016

By:	/s/ CHRISTOPHER W. JENSEN
	Christopher W. Jensen
	Senior Vice President, Finance and
	Chief Financial Officer
	Date:	April 19, 2016

49

EX-10.1

Exhibit 10.1

[Form of 2016 Time-Based RSU Agreement]

CELANESE CORPORATION

2009 GLOBAL INCENTIVE PLAN

TIME-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT

DATED <<GRANT DATE>>

<<NAME>>

Pursuant to the terms and conditions of the Celanese Corporation 2009 Global Incentive Plan, you have been awarded Time-Based Restricted Stock Units, subject to the restrictions described in this Agreement:

RSU Award

<<No. Units>> Units

This grant is made pursuant to the Time-Based Restricted Stock Unit Award Agreement dated as of << Grant Date>>, between Celanese and you, which Agreement is attached hereto and made a part hereof.

CELANESE CORPORATION

2009 GLOBAL INCENTIVE PLAN

TIME-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT

This Time-Based Restricted Stock Unit Award Agreement (the "Agreement") is made and entered into as of << Grant Date>> (the "Grant Date"), by and between Celanese Corporation, a Delaware corporation (the "Company"), and <<Name>> (the "Participant"). Capitalized terms used, but not otherwise defined, herein shall have the meanings ascribed to such terms in the Celanese Corporation 2009 Global Incentive Plan (as amended from time to time, the "2009 Plan").

1.Time-Based RSU Award: In order to encourage the Participant's contribution to the successful performance of the Company, the Company hereby grants to the Participant as of the Grant Date, pursuant to the terms of the 2009 Plan and this Agreement, an award (the "Award") of time-based Restricted Stock Units ("RSUs") representing the right to receive an equal number of Common Shares upon vesting. The Participant hereby acknowledges and accepts such Award upon the terms and subject to the conditions, restrictions and limitations contained in this Agreement and the 2009 Plan.

2.Time-Based Vesting: Subject to Section 3 and Section 6 of this Agreement, <<Vest1>> RSUs shall vest on [<<Vest1>>; <<Vest2>> RSUs shall vest on <<Vest2>>; <<Vest3>> RSUs shall vest on <<Vest3>>, for a total of <<RSUs>> RSUs]¹ For time-based awards. [<<Vesting Date>>]² For cliff-vesting awards.. Each such date shall be referred to as a "Vesting Date". Each period between the Grant Date and a Vesting Date shall be referred to as a "Vesting Period".

3.Effects of Certain Events Prior to Vesting:

(a)Upon the termination of the Participant's employment by the Company without Cause or due to the Participant's [Retirement,]³ Remove all bracketed verbiage relating to "Retirement" and the effects thereof from award agreements given for retention or in other special circumstances; the verbiage should be retained (without brackets) for new hire awards. death or Disability (other than as provided in Section 3(c)), a prorated portion of the RSUs that remain unvested will vest in an amount equal to (i) the unvested RSUs in each Vesting Period multiplied by (ii) a fraction, the numerator of which is the number of complete and partial calendar months from the Grant Date to the date of termination without Cause or due to the Participant's [Retirement,] death or Disability, and the denominator of which is the number of complete and partial calendar months in each applicable Vesting Period, such product to be rounded up to the nearest whole number. In any such case, such prorated number of unvested RSUs that vest in accordance with the preceding sentence will be subject to any applicable taxes under Section 7 upon such vesting, which may be rounded up in each case to avoid fractional shares. In the case of termination of the Participant's employment by the Company without Cause [or due to the Participant's Retirement], the prorated RSUs will be settled in accordance with the provisions of Section 4 following the applicable Vesting Date(s). In the case of termination of the Participant's employment due to the Participant's death or Disability and notwithstanding any provision of Section 4 to the contrary, the prorated RSUs will be settled as soon as administratively practicable (but in no event later than 2 ½ months) after the

1	For time-based awards.
2	For cliff-vesting awards.
3	Remove all bracketed verbiage relating to "Retirement" and the effects thereof from award agreements given for retention or in other special circumstances; the verbiage should be retained (without brackets) for new hire awards.

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date of such termination of employment due to death or Disability by delivery of a number of Common Shares equal to the number of such prorated RSUs.

[To the extent permitted by applicable country, state or province law, as consideration for the vesting provisions upon Retirement contained above in this Section 3(a), upon Retirement, the Participant shall enter into a departure and general release of claims agreement with the Company that includes two-year noncompetition and non-solicitation covenants in a form acceptable to the Company.]

If at any time on or before a Vesting Date the Company determines, in its sole discretion, that the Participant engaged in an act constituting Cause, the Participant's employment shall be considered to have been terminated for Cause, and his or her Award shall be forfeited and cancelled without consideration pursuant to Section 3(d), regardless of whether the Participant's termination initially was considered to have been without Cause. In each such case, the provisions of Section 3(a) are inapplicable.

(b)The remaining unvested portion of the Award shall be immediately forfeited and cancelled without consideration as of the date of the Participant's termination of employment without Cause or due to the Participant's [Retirement,] death or Disability.

(c)Notwithstanding any provision herein to the contrary, if the Participant's employment with the Company is terminated by the Company in connection with a Qualifying Disposition, as determined by the Company in its sole discretion, other than for Cause, and regardless of whether the Participant [is then eligible for Retirement or] is offered employment with the acquiror or successor, then the entire unvested portion of the RSUs shall vest as of the date of such termination of employment and shall be settled as follows, subject to any applicable taxes under Section 7:

(i) a prorated number of the unvested RSUs determined in accordance with the provisions of Section 3(a) had those provisions applied shall be settled in accordance with the provisions of Section 4 following the applicable Vesting Date(s); and

(ii) the remaining number of the unvested RSUs shall be settled as soon as administratively practicable (but in no event later than 2 ½ months) after the date of such termination of employment.

Notwithstanding the foregoing, in case of a termination of employment covered by this Section 3(c), if the Committee determines that the Participant has been offered employment with the acquiror or successor and in connection with that employment will receive a substitute award from the acquiror or successor with an equivalent (or greater) economic value and no less favorable vesting conditions as this Award, the Committee, in its sole discretion, may determine not to provide for the additional vesting under clause (ii) of Section 3(c).

(d)Upon the termination of the Participant's employment for any other reason, the unvested portion of the Award shall be immediately forfeited and cancelled without consideration as of the date of the Participant's termination of employment.

A Participant's employment will be considered to have been terminated for Cause, and the Award forfeited and cancelled without consideration, if the Company determines, in its sole discretion, that the Participant engaged in an act constituting Cause at any time prior to a Vesting Date, regardless of whether the Participant's termination initially was considered to have been without Cause.

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4.Settlement of RSUs: Subject to Sections 3, 6 and 7 of this Agreement, the Company shall deliver to the Participant (or to a Company-designated brokerage firm or plan administrator) as soon as administratively practicable following the applicable Vesting Date (but in no event later than 2 ½ months after the applicable Vesting Date), in complete settlement of all RSUs vesting on such Vesting Date, a number of Common Shares equal to the number of RSUs vesting on such Vesting Date.

5.Rights as a Stockholder: The Participant shall have no voting, dividend or other rights as a stockholder with respect to the Award until the RSUs have vested and Common Shares have been delivered pursuant to this Agreement.

6.Change in Control; Dissolution:

(a)Notwithstanding any other provision of this Agreement to the contrary, upon the occurrence of a Change in Control with respect to any unvested RSUs granted pursuant to this Agreement that have not previously been forfeited:

(1)    If (i) a Participant's rights to the unvested portion of the Award are not adversely affected in connection with the Change in Control, or, if adversely affected, a substitute award with an equivalent (or greater) economic value and no less favorable vesting conditions is granted to the Participant upon the occurrence of a Change in Control, and (ii) the Participant's employment is terminated by the Company (or its successor) without Cause within two years following the Change in Control, then the unvested portion of the Award (or, as applicable, the substitute award) shall immediately vest and a number of Common Shares equal to the number of unvested RSUs shall be delivered to the Participant within thirty (30) days following the date of termination, subject to the provisions of Section 7.

(2)    If a Participant's right to the unvested portion of the Award is adversely affected in connection with the Change in Control and a substitute award is not made pursuant to Section 6(a)(1) above, then upon the occurrence of a Change in Control, the unvested portion of the Award shall immediately vest and a number of Common Shares equal to the number of unvested RSUs shall be delivered to the Participant within thirty (30) days following the Change in Control, subject to the provisions of Section 7; and

(b)Notwithstanding any other provision of this Agreement to the contrary, in the event of a corporate dissolution of the Company that is taxed under Section 331 of the Internal Revenue Code of 1986, as amended, then in accordance with Treasury Regulation Section 1.409A-3(j)(4)(ix)(A), this Agreement shall terminate and any RSUs granted pursuant to this Agreement that have not previously been forfeited shall immediately become Common Shares and shall be delivered to the Participant within thirty (30) days following such dissolution.

7.Income and Other Taxes: The Company shall not deliver Common Shares in respect of any vested RSUs unless and until the Participant has made arrangements satisfactory to the Committee to satisfy applicable withholding tax obligations for US federal, state, and local income taxes (or the foreign counterpart thereof) and applicable employment taxes. Unless otherwise permitted by the Committee, withholding shall be effectuated by withholding RSUs in connection with the vesting and/or settlement of RSUs. Withholding shall be effected using the minimum statutory rates authorized by the U.S. Internal Revenue Service (for U.S. Participants) and applicable foreign counterparts; however, if the requirements of ASC Topic 718 (or any successor applicable equity accounting standard applicable to this Award) are changed, then the Company, at its discretion, may effectuate the withholding at the higher of (1) the minimum statutory rates authorized by the U.S. Internal Revenue Service (for U.S. Participants) and applicable foreign counterparts, or (2) a rate or method chosen by the Company consistent with ASC Topic 718 (or any successor

Page 4

applicable equity accounting standard applicable to this Award) and the U.S. Internal Revenue Service withholding regulations or other applicable tax requirements. The Participant acknowledges that the Company shall have the right to deduct any taxes required to be withheld by law in connection with the delivery of Common Shares issued in respect of any vested RSUs from any amounts payable by it to the Participant (including, without limitation, future cash wages). The Participant acknowledges and agrees that amounts withheld by the Company for taxes may be less than amounts actually owed for taxes by the Participant in respect of the Award. Any vested RSUs shall be reflected in the Company's records as issued on the respective dates of issuance set forth in this Agreement, irrespective of whether delivery of such Common Shares is pending the Participant's satisfaction of his or her withholding tax obligations.

8.Securities Laws: The Company may impose such restrictions, conditions or limitations as it determines appropriate as to the timing and manner of any resales by the Participant or other subsequent transfers by the Participant of any Common Shares issued as a result of the vesting or settlement of the RSUs, including without limitation (a) restrictions under an insider trading policy, and (b) restrictions as to the use of a specified brokerage firm for such resales or other transfers. Upon the acquisition of any Common Shares pursuant to the vesting or settlement of the RSUs, the Participant will make or enter into such written representations, warranties and agreements as the Company may reasonably request in order to comply with applicable securities laws or with this Agreement and the 2009 Plan. All accounts in which such Common Shares are held or any certificates for Common Shares shall be subject to such stop transfer orders and other restrictions as the Company may deem advisable under the rules, regulations and other requirements of the Securities and Exchange Commission, any stock exchange or quotation system upon which the Common Shares are then listed or quoted, and any applicable federal or state securities law, and the Company may cause a legend or legends to be put on any such certificates (or other appropriate restrictions and/or notations to be associated with any accounts in which such Common Shares are held) to make appropriate reference to such restrictions.

9.Non-Transferability of Award: The RSUs may not be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Participant other than by will or by the laws of descent and distribution, and any such purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance shall be void and unenforceable against the Company; provided, that the Participant may designate a beneficiary, on a form provided by the Company, to receive any portion of the Award payable hereunder following the Participant's death.

10.Other Agreements: Subject to Sections 10(a) and 10(b) of this Agreement, this Agreement and the 2009 Plan constitute the entire understanding between the Participant and the Company regarding the Award, and any prior and/or contemporaneous agreements, understandings, representations, discussions, commitments or negotiations concerning the Award, whether written or oral, are superseded. No oral statements or other prior written material not specifically incorporated into this Agreement, other than the 2009 Plan, shall be of any force or effect.

(a)The Participant acknowledges that as a condition to the receipt of the Award, the Participant:

(1)    shall have delivered to the Company an executed copy of this Agreement;

(2)    shall be subject to the Company's stock ownership guidelines, to the extent applicable to the Participant;

(3)    shall be subject to policies and agreements adopted by the Company from time to time, and applicable laws and regulations, requiring the repayment by the Participant of incentive compensation under certain circumstances, without any further act or deed or consent of the Participant; and

Page 5

(4)    shall have delivered to the Company an executed copy of the Long-Term Incentive Claw-Back Agreement (if a current version of such Long-Term Incentive Claw-Back Agreement is not already on file, as determined by the Committee in its sole discretion). For purposes hereof, "Long-Term Incentive Claw-Back Agreement" means an agreement between the Company and the Participant associated with the grant of long-term incentives of the Company, which contains terms, conditions, restrictions and provisions regarding one or more of (i) noncompetition by the Participant with the Company, and its customers and clients; (ii) non-solicitation and non-hiring by the Participant of the Company's employees, former employees or consultants; (iii) maintenance of confidentiality of the Company's and/or clients' information, including intellectual property; (iv) nondisparagement of the Company; and (v) such other matters deemed necessary, desirable or appropriate by the Company for such an agreement in view of the rights and benefits conveyed in connection with an award.

(b)If the Participant is a non-resident of the U.S., there may be an addendum containing special terms and conditions applicable to awards in the Participant's country. The issuance of the Award to any such Participant is contingent upon the Participant executing and returning any such addendum in the manner directed by the Company.

11.Not a Contract for Employment; No Acquired Rights; Agreement Changes: Nothing in the 2009 Plan, this Agreement or any other instrument executed in connection with the Award shall confer upon the Participant any right to continue in the Company's employ or service nor limit in any way the Company's right to terminate the Participant's employment at any time for any reason. The grant of RSUs hereunder, and any future grant of awards to the Participant under the 2009 Plan, is entirely voluntary and at the complete and sole discretion of the Company. Neither the grant of these RSUs nor any future grant of awards by the Company shall be deemed to create any obligation to grant any further awards, whether or not such a reservation is expressly stated at the time of such grants. The Company has the right, at any time and for any reason, to amend, suspend or terminate the 2009 Plan; provided, however, that no such amendment, suspension, or termination shall adversely affect the Participant's rights hereunder.

12.Severability: In the event that any provision of this Agreement is declared to be illegal, invalid or otherwise unenforceable by a court of competent jurisdiction, such provision shall be reformed, if possible, to the extent necessary to render it legal, valid and enforceable, or otherwise deleted, and the remainder of this Agreement shall not be affected except to the extent necessary to reform or delete such illegal, invalid or unenforceable provision.

13.Further Assurances: Each party shall cooperate and take such action as may be reasonably requested by either party hereto in order to carry out the provisions and purposes of this Agreement.

14.Binding Effect:The Award and this Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective permitted heirs, beneficiaries, successors and assigns.

15.Electronic Delivery: By executing this Agreement, the Participant hereby consents to the delivery of any and all information (including, without limitation, information required to be delivered to the Participant pursuant to applicable securities laws), in whole or in part, regarding the Company and its subsidiaries, the 2009 Plan, and the Award via electronic mail, the Company's or a plan administrator's web site, or other means of electronic delivery.

Page 6

16.Personal Data: By accepting the Award under this Agreement, the Participant hereby consents to the Company's use, dissemination and disclosure of any information pertaining to the Participant that the Company determines to be necessary or desirable for the implementation, administration and management of the 2009 Plan.

17.Governing Law: The Award and this Agreement shall be interpreted and construed in accordance with the laws of the state of Delaware and applicable federal law.

18.Restricted Stock Units Subject to Plan: By entering into this Agreement the Participant agrees and acknowledges that the Participant has received and read a copy of the 2009 Plan and the 2009 Plan's prospectus. The RSUs and the Common Shares issued upon vesting of such RSUs are subject to the 2009 Plan, which is hereby incorporated by reference. In the event of any conflict between any term or provision of this Agreement and a term or provision of the 2009 Plan, the applicable terms and provisions of the 2009 Plan shall govern and prevail.

19.Validity of Agreement: This Agreement shall be valid, binding and effective upon the Company on the Grant Date. However, the RSUs granted pursuant to this Agreement shall be forfeited by the Participant and this Agreement shall have no force and effect if it is not duly executed by the Participant and delivered to the Company on or before <<Date>>.

20.Headings: The headings preceding the text of the sections hereof are inserted solely for convenience of reference, and shall not constitute a part of this Agreement, nor shall they affect its meaning, construction or effect.

21.Compliance with Section 409A of the Internal Revenue Code: Notwithstanding any provision in this Agreement to the contrary, this Agreement will be interpreted and applied so that the Agreement does not fail to meet, and is operated in accordance with, the requirements of Section 409A of the Code. The Company reserves the right to change the terms of this Agreement and the 2009 Plan without the Participant's consent to the extent necessary or desirable to comply with the requirements of Code Section 409A. Further, in accordance with the restrictions provided by Treasury Regulation Section 1.409A-3(j)(2), any subsequent amendments to this Agreement or any other agreement, or the entering into or termination of any other agreement, affecting the RSUs provided by this Agreement shall not modify the time or form of issuance of the RSUs set forth in this Agreement. In addition, if the Participant is a "specified employee" within the meaning of Code Section 409A, as determined by the Company, any payment made in connection with the Participant's separation from service shall not be made earlier than six (6) months and one day after the date of such separation from service to the extent required by Code Section 409A.

22.Definitions: The following terms shall have the following meanings for purposes of this Agreement, notwithstanding any contrary definition in the 2009 Plan:

(a)"Cause" means, as determined by the Company in its sole discretion, (i) the Participant's willful failure to perform the Participant's duties to the Company (other than as a result of total or partial incapacity due to physical or mental illness) for a period of 30 days following written notice by the Company to the Participant of such failure, (ii) the Participant's conviction of, or a plea of nolo contendere to, (x) a felony under the laws of the United States or any state thereof or any similar criminal act in a jurisdiction outside the United States or (y) a crime involving moral turpitude, (iii) the Participant's willful malfeasance or willful misconduct which is demonstrably injurious to the Company or its affiliates, (iv) any act of fraud by the Participant, (v) any violation of the Company's business conduct policy, (vi) any violation of the Company's policies concerning harassment or discrimination by the Participant, (vii) the Participant's conduct that causes harm to the business reputation of the Company or its affiliates, or (viii) the Participant's breach of any

Page 7

confidentiality, intellectual property, noncompetition or non-solicitation provisions applicable to the Participant under the Long-Term Incentive Claw-Back Agreement or any other agreement between the Participant and the Company. "Cause" shall be determined by the Company in its sole discretion, and such determination shall be final, binding, and conclusive on the Participant.

(b)"Change in Control" means:

(i)    Any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) (a "Person") becomes the beneficial owner (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 50% or more of either (A) the then-outstanding shares of common stock of the Company (the "Outstanding Company Common Stock") or (B) the combined voting power of the then-outstanding voting securities of the Company entitled to vote generally in the election of directors (the "Outstanding Company Voting Securities"); provided, however, that, for purposes of this subparagraph, the following acquisitions shall not constitute a Change of Control: (i) any acquisition directly from the Company, (ii) any acquisition by the Company, (iii) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any Affiliate, or (iv) any acquisition pursuant to a transaction that complies with clauses (A), (B) or (C) in paragraph (iii) of this definition; or

(ii)    Individuals who, as of the effective date of this Agreement, constitute the Board (the "Incumbent Board") cease for any reason to constitute at least a majority of the Board; provided, however, that any individual becoming a director subsequent to the effective date of this Agreement whose election, or nomination for election by the Company's stockholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual was a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of an actual or threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Board; or

(iii)    Consummation of a reorganization, merger, statutory share exchange or consolidation or similar transaction involving the Company or any of its subsidiaries, a sale or other disposition of all or substantially all of the assets of the Company, or the acquisition of assets or stock of another entity by the Company or any of its subsidiaries (each, a "Business Combination"), in each case unless, following such Business Combination, (A) all or substantially all of the individuals and entities that were the beneficial owners of the Outstanding Company Common Stock and the Outstanding Company Voting Securities immediately prior to such Business Combination beneficially own, directly or indirectly, more than 50% of the then-outstanding shares of common stock (or, for a non-corporate entity, equivalent securities) and the combined voting power of the then-outstanding voting securities entitled to vote generally in the election of directors (or, for a non-corporate entity, equivalent governing body), as the case may be, of the entity resulting from such Business Combination (including, without limitation, an entity that, as a result of such transaction, owns the Company or all or substantially all of the Company's assets either directly or through one or more subsidiaries) in substantially the same proportions as their ownership immediately prior to such Business Combination of the Outstanding Company Common Stock and the Outstanding Company Voting Securities, as the case may be, (B) no Person (excluding any corporation resulting from such Business Combination or any employee benefit plan (or related trust) of the Company or such corporation resulting from such

Page 8

Business Combination) beneficially owns, directly or indirectly, 50% or more of, respectively, the then-outstanding shares of common stock of the corporation resulting from such Business Combination or the combined voting power of the then-outstanding voting securities of such corporation, except to the extent that such ownership existed prior to the Business Combination, and (C) at least a majority of the members of the board of directors (or, for a non-corporate entity, equivalent governing body) of the entity resulting from such Business Combination were members of the Incumbent Board at the time of the execution of the initial agreement or of the action of the Board providing for such Business Combination; or

(iv)    Approval by the stockholders of the Company of a complete liquidation or dissolution of the Company.

Notwithstanding the foregoing, if it is determined that an Award hereunder is subject to the requirements of Section 409A and the Change in Control is a "payment event" under Section 409A for such Award, the Company will not be deemed to have undergone a Change in Control unless the Company is deemed to have undergone a "change in control event" pursuant to the definition of such term in Section 409A.

(c)"Disability" has the same meaning as "Disability" in the Celanese Corporation 2008 Deferred Compensation Plan or such other meaning as determined by the Committee in its sole discretion, provided that in all events a "Disability" under this Agreement shall constitute a "disability" within the meaning of Treasury Regulation Section 1.409A-3(i)(4).

(d)"Qualifying Disposition" means a sale or other disposition by the Company or one or more subsidiaries of all or part of a business, business unit, segment or subsidiary in a stock, asset, merger or other similar transaction or combination thereof, and determined by the Committee to be a Qualifying Disposition.

[(e)    "Retirement" of the Participant shall mean a voluntary separation from service on or after the date when the Participant is both 55 years of age and has ten years of service with the Company, as determined by the Company in its discretion based on payroll records. Retirement shall not include voluntary separation from service in which the Company could have terminated the Participant's employment for Cause.]

[signature on following page]

Page 9

IN WITNESS WHEREOF, the Company has caused this Agreement to be executed on its behalf by its duly authorized officer and the Participant has also executed this Agreement in duplicate.

CELANESE CORPORATION
By:
Name:	Mark C. Rohr
Title:	Chairman and Chief Executive Officer

Participant
By:
Name:	<<NAME>>
Employee ID:
Date:

Page 10

EX-10.2

Exhibit 10.2

[Form of 2016 Performance-Based RSU Agreement]

CELANESE CORPORATION

2009 GLOBAL INCENTIVE PLAN

PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT

DATED <<DATE>>

<<NAME>>

Pursuant to the terms and conditions of the Celanese Corporation 2009 Global Incentive Plan, you have been awarded Performance-Based Restricted Stock Units, subject to the restrictions described in this Agreement:

Performance RSU Target Award

<<No. Shs>> Units

This grant is made pursuant to the Performance-Based Restricted Stock Unit Award Agreement dated as of <<Date>>, between Celanese and you, covering a performance period from January 1, 2016 through December 31, 2018, which Agreement is attached hereto and made a part hereof.

Page 1 of 15

© 2016 Celanese Corporation

CELANESE CORPORATION

2009 GLOBAL INCENTIVE PLAN

PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT

This Performance-Based Restricted Stock Unit Award Agreement (the "Agreement") is made and entered into as of <<Date>> (the "Grant Date"), by and between Celanese Corporation, a Delaware corporation ("Celanese" and, together with the participating subsidiaries that are employers of the Participants, the "Company"), and <<Name>> (the "Participant"). Capitalized terms used, but not otherwise defined, herein shall have the meanings ascribed to such terms in the Celanese Corporation 2009 Global Incentive Plan (as amended from time to time, the "2009 Plan").

1.Performance RSU Award: In order to encourage the Participant's contribution to the successful performance of the Company, Celanese hereby grants to the Participant as of the Grant Date, pursuant to the terms of the 2009 Plan and this Agreement, an award (the "Award") of <<No. Shs>> performance-based Restricted Stock Units ("Performance RSUs") representing the right to receive, subject to the attainment of the performance goals set forth in Appendix A, the number of Common Shares to be determined in accordance with the formula set forth in Appendix A. The Participant hereby acknowledges and accepts such Award upon the terms and subject to the performance requirements and other conditions, restrictions and limitations contained in this Agreement and the 2009 Plan.

2.Performance-Based Adjustment and Vesting:

(a)    Subject to Section 3 and Section 6 of this Agreement, the Performance RSUs are subject to adjustment for performance during the Performance Period in accordance with the performance measures, targets and methodology set forth in Appendix A. The number of Performance RSUs determined after the Performance Period based on such performance is referred to as the "Performance-Adjusted RSUs."

(b)    Subject to Section 3 and Section 6 of this Agreement, the Performance-Adjusted RSUs shall vest on February 15, 2019 (the "Vesting Date"). The period between the Grant Date and the Vesting Date shall be referred to as the "Vesting Period."

3.Effects of Certain Events:

(a)If the Participant's employment with the Company is terminated by the Company without Cause [or due to the Participant's Retirement]¹ prior to the Vesting Date (other than as provided in Section 3(b)), then:

(i) in all such cases the Performance RSUs shall remain subject to adjustment for performance as provided in Section 2(a) above, including if such termination of employment occurs during the Performance Period; and

(ii) a prorated number of the Performance-Adjusted RSUs will vest on the Vesting Date in an amount equal to (x) the unvested Performance-Adjusted RSUs in the

¹ Remove all bracketed verbiage relating to "Retirement" and the effects thereof from award agreements given for retention or in other special circumstances; the verbiage should be retained (without brackets) for the annual grant awards and for new hire awards.

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Vesting Period multiplied by (y) a fraction, [the numerator of which is the number of complete and partial calendar months from the Grant Date to the date of termination, and the denominator of which is the number of complete and partial calendar months in the Vesting Period,] [for CEO only: the numerator of which is the number of complete and partial calendar months from the Grant Date to the date of termination, and the denominator of which is the number of complete and partial calendar months in the Vesting Period;provided, however, that in the case of the Participant's Retirement, the numerator of the fraction shall be the number of months worked from the beginning of the Performance Period (not to exceed 12) and the denominator shall be twelve,] such product to be rounded up to the nearest whole number.

Such prorated Performance-Adjusted RSUs will be settled following the Vesting Date in accordance with the provisions of Section 4, subject to any applicable taxes under Section 7 upon such vesting and settlement. The remaining portion of the Award shall be immediately forfeited and cancelled without consideration as of the date of the Participant's termination of employment. [To the extent permitted by applicable country, state or province law, as consideration for the vesting provisions upon Retirement contained in this Section 3(a), upon Retirement, the Participant shall enter into a departure and general release of claims agreement with the Company that includes two-year noncompetition and non-solicitation covenants in a form acceptable to the Company.]

If at any time on or before the Vesting Date the Company determines, in its sole discretion, that the Participant engaged in an act constituting Cause, the Participant's employment shall be considered to have been terminated for Cause, and his or her Award shall be forfeited and cancelled without consideration pursuant to Section 3(d), regardless of whether the Participant's termination initially was considered to have been without Cause. In each such case, the provisions of Section 3(a)(i) and (ii) are inapplicable.

(b)Notwithstanding any provision herein to the contrary, if the Participant's employment with the Company is terminated by the Company in connection with a Qualifying Disposition, as determined by the Company in its sole discretion, other than for Cause, and regardless of whether the Participant is then eligible for Retirement or is offered employment with the acquiror or successor, then:

(i) a prorated number of the unvested Performance RSUs determined in accordance with the provisions of Section 3(a) had those provisions applied shall remain subject to adjustment for performance as provided in Section 2(a) above, including if such termination of employment occurs during the Performance Period, and shall be settled in accordance with the provisions of Section 3(a); and

(ii) the remaining number of the unvested Performance RSUs that would have otherwise been forfeited had the provisions of Section 3(a) applied shall remain subject to adjustment for performance as provided in Section 2(a) above, including if such termination of employment occurs during the Performance Period, and any such Performance-Adjusted RSUs will vest and be settled in accordance with the provisions of Section 4, subject to any applicable taxes under Section 7 upon such vesting and settlement.

Notwithstanding the foregoing, in case of a termination of employment covered by this Section 3(b), if the Committee determines that the Participant has been offered employment with the acquiror or successor and in connection with that employment will receive a substitute award from the acquiror or successor with an equivalent (or greater) economic value and no less favorable vesting conditions as this Award, the Committee, in its sole discretion, may determine not to provide for the additional vesting under clause (ii) of this Section 3(b).

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(c)If the Participant's employment with the Company is terminated due to the Participant's death or Disability prior to the Vesting Date, then a prorated number of Performance RSUs will vest in an amount equal to:

(i) the Target number of Performance RSUs granted hereby multiplied by

(ii) a fraction, the numerator of which is the number of complete and partial calendar months from the Grant Date to the date of termination, and the denominator of which is the number of complete and partial calendar months in the Vesting Period, such product to be rounded up to the nearest whole number.

The prorated number of Performance RSUs shall immediately vest and a number of Common Shares equal to such prorated number of Performance RSUs described above shall be delivered to the Participant or beneficiary within thirty (30) days following the date of termination, subject to the provisions of Section 7. The remaining portion of the Award shall be immediately forfeited and cancelled without consideration as of the date of the Participant's termination of employment for death or Disability.

(d)Upon the termination of a Participant's employment with the Company for any other reason prior to the Vesting Date, the Award shall be immediately forfeited and cancelled without consideration as of the date of the Participant's termination of employment.

A Participant's employment will be considered to have been terminated for Cause, and the Award forfeited and cancelled without consideration, if the Company determines, in its sole discretion, that the Participant engaged in an act constituting Cause at any time prior to the Vesting Date, regardless of whether the Participant's termination initially was considered to have been without Cause.

4.Settlement of Performance RSUs: The Committee shall determine the Performance-Adjusted RSUs as soon as administratively practicable following the computation of the Company's performance for the Performance Period (but not later than 2 ½ months after the end of the Performance Period (i.e., March 15, 2019)). The date of such determination is referred to as the "Performance Certification Date." Subject to Sections 2, 3, 5, 6 and 7 of this Agreement, the Company shall deliver to the Participant (or to a Company-designated brokerage firm or plan administrator) as soon as administratively practicable after the Performance Certification Date (but not later than 2 ½ months after the end of the Performance Period (i.e., March 15, 2019)), in complete settlement of the Performance-Adjusted RSUs vesting on such Vesting Date, a number of Common Shares equal to the Performance-Adjusted RSUs determined in accordance with this Agreement.

5.Rights as a Stockholder: The Participant shall have no voting, dividend or other rights as a stockholder with respect to the Award until the Performance RSUs have vested and Common Shares have been delivered pursuant to this Agreement.

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6.Change in Control; Dissolution:

(a)Notwithstanding any other provision of this Agreement to the contrary, upon the occurrence of a Change in Control, with respect to any unvested Performance RSUs granted pursuant to this Agreement that have not previously been forfeited:

(i)    If (i) a Participant's rights to the unvested portion of the Award are not adversely affected in connection with the Change in Control, or, if adversely affected, a substitute award with an equivalent (or greater) economic value and no less favorable vesting conditions is granted to the Participant upon the occurrence of a Change in Control, and (ii) the Participant's employment is terminated by the Company (or its successor) without Cause within two years following the Change in Control, then Performance RSUs in an amount equal to the higher of (A) the Target number of Performance RSUs granted hereby (or, as applicable, the substitute award) or (B) the number of Performance RSUs payable based on estimated Company performance during the Performance Period through the Change in Control as determined by the Committee in accordance with this Agreement, shall immediately vest and a number of Common Shares equal to the number of Performance RSUs so determined shall be delivered to the Participant within thirty (30) days following the date of termination, subject to the provisions of Section 7.

(ii)    If a Participant's right to the unvested portion of the Award is adversely affected in connection with the Change in Control and a substitute award is not made pursuant to Section 6(a)(i) above, then upon the occurrence of a Change in Control, a number of Performance RSUs equal to the higher of (A) the Target number of Performance RSUs granted hereby or (B) the number of Performance RSUs payable based on estimated Company performance during the Performance Period through the Change in Control as determined by the Committee in accordance with this Agreement, shall immediately vest and a number of Common Shares equal to the number of Performance RSUs so determined shall be delivered to the Participant within thirty (30) days following the occurrence of the Change in Control, subject to the provisions of Section 7.

(b)Notwithstanding any other provision of this Agreement to the contrary, in the event of a corporate dissolution of the Company that is taxed under Section 331 of the Internal Revenue Code of 1986, as amended, then in accordance with Treasury Regulation Section 1.409A-3(j)(4)(ix)(A), this Agreement shall terminate and any Performance RSUs granted pursuant to this Agreement that have not previously been forfeited shall immediately become Common Shares and shall be delivered to the Participant within thirty (30) days following such dissolution.

7.Income and Other Taxes: The Company shall not deliver Common Shares in respect of any vested Performance RSUs unless and until the Participant has made arrangements satisfactory to the Committee to satisfy applicable withholding tax obligations for U.S. federal, state, and local income taxes (or the foreign counterpart thereof) and applicable employment taxes. Unless otherwise permitted by the Committee, withholding shall be effectuated by withholding Performance RSUs in connection with the vesting and/or settlement of Performance-Adjusted RSUs. Withholding shall be effected using the minimum statutory rates authorized by the U.S. Internal Revenue Service (for U.S. Participants) and applicable foreign counterparts; however, if the requirements of ASC Topic 718 (or any successor applicable equity accounting standard applicable to this Award) are changed, then the Company, at its discretion, may effectuate the withholding at the higher of (1) the minimum statutory rates authorized by the U.S. Internal Revenue Service (for U.S. Participants) and applicable foreign counterparts, or (2) a rate or method chosen by the Company consistent with ASC Topic 718 (or any successor applicable equity accounting standard applicable to this Award) and the U.S. Internal Revenue Service withholding regulations or other applicable tax requirements.

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The Participant acknowledges that the Company shall have the right to deduct any taxes required to be withheld by law in connection with the vesting or settlement of Performance-Adjusted RSUs from any amounts payable by it to the Participant (including, without limitation, future cash wages). The Participant acknowledges and agrees that amounts withheld by the Company for taxes may be less than amounts actually owed for taxes by the Participant in respect of the Award. Any vested Performance-Adjusted RSUs shall be reflected in the Company's records as issued on the respective dates of issuance set forth in this Agreement, irrespective of whether delivery of such Common Shares is pending the Participant's satisfaction of his or her withholding tax obligations.

8.Securities Laws: The Company may impose such restrictions, conditions or limitations as it determines appropriate as to the timing and manner of any resales by the Participant or other subsequent transfers by the Participant of any Common Shares issued as a result of the vesting or settlement of the Performance RSUs, including without limitation (a) restrictions under an insider trading policy, and (b) restrictions as to the use of a specified brokerage firm for such resales or other transfers. Upon the acquisition of any Common Shares pursuant to the vesting or settlement of the Performance-Adjusted RSUs, the Participant will make or enter into such written representations, warranties and agreements as the Company may reasonably request in order to comply with applicable securities laws or with this Agreement and the 2009 Plan. All accounts in which such Common Shares are held or any certificates for Common Shares shall be subject to such stop transfer orders and other restrictions as the Company may deem advisable under the rules, regulations and other requirements of the Securities and Exchange Commission, any stock exchange or quotation system upon which the Common Shares are then listed or quoted, and any applicable federal or state securities law, and the Company may cause a legend or legends to be put on any such certificates (or other appropriate restrictions and/or notations to be associated with any accounts in which such Common Shares are held) to make appropriate reference to such restrictions.

9.Non-Transferability of Award: The Performance RSUs may not be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Participant other than by will or by the laws of descent and distribution, and any such purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance shall be void and unenforceable against the Company; provided, that the Participant may designate a beneficiary, on a form provided by the Company, to receive any portion of the Award payable hereunder following the Participant's death.

10.Other Agreements; Release of Claims: Subject to Sections 10(a), 10(b) and 10(c) of this Agreement, this Agreement and the 2009 Plan constitute the entire understanding between the Participant and the Company regarding the Award, and any prior and/or contemporaneous agreements, understandings, representations, discussions, commitments or negotiations concerning the Award, whether written or oral, are superseded. No oral statements or other prior written material not specifically incorporated into this Agreement, other than the 2009 Plan, shall be of any force or effect.

(a)The Participant acknowledges that as a condition to the receipt of the Award, the Participant:

(1)    shall have delivered to the Company an executed copy of this Agreement;

(2)    shall be subject to the Company's stock ownership guidelines, to the extent applicable to the Participant;

(3)    shall be subject to policies and agreements adopted by the Company from time to time, and applicable laws and regulations, requiring the repayment by the Participant of incentive compensation under certain circumstances, without any further act or deed or consent of the Participant; and

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(4)    shall have delivered to the Company an executed copy of the Long-Term Incentive Claw-Back Agreement (if a current version of such Long-Term Incentive Claw-Back Agreement is not already on file, as determined by the Committee in its sole discretion). For purposes hereof, "Long-Term Incentive Claw-Back Agreement" means an agreement between the Company and the Participant associated with the grant of long-term incentives of the Company, which contains terms, conditions, restrictions and provisions regarding one or more of (i) noncompetition by the Participant with the Company, and its customers and clients; (ii) non-solicitation and non-hiring by the Participant of the Company's employees, former employees or consultants; (iii) maintenance of confidentiality of the Company's and/or clients' information, including intellectual property; (iv) nondisparagement of the Company; and (v) such other matters deemed necessary, desirable or appropriate by the Company for such an agreement in view of the rights and benefits conveyed in connection with an award.

(b)On or before the first Settlement Date, the Participant shall sign a full and final release, in a form prescribed by the Company, of any and all claims regarding calculation of the Performance-Adjusted RSUs under this Award as a condition to receiving payment on this Award.

(c)If the Participant is a non-resident of the U.S., there may be an addendum containing special terms and conditions applicable to awards in the Participant's country. The issuance of the Award to any such Participant is contingent upon the Participant executing and returning any such addendum in the manner directed by the Company.

11.Not a Contract for Employment; No Acquired Rights; Agreement Changes: This Agreement and the Award evidenced hereby are not an employment agreement, and nothing in this Agreement, the International Supplement, if applicable, or the 2009 Plan shall alter the Participant's status as an "at-will" employee of the Company or your employment status at the Company. None of this Agreement, the International Supplement, if applicable, or the 2009 Plan shall be construed as guaranteeing your employment by the Company, or as giving you any right to continue in the employ of the Company, during any period (including without limitation the period between the Date of the Agreement and the Vesting Date, or any portion of such period), nor shall they be construed as giving you any right to be reemployed by the Company following any termination of employment. This Agreement and the Award evidenced hereby, and all other long-term incentive awards and other equity-based awards, are discretionary. This Award does not confer on the Participant any right or entitlement to receive another Award or any other equity-based award at any time in the future or in respect of any future period. The Company has made this Award to you in its sole discretion. This Award does not confer on you any right or entitlement to receive compensation in any specific amount for any future year, and does not diminish in any way the Company's discretion to determine the amount, if any, of your compensation. This Award is not part of your base salary or wages and will not be taken into account in determining any other employment-related rights you may have, such as rights to pension or severance pay. The Company has the right, at any time and for any reason, to amend, suspend or terminate the 2009 Plan; provided, however, that no such amendment, suspension, or termination shall adversely affect the Participant's rights hereunder.

12.Severability: Should any provision of this Agreement be declared or held to be illegal, invalid or otherwise unenforceable, (a) such provision shall either be reformed, if possible, to the extent necessary to render it legal, valid and enforceable, or otherwise severed, (b) the remainder of this Agreement shall not be affected except to the extent necessary to reform or sever such illegal, invalid or unenforceable provision, and (c) in no event should such partial invalidity affect the remainder of this Agreement, which shall still be enforced.

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13.Further Assurances: Each party shall cooperate and take such action as may be reasonably requested by either party hereto in order to carry out the provisions and purposes of this Agreement.

14.Binding Effect: The Award and this Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective permitted heirs, beneficiaries, successors and assigns.

15.Electronic Delivery: By executing this Agreement, the Participant hereby consents to the delivery of any and all information (including, without limitation, information required to be delivered to the Participant pursuant to applicable securities laws), in whole or in part, regarding the Company and its subsidiaries, the 2009 Plan, and the Award via electronic mail, the Company's or a plan administrator's web site, or other means of electronic delivery.

16.Personal Data: By accepting the Award under this Agreement, the Participant hereby consents to the Company's use, dissemination and disclosure of any information pertaining to the Participant that the Company determines to be necessary or desirable for the implementation, administration and management of the 2009 Plan.

17.Miscellaneous:

(a)Governing Law. Notwithstanding the place where this Agreement may be executed by any of the parties hereto, the parties expressly agree that all the terms and provisions hereof shall be governed by, construed under and interpreted in accordance with the laws of the State of Delaware, without regard to its conflicts of laws rules.

(b)Notice. The Participant is reminded to read the following carefully and after consulting with counsel of their choice:

The Participant agrees that the following provisions requiring arbitration, prohibiting recovery of attorneys' fees, waiving class actions and mass actions, waiving the right to a jury trial, waiving any right to seek punitive damages, limiting actual damages, and limiting remedies by waiving any right to injunctive or other equitable or legal relief are and were an important part of the Company's decision to adopt the Operative Documents and for Participant to be offered this Agreement. The Participant understands and agrees that absent the foregoing provisions, the Operative Documents would not have been offered or entered into or would have materially changed. The Participant acknowledges the benefits of receiving potential incentive awards. In reliance on the Participant's intent to abide by and enter into the following provisions, the parties have entered into the Operative Documents.

(c)MANDATORY ARBITRATION. All disputes arising out of or related in any manner to the Operative Documents shall be resolved exclusively by arbitration to be conducted only in the county and state of Dallas, Texas in accordance with the rules of the International Institute for Conflict Prevention & Resolution ("CPR") applying the laws of Delaware. The arbitration shall be conducted by a single arbitrator. The parties agree that the following arbitrators shall be requested to serve as the single arbitrator, in the following order, until an arbitrator is seated to preside over this matter: (1) Rob Walters, (2) Brian Lidji, (3) Craig Budner, (4) George Bowles, and (5) Ray Guy. Should all the selected arbitrators refuse to serve, the parties shall request that CPR select a retired judge with at least 10 years of judicial experience. Discovery shall be as provided by the CPR rules. The arbitration award shall be in writing and shall include a reasoned opinion by the Arbitrator. Consistent with the waiver of all claims to punitive or exemplary damages, the Arbitrator shall have no authority to award such damages. The parties understand that their right to appeal or to seek modification of any ruling or award of the arbitrator is severely limited, if any. Awards issued by

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the arbitrator shall be final and binding, and judgment may be entered on it in any court of competent jurisdiction. All parties shall keep confidential the fact of the arbitration, the dispute being arbitrated, and the decision of the arbitrator. Any and all disputes regarding this arbitration provision and its enforceability shall be exclusively submitted to the United States District Court for the District of Delaware, if it has jurisdiction, and failing that, to the Delaware state court in Wilmington, Delaware.

(d)No Recovery of Attorneys' Fees and Costs. Each party agrees that in any litigation or proceeding between the parties arising out of, connected with, related to, or incidental to the relationship between them in connection with the Operative Documents, each party shall bear all of its own attorneys' fees and costs regardless of which party prevails.

(e)CLASS ACTION AND MASS ACTION WAIVER. Any claim, whether brought in a court of law or in arbitration, must be brought in the Participant's individual capacity, and not as a representative of any purported class or as a "mass action" (involving multiple plaintiffs) ("Class/Mass Action"). The parties expressly waive any ability to maintain any Class/Mass Action in any forum. The arbitrator shall not have authority to combine or aggregate similar claims or conduct any Class/Mass Action nor make an award to any person or entity not a party to the arbitration. Any claim that all or part of this Class/Mass Action waiver is unenforceable, unconscionable, void, or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. The Participant understands that but for this Agreement, he or she would have had a right to litigate through a court, to have a judge or jury decide the case and to be party to a Class/Mass Action. However, in exchange for the potential incentive awards provided herein and the receipt of the benefit of arbitration, the Participant understands and chooses to have only his or her individual claims decided, each in a separate case, by an arbitrator.

(f)WAIVER OF JURY TRIAL. To the extent permitted by applicable law and expressly because of the complexity of the matters in the Operative Documents, each party waives any right to have a jury participate in resolving any dispute arising out of or relating to the Operative Documents.

(g)WAIVER OF PUNITIVE AND EXEMPLARY DAMAGE CLAIMS. The Participant waives, to the fullest extent allowed by law, any claims or rights to recover punitive, exemplary or similar damages.

(h)LIMIT ON ACTUAL DAMAGES. In no event may the actual damages awarded to the Participant in a dispute arising out of or relating to the Operative Documents exceed the Fair Market Value of the Performance RSU Target Award set forth on the first page of this Agreement as of the vesting date, reduced by the value of any shares or payments previously received under this Agreement (the "Damages Limit"). The Participant knowingly, voluntarily and irrevocably waives and releases any claim to damages in excess of this Damages Limit.

(i)LIMITATION OF REMEDIES. The procedures and remedies set forth in this Agreement shall constitute the sole remedies available to the Participant. In no event shall the Participant seek equitable relief, injunctive relief, or otherwise bring claims directly or derivatively for ultra vires, corporate waste, breach of fiduciary duty, or any other claim or cause of action, whether legal or equitable, sounding in contract or tort. Nothing in this clause is intended to waive or limit any claim brought pursuant to any federal or state statute related to the protection of civil rights.

18.Performance RSUs Subject to Plan: By entering into this Agreement the Participant agrees and acknowledges that the Participant has received and read a copy of the 2009 Plan and the 2009 Plan's

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prospectus. The Performance RSUs and the Common Shares issued upon settlement of such Performance RSUs are subject to the 2009 Plan, which is hereby incorporated by reference. In the event of any conflict between any term or provision of this Agreement and a term or provision of the 2009 Plan, the applicable terms and provisions of the 2009 Plan shall govern and prevail.

19.Validity of Agreement: This Agreement shall be valid, binding and effective upon the Company on the Grant Date. However, the Performance RSUs granted pursuant to this Agreement shall be forfeited by the Participant and this Agreement shall have no force and effect if it is not duly executed by the Participant and delivered to the Company on or before <<Date>>.

20.Headings:The headings preceding the text of the sections hereof are inserted solely for convenience of reference, and shall not constitute a part of this Agreement, nor shall they affect its meaning, construction or effect.

21.Compliance with Section 409A of the Internal Revenue Code: Notwithstanding any provision in this Agreement to the contrary, this Agreement will be interpreted and applied so that the Agreement does not fail to meet, and is operated in accordance with, the requirements of Section 409A of the Code. The Company reserves the right to change the terms of this Agreement and the 2009 Plan without the Participant's consent to the extent necessary or desirable to comply with the requirements of Code Section 409A. Further, in accordance with the restrictions provided by Treasury Regulation Section 1.409A-3(j)(2), any subsequent amendments to this Agreement or any other agreement, or the entering into or termination of any other agreement, affecting the Performance RSUs provided by this Agreement shall not modify the time or form of issuance of the Performance RSUs set forth in this Agreement. In addition, if the Participant is a "specified employee" within the meaning of Code Section 409A, as determined by the Company, any payment made in connection with the Participant's separation from service shall not be made earlier than six (6) months and one day after the date of such separation from service to the extent required by Code Section 409A.

22.Definitions: The following terms shall have the following meanings for purposes of this Agreement, notwithstanding any contrary definition in the 2009 Plan:

(a)"Adjusted Earnings Per Share" or "Adjusted EPS" means a measure used by the Company's management to measure performance, defined as earnings (loss) from continuing operations attributable to Celanese Corporation, adjusted for income tax (provision) benefit, certain items, refinancing and related expenses, divided by the number of basic common shares and dilutive restricted stock units and stock options calculated using the treasury method and further adjusted for certain items as determined by the Company (consistent with the provisions of Section 13(b) of the 2009 Plan) and as approved by the Committee.

Note: The income tax rate used for adjusted earnings per share approximates the midpoint in a range of forecasted tax rates for the year. This range may include certain partial or full-year forecasted tax opportunities, where applicable, and specifically excludes changes in uncertain tax positions, discrete items and other material items adjusted out of our GAAP earnings for adjusted earnings per share purposes, and changes in management's assessments regarding the ability to realize deferred tax assets. In determining the adjusted earnings per share tax rate, we reflect the impact of foreign tax credits when utilized, or expected to be utilized, absent discrete events impacting the timing of foreign tax credit utilization. We analyze this rate quarterly and adjust if there is a material change in the range of forecasted tax rates; an updated forecast would not necessarily result in a change to our tax rate used for adjusted earnings per share. The adjusted tax rate is an estimate and may differ from the actual tax rate used for GAAP reporting in any given reporting period. It is not practical to reconcile our prospective adjusted tax rate to the actual GAAP tax rate in any given future period.

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(b)"Adjusted EBIT" means net earnings (loss) attributable to Celanese Corporation, plus (earnings) loss from discontinued operations, less interest income, plus interest expense, refinancing expense and taxes, and further adjusted for certain items attributable to Celanese Corporation as determined by the Company (consistent with the provisions of Section 13(b) of the 2009 Plan) and as approved by the Committee.

(c)"Cause" means, as determined by the Company in its sole discretion, (i) the Participant's willful failure to perform the Participant's duties to the Company (other than as a result of total or partial incapacity due to physical or mental illness) for a period of 30 days following written notice by the Company to the Participant of such failure, (ii) the Participant's conviction of, or a plea of nolo contendere to, (x) a felony under the laws of the United States or any state thereof or any similar criminal act in a jurisdiction outside the United States or (y) a crime involving moral turpitude, (iii) the Participant's willful malfeasance or willful misconduct which is demonstrably injurious to the Company or its affiliates, (iv) any act of fraud by the Participant, (v) any violation of the Company's business conduct policy, (vi) any violation of the Company's policies concerning harassment or discrimination by the Participant, (vii) the Participant's conduct that causes harm to the business reputation of the Company or its affiliates, or (viii) the Participant's breach of any confidentiality, intellectual property, noncompetition or non-solicitation provisions applicable to the Participant under the Long-Term Incentive Claw-Back Agreement or any other agreement between the Participant and the Company. "Cause" shall be determined by the Company in its sole discretion, and such determination shall be final, binding, and conclusive on the Participant.

(d)"Change in Control" means:

(i)    any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) (a "Person") becomes the beneficial owner (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 50% or more of either (A) the then-outstanding shares of common stock of the Company (the "Outstanding Company Common Stock") or (B) the combined voting power of the then-outstanding voting securities of the Company entitled to vote generally in the election of directors (the "Outstanding Company Voting Securities"); provided, however, that, for purposes of this subparagraph, the following acquisitions shall not constitute a Change of Control: (i) any acquisition directly from the Company, (ii) any acquisition by the Company, (iii) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any Affiliate, or (iv) any acquisition pursuant to a transaction that complies with clauses (A), (B) or (C) in paragraph (iii) of this definition; or

(ii)    individuals who, as of the effective date of this Agreement, constitute the Board (the "Incumbent Board") cease for any reason to constitute at least a majority of the Board; provided, however, that any individual becoming a director subsequent to the effective date of this Agreement whose election, or nomination for election by the Company's stockholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual was a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of an actual or threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Board; or

(iii)    consummation of a reorganization, merger, statutory share exchange or consolidation or similar transaction involving the Company or any of its subsidiaries, a sale

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or other disposition of all or substantially all of the assets of the Company, or the acquisition of assets or stock of another entity by the Company or any of its subsidiaries (each, a "Business Combination"), in each case unless, following such Business Combination, (A) all or substantially all of the individuals and entities that were the beneficial owners of the Outstanding Company Common Stock and the Outstanding Company Voting Securities immediately prior to such Business Combination beneficially own, directly or indirectly, more than 50% of the then-outstanding shares of common stock (or, for a non-corporate entity, equivalent securities) and the combined voting power of the then-outstanding voting securities entitled to vote generally in the election of directors (or, for a non-corporate entity, equivalent governing body), as the case may be, of the entity resulting from such Business Combination (including, without limitation, an entity that, as a result of such transaction, owns the Company or all or substantially all of the Company's assets either directly or through one or more subsidiaries) in substantially the same proportions as their ownership immediately prior to such Business Combination of the Outstanding Company Common Stock and the Outstanding Company Voting Securities, as the case may be, (B) no Person (excluding any corporation resulting from such Business Combination or any employee benefit plan (or related trust) of the Company or such corporation resulting from such Business Combination) beneficially owns, directly or indirectly, 50% or more of, respectively, the then-outstanding shares of common stock of the corporation resulting from such Business Combination or the combined voting power of the then-outstanding voting securities of such corporation, except to the extent that such ownership existed prior to the Business Combination, and (C) at least a majority of the members of the board of directors (or, for a non-corporate entity, equivalent governing body) of the entity resulting from such Business Combination were members of the Incumbent Board at the time of the execution of the initial agreement or of the action of the Board providing for such Business Combination; or

(iv)    approval by the stockholders of the Company of a complete liquidation or dissolution of the Company.

Notwithstanding the foregoing, if it is determined that an Award hereunder is subject to the requirements of Section 409A and the Change in Control is a "payment event" under Section 409A for such Award, the Company will not be deemed to have undergone a Change in Control unless the Company is deemed to have undergone a "change in control event" pursuant to the definition of such term in Section 409A.

(e)"Disability" has the same meaning as "Disability" in the Celanese Corporation 2008 Deferred Compensation Plan or such other meaning as determined by the Committee in its sole discretion, provided that in all events a "Disability" under this Agreement shall constitute a "disability" within the meaning of Treasury Regulation Section 1.409A-3(i)(4).

(f)"Operative Documents" means the 2009 Plan and this Agreement.

(g)"Peer Group" means, subject to the provisions below, entities included in the S&P 500 as of December 31, 2015. This is a "closed group"; therefore, changes in the Peer Group during the period specified in the definition of Total Stockholder Return, shall be handled as follows:

(1)Closed Group: The composition of the Peer Group will be determined on the date specified above, and "frozen" as of that date; subsequent changes to the composition of the index will not change the Peer Group.

Page 12 of 15

(2)Multiple Class Companies: If a company in the S&P500 has more than one class of shares trading, only the "Class A" shares will be included in the Peer Group.

(3)     Acquisitions: If a company in the Peer Group is acquired during the Performance Period, such company is excluded from the Peer Group for purposes of the TSR calculation.

(4)    Spinoffs: The surviving parent entity will be retained in the Peer Group, by treating the value of the spinco as a reinvested dividend in parent stock.

(5)    Bankruptcy: If a company in the Peer Group files for bankruptcy protection or is otherwise insolvent during the Performance Period, such company shall remain in the Peer Group but shall be assigned the lowest ranked TSR.

(6)    No Trading: If a company is in the S&P500 but is not trading as of December 31, 2015, then it will be excluded from the Peer Group. If a company in the Peer Group is otherwise no longer publicly traded on the last day of the Performance Period, such company shall remain in the Peer Group but shall be assigned the lowest possible ranking for TSR.

(h)"Performance Period" means the three-year period from January 1, 2016 through December 31, 2018.

(i)"Qualifying Disposition" means a sale or other disposition by the Company or one or more subsidiaries of all or part of a business, business unit, segment or subsidiary in a stock, asset, merger or other similar transaction or combination thereof, and determined by the Committee to be a Qualifying Disposition.

(j) "Relative Total Stockholder Return" or "Relative TSR" is assessed in comparison of the percentile rank in TSR to the Peer Group. The lowest ranked company will be the 0% rank, the middle ranked company will be the 50th percentile rank and the top ranked company will be the 100th percentile rank.

(k)["Retirement" of the Participant shall mean a voluntary separation from service on or after the date when the Participant is both [fifty-five (55) years of age and has ten years of service][for CEO: sixty-five (65) years of age and has five years of service] with the Company, as determined by the Company in its discretion based on payroll records. Retirement shall not include voluntary separation from service in which the Company could have terminated the Participant's employment for Cause.]

(l)"Return on Capital Employed" or "ROCE" means a measure used by the Company's management to measure performance and is defined as Adjusted EBIT divided by capital employed, which is the beginning and end-of-year average of the sum of property, plant and equipment, net; trade working capital (calculated as trade receivables, net plus inventories less trade payables - third party and affiliates); goodwill; intangible assets, and investments in affiliates, adjusted to eliminate noncontrolling interests, and certain items as determined by the Company (consistent with the provisions of Section 13(b) of the 2009 Plan) and as approved by the Committee.

(m)"Settlement Date" means the date that Common Shares are delivered to the Participant following the Vesting Date.

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(n)"Total Stockholder Return" or "TSR" measures the percent change in share price from the beginning of the Performance Period to the end of the Performance Period and assumes immediate reinvestment of dividends when declared at the closing share price on the date declared. The beginning share price will be calculated as an average of 60 data points: the closing share price on December 31, 2015 and the closing share price for each of the -59 trading days from such date. The ending share price will be calculated as an average of 60 data points: the closing share price on December 31, 2018 and the closing share price for each of the -59 trading days from December 31, 2018.

[signatures appear on following page]

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IN WITNESS WHEREOF, the Company has caused this Agreement to be executed on its behalf by its duly authorized officer and the Participant has also executed this Agreement in duplicate.

	CELANESE CORPORATION
	By:	Mark C. Rohr
		Chairman and Chief Executive Officer
This Agreement has been accepted and agreed to by the undersigned Participant.
	PARTICIPANT
	By:
	Name:		<<NAME>>
	Employee ID: <<ID>>
	Date:

Page 15 of 15

© 2016 Celanese Corporation

APPENDIX A

CALCULATION OF THE PERFORMANCE-BASED VESTING

Performance-Based Vesting Calculation

The Performance RSUs are subject to adjustment based on the achievement of specified levels of:

(i) the Company's Adjusted EPS during the Performance Period, weighted 70% [and, subject to potential adjustment based on the Company's Relative TSR during the Performance Period]²;and

(ii) the Company's ROCE during the Performance Period, weighted 30%.

Each metric will be calculated separately based on the targets set forth below. The results of each metric will determine the number of Performance RSUs earned for that metric. The total award will be the addition of the total number of Performance RSUs earned for each of the two performance metrics. The number of Performance RSUs determined after such adjustments (and subject further to the additional vesting requirements of Section 2(b) of the Agreement) are referred to as the "Performance-Adjusted RSUs." Fractional shares earned based on the Adjusted EPS goal and the ROCE goal will be added together and rounded up to the nearest whole share. No fractional shares will be issued.

² Note: The provisions that relate to Relative TSR shall apply to the Company's Executive Officers and such other Participants as the Committee shall determine. Other Participants shall have the same Performance RSU without the Relative TSR feature. Definitions germane only to the Relative TSR feature will be removed from the award agreement for such Participants.

Page A-1

A. Calculation of Performance Adjustment based on the Adjusted EPS Results

The following table outlines the percentage of the Performance RSUs that may become earned based on Adjusted EPS performance during the Performance Period.

	Result	Goal Achievement for Performance Period3	Performance Adjustment Percentage
	Below Threshold	Less than $	0%
Adjusted EPS	Threshold	$	50%
(70% weighting)	Target	$	100%
	Superior	$ or more	200%4

³ To the extent not otherwise included as an adjustment to Adjusted EPS (as defined) or ROCE (as defined), if

(a) the historic financial statements of the Company for period(s) ending prior to the Performance Period are retrospectively recast in connection with a change in accounting principle or method adopted during the Performance Period,

(b) the Company effects a material acquisition, disposition, merger, spin-off or other similar transaction, or enters/exits a joint venture, affecting the Company or any subsidiary or any portion thereof, during the Performance Period,

(c) the Company suffers or incurs items of gain, loss or expense determined to be unusual in nature, or charges for restructurings, discontinued operations, or any other unusual or infrequent items, or any other event materially outside the scope of those anticipated in the Company's operating plans,

(d) there are changes in tax law or other such laws or provisions affecting reported results,

(e) the Company establishes accruals or reserves, or impairs assets, for reorganization or restructuring programs, and/or

(f) the Company incurs or is adversely affected by any other eventuality contemplated by the last sentence of Section 13(b) of the 2009 Plan,

then in each such case where the amount is significant to the Company, the Committee, in conformity with IRC § 162(m), shall adjust the Goal Achievement for the Performance Period or the performance achieved for the Performance Period, or both, to include or exclude these items, matters or amounts.

⁴ If the Company's Relative TSR for the Performance Period is in the bottom quartile (i.e., <25th percentile), then the Performance Adjustment Percentage will be limited to 150%. In such event the resulting Performance Adjustment Percentage will be the lower of [i] the actual amount earned (without reference to this Relative TSR adjustment) or [ii] 150%.

Page A-2

B. Calculation of Performance Adjustment based on the ROCE Results

The following table outlines the percentage of the Performance RSUs that may become earned based on ROCE performance during the Performance Period.

	Result	Goal Achievement for Performance Period3	Performance Adjustment Percentage
	Below Threshold	Less than	0%
ROCE	Threshold		50%
(30% weighting)	Target	—	100%
	Superior	or more	200%

The Performance Adjustment Percentage for ROCE for the Performance Period shall be calculated by straight-line interpolation for results achieved between Threshold and Target, or for results achieved between Target and Superior. No Performance RSUs will be earned for the ROCE component for the Performance Period if Goal Achievement is Below Threshold.

Page A-3

EX-10.3

Exhibit 10.3

[Form of 2016 Stock Option Award]

CELANESE CORPORATION

2009 GLOBAL INCENTIVE PLAN

NONQUALIFIED STOCK OPTION AWARD AGREEMENT

DATED <<Grant Date>>

<<NAME>>

Pursuant to the terms and conditions of the Celanese Corporation 2009 Global Incentive Plan, you have been awarded Nonqualified Stock Options with respect to Celanese Common Stock, subject to the restrictions described in this Agreement:

Stock Option Award

<<# Shares>> Shares

This grant is made pursuant to the Nonqualified Stock Option Award Agreement dated as of <<Grant Date>>, between Celanese and you, which Agreement is attached hereto and made a part hereof.

CELANESE CORPORATION

2009 GLOBAL INCENTIVE PLAN

NONQUALIFIED STOCK OPTION AWARD AGREEMENT

This Nonqualified Stock Option Award Agreement (the "Agreement") is made and entered into as of <<Grant Date>> (the "Grant Date") by and between Celanese Corporation, a Delaware corporation (the "Company"), and <<NAME>> (the "Participant"). Capitalized terms used, but not otherwise defined herein shall have the meanings ascribed to such terms in the Celanese Corporation 2009 Global Incentive Plan (as amended from time to time, the "2009 Plan").

1.Grant of Option: In order to encourage the Participant's contribution to the successful performance of the Company, the Company hereby grants to the Participant as of the Grant Date, pursuant to the terms of the 2009 Plan and this Agreement, an award (the "Award") of nonqualified stock options (the "Option") to purchase all or any part of the number of Common Shares that are covered by such Option at the Exercise Price per share, in each case as specified below. The Participant hereby acknowledges and accepts such Award upon the terms and subject to the performance requirements and other conditions, restrictions and limitations contained in this Agreement and the 2009 Plan.

Number of Common Shares Subject to Option	<<# Shares>>
Grant Date:	<<Grant Date>>
Exercise Price Per Share:	<<Exercise Price>>
Expiration Date:	<<Expiration Date>>
Vesting Schedule (each date on which a portion of the Option vests and become exercisable, a "Vesting Date", and each period between the Grant Date and a Vesting Date, a "Vesting Period")	<<Grant Date>>

2.Non-Qualified Stock Option: The Option is not intended to be an incentive stock option under Section 422 of the Code and this Agreement will be interpreted accordingly.

3.Exercise of Option:

(a)The Option shall not be exercisable as of the Grant Date. After the Grant Date, to the extent not previously exercised, and subject to termination or acceleration as provided in this Agreement or in the 2009 Plan, the Option shall be exercisable to the extent it becomes vested, as described in this Agreement, to purchase up to that number of Common Shares as set forth above, subject to the Participant's continued employment with the Company (except as set forth in Section 4 below). The vesting period and/or exercisability of the Option may be adjusted by the Committee to reflect the decreased level of employment during any period in which the Participant is on an approved leave of absence or is employed on a less than full time basis.

(b)To exercise the Option (or any part thereof), the Participant shall notify the Company and its designated stock plan administrator or agent, as specified by the Company (the "Administrator"), and indicate both (i) the number of whole shares of Common Stock the Participant wishes to purchase pursuant to such Option, and (ii) how the Participant wishes the shares of Common

Page 2

Stock to be registered (i.e. - in the Participant's name or in the Participant's and the Participant's spouse's name as community property or as joint tenants with rights of survivorship).

(c)The exercise price (the "Exercise Price") of the Option is set forth in Section 1. The Company shall not be obligated to issue any Common Shares until the Participant shall have paid the total Exercise Price for that number of Common Shares. The Exercise Price may be paid in any of the following forms, or in a combination thereof: (i) cash or its equivalent, (ii) by means of tendering to the Company Common Shares owned by the Participant without reference to this Option, (iii) if there is a public market for the Common Shares at the time of exercise, subject to such rules as may be established by the Committee, through delivery of irrevocable instructions to a broker to sell the Common Shares otherwise deliverable upon the exercise of the Option and deliver promptly to the Company an amount equal to the aggregate Exercise Price, or (iv) any other method approved by the Committee.

(d)Common Shares will be issued as soon as practical following exercise of the Option. Notwithstanding the above, the Company shall not be obligated to deliver any Common Shares during any period in which the Company determines that the exercisability of the Option or the delivery of Common Shares pursuant to this Agreement would violate any federal, state or other applicable laws.

4.Effects of Certain Events:

(a)Upon the termination of the Participant's employment by the Company without Cause or due to the Participant'sdeath or Disability (other than as provided in Section 4(b)), a prorated portion of the unvested portion of the Option will vest in an amount equal to (i) the unvested Option in each Vesting Period multiplied by (ii) a fraction, the numerator of which is the number of complete and partial calendar months from the Grant Date to the date of termination without Cause or due to the Participant's death or Disability, and the denominator of which is the number of complete and partial calendar months in each applicable Vesting Period, such product to be rounded up to the nearest whole number. The Participant (or the Participant's estate, beneficiary or legal representative) may exercise the vested portion of the Option until the earlier of (1) the twelve-month anniversary of the date of such termination of employment or (2) the Expiration Date. The remaining portion of the Option shall be forfeited and cancelled without consideration.

[Upon the termination of the Participant's employment with the Company upon Retirement, a prorated number of the unvested portion of the Option will vest on the normal Vesting Dates in an amount equal to (i) the unvested Option in each Vesting Period multiplied by (ii) a fraction, the numerator of which is the number of complete and partial calendar months from the Grant Date to the date of termination for Retirement, and the denominator of which is the number of complete and partial calendar months in each applicable Vesting Period, such product to be rounded up to the nearest whole number. To the extent permitted by applicable country, state or province law, as consideration for the vesting provisions upon Retirement contained in this paragraph, upon Retirement, the Participant shall enter into a departure and general release of claims agreement with the Company that includes two-year noncompetition and non-solicitation covenants in a form acceptable to the Company. The Participant (or the Participant's estate, beneficiary or legal representative) may exercise the vested portion of the Option until the Expiration Date. The remaining portion of the Option shall be forfeited and cancelled without consideration.]¹ 

¹ Remove all bracketed verbiage relating to "Retirement" and the effects thereof from award agreements given for retention or in other special circumstances; the verbiage should be retained (without brackets) for new hire awards.

Page 3

If at any time on or before the Vesting Date the Company determines, in its sole discretion, that the Participant engaged in an act constituting Cause, the Participant's employment shall be considered to have been terminated for Cause, and his or her Award shall be forfeited and cancelled without consideration pursuant to Section 4(a), regardless of whether the Participant's termination initially was considered to have been without Cause. In each such case, the provisions of Section 4(a) are inapplicable.

(b)Notwithstanding any provision herein to the contrary, if the Participant's employment with the Company is terminated by the Company in connection with a Qualifying Disposition, as determined by the Company in its sole discretion, other than for Cause, and regardless of whether the Participant is [then eligible for Retirement or is] offered employment with the acquiror or successor, then the unexercisable portion of the Option shall immediately vest and become exercisable, and shall remain exercisable until the Expiration Date. Notwithstanding the foregoing, in case of a termination of employment covered by this Section 4(b), if the Committee determines that the Participant has been offered employment with the acquiror or successor and in connection with that employment will receive a substitute award from the acquiror or successor with an equivalent (or greater) economic value and no less favorable vesting conditions as this Award, the Committee, in its sole discretion, may determine that (i) the additional vesting of the Option under this Section 4(b) shall be limited to a prorated number of the unvested Option as determined under Section 4(a), (ii) the remaining portion of the Option shall be forfeited and cancelled without consideration, and (iii) the vested portion of the option shall remain exercisable until the Expiration Date.

(c)Upon the termination of a Participant's employment with the Company by reason of the Participant's voluntary resignation [(other than Retirement)]¹, (i) the unvested portion of the Option shall be immediately forfeited and cancelled without consideration as of the date of the Participant's termination of employment, and (ii) the Participant may exercise the vested portion of the Option until the earlier of (1) 90 days following the date of such termination of employment and (2) the Expiration Date.

(d)Upon the termination of a Participant's employment with the Company for "Cause", the vested and unvested portion of the Option shall be immediately forfeited and cancelled without consideration as of the date of the Participant's termination of employment.

A Participant's employment will be considered to have been terminated for Cause, and the Award forfeited and cancelled without consideration, if the Company determines, in its sole discretion, that the Participant engaged in an act constituting Cause at any time prior to the Vesting Date, regardless of whether the Participant's termination initially was considered to have been without Cause.

5.Rights as a Stockholder: The Participant shall have no voting, dividend or other rights as a stockholder with respect to the Award until the Options have been exercised and Common Shares have been delivered pursuant to this Agreement.

6.Change in Control: Notwithstanding any other provision of this Agreement to the contrary, upon the occurrence of a Change in Control, with respect to any unexercised Options granted pursuant to this Agreement that have not previously been forfeited:

(a)    If (i) the Participant's rights to the unexercisable portion of the Option is not adversely affected in connection with the Change in Control, or, if adversely affected, a substitute award with an equivalent (or greater) economic value and no less favorable vesting conditions is granted to the Participant upon the occurrence of a Change in Control, and (ii) the Participant's

Page 4

employment is terminated by the Company (or its successor) without Cause within two years following the Change in Control, then the unexercisable portion of the Option (or, as applicable, the substitute award) shall immediately vest and become exercisable, and shall remain exercisable for such period (not less than 12 months, or through the Expiration Date if earlier) as specified by the Committee and communicated to the Participant.

(b)    If the Participant's rights to the unexercisable portion of the Option is adversely affected in connection with the Change in Control and a substitute award is not made pursuant to Section 6(a) above, then upon the occurrence of a Change in Control, the unexercisable portion of the Option shall immediately vest and become exercisable, and shall remain exercisable for such period (not less than 12 months, or through the Expiration Date if earlier) as specified by the Committee and communicated to the Participant.

7.Income and Other Taxes: The Company shall not deliver Common Shares in respect of the exercise of the Option unless and until the Participant has made arrangements satisfactory to the Committee to satisfy applicable withholding tax obligations for US federal, state, and local income taxes (or the foreign counterpart thereof) and applicable employment taxes. Unless otherwise permitted by the Committee, withholding shall be effectuated by withholding Options or Common Stock in connection with the exercise of Options. Unless otherwise permitted by the Committee, withholding shall be effectuated by withholding Performance RSUs in connection with the vesting and/or settlement of Performance-Adjusted RSUs. Withholding shall be effected using the minimum statutory rates authorized by the U.S. Internal Revenue Service (for U.S. Participants) and applicable foreign counterparts; however, if the requirements of ASC Topic 718 (or any successor applicable equity accounting standard applicable to this Award) are changed, then the Company, at its discretion, may effectuate the withholding at the higher of (1) the minimum statutory rates authorized by the U.S. Internal Revenue Service (for U.S. Participants) and applicable foreign counterparts, or (2) a rate or method chosen by the Company consistent with ASC Topic 718 (or any successor applicable equity accounting standard applicable to this Award) and the U.S. Internal Revenue Service withholding regulations or other applicable tax requirements. The Participant acknowledges that the Company shall have the right to deduct any taxes required to be withheld by law in connection with the delivery of Common Shares issued in respect to the exercise of the Option from any amounts payable by it to the Participant (including, without limitation, future cash wages). The Participant acknowledges and agrees that amounts withheld by the Company for taxes may be less than amounts actually owed for taxes by the Participant in respect of the Award.

8.Securities Laws: The Company may impose such restrictions, conditions or limitations as it determines appropriate as to the timing and manner of any resales by the Participant or other subsequent transfers by the Participant of any Common Shares issued as a result of the exercise of the Option, including without limitation (a) restrictions under an insider trading policy, and (b) restrictions as to the use of a specified brokerage firm for such resales or other transfers. Upon the acquisition of any Common Shares pursuant to the exercise of the Option, the Participant will make or enter into such written representations, warranties and agreements as the Company may reasonably request in order to comply with applicable securities laws or with this Agreement and the 2009 Plan. All accounts in which such Common Shares are held or any certificates for Common Shares shall be subject to such stop transfer orders and other restrictions as the Company may deem advisable under the rules, regulations and other requirements of the Securities and Exchange Commission, any stock exchange or quotation system upon which the Common Shares are then listed or quoted, and any applicable federal or state securities law, and the Company may cause a legend or legends to be put on any such certificates (or other appropriate restrictions and/or notations to be associated with any accounts in which such Common Shares are held) to make appropriate reference to such restrictions.

9.Non-Transferability of Award: The Option may not be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Participant otherwise than by will or by the

Page 5

laws of descent and distribution, and any such purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance shall be void and unenforceable against the Company; provided, that the Participant may designate a beneficiary, on a form provided by the Company, to receive any portion of the Award payable hereunder following the Participant's death.

10.Other Agreements: Subject to Sections 10(a) and 10(b) of this Agreement, this Agreement and the 2009 Plan constitute the entire understanding between the Participant and the Company regarding the Award, and any prior and/or contemporaneous agreements, understandings, representations, discussions, commitments or negotiations concerning the Award, whether written or oral, are superseded. No oral statements or other prior written material not specifically incorporated into this Agreement, other than the 2009 Plan, shall be of any force or effect.

(a)The Participant acknowledges that as a condition to the receipt of the Award, the Participant:

(1)    shall have delivered to the Company an executed copy of this Agreement;

(2)    shall be subject to the Company's stock ownership guidelines, to the extent applicable to the Participant;

(3)    shall be subject to policies and agreements adopted by the Company from time to time, and applicable laws and regulations, requiring the repayment by the Participant of incentive compensation under certain circumstances, without any further act or deed or consent of the Participant; and

(4)    shall have delivered to the Company an executed copy of the Long-Term Incentive Claw-Back Agreement (if a current version of such Long-Term Incentive Claw-Back Agreement is not already on file, as determined by the Committee in its sole discretion). For purposes hereof, "Long-Term Incentive Claw-Back Agreement" means an agreement between the Company and the Participant associated with the grant of long-term incentives of the Company, which contains terms, conditions, restrictions and provisions regarding one or more of (i) noncompetition by the Participant with the Company, and its customers and clients; (ii) non-solicitation and non-hiring by the Participant of the Company's employees, former employees or consultants; (iii) maintenance of confidentiality of the Company's and/or clients' information, including intellectual property; (iv) nondisparagement of the Company; and (v) such other matters deemed necessary, desirable or appropriate by the Company for such an agreement in view of the rights and benefits conveyed in connection with an award.

(b)If the Participant is a non-resident of the U.S., there may be an addendum containing special terms and conditions applicable to awards in the Participant's country. The issuance of the Award to any such Participant is contingent upon the Participant executing and returning any such addendum in the manner directed by the Company.

11.Not a Contract for Employment; No Acquired Rights: Nothing in the 2009 Plan, this Agreement or any other instrument executed in connection with the Award shall confer upon the Participant any right to continue in the Company's employ or service nor limit in any way the Company's right to terminate the Participant's employment at any time for any reason. The grant of Options hereunder, and any future grant of awards to the Participant under the 2009 Plan, is entirely voluntary and at the complete and sole discretion of the Company. Neither the grant of these Options nor any future grant of awards by the Company shall be deemed to create any obligation to grant any further awards, whether or not such a reservation is expressly stated at the time of such grants. The Company has the right, at any time and for

Page 6

any reason, to amend, suspend or terminate the 2009 Plan; provided, however, that no such amendment, suspension, or termination shall adversely affect the Participant's rights hereunder.

12.Severability: In the event that any provision of this Agreement is declared to be illegal, invalid or otherwise unenforceable by a court of competent jurisdiction, such provision shall be reformed, if possible, to the extent necessary to render it legal, valid and enforceable, or otherwise deleted, and the remainder of this Agreement shall not be affected except to the extent necessary to reform or delete such illegal, invalid or unenforceable provision.

13.Further Assurances: Each party shall cooperate and take such action as may be reasonably requested by either party hereto in order to carry out the provisions and purposes of this Agreement.

14.Binding Effect: The Award and this Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective permitted heirs, beneficiaries, successors and assigns.

15.Electronic Delivery: By executing this Agreement, the Participant hereby consents to the delivery of any and all information (including, without limitation, information required to be delivered to the Participant pursuant to applicable securities laws), in whole or in part, regarding the Company and its subsidiaries, the 2009 Plan, and the Award via electronic mail, the Company's or a plan administrator's web site, or other means of electronic delivery.

16.Personal Data: By accepting the Award under this Agreement, the Participant hereby consents to the Company's use, dissemination and disclosure of any information pertaining to the Participant that the Company determines to be necessary or desirable for the implementation, administration and management of the 2009 Plan.

17.Governing Law: The Award and this Agreement shall be interpreted and construed in accordance with the laws of the state of Delaware and applicable federal law.

18.Option Subject to Plan: By entering into this Agreement the Participant agrees and acknowledges that the Participant has received and read a copy of the 2009 Plan and the 2009 Plan's prospectus. The Option and the Common Shares issued upon exercise of such Option are subject to the 2009 Plan, which is hereby incorporated by reference. In the event of any conflict between any term or provision of this Agreement and a term or provision of the 2009 Plan, the applicable terms and provisions of the 2009 Plan shall govern and prevail.

19.Validity of Agreement: This Agreement shall be valid, binding and effective upon the Company on the Grant Date. However, the Option granted pursuant to this Agreement shall be forfeited by the Participant and this Agreement shall have no force and effect if it is not duly executed by the Participant and delivered to the Company on or before <<Validity Date>>.

20.Headings: The headings preceding the text of the sections hereof are inserted solely for convenience of reference, and shall not constitute a part of this Agreement, nor shall they affect its meaning, construction or effect.

21.Definitions: The following terms shall have the following meanings for purposes of this Agreement, notwithstanding any contrary definition in the Plan:

(a)"Cause" means, as determined by the Company in its sole discretion, (i) the Participant's willful failure to perform the Participant's duties to the Company (other than as a result of total or partial incapacity due to physical or mental illness) for a period of 30 days following

Page 7

written notice by the Company to the Participant of such failure, (ii) the Participant's conviction of, or a plea of nolo contendere to, (x) a felony under the laws of the United States or any state thereof or any similar criminal act in a jurisdiction outside the United States or (y) a crime involving moral turpitude, (iii) the Participant's willful malfeasance or willful misconduct which is demonstrably injurious to the Company or its affiliates, (iv) any act of fraud by the Participant, (v) any violation of the Company's business conduct policy, (vi) any violation of the Company's policies concerning harassment or discrimination by the Participant, (vii) the Participant's conduct that causes harm to the business reputation of the Company or its affiliates, or (viii) the Participant's breach of any confidentiality, intellectual property, noncompetition or non-solicitation provisions applicable to the Participant under the Long-Term Incentive Claw-Back Agreement or any other agreement between the Participant and the Company. "Cause" shall be determined by the Company in its sole discretion, and such determination shall be final, binding, and conclusive on the Participant.

(b)"Change in Control" means:

(i)    Any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) (a "Person") becomes the beneficial owner (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 50% or more of either (A) the then-outstanding shares of common stock of the Company (the "Outstanding Company Common Stock") or (B) the combined voting power of the then-outstanding voting securities of the Company entitled to vote generally in the election of directors (the "Outstanding Company Voting Securities"); provided, however, that, for purposes of this subparagraph, the following acquisitions shall not constitute a Change of Control: (i) any acquisition directly from the Company, (ii) any acquisition by the Company, (iii) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any Affiliate, or (iv) any acquisition pursuant to a transaction that complies with clauses (A), (B) or (C) in paragraph (iii) of this definition; or

(ii)    Individuals who, as of the effective date of this Agreement, constitute the Board (the "Incumbent Board") cease for any reason to constitute at least a majority of the Board; provided, however, that any individual becoming a director subsequent to the effective date of this Agreement whose election, or nomination for election by the Company's stockholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual was a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of an actual or threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Board; or

(iii)    Consummation of a reorganization, merger, statutory share exchange or consolidation or similar transaction involving the Company or any of its subsidiaries, a sale or other disposition of all or substantially all of the assets of the Company, or the acquisition of assets or stock of another entity by the Company or any of its subsidiaries (each, a "Business Combination"), in each case unless, following such Business Combination, (A) all or substantially all of the individuals and entities that were the beneficial owners of the Outstanding Company Common Stock and the Outstanding Company Voting Securities immediately prior to such Business Combination beneficially own, directly or indirectly, more than 50% of the then-outstanding shares of common stock (or, for a non-corporate entity, equivalent securities) and the combined voting power of the then-outstanding voting securities entitled to vote generally in the election of directors (or, for a non-corporate entity,

Page 8

equivalent governing body), as the case may be, of the entity resulting from such Business Combination (including, without limitation, an entity that, as a result of such transaction, owns the Company or all or substantially all of the Company's assets either directly or through one or more subsidiaries) in substantially the same proportions as their ownership immediately prior to such Business Combination of the Outstanding Company Common Stock and the Outstanding Company Voting Securities, as the case may be, (B) no Person (excluding any corporation resulting from such Business Combination or any employee benefit plan (or related trust) of the Company or such corporation resulting from such Business Combination) beneficially owns, directly or indirectly, 50% or more of, respectively, the then-outstanding shares of common stock of the corporation resulting from such Business Combination or the combined voting power of the then-outstanding voting securities of such corporation, except to the extent that such ownership existed prior to the Business Combination, and (C) at least a majority of the members of the board of directors (or, for a non-corporate entity, equivalent governing body) of the entity resulting from such Business Combination were members of the Incumbent Board at the time of the execution of the initial agreement or of the action of the Board providing for such Business Combination; or

(iv)    Approval by the stockholders of the Company of a complete liquidation or dissolution of the Company.

Notwithstanding the foregoing, if it is determined that an Award hereunder is subject to the requirements of Section 409A and the Change in Control is a "payment event" under Section 409A for such Award, the Company will not be deemed to have undergone a Change in Control unless the Company is deemed to have undergone a "change in control event" pursuant to the definition of such term in Section 409A.

(c)"Disability"has the same meaning as "Disability" in the Celanese Corporation 2008 Deferred Compensation Plan or such other meaning as determined by the Committee in its sole discretion.

(d)"Qualifying Disposition" means a sale or other disposition by the Company or one or more subsidiaries of all or part of a business, business unit, segment or subsidiary in a stock, asset, merger or other similar transaction or combination thereof, and determined by the Committee to be a Qualifying Disposition.

[(e)    "Retirement" of the Participant shall mean a voluntary separation from service on or after the date when the Participant is both {55 years of age and has ten years}² of service with the Company, as determined by the Company in its discretion based on payroll records. Retirement shall not include voluntary separation from service in which the Company could have terminated the Participant's employment for Cause.]¹

² For the CEO, if applicable, replace bracketed language with "65 years of age and has five years".

Page 9

IN WITNESS WHEREOF, the Company has caused this Agreement to be executed on its behalf by its duly authorized officer and the Participant has also executed this Agreement in duplicate.

	CELANESE CORPORATION
	By:	/s/ Mark C. Rohr
		Chairman and Chief Executive Officer
This Agreement has been accepted and agreed to by the undersigned Participant.
	PARTICIPANT
	By:
	Name:		<<NAME>>
	Employee ID:  <<Personnel Number>>
	Date:

Page 10

EX-31.1

Exhibit 31.1

CERTIFICATION

PURSUANT TO 17 CFR 240.13a-14

PROMULGATED UNDER

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Mark C. Rohr, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Celanese Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

/s/ MARK C. ROHR

Mark C. Rohr

Chairman of the Board of Directors and

Chief Executive Officer

April 19, 2016

EX-31.2

Exhibit 31.2

CERTIFICATION

PURSUANT TO 17 CFR 240.13a-14

PROMULGATED UNDER

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Christopher W. Jensen, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Celanese Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

/s/ CHRISTOPHER W. JENSEN

Christopher W. Jensen

Senior Vice President, Finance and

Chief Financial Officer

April 19, 2016

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Celanese Corporation (the "Company") on Form 10-Q for the period ending March 31, 2016 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Mark C. Rohr, Chairman of the Board of Directors and Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ MARK C. ROHR

Mark C. Rohr

Chairman of the Board of Directors and

Chief Executive Officer

April 19, 2016

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Celanese Corporation (the "Company") on Form 10-Q for the period ending March 31, 2016 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Christopher W. Jensen, Senior Vice President, Finance and Chief Financial Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ CHRISTOPHER W. JENSEN

Christopher W. Jensen

Senior Vice President, Finance and

Chief Financial Officer

April 19, 2016

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	Apr. 12, 2016
Document And Entity Information [Abstract]
Entity Registrant Name	CELANESE CORPORATION
Entity Central Index Key	0001306830
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Common Stock, Shares Outstanding		147,445,193
Entity Current Reporting Status	Yes

XML

Unaudited Interim Consolidated Statement of Operations - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Net sales	$ 1,404	$ 1,450
Cost of sales	(1,014)	(1,069)
Gross profit	390	381
Selling, general and administrative expenses	(80)	(98)
Amortization of intangible assets	(2)	(3)
Research and development expenses	(19)	(20)
Other (charges) gains, net	(5)	(5)
Foreign exchange gain (loss), net	3	3
Gain (loss) on disposition of businesses and assets, net	0	(1)
Operating profit (loss)	287	257
Equity in net earnings (loss) of affiliates	38	48
Interest expense	(33)	(27)
Refinancing expense	(2)	0
Interest income	1	0
Dividend income - cost investments	27	28
Other income (expense), net	0	0
Earnings (loss) from continuing operations before tax	318	306
Income tax (provision) benefit	(60)	(72)
Earnings (loss) from continuing operations	258	234
Earnings (loss) from operation of discontinued operations	1	0
Income tax (provision) benefit from discontinued operations	0	0
Earnings (loss) from discontinued operations	1	0
Net earnings (loss)	259	234
Net (earnings) loss attributable to noncontrolling interests	(2)	2
Net earnings (loss) attributable to Celanese Corporation	257	236
Amounts attributable to Celanese Corporation
Earnings (loss) from continuing operations	256	236
Earnings (loss) from discontinued operations	1	0
Net earnings (loss)	$ 257	$ 236
Earnings (loss) per common share - basic
Continuing operations	$ 1.74	$ 1.54
Discontinued operations	0.00	0.00
Net earnings (loss) - basic	1.74	1.54
Earnings (loss) per common share - diluted
Continuing operations	1.73	1.53
Discontinued operations	0.00	0.00
Net earnings (loss) - diluted	$ 1.73	$ 1.53
Weighted average shares - basic	147,413,234	153,216,510
Weighted average shares - diluted	148,131,114	153,901,562

XML

Unaudited Interim Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Net earnings (loss)	$ 259	$ 234
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1	0
Foreign currency translation	64	(156)
Gain (loss) on cash flow hedges	0	2
Pension and postretirement benefits	0	(3)
Total other comprehensive income (loss), net of tax	65	(157)
Total comprehensive income (loss), net of tax	324	77
Comprehensive (income) loss attributable to noncontrolling interests	(2)	2
Comprehensive income (loss) attributable to Celanese Corporation	$ 322	$ 79

XML

Unaudited Consolidated Balance Sheets - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Current Assets
Cash and cash equivalents (variable interest entity restricted - 2016: $18; 2015: $7)	$ 716	$ 967
Trade receivables - third party and affiliates (net of allowance for doubtful accounts - 2016: $6; 2015: $6; variable interest entity restricted - 2016: $5; 2015: $6)	830	706
Non-trade receivables, net	212	285
Inventories	667	682
Deferred income taxes	0	68
Marketable securities, at fair value	31	30
Other assets	47	49
Total current assets	2,503	2,787
Investments in affiliates	870	838
Property, plant and equipment (net of accumulated depreciation - 2016: $2,132; 2015: $2,039; variable interest entity restricted - 2016: $763; 2015: $772)	3,640	3,609
Deferred income taxes	236	222
Other assets (variable interest entity restricted - 2016: $10; 2015: $13)	296	300
Goodwill	722	705
Intangible assets (net of accumulated amortization - 2016: $546; 2015: $528; variable interest entity restricted - 2016: $27; 2015: $27)	125	125
Total assets	8,392	8,586
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	116	513
Trade payables - third party and affiliates	574	587
Other liabilities	280	330
Deferred income taxes	0	30
Income taxes payable	125	90
Total current liabilities	1,095	1,550
Long-term debt, net of unamortized deferred financing costs	2,487	2,468
Deferred income taxes	116	136
Uncertain tax positions	176	167
Benefit obligations	1,176	1,189
Other liabilities	$ 244	$ 247
Commitments and Contingencies
Stockholders' Equity
Preferred stock, $0.01 par value, 100,000,000 shares authorized (2016 and 2015: 0 issued and outstanding)	$ 0	$ 0
Treasury stock, at cost (2016 and 2015: 19,916,490 shares)	(1,031)	(1,031)
Additional paid-in capital	125	136
Retained earnings	3,834	3,621
Accumulated other comprehensive income (loss), net	(283)	(348)
Total Celanese Corporation stockholders' equity	2,645	2,378
Noncontrolling interests	453	451
Total equity	3,098	2,829
Total liabilities and equity	8,392	8,586
Series A common stock, $0.0001 par value, 400,000,000 shares authorized (2016: 167,355,679 issued and 147,439,189 outstanding; 2015: 166,698,787 issued and 146,782,297 outstanding)
Stockholders' Equity
Common stock	0	0
Series B common stock, $0.0001 par value, 100,000,000 shares authorized (2016 and 2015: 0 issued and outstanding)
Stockholders' Equity
Common stock	$ 0	$ 0

XML

Unaudited Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Current Assets
Cash and cash equivalents	$ 716	$ 967
Allowance for doubtful accounts - trade receivables	6	6
Trade receivables - third party and affiliates	830	706
Accumulated depreciation	2,132	2,039
Property, plant and equipment (net of accumulated depreciation - 2016: $2,132; 2015: $2,039; variable interest entity restricted - 2016: $763; 2015: $772)	3,640	3,609
Other assets	296	300
Finite-Lived Intangible Assets, Accumulated Amortization	546	528
Intangible assets (net of accumulated amortization - 2016: $546; 2015: $528; variable interest entity restricted - 2016: $27; 2015: $27)	$ 125	$ 125
Stockholders' Equity
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Treasury stock, shares	19,916,490	19,916,490
Series A common stock, $0.0001 par value, 400,000,000 shares authorized (2016: 167,355,679 issued and 147,439,189 outstanding; 2015: 166,698,787 issued and 146,782,297 outstanding)
Stockholders' Equity
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	400,000,000	400,000,000
Common stock, shares issued	167,355,679	166,698,787
Common stock, shares outstanding	147,439,189	146,782,297
Series B common stock, $0.0001 par value, 100,000,000 shares authorized (2016 and 2015: 0 issued and outstanding)
Stockholders' Equity
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	0	0
Common stock, shares outstanding	0	0
Variable Interest Entity, Primary Beneficiary [Member]
Current Assets
Cash and cash equivalents		$ 7
Trade receivables - third party and affiliates	$ 5	6
Property, plant and equipment (net of accumulated depreciation - 2016: $2,132; 2015: $2,039; variable interest entity restricted - 2016: $763; 2015: $772)		772
Other assets		13
Intangible assets (net of accumulated amortization - 2016: $546; 2015: $528; variable interest entity restricted - 2016: $27; 2015: $27)	$ 27	$ 27

XML

Unaudited Interim Consolidated Statement Equity - 3 months ended Mar. 31, 2016 - USD ($) $ in Millions	Total	Series A Common Stock [Member]	Treasury Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Noncontrolling Interest [Member]
Balance as of the beginning of the period, shares at Dec. 31, 2015		146,782,297	19,916,490
Balance as of the beginning of the period at Dec. 31, 2015	$ 2,829
Total Celanese Corporation stockholders' equity at Dec. 31, 2015	2,378	$ 0	$ (1,031)	$ 136	$ 3,621	$ (348)
Stockholders' Equity Attributable to Noncontrolling Interest at Dec. 31, 2015	$ 451						$ 451
Stock option exercises, shares		30,000
Stock option exercises, net of tax		$ 0		1
Purchases of treasury stock, shares		0
Purchases of treasury stock, including related fees		$ 0
Stock awards, shares		626,892
Stock awards		$ 0
Purchases of treasury stock, shares	0		0
Purchases of treasury stock, including related fees	$ 0		$ 0
Stock-based compensation, net of tax				(12)
Net earnings (loss) attributable to Celanese Corporation	257				257
Series A common stock dividends					(44)
Other comprehensive income (loss), net of tax	65					65
Net earnings (loss) attributable to noncontrolling interests	2						2
Contributions from noncontrolling interests							0
Balance as of the end of the period, shares at Mar. 31, 2016		147,439,189	19,916,490
Stockholders' Equity Attributable to Noncontrolling Interest at Mar. 31, 2016	453						$ 453
Total Celanese Corporation stockholders' equity at Mar. 31, 2016	2,645	$ 0	$ (1,031)	$ 125	$ 3,834	$ (283)
Balance as of the end of the period at Mar. 31, 2016	$ 3,098

XML

Unaudited Interim Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating Activities
Net earnings (loss)	$ 259	$ 234
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities
Asset impairments	0	0
Depreciation, amortization and accretion	74	68
Pension and postretirement net periodic benefit cost	(13)	(12)
Pension and postretirement contributions	(14)	(29)
Deferred income taxes, net	(2)	5
(Gain) loss on disposition of businesses and assets, net	0	1
Stock-based compensation	10	12
Undistributed earnings in unconsolidated affiliates	(1)	39
Other, net	4	3
Operating cash provided by (used in) discontinued operations	(1)	(1)
Changes in operating assets and liabilities
Trade receivables - third party and affiliates, net	(111)	(34)
Inventories	29	6
Other assets	40	45
Trade payables - third party and affiliates	(8)	(58)
Other liabilities	21	(9)
Net cash provided by (used in) operating activities	287	270
Investing Activities
Capital expenditures on property, plant and equipment	(70)	(64)
Acquisitions, net of cash acquired	0	0
Proceeds from sale of businesses and assets, net	0	0
Capital expenditures related to Fairway Methanol LLC	0	(98)
Other, net	(5)	(11)
Net cash provided by (used in) investing activities	(75)	(173)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	(344)	4
Proceeds from short-term borrowings	8	16
Repayments of short-term borrowings	(63)	(29)
Proceeds from long-term debt	170	0
Repayments of long-term debt	(177)	(6)
Purchases of treasury stock, including related fees	0	0
Stock option exercises	1	0
Series A common stock dividends	(44)	(38)
Contributions from noncontrolling interests	0	80
Other, net	(24)	(10)
Net cash provided by (used in) financing activities	(473)	17
Exchange rate effects on cash and cash equivalents	10	(43)
Net increase (decrease) in cash and cash equivalents	(251)	71
Cash and cash equivalents as of beginning of period	967	780
Cash and cash equivalents as of end of period	$ 716	$ 851

XML

Description of the Company and Basis of Presentation

3 Months Ended

Mar. 31, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of the Company and Basis of Presentation

Description of the Company and Basis of Presentation

Description of the Company

Celanese Corporation and its subsidiaries (collectively, the "Company") is a global technology and specialty materials company. The Company's business involves processing chemical raw materials, such as methanol, carbon monoxide and ethylene, and natural products, including wood pulp, into value-added chemicals, thermoplastic polymers and other chemical-based products.

Definitions

In this Quarterly Report on Form 10-Q ("Quarterly Report"), the term "Celanese" refers to Celanese Corporation, a Delaware corporation, and not its subsidiaries. The term "Celanese US" refers to the Company's subsidiary, Celanese US Holdings LLC, a Delaware limited liability company, and not its subsidiaries.

Basis of Presentation

The unaudited interim consolidated financial statements for the three months endedMarch 31, 2016 and 2015 contained in this Quarterly Report were prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP") for all periods presented and include the accounts of the Company, its majority owned subsidiaries over which the Company exercises control and, when applicable, variable interest entities in which the Company is the primary beneficiary. The unaudited interim consolidated financial statements and other financial information included in this Quarterly Report, unless otherwise specified, have been presented to separately show the effects of discontinued operations.

In the opinion of management, the accompanying unaudited consolidated balance sheets and related unaudited interim consolidated statements of operations, comprehensive income (loss), cash flows and equity include all adjustments, consisting only of normal recurring items necessary for their fair presentation in conformity with US GAAP. Certain information and footnote disclosures normally included in financial statements prepared in accordance with US GAAP may have been condensed or omitted in accordance with rules and regulations of the Securities and Exchange Commission ("SEC"). These unaudited interim consolidated financial statements should be read in conjunction with the Company's consolidated financial statements as of and for the year ended December 31, 2015, filed on February 5, 2016 with the SEC as part of the Company's Annual Report on Form 10-K.

Operating results for the three months endedMarch 31, 2016 are not necessarily indicative of the results to be expected for the entire year.

In the ordinary course of business, the Company enters into contracts and agreements relative to a number of topics, including acquisitions, dispositions, joint ventures, supply agreements, product sales and other arrangements. The Company endeavors to describe those contracts or agreements that are material to its business, results of operations or financial position. The Company may also describe some arrangements that are not material but in which the Company believes investors may have an interest or which may have been included in a Form 8-K filing. Investors should not assume the Company has described all contracts and agreements relative to the Company's business in this Quarterly Report.

For those consolidated ventures in which the Company owns or is exposed to less than 100% of the economics, the outside stockholders' interests are shown as noncontrolling interests.

The Company has reclassified certain prior period amounts to conform to the current period's presentation.

Estimates and Assumptions

The preparation of unaudited interim consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited interim consolidated financial statements and the reported amounts of net sales, expenses and allocated charges during the reporting period. Significant estimates pertain to impairments of goodwill, intangible assets and other long-lived assets, purchase price allocations, restructuring costs and other (charges) gains, net, income taxes, pension and other postretirement benefits, asset retirement obligations, environmental liabilities and loss contingencies, among others. Actual results could differ from those estimates.

Change in estimate regarding pension and other postretirement benefits

Beginning in 2016, the Company elected to change the method used to estimate the service and interest cost components of net periodic benefit cost for its significant defined benefit pension plans and other postretirement benefit plans. Previously, the Company estimated the service and interest cost components utilizing a single weighted average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. The Company has elected to use a full yield curve approach in the estimation of these components of net periodic benefit cost by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. This change improves the correlation between projected benefit cash flows and the corresponding yield curve spot rates and provides a more precise measurement of service and interest costs. This change does not affect the measurement of the Company's total benefit obligations as the change in service and interest cost will be completely offset in the annual actuarial (gain) loss reported. The Company has accounted for this change as a change in estimate and, accordingly, has accounted for it prospectively beginning in 2016. The Company's adoption of the full yield curve approach will reduce 2016 service and interest cost by approximately $29 million as compared to the previous method.

The discount rates used to measure service and interest cost during 2016 and the discount rates that would have been used for service and interest cost under the Company's previous estimation methodology are as follows:

	Pension Benefits		Postretirement Benefits
	US	International	US	International
	(In percentages)
Single weighted average discount rate approach
Service and interest cost	4.2	2.6	4.0	3.6
Full yield curve approach(1)
Service cost	4.5	3.1	4.2	3.8
Interest cost	3.4	2.2	3.1	3.1

______________________________

⁽¹⁾  Represents the weighted average effective interest rate.

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Recent Accounting Pronouncements

3 Months Ended

Mar. 31, 2016

New Accounting Pronouncements and Changes in Accounting Principles [Abstract]

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early adoption is permitted. The Company is currently assessing the potential impact of adopting ASU 2016-09 on its financial statements and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases ("ASU 2016-02"). ASU 2016-02 supersedes the lease guidance under FASB Accounting Standards Codification ("ASC") Topic 840, Leases, resulting in the creation of FASB ASC Topic 842, Leases. ASU 2016-02 requires a lessee to recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for both finance and operating leases. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. Early adoption is permitted. The Company is currently assessing the potential impact of adopting ASU 2016-02 on its financial statements and related disclosures.

In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes ("ASU 2015-17"). ASU 2015-17 requires deferred tax liabilities and assets to be classified as noncurrent in a classified statement of financial position. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early adoption is permitted. The Company has elected to early adopt ASU 2015-17 prospectively during the three months ended March 31, 2016 in accordance with the FASB's disclosure simplification initiatives. The adoption of this ASU resulted in a reclassification from current to noncurrent deferred tax assets and deferred tax liabilities of $68 million and $30 million, respectively. Prior periods were not adjusted.

In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory ("ASU 2015-11"). ASU 2015-11 applies to inventory that is measured using the first-in, first-out ("FIFO") or average cost method and requires measurement of that inventory at the lower of cost and net realizable value, instead of lower of cost or market. ASU 2015-11 further clarifies the definition of net realizable value as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early adoption is permitted. The Company early adopted ASU 2015-11 prospectively during the three months ended March 31, 2016 in accordance with the FASB's disclosure simplification initiatives. The adoption of this ASU did not have a material impact on the Company's financial statements or related disclosures.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"). ASU 2014-09 supersedes the revenue recognition requirements of FASB ASC Topic 605, Revenue Recognition and most industry-specific guidance throughout the ASC, resulting in the creation of FASB ASC Topic 606, Revenue from Contracts with Customers. ASU 2014-09 requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. This ASU provides alternative methods of adoption. In August 2015, the FASB issued ASU 2015-14, Revenue fromContracts with Customers, Deferral of the Effective Date ("ASU 2015-14"). ASU 2015-14 defers the effective date of ASU 2014-09 by one year to December 15, 2017 for fiscal years, and interim periods within those years, beginning after that date and permits early adoption of the standard, but not before the original effective date for fiscal years beginning after December 15, 2016. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers, Principal versus Agent Considerations (Reporting Revenue Gross versus Net) ("ASU 2016-08") clarifying the implementation guidance on principal versus agent considerations. Specifically, an entity is required to determine whether the nature of a promise is to provide the specified good or service itself (that is, the entity is a principal) or to arrange for the good or service to be provided to the customer by the other party (that is, the entity is an agent). The determination influences the timing and amount of revenue recognition. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing, clarifying the implementation guidance on identifying performance obligations and licensing. Specifically, the amendments reduce the cost and complexity of identifying promised goods or services and improves the guidance for determining whether promises are separately identifiable. The amendments also provide implementation guidance on determining whether an entity's promise to grant a license provides a customer with either a right to use the entity's intellectual property (which is satisfied at a point in time) or a right to access the entity's intellectual property (which is satisfied over time). The effective date and transition requirements for ASU 2016-08 and ASU 2016-10 are the same as the effective date and transition requirements for ASU 2014-09. The Company is currently assessing the potential impact of adopting ASU 2014-09, ASU 2016-08 and ASU 2016-10 on its financial statements and related disclosures.

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Ventures and Variable Interest Entities

3 Months Ended

Mar. 31, 2016

Ventures and Variable Interest Entities [Abstract]

Ventures and Variable Interest Entities

Ventures and Variable Interest Entities

Consolidated Variable Interest Entities

In February 2014, the Company formed a joint venture, Fairway Methanol LLC ("Fairway"), with Mitsui & Co., Ltd., of Tokyo, Japan ("Mitsui"), in which the Company owns 50% of Fairway, for the production of methanol at the Company's integrated chemical plant in Clear Lake, Texas. The methanol unit utilizes natural gas in the US Gulf Coast region as a feedstock and benefits from the existing infrastructure at the Company's Clear Lake facility. Both Mitsui and the Company supply their own natural gas to Fairway in exchange for methanol tolling under a cost-plus off-take arrangement.

The Company determined that Fairway is a variable interest entity ("VIE") in which the Company is the primary beneficiary. Under the terms of the joint venture agreements, the Company provides site services and day-to-day operations for the methanol facility. In addition, the joint venture agreements provide that the Company indemnifies Mitsui for environmental obligations that exceed a specified threshold, as well as an equity option between the partners. Accordingly, the Company consolidates the venture and records a noncontrolling interest for the share of the venture owned by Mitsui. Fairway is included in the Company's Acetyl Intermediates segment.

The carrying amount of the assets and liabilities associated with Fairway included in the unaudited consolidated balance sheets are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Cash and cash equivalents	18	7
Trade receivables, net - third party & affiliate	10	12
Property, plant and equipment (net of accumulated depreciation - 2016: $20; 2015: $10)	763	772
Intangible assets (net of accumulated amortization - 2016: $0; 2015: $0)	27	27
Other assets	10	13
Total assets(1)	828	831
Trade payables	7	9
Other liabilities(2)	3	5
Long-term debt	5	5
Deferred income taxes	2	2
Total liabilities	17	21

______________________________

⁽¹⁾  Assets can only be used to settle the obligations of Fairway.

⁽²⁾  Primarily represents amounts owed by Fairway to the Company for reimbursement of expenditures.

Nonconsolidated Variable Interest Entities

The Company holds variable interests in entities that supply certain raw materials and services to the Company. The variable interests primarily relate to cost-plus contractual arrangements with the suppliers and recovery of capital expenditures for certain plant assets plus a rate of return on such assets. Liabilities for such supplier recoveries of capital expenditures have been recorded as capital lease obligations. The entities are not consolidated because the Company is not the primary beneficiary of the entities as it does not have the power to direct the activities of the entities that most significantly impact the entities' economic performance. The Company's maximum exposure to loss as a result of its involvement with these VIEs as of March 31, 2016 relates primarily to the recovery of capital expenditures for certain property, plant and equipment.

The carrying amount of the assets and liabilities associated with the obligations to nonconsolidated VIEs, as well as the maximum exposure to loss relating to these nonconsolidated VIEs are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Property, plant and equipment, net	70	73
Trade payables	52	47
Current installments of long-term debt	10	10
Long-term debt	106	109
Total liabilities	168	166
Maximum exposure to loss	267	268

The difference between the total liabilities associated with obligations to unconsolidated VIEs and the maximum exposure to loss primarily represents take-or-pay obligations for services included in the Company's unconditional purchase obligations (Note 16).

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Marketable Securities, at Fair Value

3 Months Ended

Mar. 31, 2016

Investments, Debt and Equity Securities [Abstract]

Marketable Securities, at Fair Value

Marketable Securities, at Fair Value

The Company's nonqualified trusts hold available-for-sale securities for funding requirements of the Company's nonqualified pension plans (Note 9) as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Amortized cost	31	30
Gross unrealized gain	—	—
Gross unrealized loss	—	—
Fair value	31	30

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Inventories

3 Months Ended

Mar. 31, 2016

Inventory Disclosure [Abstract]

Inventories

Inventories

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Finished goods	491	498
Work-in-process	39	43
Raw materials and supplies	137	141
Total	667	682

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Current Other Liabilities

3 Months Ended

Mar. 31, 2016

Other Liabilities, Current [Abstract]

Current Other Liabilities

Current Other Liabilities

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Asset retirement obligations	8	10
Benefit obligations (Note 9)	31	31
Customer rebates	27	45
Derivatives (Note 14)	3	2
Environmental (Note 10)	13	11
Insurance	9	10
Interest	16	16
Restructuring (Note 12)	26	30
Salaries and benefits	68	109
Sales and use tax/foreign withholding tax payable	21	13
Other	58	53
Total	280	330

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Noncurrent Other Liabilities

3 Months Ended

Mar. 31, 2016

Other Liabilities, Noncurrent [Abstract]

Noncurrent Other Liabilities

Noncurrent Other Liabilities

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Asset retirement obligations	24	26
Deferred proceeds	44	43
Deferred revenue	12	13
Environmental (Note 10)	58	61
Income taxes payable	7	7
Insurance	50	50
Other	49	47
Total	244	247

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Debt

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Debt

Debt

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Short-Term Borrowings and Current Installments of Long-Term Debt - Third Party and Affiliates
Current installments of long-term debt	58	56
Short-term borrowings, including amounts due to affiliates(1)	58	52
Revolving credit facility(2)	—	350
Accounts receivable securitization facility(3)	—	55
Total	116	513

______________________________

⁽¹⁾  The weighted average interest rate was 2.8% and 3.3% as of March 31, 2016 and December 31, 2015, respectively.

⁽²⁾  The weighted average interest rate was 1.8% as of December 31, 2015.

⁽³⁾  The weighted average interest rate was 0.8% as of December 31, 2015.

	As of March 31, 2016		As of December 31, 2015
	(In $ millions)
Long-Term Debt
Senior credit facilities - Term C-2 loan due 2016	31		30
Senior credit facilities - Term C-3 loan due 2018	883		878
Senior unsecured notes due 2019, interest rate of 3.250%	342		327
Senior unsecured notes due 2021, interest rate of 5.875%	400		400
Senior unsecured notes due 2022, interest rate of 4.625%	500		500
Pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 5.70% to 6.70%	—		169
Refunding loan for pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 4.05% to 5.00%	170		—
Obligations under capital leases due at various dates through 2054	237		238
Subtotal	2,563		2,542
Unamortized debt issuance costs(1)	(18	)	(18	)
Current installments of long-term debt	(58	)	(56	)
Total	2,487		2,468

______________________________

⁽¹⁾  Related to the Company's long-term debt, excluding obligations under capital leases.

Senior Notes

The Company has outstanding senior unsecured notes issued in public offerings registered under the Securities Act of 1933, as amended, as follows (collectively, the "Senior Notes"):

Senior Notes	Issue Date	Principal	Interest Rate	Interest Pay Dates		Maturity Date
		(In millions)	(In percentages)
3.250% Notes	September 2014	€300	3.250	April 15	October 15	October 15, 2019
4.625% Notes	November 2012	$500	4.625	March 15	September 15	November 15, 2022
5.875% Notes	May 2011	$400	5.875	June 15	December 15	June 15, 2021

The Senior Notes are senior unsecured obligations of Celanese US and rank equally in right of payment with all other unsubordinated indebtedness of Celanese US. The Senior Notes were issued under indentures (collectively, "Indentures") among Celanese US, Celanese and each of the domestic subsidiaries of Celanese US that guarantee its obligations under its senior secured credit facilities ("Subsidiary Guarantors") and Wells Fargo Bank, National Association, as trustee. The Senior Notes are guaranteed on a senior unsecured basis by Celanese and the Subsidiary Guarantors. The Indentures contain covenants, including, but not limited to, restrictions on the Company's ability to incur indebtedness; grant liens on assets; merge, consolidate, or sell assets; pay dividends or make other restricted payments; engage in transactions with affiliates; or engage in other businesses. Celanese US may redeem some or all of each of the Senior Notes, prior to their respective maturity dates, at a redemption price of 100% of the principal amount, plus a "make-whole" premium as specified in the applicable indenture, plus accrued and unpaid interest, if any, to the redemption date.

Senior Credit Facilities

In September 2014, Celanese US, Celanese and the Subsidiary Guarantors entered into an amendment agreement with the lenders under Celanese US's existing senior secured credit facilities in order to amend and restate the amended credit agreement dated September 16, 2013 (as amended and restated by the 2014 amendment agreement, the "Amended Credit Agreement"). Under the Amended Credit Agreement, all of the US dollar-denominated Term C-2 term loans and all but €28 million of the Euro-denominated Term C-2 term loans under the 2013 amended credit agreement were converted into, or refinanced by, the Term C-3 loan facility with an extended maturity date of October 2018. The non-extended portions of the Term C-2 loan facility continue to have a maturity date of October 2016. In addition, the maturity date of the Company's revolving credit facility was extended to October 2018 and the facility was increased to $900 million. Accordingly, the Amended Credit Agreement consists of the Term C-2 loan facility, the Term C-3 loan facility and a $900 million revolving credit facility.

As of March 31, 2016, the margin for borrowings under the Term C-2 loan facility was 2.0% above the Euro Interbank Offered Rate ("EURIBOR") and the margin for borrowings under the Term C-3 loan facility was 2.25% above LIBOR (for US dollars) and 2.25% above EURIBOR (for Euros), as applicable. As of March 31, 2016, the margin for borrowings under the revolving credit facility was 1.5% above LIBOR. The margin for borrowings under the revolving credit facility is subject to increase or decrease in certain circumstances based on changes in the corporate credit ratings of Celanese or Celanese US.

Term loan borrowings under the Amended Credit Agreement are subject to amortization at 1% of the initial principal amount per annum, payable quarterly. In addition, the Company pays quarterly commitment fees on the unused portions of the revolving credit facility of 0.25% per annum.

The Amended Credit Agreement is guaranteed by Celanese and certain domestic subsidiaries of Celanese US and is secured by a lien on substantially all assets of Celanese US and such guarantors, subject to certain agreed exceptions (including for certain real property and certain shares of foreign subsidiaries), pursuant to the Guarantee and Collateral Agreement dated April 2, 2007.

As a condition to borrowing funds or requesting letters of credit be issued under the revolving credit facility, the Company's first lien senior secured leverage ratio (as calculated as of the last day of the most recent fiscal quarter for which financial statements have been delivered under the revolving facility) cannot exceed the threshold as specified below. Further, the Company's first lien senior secured leverage ratio must be maintained at or below that threshold while any amounts are outstanding under the revolving credit facility.

The Company's amended first lien senior secured leverage ratios under the revolving credit facility are as follows:

As of March 31, 2016
Maximum	Estimate	Estimate, If Fully Drawn
3.90	0.67	1.30

The Amended Credit Agreement contains covenants including, but not limited to, restrictions on the Company's ability to incur indebtedness; grant liens on assets; merge, consolidate, or sell assets; pay dividends or make other restricted payments; make investments; prepay or modify certain indebtedness; engage in transactions with affiliates; enter into sale-leaseback transactions or hedge transactions; or engage in other businesses; as well as a covenant requiring maintenance of a maximum first lien senior secured leverage ratio.

The Amended Credit Agreement also maintains a number of events of default, including a cross default to other debt of Celanese, Celanese US, or their subsidiaries, including the Senior Notes, in an aggregate amount equal to more than $50 million and the occurrence of a change of control. Failure to comply with these covenants, or the occurrence of any other event of default, could result in acceleration of the borrowings and other financial obligations under the Amended Credit Agreement.

Pollution Control and Industrial Revenue Bonds

On March 3, 2016, the State of Wisconsin Public Finance Authority ("PFA") completed an offering of exempt facilities refunding revenue bonds ("Bonds"), the proceeds of which were loaned to Celanese US and used to repay the pollution control and industrial revenue bonds previously issued for the benefit of the Company. The Bonds were issued under an indenture between the PFA and Wells Fargo Bank, National Association, as trustee. Payment of the principal, redemption premium, if any, and interest on the Bonds is unconditionally guaranteed by Celanese and certain of its subsidiaries. The loan agreement in the amount of $170 million between the PFA and Celanese US contains covenants substantially similar to those applicable to the Senior Notes. In connection with the refinancing, the Company recorded deferred financing costs of $2 million during the three months ended March 31, 2016, which are being amortized over the terms of the Bonds. The Company accelerated amortization of deferred financing costs and other refinancing expenses of $2 million related to the refinancing, which are included in Refinancing expense in the unaudited interim consolidated statements of operations.

The Company is in compliance with all of the covenants related to its debt agreements as of March 31, 2016.

Accounts Receivable Securitization Facility

In August 2013, the Company entered into a US accounts receivable securitization facility pursuant to (i) a Purchase and Sale Agreement ("Sale Agreement") among certain US subsidiaries of the Company (each an "Originator"), Celanese International Corporation ("CIC") and CE Receivables LLC, a wholly-owned, "bankruptcy remote" special purpose subsidiary of an Originator ("Transferor") and (ii) a Receivables Purchase Agreement ("Purchase Agreement"), among CIC, as servicer, the Transferor, various third-party purchasers (collectively, "Purchasers") and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as administrator ("Administrator"). The Purchase Agreement expires in 2016, but may be extended for successive one year terms by agreement of the parties. All of the Transferor's assets have been pledged to the Administrator in support of its obligations under the Purchase Agreement.

The Company's balances available for borrowing are as follows:

	As of March 31, 2016
	(In $ millions)
Revolving Credit Facility
Borrowings outstanding	—	(1)
Letters of credit issued	—
Available for borrowing	900
Accounts Receivable Securitization Facility
Borrowings outstanding	—	(2)
Letters of credit issued	52
Available for borrowing	61
Total borrowing base	113
Maximum borrowing base	120	(3)

______________________________

⁽¹⁾  The Company borrowed $245 million and repaid $595 million during the three months endedMarch 31, 2016.

⁽²⁾  The Company repaid $55 million during the three months endedMarch 31, 2016.

⁽³⁾  Outstanding accounts receivable transferred by the Originators to the Transferor was $136 million.

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Benefit Obligations

3 Months Ended

Mar. 31, 2016

Compensation and Retirement Disclosure [Abstract]

Benefit Obligations

Benefit Obligations

Beginning in 2016, the Company elected to use a full yield curve approach in the estimation of the service and interest cost components of net periodic benefit cost by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows (Note 1). The Company's adoption of the full yield curve approach will reduce 2016 service and interest cost by approximately $29 million as compared to the previous method.

The components of net periodic benefit cost are as follows:

	Three Months Ended March 31,
	2016				2015
	Pension Benefits		Post-retirement Benefits		Pension Benefits		Post-retirement Benefits
	(In $ millions)
Service cost	2		—		3		—
Interest cost	28		1		35		1
Expected return on plan assets	(44	)	—		(52	)	—
Amortization of prior service cost (credit), net	—		(1	)	—		—
Special termination benefit	1		—		1		—
Total	(13	)	—		(13	)	1

Benefit obligation funding is as follows:

	As of March 31, 2016	Total Expected 2016
	(In $ millions)
Cash contributions to defined benefit pension plans	7	23
Benefit payments to nonqualified pension plans	6	22
Benefit payments to other postretirement benefit plans	1	4
Cash contributions to German multiemployer defined benefit pension plans(1)	2	8

______________________________

⁽¹⁾  The Company makes contributions based on specified percentages of employee contributions.

The Company's estimates of its US defined benefit pension plan contributions reflect the provisions of the Pension Protection Act of 2006.

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Environmental

3 Months Ended

Mar. 31, 2016

Environmental Remediation Obligations [Abstract]

Environmental

Environmental

The Company is subject to environmental laws and regulations worldwide that impose limitations on the discharge of pollutants into the air and water and establish standards for the treatment, storage and disposal of solid and hazardous wastes. The Company believes that it is in substantial compliance with all applicable environmental laws and regulations. The Company is also subject to retained environmental obligations specified in various contractual agreements arising from the divestiture of certain businesses by the Company or one of its predecessor companies.

The components of environmental remediation reserves are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Demerger obligations (Note 16)	20	22
Divestiture obligations (Note 16)	17	17
Active sites	18	18
US Superfund sites	13	13
Other environmental remediation reserves	3	2
Total	71	72

Remediation

Due to its industrial history and through retained contractual and legal obligations, the Company has the obligation to remediate specific areas on its own sites as well as on divested, demerger, orphan or US Superfund sites (as defined below). In addition, as part of the demerger agreement between the Company and Hoechst AG ("Hoechst"), a specified portion of the responsibility for environmental liabilities from a number of Hoechst divestitures was transferred to the Company (Note 16). The Company provides for such obligations when the event of loss is probable and reasonably estimable. The Company believes that environmental remediation costs will not have a material adverse effect on the financial position of the Company, but may have a material adverse effect on the results of operations or cash flows in any given period.

US Superfund Sites

In the US, the Company may be subject to substantial claims brought by US federal or state regulatory agencies or private individuals pursuant to statutory authority or common law. In particular, the Company has a potential liability under the US Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, and related state laws (collectively referred to as "Superfund") for investigation and cleanup costs at certain sites. At most of these sites, numerous companies, including the Company, or one of its predecessor companies, have been notified that the US Environmental Protection Agency ("EPA"), state governing bodies or private individuals consider such companies to be potentially responsible parties ("PRP") under Superfund or related laws. The proceedings relating to these sites are in various stages. The cleanup process has not been completed at most sites, and the status of the insurance coverage for some of these proceedings is uncertain. Consequently, the Company cannot accurately determine its ultimate liability for investigation or cleanup costs at these sites.

As events progress at each site for which it has been named a PRP, the Company accrues, as appropriate, a liability for site cleanup. Such liabilities include all costs that are probable and can be reasonably estimated. In establishing these liabilities, the Company considers its shipment of waste to a site, its percentage of total waste shipped to the site, the types of wastes involved, the conclusions of any studies, the magnitude of any remedial actions that may be necessary and the number and viability of other PRPs. Often the Company joins with other PRPs to sign joint defense agreements that settle, among PRPs, each party's percentage allocation of costs at the site. Although the ultimate liability may differ from the estimate, the Company routinely reviews the liabilities and revises the estimate, as appropriate, based on the most current information available.

One such site is the Lower Passaic River Study Area, which is the lower 17-mile stretch of the Passaic River ("Site"). The Company and 70 other companies are parties to a May 2007 Administrative Order on Consent with the EPA to perform a Remedial Investigation/Feasibility Study ("RI/FS") at the Site in order to identify the levels of contaminants and potential cleanup actions. Work on the RI/FS is ongoing, with a goal to complete it in 2017.

On March 3, 2016, the EPA issued its final record of decision concerning the remediation of the lower 8.3 miles of the Site ("Lower 8.3 Miles"). The Company owned and/or operated facilities in the vicinity of the Lower 8.3 Miles, but has found no evidence that it contributed any of the primary contaminants of concern to the Passaic River. Pursuant to the decision, the Lower 8.3 Miles must be dredged bank to bank and an engineered cap must be installed at an estimated cost of approximately $1.4 billion. The Company is vigorously defending this matter and currently believes that its ultimate allocable share of the cleanup costs, estimated at less than 1%, will not be material.

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Stockholders' Equity

3 Months Ended

Mar. 31, 2016

Stockholders' Equity Note [Abstract]

Stockholders' Equity

Stockholders' Equity

Common Stock

The Company's Board of Directors follows a policy of declaring, subject to legally available funds, a quarterly cash dividend on each share of the Company's Series A common stock, par value $0.0001 per share ("Common Stock"), unless the Company's Board of Directors, in its sole discretion, determines otherwise. The amount available to pay cash dividends is restricted by the Company's Amended Credit Agreement and the Indentures.

The Company's Board of Directors approved increases in the Company's Common Stock cash dividend rates as follows:

	Increase	Quarterly Common Stock Cash Dividend	Annual Common Stock Cash Dividend	Effective Date
	(In percentages)	(In $ per share)
April 2015	20	0.30	1.20	May 2015

Treasury Stock

	Three Months Ended March 31,				Total From February 2008 Through March 31, 2016
	2016		2015
Shares repurchased	—		—		27,307,796
Average purchase price per share	$	—	$	—	$	48.90
Cash paid for repurchased shares (in millions)	$	—	$	—	$	1,335
Aggregate Board of Directors repurchase authorizations during the period (in millions)(1)	$	—	$	—	$	2,366

______________________________

⁽¹⁾  These authorizations give management discretion in determining the timing and conditions under which shares may be repurchased. This repurchase program began in February 2008 and does not have an expiration date.

The purchase of treasury stock reduces the number of shares outstanding. The repurchased shares may be used by the Company for compensation programs utilizing the Company's stock and other corporate purposes. The Company accounts for treasury stock using the cost method and includes treasury stock as a component of stockholders' equity.

Other Comprehensive Income (Loss), Net

	Three Months Ended March 31,
	2016				2015
	Gross Amount	Income Tax (Provision) Benefit		Net Amount	Gross Amount		Income Tax (Provision) Benefit		Net Amount
	(In $ millions)
Unrealized gain (loss) on marketable securities	1	—		1	—		—		—
Foreign currency translation	70	(6	)	64	(150	)	(6	)	(156	)
Gain (loss) on cash flow hedges	—	—		—	3		(1	)	2
Pension and postretirement benefits	—	—		—	—		(3	)	(3	)
Total	71	(6	)	65	(147	)	(10	)	(157	)

Adjustments to Accumulated other comprehensive income (loss), net, are as follows:

	Unrealized Gain (Loss) on Marketable Securities (Note 4)	Foreign Currency Translation		Gain (Loss) on Cash Flow Hedges (Note 14)		Pension and Postretirement Benefits (Note 9)		Accumulated Other Comprehensive Income (Loss), Net
	(In $ millions)
As of December 31, 2015	1	(339	)	(2	)	(8	)	(348	)
Other comprehensive income (loss) before reclassifications	1	70		—		(1	)	70
Amounts reclassified from accumulated other comprehensive income (loss)	—	—		—		1		1
Income tax (provision) benefit	—	(6	)	—		—		(6	)
As of March 31, 2016	2	(275	)	(2	)	(8	)	(283	)

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Other (Charges) Gains, Net

3 Months Ended

Mar. 31, 2016

Restructuring and Related Activities [Abstract]

Other (Charges) Gains, Net

Other (Charges) Gains, Net

	Three Months Ended March 31,
	2016			2015
	(In $ millions)
Employee termination benefits	(5	)	(1)	(4	)
Commercial disputes	—			(1	)
Total	(5	)		(5	)

______________________________

⁽¹⁾  Includes $1 million of special termination benefits included in Benefit obligations in the unaudited consolidated balance sheets and is included in the Company's Other Activities segment.

During the three months ended March 31, 2016 and 2015, the Company recorded $5 million and $4 million, respectively, of employee termination benefits primarily related to the Company's ongoing efforts to align its businesses around its core value drivers. During the three months ended March 31, 2015, the Company also recorded $1 million of damages in connection with the settlement of a claim by a raw materials supplier. The commercial dispute resolution is included in the Acetyl Intermediates segment.

The changes in the restructuring reserves by business segment are as follows:

	Advanced Engineered Materials		Consumer Specialties		Industrial Specialties		Acetyl Intermediates	Other		Total
	(In $ millions)
Employee Termination Benefits
As of December 31, 2015	3		14		6		1	6		30
Additions	1		—		1		—	2		4
Cash payments	(2	)	(2	)	(4	)	—	(1	)	(9	)
Other changes	—		—		—		—	—		—
Exchange rate changes	—		1		—		—	—		1
As of March 31, 2016	2		13		3		1	7		26
Other Plant/Office Closures
As of December 31, 2015	—		—		—		—	—		—
Additions	—		—		—		—	—		—
Cash payments	—		—		—		—	—		—
Other changes	—		—		—		—	—		—
Exchange rate changes	—		—		—		—	—		—
As of March 31, 2016	—		—		—		—	—		—
Total	2		13		3		1	7		26

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Income Taxes

3 Months Ended

Mar. 31, 2016

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

	Three Months Ended March 31,
	2016	2015
	(In percentages)
Effective income tax rate	19	24

In 2015, the Company established a centralized European headquarters for the purpose of improving the operational efficiencies and profitability of its European operations and certain global product lines. These activities have a direct impact on the Company's mix of earnings and product flows and will result in both favorable and unfavorable tax impacts in the jurisdictions in which the Company operates.

The lower effective income tax rate for the three months ended March 31, 2016 is primarily due to decreases in losses that provide no tax benefit and favorable changes in the mix of jurisdictional earnings partially attributable to the implementation of the Company's centralized European headquarters.

For the three months endedMarch 31, 2016, the Company's uncertain tax positions increased $11 million, primarily due to exchange rate fluctuations.

The Company's US tax returns for the years 2009 through 2012 are currently under audit by the US Internal Revenue Service and certain of the Company's subsidiaries are under audit in jurisdictions outside of the US. The Company does not expect any material changes in the unrecognized tax benefits within the next twelve months related to the settlement of one or more of these audits or lapse of applicable statutes of limitations.

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Derivative Financial Instruments

3 Months Ended

Mar. 31, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

Derivative Financial Instruments

Interest Rate Swaps

During 2014, the Company fixed the LIBOR portion of its US dollar denominated variable rate borrowings (Note 8) with interest rate swap derivative arrangements. The interest rate swaps with a notional value of $500 million expired on January 2, 2016.

Foreign Currency Forwards and Swaps

Gross notional values of the foreign currency forwards and swaps are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Total	457	502

Cross-currency Swaps

In March 2015, the Company settled its cross-currency swap agreements with notional values of $250 million/€193 million, expiring September 11, 2020, and $225 million/€162 million, expiring April 17, 2019, in exchange for cash of $88 million. The Company recorded a net loss of $1 million, which is included in Other income (expense), net in the unaudited interim consolidated statement of operations. The Company classifies cash flows from derivative instruments designated as cash flow hedges in the same category of the consolidated statement of cash flows as the cash flows from the items being hedged. Accordingly, the settlement of the cross-currency swap agreements is included in Net cash provided by (used in) operating activities in the unaudited interim consolidated statement of cash flows for the three months endedMarch 31, 2015.

Information regarding changes in the fair value of the Company's derivative and non-derivative instruments is as follows:

	Gain (Loss) Recognized in Other Comprehensive Income (Loss)			Gain (Loss) Recognized in Earnings (Loss)
	Three Months Ended March 31,						Statement of Operations Classification
	2016		2015	2016	2015
	(In $ millions)
Designated as Cash Flow Hedges
Cross-currency swaps	—		—	—	46		Other income (expense), net; Interest expense
Total	—		—	—	46
Designated as Net Investment Hedges
3.250% Notes(1)	(5	)	41	—	—		Foreign currency translation
Term C-2 and Term C-3 loans(2)	(1	)	8	—	—		Foreign currency translation
Total	(6	)	49	—	—
Not Designated as Hedges
Foreign currency forwards and swaps	—		—	7	(68	)	Foreign exchange gain (loss), net; Other income (expense), net
Total	—		—	7	(68	)

______________________________

⁽¹⁾  During the three months ended March 31, 2016, the Company dedesignated €260 million of its 3.250% Notes as a net investment hedge.

⁽²⁾  During the three months ended December 31, 2015, the Company dedesignated the Euro-based principal amount of its Term C-3 loan as a net investment hedge.

See Note 15 - Fair Value Measurements for further information regarding the fair value of the Company's derivative instruments.

Certain of the Company's foreign currency forwards and swaps permit the Company to net settle all contracts with the counterparty through a single payment in an agreed upon currency in the event of default or early termination of the contract, similar to a master netting arrangement.

Information regarding the gross amounts of the Company's derivative instruments and the amounts offset in the unaudited consolidated balance sheets is as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Derivative Assets
Gross amount recognized	4	2
Gross amount offset in the consolidated balance sheets	—	—
Net amount presented in the consolidated balance sheets	4	2
Gross amount not offset in the consolidated balance sheets	2	—
Net amount	2	2

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Derivative Liabilities
Gross amount recognized	3	2
Gross amount offset in the consolidated balance sheets	—	—
Net amount presented in the consolidated balance sheets	3	2
Gross amount not offset in the consolidated balance sheets	2	—
Net amount	1	2

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Fair Value Measurements

3 Months Ended

Mar. 31, 2016

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

The Company's financial assets and liabilities are measured at fair value on a recurring basis as follows:

Derivatives. Derivative financial instruments, including interest rate swaps, cross-currency swaps and foreign currency forwards and swaps, are valued in the market using discounted cash flow techniques. These techniques incorporate Level 1 and Level 2 fair value measurement inputs such as interest rates and foreign currency exchange rates. These market inputs are utilized in the discounted cash flow calculation considering the instrument's term, notional amount, discount rate and credit risk. Significant inputs to the derivative valuation for interest rate swaps, cross-currency swaps and foreign currency forwards and swaps are observable in the active markets and are classified as Level 2 in the fair value measurement hierarchy.

	Fair Value Measurement
	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)		Total		Balance Sheet Classification
	(In $ millions)
As of March 31, 2016
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	4		4		Current Other assets
Total assets	—	4		4
Designated as Net Investment Hedges
3.250% Notes(1)	—	—		—		Long-term Debt
Term C-2 loans(1)	—	—		—		Long-term Debt
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	(3	)	(3	)	Current Other liabilities
Total liabilities	—	(3	)	(3	)
As of December 31, 2015
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	2		2		Current Other assets
Total assets	—	2		2
Designated as a Net Investment Hedge
3.250% Notes(1)	—	—		—		Long-term Debt
Term C-2 loans(1)	—	—		—		Long-term Debt
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	(2	)	(2	)	Current Other liabilities
Total liabilities	—	(2	)	(2	)

______________________________

⁽¹⁾  Included in the unaudited consolidated balance sheets at carrying amount.

Carrying values and fair values of financial instruments that are not carried at fair value are as follows:

		Fair Value Measurement
	Carrying Amount	Significant Other Observable Inputs (Level 2)	Unobservable Inputs (Level 3)	Total
	(In $ millions)
As of March 31, 2016
Cost investments	151	—	—	—
Insurance contracts in nonqualified trusts	55	55	—	55
Long-term debt, including current installments of long-term debt	2,563	2,397	237	2,634
As of December 31, 2015
Cost investments	151	—	—	—
Insurance contracts in nonqualified trusts	55	55	—	55
Long-term debt, including current installments of long-term debt	2,542	2,348	238	2,586

In general, the cost investments included in the table above are not publicly traded and their fair values are not readily determinable; however, the Company believes the carrying values approximate or are less than the fair values. Insurance contracts in nonqualified trusts consist of long-term fixed income securities, which are valued using independent vendor pricing models with observable inputs in the active market and therefore represent a Level 2 fair value measurement. The fair value of long-term debt is based on valuations from third-party banks and market quotations and is classified as Level 2 in the fair value measurement hierarchy. The fair value of obligations under capital leases, which are included in long-term debt, is based on lease payments and discount rates, which are not observable in the market and therefore represents a Level 3 fair value measurement.

As of March 31, 2016 and December 31, 2015, the fair values of cash and cash equivalents, receivables, trade payables, short-term borrowings and the current installments of long-term debt approximate carrying values due to the short-term nature of these instruments. These items have been excluded from the table with the exception of the current installments of long-term debt.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2016

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Commitments

Guarantees

The Company has agreed to guarantee or indemnify third parties for environmental and other liabilities pursuant to a variety of agreements, including asset and business divestiture agreements, leases, settlement agreements and various agreements with affiliated companies. Although many of these obligations contain monetary and/or time limitations, others do not provide such limitations. The Company has accrued for all probable and reasonably estimable losses associated with all known matters or claims. These known obligations include the following:

• Demerger Obligations

In connection with the Hoechst demerger, the Company agreed to indemnify Hoechst, and its legal successors, for various liabilities under the demerger agreement, including for environmental liabilities associated with contamination arising either from environmental damage in general ("Category A") or under 19 divestiture agreements entered into by Hoechst prior to the demerger ("Category B") (Note 10).

The Company's obligation to indemnify Hoechst, and its legal successors, is capped under Category B at €250 million. If and to the extent the environmental damage should exceed €750 million in aggregate, the Company's obligation to indemnify Hoechst and its legal successors applies, but is then limited to 33.33% of the remediation cost without further limitations. Cumulative payments under the divestiture agreements as of March 31, 2016 are $72 million. Most of the divestiture agreements have become time barred and/or any notified environmental damage claims have been partially settled.

The Company has also undertaken in the demerger agreement to indemnify Hoechst and its legal successors for (i) 33.33% of any and all Category A liabilities that result from Hoechst being held as the responsible party pursuant to public law or current or future environmental law or by third parties pursuant to private or public law related to contamination and (ii) liabilities that Hoechst is required to discharge, including tax liabilities, which are associated with businesses that were included in the demerger but were not demerged due to legal restrictions on the transfers of such items. These indemnities do not provide for any monetary or time limitations. The Company has not been requested by Hoechst to make any payments in connection with this indemnification. Accordingly, the Company has not made any payments to Hoechst and its legal successors.

Based on the Company's evaluation of currently available information, including the lack of requests for indemnification, the Company cannot estimate the Possible Loss for the remaining demerger obligations, if any, in excess of amounts accrued.

• Divestiture Obligations

The Company and its predecessor companies agreed to indemnify third-party purchasers of former businesses and assets for various pre-closing conditions, as well as for breaches of representations, warranties and covenants. Such liabilities also include environmental liability, product liability, antitrust and other liabilities. These indemnifications and guarantees represent standard contractual terms associated with typical divestiture agreements and, other than environmental liabilities, the Company does not believe that they expose the Company to any significant risk (Note 10).

The Company has divested numerous businesses, investments and facilities through agreements containing indemnifications or guarantees to the purchasers. Many of the obligations contain monetary and/or time limitations, which extend through 2037. The aggregate amount of outstanding indemnifications and guarantees provided for under these agreements is $202 million as of March 31, 2016. Other agreements do not provide for any monetary or time limitations.

Based on the Company's evaluation of currently available information, including the number of requests for indemnification or other payment received by the Company, the Company cannot estimate the Possible Loss for the remaining divestiture obligations, if any, in excess of amounts accrued.

Purchase Obligations

In the normal course of business, the Company enters into various purchase commitments for goods and services. The Company maintains a number of "take-or-pay" contracts for purchases of raw materials, utilities and other services. Certain of the contracts contain a contract termination buy-out provision that allows for the Company to exit the contracts for amounts less than the remaining take-or-pay obligations. The Company does not expect to incur any material losses under take-or-pay contractual arrangements. Additionally, the Company has other outstanding commitments representing maintenance and service agreements, energy and utility agreements, consulting contracts and software agreements. As of March 31, 2016, the Company had unconditional purchase obligations of $2.9 billion, which extend through 2036.

Contingencies

The Company is involved in legal and regulatory proceedings, lawsuits, claims and investigations incidental to the normal conduct of business, relating to such matters as product liability, land disputes, commercial contracts, employment, antitrust, intellectual property, workers' compensation, chemical exposure, asbestos exposure, taxes, trade compliance, prior acquisitions and divestitures, claims of legacy stockholders, past waste disposal practices and release of chemicals into the environment. The Company is actively defending those matters where the Company is named as a defendant and, based on the current facts, does not believe any outcomes from these matters would be material to our results of operations, cash flows or financial position.

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Segment Information

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Segment Information

Segment Information

	Advanced Engineered Materials		Consumer Specialties	Industrial Specialties		Acetyl Intermediates			Other Activities		Eliminations		Consolidated
	(In $ millions)
	Three Months Ended March 31, 2016
Net sales	350		244	253		663		(1)	—		(106	)	1,404
Other (charges) gains, net	(1	)	—	(1	)	—			(3	)	—		(5	)
Operating profit (loss)	88		78	31		114			(24	)	—		287
Equity in net earnings (loss) of affiliates	31		1	—		1			5		—		38
Depreciation and amortization	24		11	8		27			3		—		73
Capital expenditures	19		9	18		9			3		—		58		(2)
	As of March 31, 2016
Goodwill and intangible assets, net	344		253	49		201			—		—		847
Total assets	2,445		1,471	758		2,360			1,358		—		8,392
	Three Months Ended March 31, 2015
Net sales	343		227	282		713		(1)	—		(115	)	1,450
Other (charges) gains, net	(1	)	—	(1	)	(1	)		(2	)	—		(5	)
Operating profit (loss)	59		62	29		131			(24	)	—		257
Equity in net earnings (loss) of affiliates	43		—	—		1			4		—		48
Depreciation and amortization	25		11	10		19			2		—		67
Capital expenditures	17		26	6		96			1		—		146		(2)
	As of December 31, 2015
Goodwill and intangible assets, net	338		249	49		194			—		—		830
Total assets	2,324		1,458	747		2,387			1,670		—		8,586

______________________________

⁽¹⁾  Net sales for Acetyl Intermediates includes intersegment sales of $106 million and $115 million for the three months endedMarch 31, 2016 and 2015, respectively.

⁽²⁾  Includes a decrease in accrued capital expenditures of $12 million and $16 million for the three months endedMarch 31, 2016 and 2015, respectively.

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Earnings (Loss) Per Share

3 Months Ended

Mar. 31, 2016

Earnings Per Share [Abstract]

Earnings (Loss) Per Share

Earnings (Loss) Per Share

	Three Months Ended March 31,
	2016	2015
	(In $ millions, except share data)
Amounts attributable to Celanese Corporation
Earnings (loss) from continuing operations	256	236
Earnings (loss) from discontinued operations	1	—
Net earnings (loss)	257	236
Weighted average shares - basic	147,413,234	153,216,510
Incremental shares attributable to equity awards	717,880	685,052
Weighted average shares - diluted	148,131,114	153,901,562

During the three months endedMarch 31, 2016 and 2015, there were no anti-dilutive equity awards excluded from the computation of diluted net earnings per share.

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Consolidating Guarantor Financial Information

3 Months Ended

Mar. 31, 2016

Consolidating Guarantor Financial Information [Abstract]

Consolidating Guarantor Financial Information

Consolidating Guarantor Financial Information

The Senior Notes were issued by Celanese US ("Issuer") and are guaranteed by Celanese Corporation ("Parent Guarantor") and the Subsidiary Guarantors (Note 8). The Issuer and Subsidiary Guarantors are 100% owned subsidiaries of the Parent Guarantor. The Parent Guarantor and Subsidiary Guarantors have guaranteed the Notes fully and unconditionally and jointly and severally.

For cash management purposes, the Company transfers cash between the Parent Guarantor, Issuer, Subsidiary Guarantors and non-guarantors through intercompany financing arrangements, contributions or declaration of dividends between the respective parent and its subsidiaries. The transfer of cash under these activities facilitates the ability of the recipient to make specified third-party payments for principal and interest on the Company's outstanding debt, Common Stock dividends and Common Stock repurchases. The unaudited interim consolidating statements of cash flows for the three months endedMarch 31, 2016 and 2015 present such intercompany financing activities, contributions and dividends consistent with how such activity would be presented in a stand-alone statement of cash flows.

The Company has not presented separate financial information and other disclosures for each of its Subsidiary Guarantors because it believes such financial information and other disclosures would not provide investors with any additional information that would be material in evaluating the sufficiency of the guarantees.

The unaudited interim consolidating financial statements for the Parent Guarantor, the Issuer, the Subsidiary Guarantors and the non-guarantors are as follows:

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS

	Three Months Ended March 31, 2016
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		583		1,139		(318	)	1,404
Cost of sales	—	—		(441	)	(891	)	318		(1,014	)
Gross profit	—	—		142		248		—		390
Selling, general and administrative expenses	—	—		(17	)	(63	)	—		(80	)
Amortization of intangible assets	—	—		(1	)	(1	)	—		(2	)
Research and development expenses	—	—		(8	)	(11	)	—		(19	)
Other (charges) gains, net	—	—		—		(5	)	—		(5	)
Foreign exchange gain (loss), net	—	—		—		3		—		3
Gain (loss) on disposition of businesses and assets, net	—	—		(1	)	1		—		—
Operating profit (loss)	—	—		115		172		—		287
Equity in net earnings (loss) of affiliates	256	274		173		37		(702	)	38
Interest expense	—	(15	)	(15	)	(8	)	5		(33	)
Refinancing expense	—	—		(2	)	—		—		(2	)
Interest income	—	2		1		2		(4	)	1
Dividend income - cost investments	—	—		—		27		—		27
Other income (expense), net	—	—		—		—		—		—
Earnings (loss) from continuing operations before tax	256	261		272		230		(701	)	318
Income tax (provision) benefit	—	(5	)	(30	)	(25	)	—		(60	)
Earnings (loss) from continuing operations	256	256		242		205		(701	)	258
Earnings (loss) from operation of discontinued operations	—	—		—		1		—		1
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		1		—		1
Net earnings (loss)	256	256		242		206		(701	)	259
Net (earnings) loss attributable to noncontrolling interests	—	—		—		(2	)	—		(2	)
Net earnings (loss) attributable to Celanese Corporation	256	256		242		204		(701	)	257

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS

	Three Months Ended March 31, 2015
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		658		1,133		(341	)	1,450
Cost of sales	—	—		(431	)	(984	)	346		(1,069	)
Gross profit	—	—		227		149		5		381
Selling, general and administrative expenses	—	—		(24	)	(74	)	—		(98	)
Amortization of intangible assets	—	—		(1	)	(2	)	—		(3	)
Research and development expenses	—	—		(10	)	(10	)	—		(20	)
Other (charges) gains, net	—	—		(3	)	(2	)	—		(5	)
Foreign exchange gain (loss), net	—	—		—		3		—		3
Gain (loss) on disposition of businesses and assets, net	—	—		(2	)	1		—		(1	)
Operating profit (loss)	—	—		187		65		5		257
Equity in net earnings (loss) of affiliates	235	279		92		40		(598	)	48
Interest expense	—	(43	)	(5	)	(12	)	33		(27	)
Refinancing expense	—	—		—		—		—		—
Interest income	—	8		19		6		(33	)	—
Dividend income - cost investments	—	—		—		28		—		28
Other income (expense), net	—	—		—		—		—		—
Earnings (loss) from continuing operations before tax	235	244		293		127		(593	)	306
Income tax (provision) benefit	1	(9	)	(53	)	(10	)	(1	)	(72	)
Earnings (loss) from continuing operations	236	235		240		117		(594	)	234
Earnings (loss) from operation of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		—		—		—
Net earnings (loss)	236	235		240		117		(594	)	234
Net (earnings) loss attributable to noncontrolling interests	—	—		—		2		—		2
Net earnings (loss) attributable to Celanese Corporation	236	235		240		119		(594	)	236

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

	Three Months Ended March 31, 2016
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	256	256	242	206		(701	)	259
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1	1	—	1		(2	)	1
Foreign currency translation	64	64	54	82		(200	)	64
Gain (loss) on cash flow hedges	—	—	—	—		—		—
Pension and postretirement benefits	—	—	—	1		(1	)	—
Total other comprehensive income (loss), net of tax	65	65	54	84		(203	)	65
Total comprehensive income (loss), net of tax	321	321	296	290		(904	)	324
Comprehensive (income) loss attributable to noncontrolling interests	—	—	—	(2	)	—		(2	)
Comprehensive income (loss) attributable to Celanese Corporation	321	321	296	288		(904	)	322

	Three Months Ended March 31, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	236		235		240		117		(594	)	234
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—		—		—		—
Foreign currency translation	(156	)	(156	)	(170	)	(211	)	537		(156	)
Gain (loss) on cash flow hedges	2		2		5		2		(9	)	2
Pension and postretirement benefits	(3	)	(3	)	(3	)	—		6		(3	)
Total other comprehensive income (loss), net of tax	(157	)	(157	)	(168	)	(209	)	534		(157	)
Total comprehensive income (loss), net of tax	79		78		72		(92	)	(60	)	77
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		2		—		2
Comprehensive income (loss) attributable to Celanese Corporation	79		78		72		(90	)	(60	)	79

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET

	As of March 31, 2016
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	1	—	345	370	—		716
Trade receivables - third party and affiliates	—	—	163	847	(180	)	830
Non-trade receivables, net	38	586	269	302	(983	)	212
Inventories, net	—	—	224	493	(50	)	667
Deferred income taxes	—	—	—	—	—		—
Marketable securities, at fair value	—	—	31	—	—		31
Other assets	—	67	24	72	(116	)	47
Total current assets	39	653	1,056	2,084	(1,329	)	2,503
Investments in affiliates	2,607	4,078	3,483	770	(10,068	)	870
Property, plant and equipment, net	—	—	1,006	2,634	—		3,640
Deferred income taxes	—	—	195	66	(25	)	236
Other assets	—	280	149	228	(361	)	296
Goodwill	—	—	314	408	—		722
Intangible assets, net	—	—	50	75	—		125
Total assets	2,646	5,011	6,253	6,265	(11,783	)	8,392
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	40	136	178	(238	)	116
Trade payables - third party and affiliates	—	—	235	519	(180	)	574
Other liabilities	1	66	199	319	(305	)	280
Deferred income taxes	—	—	—	—	—		—
Income taxes payable	—	—	562	120	(557	)	125
Total current liabilities	1	106	1,132	1,136	(1,280	)	1,095
Noncurrent Liabilities
Long-term debt	—	2,268	403	185	(369	)	2,487
Deferred income taxes	—	22	—	119	(25	)	116
Uncertain tax positions	—	8	30	138	—		176
Benefit obligations	—	—	940	236	—		1,176
Other liabilities	—	—	91	153	—		244
Total noncurrent liabilities	—	2,298	1,464	831	(394	)	4,199
Total Celanese Corporation stockholders' equity	2,645	2,607	3,657	3,845	(10,109	)	2,645
Noncontrolling interests	—	—	—	453	—		453
Total equity	2,645	2,607	3,657	4,298	(10,109	)	3,098
Total liabilities and equity	2,646	5,011	6,253	6,265	(11,783	)	8,392

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET

	As of December 31, 2015
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	—	—	21	946	—		967
Trade receivables - third party and affiliates	—	—	132	722	(148	)	706
Non-trade receivables, net	37	580	298	522	(1,152	)	285
Inventories, net	—	—	258	474	(50	)	682
Deferred income taxes	—	—	19	68	(19	)	68
Marketable securities, at fair value	—	—	30	—	—		30
Other assets	—	12	28	40	(31	)	49
Total current assets	37	592	786	2,772	(1,400	)	2,787
Investments in affiliates	2,341	3,947	3,909	738	(10,097	)	838
Property, plant and equipment, net	—	—	1,001	2,608	—		3,609
Deferred income taxes	—	2	178	42	—		222
Other assets	—	418	151	227	(496	)	300
Goodwill	—	—	314	391	—		705
Intangible assets, net	—	—	51	74	—		125
Total assets	2,378	4,959	6,390	6,852	(11,993	)	8,586
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	479	181	213	(360	)	513
Trade payables - third party and affiliates	—	—	240	495	(148	)	587
Other liabilities	—	28	281	283	(262	)	330
Deferred income taxes	—	26	—	23	(19	)	30
Income taxes payable	—	—	537	116	(563	)	90
Total current liabilities	—	533	1,239	1,130	(1,352	)	1,550
Noncurrent Liabilities
Long-term debt	—	2,078	706	187	(503	)	2,468
Deferred income taxes	—	—	—	136	—		136
Uncertain tax positions	—	7	29	131	—		167
Benefit obligations	—	—	960	229	—		1,189
Other liabilities	—	—	93	155	(1	)	247
Total noncurrent liabilities	—	2,085	1,788	838	(504	)	4,207
Total Celanese Corporation stockholders' equity	2,378	2,341	3,363	4,433	(10,137	)	2,378
Noncontrolling interests	—	—	—	451	—		451
Total equity	2,378	2,341	3,363	4,884	(10,137	)	2,829
Total liabilities and equity	2,378	4,959	6,390	6,852	(11,993	)	8,586

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS

	Three Months Ended March 31, 2016
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	44		47		(1	)	309		(112	)	287
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(38	)	(32	)	—		(70	)
Acquisitions, net of cash acquired	—		—		—		—		—		—
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Capital expenditures related to Fairway Methanol LLC	—		—		—		—		—		—
Return of capital from subsidiary	—		136		734		—		(870	)	—
Contributions to subsidiary	—		—		—		—		—		—
Intercompany loan receipts (disbursements)	—		138		3		90		(231	)	—
Other, net	—		—		(3	)	(2	)	—		(5	)
Net cash provided by (used in) investing activities	—		274		696		56		(1,101	)	(75	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		(353	)	6		—		3		(344	)
Proceeds from short-term borrowings	—		—		—		8		—		8
Repayments of short-term borrowings	—		—		—		(63	)	—		(63	)
Proceeds from long-term debt	—		250		325		—		(405	)	170
Repayments of long-term debt	—		(172	)	(634	)	(4	)	633		(177	)
Purchases of treasury stock, including related fees	—		—		—		—		—		—
Dividends to parent	—		(44	)	(68	)	—		112		—
Contributions from parent	—		—		—		—		—		—
Stock option exercises	1		—		—		—		—		1
Series A common stock dividends	(44	)	—		—		—		—		(44	)
Return of capital to parent	—		—		—		(870	)	870		—
Contributions from noncontrolling interests	—		—		—		—		—		—
Other, net	—		(2	)	—		(22	)	—		(24	)
Net cash provided by (used in) financing activities	(43	)	(321	)	(371	)	(951	)	1,213		(473	)
Exchange rate effects on cash and cash equivalents	—		—		—		10		—		10
Net increase (decrease) in cash and cash equivalents	1		—		324		(576	)	—		(251	)
Cash and cash equivalents as of beginning of period	—		—		21		946		—		967
Cash and cash equivalents as of end of period	1		—		345		370		—		716

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS

	Three Months Ended March 31, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	38		18		79		211		(76	)	270
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(39	)	(25	)	—		(64	)
Acquisitions, net of cash acquired	—		—		—		—		—		—
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Capital expenditures related to Fairway Methanol LLC	—		—		(5	)	(93	)	—		(98	)
Return of capital from subsidiary	—		—		—		—		—		—
Contributions to subsidiary	—		—		(16	)	—		16		—
Intercompany loan receipts (disbursements)	—		1		(21	)	—		20		—
Other, net	—		—		(9	)	(2	)	—		(11	)
Net cash provided by (used in) investing activities	—		1		(90	)	(120	)	36		(173	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		21		5		(1	)	(21	)	4
Proceeds from short-term borrowings	—		—		—		16		—		16
Repayments of short-term borrowings	—		—		—		(29	)	—		(29	)
Proceeds from long-term debt	—		—		—		—		—		—
Repayments of long-term debt	—		(2	)	(1	)	(4	)	1		(6	)
Purchases of treasury stock, including related fees	—		—		—		—		—		—
Dividends to parent	—		(38	)	(38	)	—		76		—
Contributions from parent	—		—		—		16		(16	)	—
Stock option exercises	—		—		—		—		—		—
Series A common stock dividends	(38	)	—		—		—		—		(38	)
Return of capital to parent	—		—		—		—		—		—
Contributions from noncontrolling interests	—		—		—		80		—		80
Other, net	—		—		(9	)	(1	)	—		(10	)
Net cash provided by (used in) financing activities	(38	)	(19	)	(43	)	77		40		17
Exchange rate effects on cash and cash equivalents	—		—		—		(43	)	—		(43	)
Net increase (decrease) in cash and cash equivalents	—		—		(54	)	125		—		71
Cash and cash equivalents as of beginning of period	—		—		110		670		—		780
Cash and cash equivalents as of end of period	—		—		56		795		—		851

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Description of the Company and Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Estimates and Assumptions

Estimates and Assumptions

The preparation of unaudited interim consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited interim consolidated financial statements and the reported amounts of net sales, expenses and allocated charges during the reporting period. Significant estimates pertain to impairments of goodwill, intangible assets and other long-lived assets, purchase price allocations, restructuring costs and other (charges) gains, net, income taxes, pension and other postretirement benefits, asset retirement obligations, environmental liabilities and loss contingencies, among others. Actual results could differ from those estimates.

Pension and Other Postretirement Plans, Policy [Policy Text Block]

Change in estimate regarding pension and other postretirement benefits

Beginning in 2016, the Company elected to change the method used to estimate the service and interest cost components of net periodic benefit cost for its significant defined benefit pension plans and other postretirement benefit plans. Previously, the Company estimated the service and interest cost components utilizing a single weighted average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. The Company has elected to use a full yield curve approach in the estimation of these components of net periodic benefit cost by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. This change improves the correlation between projected benefit cash flows and the corresponding yield curve spot rates and provides a more precise measurement of service and interest costs. This change does not affect the measurement of the Company's total benefit obligations as the change in service and interest cost will be completely offset in the annual actuarial (gain) loss reported. The Company has accounted for this change as a change in estimate and, accordingly, has accounted for it prospectively beginning in 2016. The Company's adoption of the full yield curve approach will reduce 2016 service and interest cost by approximately $29 million as compared to the previous method.

The discount rates used to measure service and interest cost during 2016 and the discount rates that would have been used for service and interest cost under the Company's previous estimation methodology are as follows:

	Pension Benefits		Postretirement Benefits
	US	International	US	International
	(In percentages)
Single weighted average discount rate approach
Service and interest cost	4.2	2.6	4.0	3.6
Full yield curve approach(1)
Service cost	4.5	3.1	4.2	3.8
Interest cost	3.4	2.2	3.1	3.1

______________________________

⁽¹⁾  Represents the weighted average effective interest rate.

Schedule of Assumptions Used [Table Text Block]

The discount rates used to measure service and interest cost during 2016 and the discount rates that would have been used for service and interest cost under the Company's previous estimation methodology are as follows:

	Pension Benefits		Postretirement Benefits
	US	International	US	International
	(In percentages)
Single weighted average discount rate approach
Service and interest cost	4.2	2.6	4.0	3.6
Full yield curve approach(1)
Service cost	4.5	3.1	4.2	3.8
Interest cost	3.4	2.2	3.1	3.1

______________________________

⁽¹⁾  Represents the weighted average effective interest rate.

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Ventures and Variable Interest Entities (Tables)

3 Months Ended

Mar. 31, 2016

Variable Interest Entity, Primary Beneficiary [Member]

Variable Interest Entity [Line Items]

Schedule of Variable Interest Entities

The carrying amount of the assets and liabilities associated with Fairway included in the unaudited consolidated balance sheets are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Cash and cash equivalents	18	7
Trade receivables, net - third party & affiliate	10	12
Property, plant and equipment (net of accumulated depreciation - 2016: $20; 2015: $10)	763	772
Intangible assets (net of accumulated amortization - 2016: $0; 2015: $0)	27	27
Other assets	10	13
Total assets(1)	828	831
Trade payables	7	9
Other liabilities(2)	3	5
Long-term debt	5	5
Deferred income taxes	2	2
Total liabilities	17	21

______________________________

⁽¹⁾  Assets can only be used to settle the obligations of Fairway.

⁽²⁾  Primarily represents amounts owed by Fairway to the Company for reimbursement of expenditures.

Variable Interest Entity, Not Primary Beneficiary [Member]

Variable Interest Entity [Line Items]

Schedule of Variable Interest Entities

The carrying amount of the assets and liabilities associated with the obligations to nonconsolidated VIEs, as well as the maximum exposure to loss relating to these nonconsolidated VIEs are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Property, plant and equipment, net	70	73
Trade payables	52	47
Current installments of long-term debt	10	10
Long-term debt	106	109
Total liabilities	168	166
Maximum exposure to loss	267	268

The difference between the total liabilities associated with obligations to unconsolidated VIEs and the maximum exposure to loss primarily represents take-or-pay obligations for services included in the Company's unconditional purchase obligations (Note 16).

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Marketable Securities, at Fair Value (Tables)

3 Months Ended

Mar. 31, 2016

Investments, Debt and Equity Securities [Abstract]

Schedule of Available-for-sale Securities

The Company's nonqualified trusts hold available-for-sale securities for funding requirements of the Company's nonqualified pension plans (Note 9) as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Amortized cost	31	30
Gross unrealized gain	—	—
Gross unrealized loss	—	—
Fair value	31	30

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Inventories (Tables)

3 Months Ended

Mar. 31, 2016

Inventory Disclosure [Abstract]

Schedule of Inventories

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Finished goods	491	498
Work-in-process	39	43
Raw materials and supplies	137	141
Total	667	682

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Current Other Liabilities (Tables)

3 Months Ended

Mar. 31, 2016

Other Liabilities, Current [Abstract]

Schedule of Current Other Liabilities

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Asset retirement obligations	8	10
Benefit obligations (Note 9)	31	31
Customer rebates	27	45
Derivatives (Note 14)	3	2
Environmental (Note 10)	13	11
Insurance	9	10
Interest	16	16
Restructuring (Note 12)	26	30
Salaries and benefits	68	109
Sales and use tax/foreign withholding tax payable	21	13
Other	58	53
Total	280	330

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Noncurrent Other Liabilities (Tables)

3 Months Ended

Mar. 31, 2016

Other Liabilities, Noncurrent [Abstract]

Schedule of Noncurrent Other Liabilities

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Asset retirement obligations	24	26
Deferred proceeds	44	43
Deferred revenue	12	13
Environmental (Note 10)	58	61
Income taxes payable	7	7
Insurance	50	50
Other	49	47
Total	244	247

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Debt (Tables)

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Schedule of Short-term Debt

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Short-Term Borrowings and Current Installments of Long-Term Debt - Third Party and Affiliates
Current installments of long-term debt	58	56
Short-term borrowings, including amounts due to affiliates(1)	58	52
Revolving credit facility(2)	—	350
Accounts receivable securitization facility(3)	—	55
Total	116	513

______________________________

⁽¹⁾  The weighted average interest rate was 2.8% and 3.3% as of March 31, 2016 and December 31, 2015, respectively.

⁽²⁾  The weighted average interest rate was 1.8% as of December 31, 2015.

⁽³⁾  The weighted average interest rate was 0.8% as of December 31, 2015.

Schedule of Long-term Debt

	As of March 31, 2016		As of December 31, 2015
	(In $ millions)
Long-Term Debt
Senior credit facilities - Term C-2 loan due 2016	31		30
Senior credit facilities - Term C-3 loan due 2018	883		878
Senior unsecured notes due 2019, interest rate of 3.250%	342		327
Senior unsecured notes due 2021, interest rate of 5.875%	400		400
Senior unsecured notes due 2022, interest rate of 4.625%	500		500
Pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 5.70% to 6.70%	—		169
Refunding loan for pollution control and industrial revenue bonds due at various dates through 2030, interest rates ranging from 4.05% to 5.00%	170		—
Obligations under capital leases due at various dates through 2054	237		238
Subtotal	2,563		2,542
Unamortized debt issuance costs(1)	(18	)	(18	)
Current installments of long-term debt	(58	)	(56	)
Total	2,487		2,468

______________________________

⁽¹⁾  Related to the Company's long-term debt, excluding obligations under capital leases.

Schedule of Senior Notes

The Company has outstanding senior unsecured notes issued in public offerings registered under the Securities Act of 1933, as amended, as follows (collectively, the "Senior Notes"):

Senior Notes	Issue Date	Principal	Interest Rate	Interest Pay Dates		Maturity Date
		(In millions)	(In percentages)
3.250% Notes	September 2014	€300	3.250	April 15	October 15	October 15, 2019
4.625% Notes	November 2012	$500	4.625	March 15	September 15	November 15, 2022
5.875% Notes	May 2011	$400	5.875	June 15	December 15	June 15, 2021

Schedule of First Lien Senior Secured Leverage Ratios

The Company's amended first lien senior secured leverage ratios under the revolving credit facility are as follows:

As of March 31, 2016
Maximum	Estimate	Estimate, If Fully Drawn
3.90	0.67	1.30

Schedule of Balances Available for Borrowing

The Company's balances available for borrowing are as follows:

	As of March 31, 2016
	(In $ millions)
Revolving Credit Facility
Borrowings outstanding	—	(1)
Letters of credit issued	—
Available for borrowing	900
Accounts Receivable Securitization Facility
Borrowings outstanding	—	(2)
Letters of credit issued	52
Available for borrowing	61
Total borrowing base	113
Maximum borrowing base	120	(3)

______________________________

⁽¹⁾  The Company borrowed $245 million and repaid $595 million during the three months endedMarch 31, 2016.

⁽²⁾  The Company repaid $55 million during the three months endedMarch 31, 2016.

⁽³⁾  Outstanding accounts receivable transferred by the Originators to the Transferor was $136 million.

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Benefit Obligations (Tables)

3 Months Ended

Mar. 31, 2016

Compensation and Retirement Disclosure [Abstract]

Schedule of Net Periodic Benefit Costs Recognized

The components of net periodic benefit cost are as follows:

	Three Months Ended March 31,
	2016				2015
	Pension Benefits		Post-retirement Benefits		Pension Benefits		Post-retirement Benefits
	(In $ millions)
Service cost	2		—		3		—
Interest cost	28		1		35		1
Expected return on plan assets	(44	)	—		(52	)	—
Amortization of prior service cost (credit), net	—		(1	)	—		—
Special termination benefit	1		—		1		—
Total	(13	)	—		(13	)	1

Schedule of Company Commitments to Fund Benefit Obligations

Benefit obligation funding is as follows:

	As of March 31, 2016	Total Expected 2016
	(In $ millions)
Cash contributions to defined benefit pension plans	7	23
Benefit payments to nonqualified pension plans	6	22
Benefit payments to other postretirement benefit plans	1	4
Cash contributions to German multiemployer defined benefit pension plans(1)	2	8

______________________________

⁽¹⁾  The Company makes contributions based on specified percentages of employee contributions.

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Environmental (Tables)

3 Months Ended

Mar. 31, 2016

Environmental Remediation Obligations [Abstract]

Schedule of Environmental Remediation Reserves

The components of environmental remediation reserves are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Demerger obligations (Note 16)	20	22
Divestiture obligations (Note 16)	17	17
Active sites	18	18
US Superfund sites	13	13
Other environmental remediation reserves	3	2
Total	71	72

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Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2016

Stockholders' Equity Note [Abstract]

Schedule of Dividend Increases

The Company's Board of Directors approved increases in the Company's Common Stock cash dividend rates as follows:

	Increase	Quarterly Common Stock Cash Dividend	Annual Common Stock Cash Dividend	Effective Date
	(In percentages)	(In $ per share)
April 2015	20	0.30	1.20	May 2015

Schedule of Treasury Stock

	Three Months Ended March 31,				Total From February 2008 Through March 31, 2016
	2016		2015
Shares repurchased	—		—		27,307,796
Average purchase price per share	$	—	$	—	$	48.90
Cash paid for repurchased shares (in millions)	$	—	$	—	$	1,335
Aggregate Board of Directors repurchase authorizations during the period (in millions)(1)	$	—	$	—	$	2,366

______________________________

⁽¹⁾  These authorizations give management discretion in determining the timing and conditions under which shares may be repurchased. This repurchase program began in February 2008 and does not have an expiration date.

Schedule of Components of Other Comprehensive Income (Loss), Net

	Three Months Ended March 31,
	2016				2015
	Gross Amount	Income Tax (Provision) Benefit		Net Amount	Gross Amount		Income Tax (Provision) Benefit		Net Amount
	(In $ millions)
Unrealized gain (loss) on marketable securities	1	—		1	—		—		—
Foreign currency translation	70	(6	)	64	(150	)	(6	)	(156	)
Gain (loss) on cash flow hedges	—	—		—	3		(1	)	2
Pension and postretirement benefits	—	—		—	—		(3	)	(3	)
Total	71	(6	)	65	(147	)	(10	)	(157	)

Schedule of Adjustments to Accumulated Other Comprehensive Income (Loss), Net

Adjustments to Accumulated other comprehensive income (loss), net, are as follows:

	Unrealized Gain (Loss) on Marketable Securities (Note 4)	Foreign Currency Translation		Gain (Loss) on Cash Flow Hedges (Note 14)		Pension and Postretirement Benefits (Note 9)		Accumulated Other Comprehensive Income (Loss), Net
	(In $ millions)
As of December 31, 2015	1	(339	)	(2	)	(8	)	(348	)
Other comprehensive income (loss) before reclassifications	1	70		—		(1	)	70
Amounts reclassified from accumulated other comprehensive income (loss)	—	—		—		1		1
Income tax (provision) benefit	—	(6	)	—		—		(6	)
As of March 31, 2016	2	(275	)	(2	)	(8	)	(283	)

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Other (Charges) Gains, Net (Tables)

3 Months Ended

Mar. 31, 2016

Restructuring and Related Activities [Abstract]

Schedule of Other (Charges) Gains, Net

	Three Months Ended March 31,
	2016			2015
	(In $ millions)
Employee termination benefits	(5	)	(1)	(4	)
Commercial disputes	—			(1	)
Total	(5	)		(5	)

______________________________

⁽¹⁾  Includes $1 million of special termination benefits included in Benefit obligations in the unaudited consolidated balance sheets and is included in the Company's Other Activities segment.

Schedule of Restructuring Reserves

The changes in the restructuring reserves by business segment are as follows:

	Advanced Engineered Materials		Consumer Specialties		Industrial Specialties		Acetyl Intermediates	Other		Total
	(In $ millions)
Employee Termination Benefits
As of December 31, 2015	3		14		6		1	6		30
Additions	1		—		1		—	2		4
Cash payments	(2	)	(2	)	(4	)	—	(1	)	(9	)
Other changes	—		—		—		—	—		—
Exchange rate changes	—		1		—		—	—		1
As of March 31, 2016	2		13		3		1	7		26
Other Plant/Office Closures
As of December 31, 2015	—		—		—		—	—		—
Additions	—		—		—		—	—		—
Cash payments	—		—		—		—	—		—
Other changes	—		—		—		—	—		—
Exchange rate changes	—		—		—		—	—		—
As of March 31, 2016	—		—		—		—	—		—
Total	2		13		3		1	7		26

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Income Taxes (Tables)

3 Months Ended

Mar. 31, 2016

Income Tax Disclosure [Abstract]

Schedule of Effective Tax Rate

	Three Months Ended March 31,
	2016	2015
	(In percentages)
Effective income tax rate	19	24

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Derivative Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Notional Amounts of Foreign Currency Derivatives

Gross notional values of the foreign currency forwards and swaps are as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Total	457	502

Schedule of Changes in Fair Value of Derivatives

Information regarding changes in the fair value of the Company's derivative and non-derivative instruments is as follows:

	Gain (Loss) Recognized in Other Comprehensive Income (Loss)			Gain (Loss) Recognized in Earnings (Loss)
	Three Months Ended March 31,						Statement of Operations Classification
	2016		2015	2016	2015
	(In $ millions)
Designated as Cash Flow Hedges
Cross-currency swaps	—		—	—	46		Other income (expense), net; Interest expense
Total	—		—	—	46
Designated as Net Investment Hedges
3.250% Notes(1)	(5	)	41	—	—		Foreign currency translation
Term C-2 and Term C-3 loans(2)	(1	)	8	—	—		Foreign currency translation
Total	(6	)	49	—	—
Not Designated as Hedges
Foreign currency forwards and swaps	—		—	7	(68	)	Foreign exchange gain (loss), net; Other income (expense), net
Total	—		—	7	(68	)

______________________________

⁽¹⁾  During the three months ended March 31, 2016, the Company dedesignated €260 million of its 3.250% Notes as a net investment hedge.

⁽²⁾  During the three months ended December 31, 2015, the Company dedesignated the Euro-based principal amount of its Term C-3 loan as a net investment hedge.

Offsetting Assets

Information regarding the gross amounts of the Company's derivative instruments and the amounts offset in the unaudited consolidated balance sheets is as follows:

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Derivative Assets
Gross amount recognized	4	2
Gross amount offset in the consolidated balance sheets	—	—
Net amount presented in the consolidated balance sheets	4	2
Gross amount not offset in the consolidated balance sheets	2	—
Net amount	2	2

Offsetting Liabilities

	As of March 31, 2016	As of December 31, 2015
	(In $ millions)
Derivative Liabilities
Gross amount recognized	3	2
Gross amount offset in the consolidated balance sheets	—	—
Net amount presented in the consolidated balance sheets	3	2
Gross amount not offset in the consolidated balance sheets	2	—
Net amount	1	2

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Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2016

Fair Value Disclosures [Abstract]

Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis

	Fair Value Measurement
	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)		Total		Balance Sheet Classification
	(In $ millions)
As of March 31, 2016
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	4		4		Current Other assets
Total assets	—	4		4
Designated as Net Investment Hedges
3.250% Notes(1)	—	—		—		Long-term Debt
Term C-2 loans(1)	—	—		—		Long-term Debt
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	(3	)	(3	)	Current Other liabilities
Total liabilities	—	(3	)	(3	)
As of December 31, 2015
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	2		2		Current Other assets
Total assets	—	2		2
Designated as a Net Investment Hedge
3.250% Notes(1)	—	—		—		Long-term Debt
Term C-2 loans(1)	—	—		—		Long-term Debt
Derivatives Not Designated as Hedges
Foreign currency forwards and swaps	—	(2	)	(2	)	Current Other liabilities
Total liabilities	—	(2	)	(2	)

______________________________

⁽¹⁾  Included in the unaudited consolidated balance sheets at carrying amount.

Schedule of Carrying Values and Fair Values of Financial Instruments

Carrying values and fair values of financial instruments that are not carried at fair value are as follows:

		Fair Value Measurement
	Carrying Amount	Significant Other Observable Inputs (Level 2)	Unobservable Inputs (Level 3)	Total
	(In $ millions)
As of March 31, 2016
Cost investments	151	—	—	—
Insurance contracts in nonqualified trusts	55	55	—	55
Long-term debt, including current installments of long-term debt	2,563	2,397	237	2,634
As of December 31, 2015
Cost investments	151	—	—	—
Insurance contracts in nonqualified trusts	55	55	—	55
Long-term debt, including current installments of long-term debt	2,542	2,348	238	2,586

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Segment Information (Tables)

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Schedule of Business Segments

	Advanced Engineered Materials		Consumer Specialties	Industrial Specialties		Acetyl Intermediates			Other Activities		Eliminations		Consolidated
	(In $ millions)
	Three Months Ended March 31, 2016
Net sales	350		244	253		663		(1)	—		(106	)	1,404
Other (charges) gains, net	(1	)	—	(1	)	—			(3	)	—		(5	)
Operating profit (loss)	88		78	31		114			(24	)	—		287
Equity in net earnings (loss) of affiliates	31		1	—		1			5		—		38
Depreciation and amortization	24		11	8		27			3		—		73
Capital expenditures	19		9	18		9			3		—		58		(2)
	As of March 31, 2016
Goodwill and intangible assets, net	344		253	49		201			—		—		847
Total assets	2,445		1,471	758		2,360			1,358		—		8,392
	Three Months Ended March 31, 2015
Net sales	343		227	282		713		(1)	—		(115	)	1,450
Other (charges) gains, net	(1	)	—	(1	)	(1	)		(2	)	—		(5	)
Operating profit (loss)	59		62	29		131			(24	)	—		257
Equity in net earnings (loss) of affiliates	43		—	—		1			4		—		48
Depreciation and amortization	25		11	10		19			2		—		67
Capital expenditures	17		26	6		96			1		—		146		(2)
	As of December 31, 2015
Goodwill and intangible assets, net	338		249	49		194			—		—		830
Total assets	2,324		1,458	747		2,387			1,670		—		8,586

______________________________

⁽¹⁾  Net sales for Acetyl Intermediates includes intersegment sales of $106 million and $115 million for the three months endedMarch 31, 2016 and 2015, respectively.

⁽²⁾  Includes a decrease in accrued capital expenditures of $12 million and $16 million for the three months endedMarch 31, 2016 and 2015, respectively.

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Earnings (Loss) Per Share (Tables)

3 Months Ended

Mar. 31, 2016

Earnings Per Share [Abstract]

Schedule of Earnings (Loss) Per Share

	Three Months Ended March 31,
	2016	2015
	(In $ millions, except share data)
Amounts attributable to Celanese Corporation
Earnings (loss) from continuing operations	256	236
Earnings (loss) from discontinued operations	1	—
Net earnings (loss)	257	236
Weighted average shares - basic	147,413,234	153,216,510
Incremental shares attributable to equity awards	717,880	685,052
Weighted average shares - diluted	148,131,114	153,901,562

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Consolidating Guarantor Financial Information (Tables)

3 Months Ended

Mar. 31, 2016

Consolidating Guarantor Financial Information [Abstract]

Schedule of Consolidating Statement of Operations

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS

	Three Months Ended March 31, 2016
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		583		1,139		(318	)	1,404
Cost of sales	—	—		(441	)	(891	)	318		(1,014	)
Gross profit	—	—		142		248		—		390
Selling, general and administrative expenses	—	—		(17	)	(63	)	—		(80	)
Amortization of intangible assets	—	—		(1	)	(1	)	—		(2	)
Research and development expenses	—	—		(8	)	(11	)	—		(19	)
Other (charges) gains, net	—	—		—		(5	)	—		(5	)
Foreign exchange gain (loss), net	—	—		—		3		—		3
Gain (loss) on disposition of businesses and assets, net	—	—		(1	)	1		—		—
Operating profit (loss)	—	—		115		172		—		287
Equity in net earnings (loss) of affiliates	256	274		173		37		(702	)	38
Interest expense	—	(15	)	(15	)	(8	)	5		(33	)
Refinancing expense	—	—		(2	)	—		—		(2	)
Interest income	—	2		1		2		(4	)	1
Dividend income - cost investments	—	—		—		27		—		27
Other income (expense), net	—	—		—		—		—		—
Earnings (loss) from continuing operations before tax	256	261		272		230		(701	)	318
Income tax (provision) benefit	—	(5	)	(30	)	(25	)	—		(60	)
Earnings (loss) from continuing operations	256	256		242		205		(701	)	258
Earnings (loss) from operation of discontinued operations	—	—		—		1		—		1
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		1		—		1
Net earnings (loss)	256	256		242		206		(701	)	259
Net (earnings) loss attributable to noncontrolling interests	—	—		—		(2	)	—		(2	)
Net earnings (loss) attributable to Celanese Corporation	256	256		242		204		(701	)	257

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF OPERATIONS

	Three Months Ended March 31, 2015
	Parent Guarantor	Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net sales	—	—		658		1,133		(341	)	1,450
Cost of sales	—	—		(431	)	(984	)	346		(1,069	)
Gross profit	—	—		227		149		5		381
Selling, general and administrative expenses	—	—		(24	)	(74	)	—		(98	)
Amortization of intangible assets	—	—		(1	)	(2	)	—		(3	)
Research and development expenses	—	—		(10	)	(10	)	—		(20	)
Other (charges) gains, net	—	—		(3	)	(2	)	—		(5	)
Foreign exchange gain (loss), net	—	—		—		3		—		3
Gain (loss) on disposition of businesses and assets, net	—	—		(2	)	1		—		(1	)
Operating profit (loss)	—	—		187		65		5		257
Equity in net earnings (loss) of affiliates	235	279		92		40		(598	)	48
Interest expense	—	(43	)	(5	)	(12	)	33		(27	)
Refinancing expense	—	—		—		—		—		—
Interest income	—	8		19		6		(33	)	—
Dividend income - cost investments	—	—		—		28		—		28
Other income (expense), net	—	—		—		—		—		—
Earnings (loss) from continuing operations before tax	235	244		293		127		(593	)	306
Income tax (provision) benefit	1	(9	)	(53	)	(10	)	(1	)	(72	)
Earnings (loss) from continuing operations	236	235		240		117		(594	)	234
Earnings (loss) from operation of discontinued operations	—	—		—		—		—		—
Income tax (provision) benefit from discontinued operations	—	—		—		—		—		—
Earnings (loss) from discontinued operations	—	—		—		—		—		—
Net earnings (loss)	236	235		240		117		(594	)	234
Net (earnings) loss attributable to noncontrolling interests	—	—		—		2		—		2
Net earnings (loss) attributable to Celanese Corporation	236	235		240		119		(594	)	236

Schedule of Consolidating Statements of Comprehensive Income (Loss)

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

	Three Months Ended March 31, 2016
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	256	256	242	206		(701	)	259
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1	1	—	1		(2	)	1
Foreign currency translation	64	64	54	82		(200	)	64
Gain (loss) on cash flow hedges	—	—	—	—		—		—
Pension and postretirement benefits	—	—	—	1		(1	)	—
Total other comprehensive income (loss), net of tax	65	65	54	84		(203	)	65
Total comprehensive income (loss), net of tax	321	321	296	290		(904	)	324
Comprehensive (income) loss attributable to noncontrolling interests	—	—	—	(2	)	—		(2	)
Comprehensive income (loss) attributable to Celanese Corporation	321	321	296	288		(904	)	322

	Three Months Ended March 31, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net earnings (loss)	236		235		240		117		(594	)	234
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	—		—		—		—		—		—
Foreign currency translation	(156	)	(156	)	(170	)	(211	)	537		(156	)
Gain (loss) on cash flow hedges	2		2		5		2		(9	)	2
Pension and postretirement benefits	(3	)	(3	)	(3	)	—		6		(3	)
Total other comprehensive income (loss), net of tax	(157	)	(157	)	(168	)	(209	)	534		(157	)
Total comprehensive income (loss), net of tax	79		78		72		(92	)	(60	)	77
Comprehensive (income) loss attributable to noncontrolling interests	—		—		—		2		—		2
Comprehensive income (loss) attributable to Celanese Corporation	79		78		72		(90	)	(60	)	79

Schedule of Consolidating Balance Sheet

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET

	As of March 31, 2016
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	1	—	345	370	—		716
Trade receivables - third party and affiliates	—	—	163	847	(180	)	830
Non-trade receivables, net	38	586	269	302	(983	)	212
Inventories, net	—	—	224	493	(50	)	667
Deferred income taxes	—	—	—	—	—		—
Marketable securities, at fair value	—	—	31	—	—		31
Other assets	—	67	24	72	(116	)	47
Total current assets	39	653	1,056	2,084	(1,329	)	2,503
Investments in affiliates	2,607	4,078	3,483	770	(10,068	)	870
Property, plant and equipment, net	—	—	1,006	2,634	—		3,640
Deferred income taxes	—	—	195	66	(25	)	236
Other assets	—	280	149	228	(361	)	296
Goodwill	—	—	314	408	—		722
Intangible assets, net	—	—	50	75	—		125
Total assets	2,646	5,011	6,253	6,265	(11,783	)	8,392
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	40	136	178	(238	)	116
Trade payables - third party and affiliates	—	—	235	519	(180	)	574
Other liabilities	1	66	199	319	(305	)	280
Deferred income taxes	—	—	—	—	—		—
Income taxes payable	—	—	562	120	(557	)	125
Total current liabilities	1	106	1,132	1,136	(1,280	)	1,095
Noncurrent Liabilities
Long-term debt	—	2,268	403	185	(369	)	2,487
Deferred income taxes	—	22	—	119	(25	)	116
Uncertain tax positions	—	8	30	138	—		176
Benefit obligations	—	—	940	236	—		1,176
Other liabilities	—	—	91	153	—		244
Total noncurrent liabilities	—	2,298	1,464	831	(394	)	4,199
Total Celanese Corporation stockholders' equity	2,645	2,607	3,657	3,845	(10,109	)	2,645
Noncontrolling interests	—	—	—	453	—		453
Total equity	2,645	2,607	3,657	4,298	(10,109	)	3,098
Total liabilities and equity	2,646	5,011	6,253	6,265	(11,783	)	8,392

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATING BALANCE SHEET

	As of December 31, 2015
	Parent Guarantor	Issuer	Subsidiary Guarantors	Non- Guarantors	Eliminations		Consolidated
	(In $ millions)
ASSETS
Current Assets
Cash and cash equivalents	—	—	21	946	—		967
Trade receivables - third party and affiliates	—	—	132	722	(148	)	706
Non-trade receivables, net	37	580	298	522	(1,152	)	285
Inventories, net	—	—	258	474	(50	)	682
Deferred income taxes	—	—	19	68	(19	)	68
Marketable securities, at fair value	—	—	30	—	—		30
Other assets	—	12	28	40	(31	)	49
Total current assets	37	592	786	2,772	(1,400	)	2,787
Investments in affiliates	2,341	3,947	3,909	738	(10,097	)	838
Property, plant and equipment, net	—	—	1,001	2,608	—		3,609
Deferred income taxes	—	2	178	42	—		222
Other assets	—	418	151	227	(496	)	300
Goodwill	—	—	314	391	—		705
Intangible assets, net	—	—	51	74	—		125
Total assets	2,378	4,959	6,390	6,852	(11,993	)	8,586
LIABILITIES AND EQUITY
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	—	479	181	213	(360	)	513
Trade payables - third party and affiliates	—	—	240	495	(148	)	587
Other liabilities	—	28	281	283	(262	)	330
Deferred income taxes	—	26	—	23	(19	)	30
Income taxes payable	—	—	537	116	(563	)	90
Total current liabilities	—	533	1,239	1,130	(1,352	)	1,550
Noncurrent Liabilities
Long-term debt	—	2,078	706	187	(503	)	2,468
Deferred income taxes	—	—	—	136	—		136
Uncertain tax positions	—	7	29	131	—		167
Benefit obligations	—	—	960	229	—		1,189
Other liabilities	—	—	93	155	(1	)	247
Total noncurrent liabilities	—	2,085	1,788	838	(504	)	4,207
Total Celanese Corporation stockholders' equity	2,378	2,341	3,363	4,433	(10,137	)	2,378
Noncontrolling interests	—	—	—	451	—		451
Total equity	2,378	2,341	3,363	4,884	(10,137	)	2,829
Total liabilities and equity	2,378	4,959	6,390	6,852	(11,993	)	8,586

Schedule of Consolidating Statement of Cash Flows

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS

	Three Months Ended March 31, 2016
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	44		47		(1	)	309		(112	)	287
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(38	)	(32	)	—		(70	)
Acquisitions, net of cash acquired	—		—		—		—		—		—
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Capital expenditures related to Fairway Methanol LLC	—		—		—		—		—		—
Return of capital from subsidiary	—		136		734		—		(870	)	—
Contributions to subsidiary	—		—		—		—		—		—
Intercompany loan receipts (disbursements)	—		138		3		90		(231	)	—
Other, net	—		—		(3	)	(2	)	—		(5	)
Net cash provided by (used in) investing activities	—		274		696		56		(1,101	)	(75	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		(353	)	6		—		3		(344	)
Proceeds from short-term borrowings	—		—		—		8		—		8
Repayments of short-term borrowings	—		—		—		(63	)	—		(63	)
Proceeds from long-term debt	—		250		325		—		(405	)	170
Repayments of long-term debt	—		(172	)	(634	)	(4	)	633		(177	)
Purchases of treasury stock, including related fees	—		—		—		—		—		—
Dividends to parent	—		(44	)	(68	)	—		112		—
Contributions from parent	—		—		—		—		—		—
Stock option exercises	1		—		—		—		—		1
Series A common stock dividends	(44	)	—		—		—		—		(44	)
Return of capital to parent	—		—		—		(870	)	870		—
Contributions from noncontrolling interests	—		—		—		—		—		—
Other, net	—		(2	)	—		(22	)	—		(24	)
Net cash provided by (used in) financing activities	(43	)	(321	)	(371	)	(951	)	1,213		(473	)
Exchange rate effects on cash and cash equivalents	—		—		—		10		—		10
Net increase (decrease) in cash and cash equivalents	1		—		324		(576	)	—		(251	)
Cash and cash equivalents as of beginning of period	—		—		21		946		—		967
Cash and cash equivalents as of end of period	1		—		345		370		—		716

CELANESE CORPORATION AND SUBSIDIARIES

UNAUDITED INTERIM CONSOLIDATING STATEMENT OF CASH FLOWS

	Three Months Ended March 31, 2015
	Parent Guarantor		Issuer		Subsidiary Guarantors		Non- Guarantors		Eliminations		Consolidated
	(In $ millions)
Net cash provided by (used in) operating activities	38		18		79		211		(76	)	270
Investing Activities
Capital expenditures on property, plant and equipment	—		—		(39	)	(25	)	—		(64	)
Acquisitions, net of cash acquired	—		—		—		—		—		—
Proceeds from sale of businesses and assets, net	—		—		—		—		—		—
Capital expenditures related to Fairway Methanol LLC	—		—		(5	)	(93	)	—		(98	)
Return of capital from subsidiary	—		—		—		—		—		—
Contributions to subsidiary	—		—		(16	)	—		16		—
Intercompany loan receipts (disbursements)	—		1		(21	)	—		20		—
Other, net	—		—		(9	)	(2	)	—		(11	)
Net cash provided by (used in) investing activities	—		1		(90	)	(120	)	36		(173	)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	—		21		5		(1	)	(21	)	4
Proceeds from short-term borrowings	—		—		—		16		—		16
Repayments of short-term borrowings	—		—		—		(29	)	—		(29	)
Proceeds from long-term debt	—		—		—		—		—		—
Repayments of long-term debt	—		(2	)	(1	)	(4	)	1		(6	)
Purchases of treasury stock, including related fees	—		—		—		—		—		—
Dividends to parent	—		(38	)	(38	)	—		76		—
Contributions from parent	—		—		—		16		(16	)	—
Stock option exercises	—		—		—		—		—		—
Series A common stock dividends	(38	)	—		—		—		—		(38	)
Return of capital to parent	—		—		—		—		—		—
Contributions from noncontrolling interests	—		—		—		80		—		80
Other, net	—		—		(9	)	(1	)	—		(10	)
Net cash provided by (used in) financing activities	(38	)	(19	)	(43	)	77		40		17
Exchange rate effects on cash and cash equivalents	—		—		—		(43	)	—		(43	)
Net increase (decrease) in cash and cash equivalents	—		—		(54	)	125		—		71
Cash and cash equivalents as of beginning of period	—		—		110		670		—		780
Cash and cash equivalents as of end of period	—		—		56		795		—		851

XML

Description of the Company and Basis of Presentation Description of Company and Basis of Presentation (Schedule of Changes in Pension Estimate) (Details) - Change in Assumptions for Pension Plans [Member]		3 Months Ended	12 Months Ended
	Dec. 31, 2015	Mar. 31, 2016	Dec. 31, 2016
Scenario, Forecast [Member]
Change in Accounting Estimate [Line Items]
Change in Accounting Estimate, Financial Effect			29
Interest Cost [Member] | United States Pension Plan of US Entity [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost		3.40%
Interest Cost [Member] | Foreign Pension Plan [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost		2.20%
Interest Cost [Member] | United States Postretirement Benefit Plan of US Entity [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost		3.10%
Interest Cost [Member] | Foreign Postretirement Benefit Plan [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost		3.10%
Service and Interest Cost [Member] | United States Pension Plan of US Entity [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost	4.20%
Service and Interest Cost [Member] | Foreign Pension Plan [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost	2.60%
Service and Interest Cost [Member] | United States Postretirement Benefit Plan of US Entity [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost	4.00%
Service and Interest Cost [Member] | Foreign Postretirement Benefit Plan [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost	3.60%
Service Cost [Member] | United States Pension Plan of US Entity [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost		4.50%
Service Cost [Member] | Foreign Pension Plan [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost		3.10%
Service Cost [Member] | United States Postretirement Benefit Plan of US Entity [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost		4.20%
Service Cost [Member] | Foreign Postretirement Benefit Plan [Member]
Change in Accounting Estimate [Line Items]
Service and interest cost		3.80%

XML

Recent Accounting Pronouncements Deferred Tax Reclassification (Details) - New Accounting Pronouncement, Early Adoption, Effect [Member] $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Current deferred income tax asset [Member]
New Accounting Pronouncement, Early Adoption [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification	$ 68
Current deferred income tax liability [Member]
New Accounting Pronouncement, Early Adoption [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification	$ 30

XML

Ventures and Variable Interest Entities (Schedule of Variable Interest Entities) (Details) - USD ($) $ in Millions		Mar. 31, 2016	Dec. 31, 2015		Mar. 31, 2015	Dec. 31, 2014
Variable Interest Entity [Line Items]
Cash and cash equivalents		$ 716	$ 967		$ 851	$ 780
Trade receivables - third party and affiliates		830	706
Property, plant and equipment (net of accumulated depreciation - 2016: $20; 2015: $10)		3,640	3,609
Accumulated depreciation		2,132	2,039
Intangible assets (net of accumulated amortization - 2016: $0; 2015: $0)		125	125
Finite-Lived Intangible Assets, Accumulated Amortization		546	528
Other assets		296	300
Total assets		8,392	8,586
Trade payables		574	587
Current liabilities		1,095	1,550
Deferred income taxes		116	136
Variable Interest Entity, Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Cash and cash equivalents			7
Trade receivables - third party and affiliates		5	6
Property, plant and equipment (net of accumulated depreciation - 2016: $20; 2015: $10)			772
Intangible assets (net of accumulated amortization - 2016: $0; 2015: $0)		27	27
Other assets			13
Variable Interest Entity, Not Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Property, plant and equipment (net of accumulated depreciation - 2016: $20; 2015: $10)		70	73
Trade payables		52	47
Current installments of long-term debt		10	10
Long-term debt		106	109
Total liabilities		168	166
Maximum exposure to loss		267	268
Fairway Methanol LLC [Member] | Variable Interest Entity, Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Cash and cash equivalents		18	7
Trade receivables - third party and affiliates		10	12
Property, plant and equipment (net of accumulated depreciation - 2016: $20; 2015: $10)		763	772
Accumulated depreciation		20	10
Intangible assets (net of accumulated amortization - 2016: $0; 2015: $0)		27	27
Finite-Lived Intangible Assets, Accumulated Amortization		0	0
Other assets		10	13
Total assets		828	831	[1]
Trade payables		7	9
Current liabilities	[2]	3	5
Long-term debt		5	5
Deferred income taxes		2	2
Total liabilities		$ 17	$ 21

[1] Assets can only be used to settle the obligations of Fairway.

[2] Primarily represents amounts owed by Fairway to the Company for reimbursement of expenditures.

XML

Ventures and Variable Interest Entities (Narrative) (Details)	3 Months Ended
	Mar. 31, 2016
Variable Interest Entity, Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Ownership percentage	50.00%

XML

Marketable Securities, at Fair Value (Schedule of Available-for-sale Securities) (Details) - Investments [Member] - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Schedule of Available-for-sale Securities [Line Items]
Amortized cost	$ 31,000,000	$ 30,000,000
Gross unrealized gain	0	0
Gross unrealized loss	0	0
Fair value	$ 31,000,000	$ 30,000,000

XML

Inventories (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Inventory Disclosure [Abstract]
Finished goods	$ 491	$ 498
Work-in-process	39	43
Raw materials and supplies	137	141
Total	$ 667	$ 682

XML

Current Other Liabilities (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Other Liabilities, Current [Abstract]
Asset retirement obligations	$ 8	$ 10
Benefit obligations (Note 9)	31	31
Customer rebates	27	45
Derivatives (Note 14)	3	2
Environmental (Note 10)	13	11
Insurance	9	10
Interest	16	16
Restructuring (Note 12)	26	30
Salaries and benefits	68	109
Sales and use tax/foreign withholding tax payable	21	13
Other	58	53
Total	$ 280	$ 330

XML

Noncurrent Other Liabilities (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Other Liabilities, Noncurrent [Abstract]
Asset retirement obligations	$ 24	$ 26
Deferred proceeds	44	43
Deferred revenue	12	13
Environmental (Note 10)	58	61
Income taxes payable	7	7
Insurance	50	50
Other	49	47
Total	$ 244	$ 247

XML

Debt (Schedule of Short-term Debt) (Details) - USD ($) $ in Millions		Mar. 31, 2016		Dec. 31, 2015
Short-Term Borrowings and Current Installments of Long-Term Debt - Third Party and Affiliates
Current installments of long-term debt		$ 58		$ 56
Short-term borrowings, including amounts due to affiliates	[1]	58		52
Total		$ 116		$ 513
Weighted average interest rate, short-term borrowings		2.80%		3.30%
Revolving Credit Facility [Member]
Short-Term Borrowings and Current Installments of Long-Term Debt - Third Party and Affiliates
Line of credit, current	[3]	$ 0	[2]	$ 350
Weighted average interest rate for lines of credit				1.80%
Accounts Receivable Securitization Facility [Member]
Short-Term Borrowings and Current Installments of Long-Term Debt - Third Party and Affiliates
Line of credit, current	[5]	$ 0	[4]	$ 55
Weighted average interest rate for lines of credit				0.80%

[1] The weighted average interest rate was 2.8% and 3.3% as of March 31, 2016 and December 31, 2015, respectively.

[2] The Company borrowed $245 million and repaid $595 million during the three months ended March 31, 2016.

[3] The weighted average interest rate was 1.8% as of December 31, 2015.

[4] The Company repaid $55 million during the three months ended March 31, 2016.

[5] The weighted average interest rate was 0.8% as of December 31, 2015.

XML

Debt (Schedule of Long-term Debt) (Details) € in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Sep. 30, 2014 EUR (€)
Long-Term Debt
Subtotal	$ 2,563	$ 2,542
Current installments of long-term debt	(58)	(56)
Total	2,487	2,468
Long-term Debt [Member]
Long-Term Debt
Deferred Finance Costs, Net	(18)	(18)
Term C-2 Loan Facility [Member]
Long-Term Debt
Senior credit facilities - Term loans	$ 31	30	€ 28
Credit facility, expiration date	Oct. 15, 2016
Term C-3 Loan Facility [Member]
Long-Term Debt
Senior credit facilities - Term loans	$ 883	878
Credit facility, expiration date	Oct. 15, 2018
Senior Unsecured Notes Due 2019 [Member]
Long-Term Debt
Senior unsecured notes	$ 342	327
Interest rate	3.25%
Date of maturity	Oct. 15, 2019
Senior Unsecured Notes Due 2021 [Member]
Long-Term Debt
Senior unsecured notes	$ 400	400
Interest rate	5.875%
Date of maturity	Jun. 15, 2021
Senior Unsecured Notes Due 2022 [Member]
Long-Term Debt
Senior unsecured notes	$ 500	500
Interest rate	4.625%
Date of maturity	Nov. 15, 2022
Pollution Control and Industrial Revenue Bonds [Member]
Long-Term Debt
Refunding revenue and pollution control debt	$ 0	169
Interest rate, stated percentage range, minimum	5.70%
Interest rate, stated percentage range, maximum	6.70%
Year of maturity, range end	Dec. 31, 2030
Refunding loan for pollution control and industrial revenue bonds [Member]
Long-Term Debt
Refunding revenue and pollution control debt	$ 170	0
Interest rate, stated percentage range, minimum	4.05%
Interest rate, stated percentage range, maximum	5.00%
Year of maturity, range end	Dec. 31, 2030
Obligations Under Capital Leases [Member]
Long-Term Debt
Capital lease obligations	$ 237	$ 238
Year of maturity, range end	Dec. 31, 2054

XML

Debt (Schedule of Senior Notes) (Details) € in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)	Mar. 31, 2016 EUR (€)
Senior Unsecured Notes Due 2019 [Member]
Debt Instrument [Line Items]
Senior notes | €		€ 300
Interest rate	3.25%	3.25%
Date of maturity	Oct. 15, 2019
Senior Unsecured Notes Due 2022 [Member]
Debt Instrument [Line Items]
Senior notes	$ 500
Interest rate	4.625%	4.625%
Date of maturity	Nov. 15, 2022
Senior Unsecured Notes Due 2021 [Member]
Debt Instrument [Line Items]
Senior notes	$ 400
Interest rate	5.875%	5.875%
Date of maturity	Jun. 15, 2021

XML

Debt (Senior Notes and Senior Credit Facilities Narrative) (Details) € in Millions, $ in Millions		3 Months Ended
	Mar. 31, 2016 USD ($)	Mar. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Sep. 30, 2014 USD ($)	Sep. 30, 2014 EUR (€)
Term C-3 Loan Facility [Member]
Debt Instrument [Line Items]
Secured Debt	$ 883	$ 883	$ 878
Term C-3 Loan Facility [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Estimated margin	2.25%
Term C-3 Loan Facility [Member] | European Interbank Offered Rate (EURIBOR) [Member]
Debt Instrument [Line Items]
Estimated margin	2.25%
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing base	$ 900	$ 900		$ 900
Amortization rate of initial principal amount per annum payable quarterly		1.00%
Line of credit facility, unused capacity, commitment fee percentage		0.25%
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Estimated margin	1.50%
Term C-2 Loan Facility [Member]
Debt Instrument [Line Items]
Secured Debt	$ 31	$ 31	$ 30		€ 28
Term C-2 Loan Facility [Member] | European Interbank Offered Rate (EURIBOR) [Member]
Debt Instrument [Line Items]
Estimated margin	2.00%
Amended Credit Agreement [Member]
Debt Instrument [Line Items]
Cross default covenant to other debt	$ 50	$ 50

XML

Debt (Schedule of First Lien Senior Secured Leverage Ratios) (Details) - Revolving Credit Facility [Member]	Mar. 31, 2016
Debt Instrument [Line Items]
Maximum Secured leverage ratio	3.90
Secured leverage ratio estimate	0.67
Secured leverage ratio estimate if fully drawn	1.30

XML

Debt (Pollution Control and Industrial Revenue Bonds) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Debt Instrument [Line Items]
Refinancing expense	$ 2	$ 0
Refunding loan for pollution control and industrial revenue bonds [Member]
Debt Instrument [Line Items]
Refunding revenue and pollution control debt	170		$ 0
Deferred Finance Costs, Gross	(2)
Pollution Control and Industrial Revenue Bonds [Member]
Debt Instrument [Line Items]
Refinancing expense	2
Refunding revenue and pollution control debt	$ 0		$ 169

XML

Debt (Schedule of Balances Available for Borrowings)(Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016		Dec. 31, 2015	Sep. 30, 2014
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Borrowings outstanding	[2]	$ 0	[1]	$ 350
Letters of credit issued		0
Available for borrowing		900
Maximum borrowing base		900			$ 900
Proceeds from lines of credit		245
Repayments of lines of credit		595
Accounts Receivable Securitization Facility [Member]
Debt Instrument [Line Items]
Borrowings outstanding	[4]	0	[3]	$ 55
Letters of credit issued		52
Available for borrowing		61
Total borrowing base		113
Maximum borrowing base	[5]	120
Repayments of lines of credit		55
Outstanding accounts receivable transferred by the Originators to the Transferor		$ 136

[1] The Company borrowed $245 million and repaid $595 million during the three months ended March 31, 2016.

[2] The weighted average interest rate was 1.8% as of December 31, 2015.

[3] The Company repaid $55 million during the three months ended March 31, 2016.

[4] The weighted average interest rate was 0.8% as of December 31, 2015.

[5] Outstanding accounts receivable transferred by the Originators to the Transferor was $136 million.

XML

Benefit Obligations (Schedule of Net Periodic Benefit Costs Recognized) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Pension Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 2	$ 3
Interest cost	28	35
Expected return on plan assets	(44)	(52)
Amortization of prior service cost (credit), net	0	0
Special termination benefit	1	1
Total	(13)	(13)
Postretirement Benefit Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	0	0
Interest cost	1	1
Expected return on plan assets	0	0
Amortization of prior service cost (credit), net	(1)	0
Special termination benefit	0	0
Total	$ 0	$ 1

XML

Benefit Obligations (Schedule of Company Commitments to Fund Benefit Obligations) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Multiemployer Plans, Pension [Member]
Defined Benefit Plan Disclosure [Line Items]
Total contributions year-to-date	$ 2	[1]
Total expected contributions in current fiscal year	8	[1]
Cash Contributions to Defined Benefit Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Total contributions year-to-date	7
Total expected contributions in current fiscal year	23
Other Pension Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Total contributions year-to-date	6
Total expected contributions in current fiscal year	22
Postretirement Benefit Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Total contributions year-to-date	1
Total expected contributions in current fiscal year	$ 4

[1] The Company makes contributions based on specified percentages of employee contributions.

XML

Benefit Obligations (Narrative) (Details)	12 Months Ended
	Dec. 31, 2016
Change in Assumptions for Pension Plans [Member] | Scenario, Forecast [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Change in Accounting Estimate, Financial Effect	29

XML

Environmental (Schedule of Environmental Remediation Reserves) (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Environmental Remediation Obligations [Abstract]
Demerger obligations (Note 16)	$ 20	$ 22
Divestiture obligations (Note 16)	17	17
Active sites	18	18
US Superfund sites	13	13
Other environmental remediation reserves	3	2
Total	$ 71	$ 72

XML

Environmental (US Superfund Sites Narrative) (Details) - Passaic River, New Jersey [Member] $ in Billions		3 Months Ended
	Mar. 03, 2016 USD ($)	Mar. 31, 2016
Site Contingency [Line Items]
Number of parties included in USEPA order		70
Cost of EPA's plan estimate	$ 1.4
Environmental Liability Percentage		1.00%

XML

Stockholders' Equity (Schedule of Dividend Increases) (Details)	1 Months Ended
	Apr. 30, 2015 $ / shares
Stockholders' Equity Note [Abstract]
Common stock, dividends, rate increase, percent	20.00%
Quarterly Common Stock Cash Dividend	$ 0.30
Annual Common Stock Cash Dividend	$ 1.20

XML

Stockholders' Equity (Schedule of Treasury Stock) (Details) - USD ($) $ / shares in Units, $ in Millions		3 Months Ended		98 Months Ended
		Mar. 31, 2016	Mar. 31, 2015	Mar. 31, 2016
Class of Stock [Line Items]
Shares repurchased		0	0	27,307,796
Average purchase price per share		$ 0.00	$ 0.00	$ 48.90
Cash paid for repurchased shares (in millions)		$ 0	$ 0	$ 1,335
Aggregate Board of Directors repurchase authorizations (in millions)	[1]	$ 0	$ 0	$ 2,366

[1] These authorizations give management discretion in determining the timing and conditions under which shares may be repurchased. This repurchase program began in February 2008 and does not have an expiration date.

XML

Stockholders' Equity (Schedule of Components of Other Comprehensive Income (Loss), Net) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Accumulated Other Comprehensive Income (Loss), net [Line Items]
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, before Tax	$ 1	$ 0
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, Tax	0	0
Unrealized gain (loss) on marketable securities	1	0
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, before Tax	70	(150)
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax	(6)	(6)
Foreign currency translation	64	(156)
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Cash Flow Hedges Arising During Period, before Tax	0	3
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Cash Flow Hedges Arising During Period, Tax	0	(1)
Gain (loss) on cash flow hedges	0	2
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, before Tax	0	0
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Tax	0	(3)
Pension and postretirement benefits	0	(3)
Other Comprehensive Income (Loss), before Tax	71	(147)
Income tax (provision) benefit	(6)	(10)
Total other comprehensive income (loss), net of tax	$ 65	$ (157)

XML

Stockholders' Equity (Schedule of Adjustments to Accumulated Other Comprehensive Income (Loss), Net) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Accumulated Other Comprehensive Income (Loss), net [Line Items]
As of December 31, 2015	$ (348)
Other comprehensive income (loss) before reclassifications	70
Amounts reclassified from accumulated other comprehensive income (loss)	1
Income tax (provision) benefit	(6)	$ (10)
As of March 31, 2016	(283)
Unrealized Gain (Loss) on Marketable Securities [Member]
Accumulated Other Comprehensive Income (Loss), net [Line Items]
As of December 31, 2015	1
Other comprehensive income (loss) before reclassifications	1
Amounts reclassified from accumulated other comprehensive income (loss)	0
Income tax (provision) benefit	0
As of March 31, 2016	2
Foreign Currency Translation [Member]
Accumulated Other Comprehensive Income (Loss), net [Line Items]
As of December 31, 2015	(339)
Other comprehensive income (loss) before reclassifications	70
Amounts reclassified from accumulated other comprehensive income (loss)	0
Income tax (provision) benefit	(6)
As of March 31, 2016	(275)
Gain (Loss) from Cash Flow Hedges [Member]
Accumulated Other Comprehensive Income (Loss), net [Line Items]
As of December 31, 2015	(2)
Other comprehensive income (loss) before reclassifications	0
Amounts reclassified from accumulated other comprehensive income (loss)	0
Income tax (provision) benefit	0
As of March 31, 2016	(2)
Pension and Postretirement Benefits [Member]
Accumulated Other Comprehensive Income (Loss), net [Line Items]
As of December 31, 2015	(8)
Other comprehensive income (loss) before reclassifications	(1)
Amounts reclassified from accumulated other comprehensive income (loss)	1
Income tax (provision) benefit	0
As of March 31, 2016	$ (8)

XML

Other (Charges) Gains, Net (Schedule of Other (Charges) Gains, Net) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016		Mar. 31, 2015
Restructuring Cost and Reserve [Line Items]
Employee termination benefits	$ (5)	[1]	$ (4)
Commercial disputes	0		(1)
Total	(5)		$ (5)
Pension Plan [Member] | Other Activities [Member]
Restructuring Cost and Reserve [Line Items]
One time termination benefits included in Benefit Obligation	$ (1)

[1] Includes $1 million of special termination benefits included in Benefit obligations in the unaudited consolidated balance sheets and is included in the Company's Other Activities segment.

XML

Other (Charges) Gains, Net (Schedule of Restructuring Reserves) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Restructuring Cost and Reserve [Line Items]
As of March 31, 2016	$ 26
Total	26
Employee Termination Benefits [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	30
Additions	4
Cash payments	(9)
Other changes	0
Exchange rate changes	1
As of March 31, 2016	26
Total	30
Plant/Office Closures [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	0
Additions	0
Cash payments	0
Other changes	0
Exchange rate changes	0
As of March 31, 2016	0
Total	0
Advanced Engineered Materials [Member]
Restructuring Cost and Reserve [Line Items]
As of March 31, 2016	2
Total	2
Advanced Engineered Materials [Member] | Employee Termination Benefits [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	3
Additions	1
Cash payments	(2)
Other changes	0
Exchange rate changes	0
As of March 31, 2016	2
Total	3
Advanced Engineered Materials [Member] | Plant/Office Closures [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	0
Additions	0
Cash payments	0
Other changes	0
Exchange rate changes	0
As of March 31, 2016	0
Total	0
Consumer Specialties [Member]
Restructuring Cost and Reserve [Line Items]
As of March 31, 2016	13
Total	13
Consumer Specialties [Member] | Employee Termination Benefits [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	14
Additions	0
Cash payments	(2)
Other changes	0
Exchange rate changes	1
As of March 31, 2016	13
Total	14
Consumer Specialties [Member] | Plant/Office Closures [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	0
Additions	0
Cash payments	0
Other changes	0
Exchange rate changes	0
As of March 31, 2016	0
Total	0
Industrial Specialties [Member]
Restructuring Cost and Reserve [Line Items]
As of March 31, 2016	3
Total	3
Industrial Specialties [Member] | Employee Termination Benefits [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	6
Additions	1
Cash payments	(4)
Other changes	0
Exchange rate changes	0
As of March 31, 2016	3
Total	6
Industrial Specialties [Member] | Plant/Office Closures [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	0
Additions	0
Cash payments	0
Other changes	0
Exchange rate changes	0
As of March 31, 2016	0
Total	0
Acetyl Intermediates [Member]
Restructuring Cost and Reserve [Line Items]
As of March 31, 2016	1
Total	1
Acetyl Intermediates [Member] | Employee Termination Benefits [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	1
Additions	0
Cash payments	0
Other changes	0
Exchange rate changes	0
As of March 31, 2016	1
Total	1
Acetyl Intermediates [Member] | Plant/Office Closures [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	0
Additions	0
Cash payments	0
Other changes	0
Exchange rate changes	0
As of March 31, 2016	0
Total	0
Other Activities [Member]
Restructuring Cost and Reserve [Line Items]
As of March 31, 2016	7
Total	7
Other Activities [Member] | Employee Termination Benefits [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	6
Additions	2
Cash payments	(1)
Other changes	0
Exchange rate changes	0
As of March 31, 2016	7
Total	6
Other Activities [Member] | Plant/Office Closures [Member]
Restructuring Cost and Reserve [Line Items]
As of December 31, 2015	0
Additions	0
Cash payments	0
Other changes	0
Exchange rate changes	0
As of March 31, 2016	0
Total	$ 0

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Other (Charges) Gains, Net (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016		Mar. 31, 2015
Other (Charges) Gains, Net [Line Items]
Commercial disputes	$ 0		$ (1)
Employee termination benefits	$ (5)	[1]	(4)
Acetyl Intermediates [Member]
Other (Charges) Gains, Net [Line Items]
Commercial disputes			$ (1)

[1] Includes $1 million of special termination benefits included in Benefit obligations in the unaudited consolidated balance sheets and is included in the Company's Other Activities segment.

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Income Taxes (Schedule of Effective Tax Rate) (Details)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Tax Disclosure [Abstract]
Effective income tax rate	19.00%	24.00%

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Income Taxes (Narrative) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2016 USD ($)
Income Tax Disclosure [Abstract]
Unrecognized Tax Benefits, Increase Resulting from Foreign Currency Translation	$ 11

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Derivative Financial Instruments (Schedule of Interest Rate Swap Derivatives) (Details) $ in Millions	Jan. 02, 2016 USD ($)
Interest Rate Swap [Member] | Swap Derivative 1 Point 02 Percent Maturing January 2, 2016 [Member]
Derivative [Line Items]
Notional Value	$ 500

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Derivative Financial Instruments (Schedule of Notional Amounts of Foreign Currency Derivatives) (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Foreign Exchange Contract [Member]
Derivative [Line Items]
Notional Value	$ 457	$ 502

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Derivative Financial Instruments Derivative Financial Instruments (Schedule of Cross Currency Swap Derivatives) (Details) - Mar. 31, 2015 € in Millions, $ in Millions	USD ($)	EUR (€)
Derivative [Line Items]
Derivative, Cash Received on Hedge	$ 88
Gain (Loss) on Derivative Instruments, Net, Pretax	1
Swap Derivative 3 Point 62 Percent Maturing April 17, 2019 [Member]
Derivative [Line Items]
Derivative, Notional Amount	225
Swap Derivative 2 Point 77 Percent Maturing April 17, 2019 [Member]
Derivative [Line Items]
Derivative, Notional Amount | €		€ 162
Swap Derivative 4 Point 27 Percent Maturing September 11, 2020 [Member]
Derivative [Line Items]
Derivative, Notional Amount	$ 250
Swap Derivative 2 Point 63 Percent Maturing September 11, 2020 [Member]
Derivative [Line Items]
Derivative, Notional Amount | €		€ 193

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Derivative Financial Instruments (Schedule of Changes in Fair Value of Derivatives) (Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Designated as Hedging Instrument [Member]
Derivative [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss)		$ 0	$ 0
Gain (Loss) Recognized in Earnings (Loss)		0	46
Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss)		0	0
Gain (Loss) Recognized in Earnings (Loss)		7	(68)
Cross Currency Interest Rate Contract [Member] | Designated as Hedging Instrument [Member]
Derivative [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss)		0	0
Gain (Loss) Recognized in Earnings (Loss)		0	46
Foreign Exchange Contract [Member] | Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss)		0	0
Gain (Loss) Recognized in Earnings (Loss)		7	(68)
Net Investment Hedging [Member]
Derivative [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss)		(6)	49
Gain (Loss) Recognized in Earnings (Loss)		0	0
Senior Unsecured Notes Due 2019 [Member] | Net Investment Hedging [Member]
Derivative [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss)	[1]	(5)	41
Gain (Loss) Recognized in Earnings (Loss)	[1]	$ 0	0
Senior Unsecured Notes Due 2019 [Member] | Net Investment Hedging [Member] | Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Description of Net Investments Hedged		260
Term C-2 and C-3 Loan Facilities [Member] | Net Investment Hedging [Member]
Derivative [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss)	[2]	$ (1)	8
Gain (Loss) Recognized in Earnings (Loss)	[2]	$ 0	$ 0

[1] During the three months ended March 31, 2016, the Company dedesignated €260 million of its 3.250% Notes as a net investment hedge.

[2] During the three months ended December 31, 2015, the Company dedesignated the Euro-based principal amount of its Term C-3 loan as a net investment hedge.

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Derivative Financial Instruments (Schedule of Offsetting Assets) (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Derivative Assets [Abstract]
Gross amount recognized	$ 4	$ 2
Gross amount offset in the consolidated balance sheets	0	0
Net amount presented in the consolidated balance sheets	4	2
Gross amount not offset in the consolidated balance sheets	2	0
Net amount	$ 2	$ 2

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Derivative Financial Instruments (Schedule of Offsetting Liabilities) (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Derivative Liabilities [Abstract]
Gross amount recognized	$ 3	$ 2
Gross amount offset in the consolidated balance sheets	0	0
Net amount presented in the consolidated balance sheets	3	2
Gross amount not offset in the consolidated balance sheets	2	0
Net amount	$ 1	$ 2

XML

Fair Value Measurements (Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Millions		Mar. 31, 2016	Dec. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets		$ 4	$ 2
Total liabilities		(3)	(2)
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets		0	0
Total liabilities		0	0
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets		4	2
Total liabilities		(3)	(2)
Current Other Assets [Member] | Not Designated as Hedging Instrument [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign currency forwards and swaps		4	2
Current Other Assets [Member] | Not Designated as Hedging Instrument [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign currency forwards and swaps		0	0
Current Other Assets [Member] | Not Designated as Hedging Instrument [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign currency forwards and swaps		4	2
Current Other liabilities [Member] | Not Designated as Hedging Instrument [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign currency forwards and swaps		(3)	(2)
Current Other liabilities [Member] | Not Designated as Hedging Instrument [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign currency forwards and swaps		0	0
Current Other liabilities [Member] | Not Designated as Hedging Instrument [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Foreign currency forwards and swaps		(3)	(2)
Senior Unsecured Notes Due 2019 [Member] | Net Investment Hedging [Member] | Long-term Debt [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net Investment Hedge	[1]	0	0
Senior Unsecured Notes Due 2019 [Member] | Net Investment Hedging [Member] | Long-term Debt [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net Investment Hedge	[1]	0	0
Senior Unsecured Notes Due 2019 [Member] | Net Investment Hedging [Member] | Long-term Debt [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net Investment Hedge	[1]	0	0
Term C-2 Loan Facility [Member] | Net Investment Hedging [Member] | Long-term Debt [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net Investment Hedge	[1]	0	0
Term C-2 Loan Facility [Member] | Net Investment Hedging [Member] | Long-term Debt [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net Investment Hedge	[1]	0	0
Term C-2 Loan Facility [Member] | Net Investment Hedging [Member] | Long-term Debt [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net Investment Hedge	[1]	$ 0	$ 0

[1] Included in the unaudited consolidated balance sheets at carrying amount.

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Fair Value Measurements (Schedule of Carrying Values and Fair Values of Financial Instruments) (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cost investments, carrying amount	$ 151	$ 151
Cost investments, fair value	0	0
Insurance contracts in nonqualified trusts, carrying amount	55	55
Insurance contracts in nonqualified trusts, fair value	55	55
Long-term debt, including current installments of long-term debt, carrying amount	2,563	2,542
Long-term debt, including current installments of long-term debt, fair value	2,634	2,586
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cost investments, fair value	0	0
Insurance contracts in nonqualified trusts, fair value	55	55
Long-term debt, including current installments of long-term debt, fair value	2,397	2,348
Unobservable Inputs (Level 3) [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cost investments, fair value	0	0
Insurance contracts in nonqualified trusts, fair value	0	0
Long-term debt, including current installments of long-term debt, fair value	$ 237	$ 238

XML

Commitments and Contingencies (Guarantees - Demerger and Divesture Obligations Narrative) (Details) € in Millions, $ in Millions	3 Months Ended	197 Months Ended
	Mar. 31, 2016 USD ($)	Mar. 31, 2016 USD ($)	Mar. 31, 2016 EUR (€)
Indemnification Agreements Hoechst [Member]
Loss Contingencies [Line Items]
Number of divestiture agreements	19	19	19
Indemnification amount | €			€ 250
Indemnification ceiling amount | €			€ 750
Indemnification percentage exceeding ceiling amount	33.33%	33.33%	33.33%
Loss contingency accrual, carrying value, payments | $		$ 72
Indemnification percentage, other	33.33%	33.33%	33.33%
Divestiture Agreements [Member]
Loss Contingencies [Line Items]
Term of divestiture obligations	2037
Guarantor obligations, maximum exposure | $	$ 202	$ 202

XML

Commitments and Contingencies Commitments and Contingencies (Purchase Obligations Narrative) (Details) $ in Billions	3 Months Ended
	Mar. 31, 2016 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Unrecorded unconditional purchase obligations	$ 2.9
Term of unrecorded unconditional purchase obligations	2036

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Segment Information (Schedule of Business Segments) (Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Segment Reporting Information [Line Items]
Net sales		$ 1,404	$ 1,450
Other (charges) gains, net		(5)	(5)
Operating profit (loss)		287	257
Equity in net earnings (loss) of affiliates		38	48
Depreciation and amortization		73	67
Capital expenditures	[1]	58	146
Goodwill and intangible assets, net		847		$ 830
Total assets		8,392		8,586
Increase (decrease) in accrued capital expenditures		(12)	(16)
Operating Segments [Member] | Advanced Engineered Materials [Member]
Segment Reporting Information [Line Items]
Net sales		350	343
Other (charges) gains, net		(1)	(1)
Operating profit (loss)		88	59
Equity in net earnings (loss) of affiliates		31	43
Depreciation and amortization		24	25
Capital expenditures		19	17
Goodwill and intangible assets, net		344		338
Total assets		2,445		2,324
Operating Segments [Member] | Consumer Specialties [Member]
Segment Reporting Information [Line Items]
Net sales		244	227
Other (charges) gains, net		0	0
Operating profit (loss)		78	62
Equity in net earnings (loss) of affiliates		1	0
Depreciation and amortization		11	11
Capital expenditures		9	26
Goodwill and intangible assets, net		253		249
Total assets		1,471		1,458
Operating Segments [Member] | Industrial Specialties [Member]
Segment Reporting Information [Line Items]
Net sales		253	282
Other (charges) gains, net		(1)	(1)
Operating profit (loss)		31	29
Equity in net earnings (loss) of affiliates		0	0
Depreciation and amortization		8	10
Capital expenditures		18	6
Goodwill and intangible assets, net		49		49
Total assets		758		747
Operating Segments [Member] | Acetyl Intermediates [Member]
Segment Reporting Information [Line Items]
Net sales	[2]	663	713
Other (charges) gains, net		0	(1)
Operating profit (loss)		114	131
Equity in net earnings (loss) of affiliates		1	1
Depreciation and amortization		27	19
Capital expenditures		9	96
Goodwill and intangible assets, net		201		194
Total assets		2,360		2,387
Corporate, Non-Segment [Member] | Other Activities [Member]
Segment Reporting Information [Line Items]
Net sales		0	0
Other (charges) gains, net		(3)	(2)
Operating profit (loss)		(24)	(24)
Equity in net earnings (loss) of affiliates		5	4
Depreciation and amortization		3	2
Capital expenditures		3	1
Goodwill and intangible assets, net		0		0
Total assets		1,358		1,670
Eliminations [Member]
Segment Reporting Information [Line Items]
Net sales		(106)	(115)
Other (charges) gains, net		0	0
Operating profit (loss)		0	0
Equity in net earnings (loss) of affiliates		0	0
Depreciation and amortization		0	0
Capital expenditures		0	0
Goodwill and intangible assets, net		0		0
Total assets		0		$ 0
Eliminations [Member] | Acetyl Intermediates [Member]
Segment Reporting Information [Line Items]
Net sales		$ 106	$ 115

[1] Includes a decrease in accrued capital expenditures of $12 million and $16 million for the three months ended March 31, 2016 and 2015, respectively.

[2] Net sales for Acetyl Intermediates includes intersegment sales of $106 million and $115 million for the three months ended March 31, 2016 and 2015, respectively.

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Earnings (Loss) Per Share (Schedule of Earnings (Loss) Per Share) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Amounts attributable to Celanese Corporation
Earnings (loss) from continuing operations	$ 256	$ 236
Earnings (loss) from discontinued operations	1	0
Net earnings (loss)	$ 257	$ 236
Weighted average shares - basic	147,413,234	153,216,510
Incremental shares attributable to equity awards	717,880	685,052
Weighted average shares - diluted	148,131,114	153,901,562

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Earnings (Loss) Per Share Earnings (Loss) Per Share (Narrative) (Details) - shares	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Earnings Per Share [Abstract]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	0	0

XML

Consolidating Guarantor Financial Information (Schedule of Consolidating Statement of Operations) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Condensed Financial Statements, Captions [Line Items]
Net sales	$ 1,404	$ 1,450
Cost of sales	(1,014)	(1,069)
Gross profit	390	381
Selling, general and administrative expenses	(80)	(98)
Amortization of intangible assets	(2)	(3)
Research and development expenses	(19)	(20)
Other (charges) gains, net	(5)	(5)
Foreign exchange gain (loss), net	3	3
Gain (loss) on disposition of businesses and assets, net	0	(1)
Operating profit (loss)	287	257
Equity in net earnings (loss) of affiliates	38	48
Interest expense	(33)	(27)
Refinancing expense	(2)	0
Interest income	1	0
Dividend income - cost investments	27	28
Other income (expense), net	0	0
Earnings (loss) from continuing operations before tax	318	306
Income tax (provision) benefit	(60)	(72)
Earnings (loss) from continuing operations	258	234
Earnings (loss) from operation of discontinued operations	1	0
Income tax (provision) benefit from discontinued operations	0	0
Earnings (loss) from discontinued operations	1	0
Net earnings (loss)	259	234
Net (earnings) loss attributable to noncontrolling interests	(2)	2
Net earnings (loss) attributable to Celanese Corporation	257	236
Parent Guarantor [Member]
Condensed Financial Statements, Captions [Line Items]
Net sales	0	0
Cost of sales	0	0
Gross profit	0	0
Selling, general and administrative expenses	0	0
Amortization of intangible assets	0	0
Research and development expenses	0	0
Other (charges) gains, net	0	0
Foreign exchange gain (loss), net	0	0
Gain (loss) on disposition of businesses and assets, net	0	0
Operating profit (loss)	0	0
Equity in net earnings (loss) of affiliates	256	235
Interest expense	0	0
Refinancing expense	0	0
Interest income	0	0
Dividend income - cost investments	0	0
Other income (expense), net	0	0
Earnings (loss) from continuing operations before tax	256	235
Income tax (provision) benefit	0	1
Earnings (loss) from continuing operations	256	236
Earnings (loss) from operation of discontinued operations	0	0
Income tax (provision) benefit from discontinued operations	0	0
Earnings (loss) from discontinued operations	0	0
Net earnings (loss)	256	236
Net (earnings) loss attributable to noncontrolling interests	0	0
Net earnings (loss) attributable to Celanese Corporation	256	236
Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Net sales	0	0
Cost of sales	0	0
Gross profit	0	0
Selling, general and administrative expenses	0	0
Amortization of intangible assets	0	0
Research and development expenses	0	0
Other (charges) gains, net	0	0
Foreign exchange gain (loss), net	0	0
Gain (loss) on disposition of businesses and assets, net	0	0
Operating profit (loss)	0	0
Equity in net earnings (loss) of affiliates	274	279
Interest expense	(15)	(43)
Refinancing expense	0	0
Interest income	2	8
Dividend income - cost investments	0	0
Other income (expense), net	0	0
Earnings (loss) from continuing operations before tax	261	244
Income tax (provision) benefit	(5)	(9)
Earnings (loss) from continuing operations	256	235
Earnings (loss) from operation of discontinued operations	0	0
Income tax (provision) benefit from discontinued operations	0	0
Earnings (loss) from discontinued operations	0	0
Net earnings (loss)	256	235
Net (earnings) loss attributable to noncontrolling interests	0	0
Net earnings (loss) attributable to Celanese Corporation	256	235
Subsidiary Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Net sales	583	658
Cost of sales	(441)	(431)
Gross profit	142	227
Selling, general and administrative expenses	(17)	(24)
Amortization of intangible assets	(1)	(1)
Research and development expenses	(8)	(10)
Other (charges) gains, net	0	(3)
Foreign exchange gain (loss), net	0	0
Gain (loss) on disposition of businesses and assets, net	(1)	(2)
Operating profit (loss)	115	187
Equity in net earnings (loss) of affiliates	173	92
Interest expense	(15)	(5)
Refinancing expense	(2)	0
Interest income	1	19
Dividend income - cost investments	0	0
Other income (expense), net	0	0
Earnings (loss) from continuing operations before tax	272	293
Income tax (provision) benefit	(30)	(53)
Earnings (loss) from continuing operations	242	240
Earnings (loss) from operation of discontinued operations	0	0
Income tax (provision) benefit from discontinued operations	0	0
Earnings (loss) from discontinued operations	0	0
Net earnings (loss)	242	240
Net (earnings) loss attributable to noncontrolling interests	0	0
Net earnings (loss) attributable to Celanese Corporation	242	240
Non-Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Net sales	1,139	1,133
Cost of sales	(891)	(984)
Gross profit	248	149
Selling, general and administrative expenses	(63)	(74)
Amortization of intangible assets	(1)	(2)
Research and development expenses	(11)	(10)
Other (charges) gains, net	(5)	(2)
Foreign exchange gain (loss), net	3	3
Gain (loss) on disposition of businesses and assets, net	1	1
Operating profit (loss)	172	65
Equity in net earnings (loss) of affiliates	37	40
Interest expense	(8)	(12)
Refinancing expense	0	0
Interest income	2	6
Dividend income - cost investments	27	28
Other income (expense), net	0	0
Earnings (loss) from continuing operations before tax	230	127
Income tax (provision) benefit	(25)	(10)
Earnings (loss) from continuing operations	205	117
Earnings (loss) from operation of discontinued operations	1	0
Income tax (provision) benefit from discontinued operations	0	0
Earnings (loss) from discontinued operations	1	0
Net earnings (loss)	206	117
Net (earnings) loss attributable to noncontrolling interests	(2)	2
Net earnings (loss) attributable to Celanese Corporation	204	119
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Net sales	(318)	(341)
Cost of sales	318	346
Gross profit	0	5
Selling, general and administrative expenses	0	0
Amortization of intangible assets	0	0
Research and development expenses	0	0
Other (charges) gains, net	0	0
Foreign exchange gain (loss), net	0	0
Gain (loss) on disposition of businesses and assets, net	0	0
Operating profit (loss)	0	5
Equity in net earnings (loss) of affiliates	(702)	(598)
Interest expense	5	33
Refinancing expense	0	0
Interest income	(4)	(33)
Dividend income - cost investments	0	0
Other income (expense), net	0	0
Earnings (loss) from continuing operations before tax	(701)	(593)
Income tax (provision) benefit	0	(1)
Earnings (loss) from continuing operations	(701)	(594)
Earnings (loss) from operation of discontinued operations	0	0
Income tax (provision) benefit from discontinued operations	0	0
Earnings (loss) from discontinued operations	0	0
Net earnings (loss)	(701)	(594)
Net (earnings) loss attributable to noncontrolling interests	0	0
Net earnings (loss) attributable to Celanese Corporation	$ (701)	$ (594)

XML

Consolidating Guarantor Financial Information (Schedule of Consolidating Statements of Comprehensive Income (Loss) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Condensed Financial Statements, Captions [Line Items]
Net earnings (loss)	$ 259	$ 234
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1	0
Foreign currency translation	64	(156)
Gain (loss) on cash flow hedges	0	2
Pension and postretirement benefits	0	(3)
Total other comprehensive income (loss), net of tax	65	(157)
Total comprehensive income (loss), net of tax	324	77
Comprehensive (income) loss attributable to noncontrolling interests	(2)	2
Comprehensive income (loss) attributable to Celanese Corporation	322	79
Parent Guarantor [Member]
Condensed Financial Statements, Captions [Line Items]
Net earnings (loss)	256	236
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1	0
Foreign currency translation	64	(156)
Gain (loss) on cash flow hedges	0	2
Pension and postretirement benefits	0	(3)
Total other comprehensive income (loss), net of tax	65	(157)
Total comprehensive income (loss), net of tax	321	79
Comprehensive (income) loss attributable to noncontrolling interests	0	0
Comprehensive income (loss) attributable to Celanese Corporation	321	79
Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Net earnings (loss)	256	235
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1	0
Foreign currency translation	64	(156)
Gain (loss) on cash flow hedges	0	2
Pension and postretirement benefits	0	(3)
Total other comprehensive income (loss), net of tax	65	(157)
Total comprehensive income (loss), net of tax	321	78
Comprehensive (income) loss attributable to noncontrolling interests	0	0
Comprehensive income (loss) attributable to Celanese Corporation	321	78
Subsidiary Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Net earnings (loss)	242	240
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	0	0
Foreign currency translation	54	(170)
Gain (loss) on cash flow hedges	0	5
Pension and postretirement benefits	0	(3)
Total other comprehensive income (loss), net of tax	54	(168)
Total comprehensive income (loss), net of tax	296	72
Comprehensive (income) loss attributable to noncontrolling interests	0	0
Comprehensive income (loss) attributable to Celanese Corporation	296	72
Non-Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Net earnings (loss)	206	117
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	1	0
Foreign currency translation	82	(211)
Gain (loss) on cash flow hedges	0	2
Pension and postretirement benefits	1	0
Total other comprehensive income (loss), net of tax	84	(209)
Total comprehensive income (loss), net of tax	290	(92)
Comprehensive (income) loss attributable to noncontrolling interests	(2)	2
Comprehensive income (loss) attributable to Celanese Corporation	288	(90)
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Net earnings (loss)	(701)	(594)
Other comprehensive income (loss), net of tax
Unrealized gain (loss) on marketable securities	(2)	0
Foreign currency translation	(200)	537
Gain (loss) on cash flow hedges	0	(9)
Pension and postretirement benefits	(1)	6
Total other comprehensive income (loss), net of tax	(203)	534
Total comprehensive income (loss), net of tax	(904)	(60)
Comprehensive (income) loss attributable to noncontrolling interests	0	0
Comprehensive income (loss) attributable to Celanese Corporation	$ (904)	$ (60)

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Consolidating Guarantor Financial Information (Schedule of Consolidating Balance Sheet) (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015	Mar. 31, 2015	Dec. 31, 2014
Current Assets
Cash and cash equivalents	$ 716	$ 967	$ 851	$ 780
Trade receivables - third party and affiliates	830	706
Non-trade receivables, net	212	285
Inventories, net	667	682
Deferred income taxes	0	68
Marketable securities, at fair value	31	30
Other assets	47	49
Total current assets	2,503	2,787
Investments in affiliates	870	838
Property, Plant and Equipment, Net	3,640	3,609
Deferred income taxes	236	222
Other assets	296	300
Goodwill	722	705
Intangible Assets, Net (Excluding Goodwill)	125	125
Total assets	8,392	8,586
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	116	513
Trade payables - third party and affiliates	574	587
Other liabilities	280	330
Deferred income taxes	0	30
Income taxes payable	125	90
Total current liabilities	1,095	1,550
Noncurrent Liabilities
Long-term debt, net of unamortized deferred financing costs	2,487	2,468
Deferred income taxes	116	136
Uncertain tax positions	176	167
Benefit obligations	1,176	1,189
Other liabilities	244	247
Total noncurrent liabilities	4,199	4,207
Total Celanese Corporation stockholders' equity	2,645	2,378
Noncontrolling interests	453	451
Total equity	3,098	2,829
Total liabilities and equity	8,392	8,586
Parent Guarantor [Member]
Current Assets
Cash and cash equivalents	1	0	0	0
Trade receivables - third party and affiliates	0	0
Non-trade receivables, net	38	37
Inventories, net	0	0
Deferred income taxes	0	0
Marketable securities, at fair value	0	0
Other assets	0	0
Total current assets	39	37
Investments in affiliates	2,607	2,341
Property, Plant and Equipment, Net	0	0
Deferred income taxes	0	0
Other assets	0	0
Goodwill	0	0
Intangible Assets, Net (Excluding Goodwill)	0	0
Total assets	2,646	2,378
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	0	0
Trade payables - third party and affiliates	0	0
Other liabilities	1	0
Deferred income taxes	0	0
Income taxes payable	0	0
Total current liabilities	1	0
Noncurrent Liabilities
Long-term debt, net of unamortized deferred financing costs	0	0
Deferred income taxes	0	0
Uncertain tax positions	0	0
Benefit obligations	0	0
Other liabilities	0	0
Total noncurrent liabilities	0	0
Total Celanese Corporation stockholders' equity	2,645	2,378
Noncontrolling interests	0	0
Total equity	2,645	2,378
Total liabilities and equity	2,646	2,378
Issuer [Member]
Current Assets
Cash and cash equivalents	0	0	0	0
Trade receivables - third party and affiliates	0	0
Non-trade receivables, net	586	580
Inventories, net	0	0
Deferred income taxes	0	0
Marketable securities, at fair value	0	0
Other assets	67	12
Total current assets	653	592
Investments in affiliates	4,078	3,947
Property, Plant and Equipment, Net	0	0
Deferred income taxes	0	2
Other assets	280	418
Goodwill	0	0
Intangible Assets, Net (Excluding Goodwill)	0	0
Total assets	5,011	4,959
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	40	479
Trade payables - third party and affiliates	0	0
Other liabilities	66	28
Deferred income taxes	0	26
Income taxes payable	0	0
Total current liabilities	106	533
Noncurrent Liabilities
Long-term debt, net of unamortized deferred financing costs	2,268	2,078
Deferred income taxes	22	0
Uncertain tax positions	8	7
Benefit obligations	0	0
Other liabilities	0	0
Total noncurrent liabilities	2,298	2,085
Total Celanese Corporation stockholders' equity	2,607	2,341
Noncontrolling interests	0	0
Total equity	2,607	2,341
Total liabilities and equity	5,011	4,959
Subsidiary Guarantors [Member]
Current Assets
Cash and cash equivalents	345	21	56	110
Trade receivables - third party and affiliates	163	132
Non-trade receivables, net	269	298
Inventories, net	224	258
Deferred income taxes	0	19
Marketable securities, at fair value	31	30
Other assets	24	28
Total current assets	1,056	786
Investments in affiliates	3,483	3,909
Property, Plant and Equipment, Net	1,006	1,001
Deferred income taxes	195	178
Other assets	149	151
Goodwill	314	314
Intangible Assets, Net (Excluding Goodwill)	50	51
Total assets	6,253	6,390
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	136	181
Trade payables - third party and affiliates	235	240
Other liabilities	199	281
Deferred income taxes	0	0
Income taxes payable	562	537
Total current liabilities	1,132	1,239
Noncurrent Liabilities
Long-term debt, net of unamortized deferred financing costs	403	706
Deferred income taxes	0	0
Uncertain tax positions	30	29
Benefit obligations	940	960
Other liabilities	91	93
Total noncurrent liabilities	1,464	1,788
Total Celanese Corporation stockholders' equity	3,657	3,363
Noncontrolling interests	0	0
Total equity	3,657	3,363
Total liabilities and equity	6,253	6,390
Non-Guarantors [Member]
Current Assets
Cash and cash equivalents	370	946	795	670
Trade receivables - third party and affiliates	847	722
Non-trade receivables, net	302	522
Inventories, net	493	474
Deferred income taxes	0	68
Marketable securities, at fair value	0	0
Other assets	72	40
Total current assets	2,084	2,772
Investments in affiliates	770	738
Property, Plant and Equipment, Net	2,634	2,608
Deferred income taxes	66	42
Other assets	228	227
Goodwill	408	391
Intangible Assets, Net (Excluding Goodwill)	75	74
Total assets	6,265	6,852
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	178	213
Trade payables - third party and affiliates	519	495
Other liabilities	319	283
Deferred income taxes	0	23
Income taxes payable	120	116
Total current liabilities	1,136	1,130
Noncurrent Liabilities
Long-term debt, net of unamortized deferred financing costs	185	187
Deferred income taxes	119	136
Uncertain tax positions	138	131
Benefit obligations	236	229
Other liabilities	153	155
Total noncurrent liabilities	831	838
Total Celanese Corporation stockholders' equity	3,845	4,433
Noncontrolling interests	453	451
Total equity	4,298	4,884
Total liabilities and equity	6,265	6,852
Eliminations [Member]
Current Assets
Cash and cash equivalents	0	0	$ 0	$ 0
Trade receivables - third party and affiliates	(180)	(148)
Non-trade receivables, net	(983)	(1,152)
Inventories, net	(50)	(50)
Deferred income taxes	0	(19)
Marketable securities, at fair value	0	0
Other assets	(116)	(31)
Total current assets	(1,329)	(1,400)
Investments in affiliates	(10,068)	(10,097)
Property, Plant and Equipment, Net	0	0
Deferred income taxes	(25)	0
Other assets	(361)	(496)
Goodwill	0	0
Intangible Assets, Net (Excluding Goodwill)	0	0
Total assets	(11,783)	(11,993)
Current Liabilities
Short-term borrowings and current installments of long-term debt - third party and affiliates	(238)	(360)
Trade payables - third party and affiliates	(180)	(148)
Other liabilities	(305)	(262)
Deferred income taxes	0	(19)
Income taxes payable	(557)	(563)
Total current liabilities	(1,280)	(1,352)
Noncurrent Liabilities
Long-term debt, net of unamortized deferred financing costs	(369)	(503)
Deferred income taxes	(25)	0
Uncertain tax positions	0	0
Benefit obligations	0	0
Other liabilities	0	(1)
Total noncurrent liabilities	(394)	(504)
Total Celanese Corporation stockholders' equity	(10,109)	(10,137)
Noncontrolling interests	0	0
Total equity	(10,109)	(10,137)
Total liabilities and equity	$ (11,783)	$ (11,993)

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Consolidating Guarantor Financial Information (Schedule of Consolidating Statement of Cash Flows) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	$ 287	$ 270
Investing Activities
Capital expenditures on property, plant and equipment	(70)	(64)
Acquisitions, net of cash acquired	0	0
Proceeds from sale of businesses and assets, net	0	0
Capital expenditures related to Fairway Methanol LLC	0	(98)
Return of capital from subsidiary	0	0
Contributions to subsidiary	0	0
Intercompany loan receipts (disbursements)	0	0
Other, net	(5)	(11)
Net cash provided by (used in) investing activities	(75)	(173)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	(344)	4
Proceeds from short-term borrowings	8	16
Repayments of short-term borrowings	(63)	(29)
Proceeds from long-term debt	170	0
Repayments of long-term debt	(177)	(6)
Purchases of treasury stock, including related fees	0	0
Dividends to parent	0	0
Contributions from parent	0	0
Stock option exercises	1	0
Series A common stock dividends	(44)	(38)
Return of capital to parent	0	0
Contributions from noncontrolling interests	0	80
Other, net	(24)	(10)
Net cash provided by (used in) financing activities	(473)	17
Exchange rate effects on cash and cash equivalents	10	(43)
Net increase (decrease) in cash and cash equivalents	(251)	71
Cash and cash equivalents as of beginning of period	967	780
Cash and cash equivalents as of end of period	716	851
Parent Guarantor [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	44	38
Investing Activities
Capital expenditures on property, plant and equipment	0	0
Acquisitions, net of cash acquired	0	0
Proceeds from sale of businesses and assets, net	0	0
Capital expenditures related to Fairway Methanol LLC	0	0
Return of capital from subsidiary	0	0
Contributions to subsidiary	0	0
Intercompany loan receipts (disbursements)	0	0
Other, net	0	0
Net cash provided by (used in) investing activities	0	0
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	0	0
Proceeds from short-term borrowings	0	0
Repayments of short-term borrowings	0	0
Proceeds from long-term debt	0	0
Repayments of long-term debt	0	0
Purchases of treasury stock, including related fees	0	0
Dividends to parent	0	0
Contributions from parent	0	0
Stock option exercises	1	0
Series A common stock dividends	(44)	(38)
Return of capital to parent	0	0
Contributions from noncontrolling interests	0	0
Other, net	0	0
Net cash provided by (used in) financing activities	(43)	(38)
Exchange rate effects on cash and cash equivalents	0	0
Net increase (decrease) in cash and cash equivalents	1	0
Cash and cash equivalents as of beginning of period	0	0
Cash and cash equivalents as of end of period	1	0
Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	47	18
Investing Activities
Capital expenditures on property, plant and equipment	0	0
Acquisitions, net of cash acquired	0	0
Proceeds from sale of businesses and assets, net	0	0
Capital expenditures related to Fairway Methanol LLC	0	0
Return of capital from subsidiary	136	0
Contributions to subsidiary	0	0
Intercompany loan receipts (disbursements)	138	1
Other, net	0	0
Net cash provided by (used in) investing activities	274	1
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	(353)	21
Proceeds from short-term borrowings	0	0
Repayments of short-term borrowings	0	0
Proceeds from long-term debt	250	0
Repayments of long-term debt	(172)	(2)
Purchases of treasury stock, including related fees	0	0
Dividends to parent	(44)	(38)
Contributions from parent	0	0
Stock option exercises	0	0
Series A common stock dividends	0	0
Return of capital to parent	0	0
Contributions from noncontrolling interests	0	0
Other, net	(2)	0
Net cash provided by (used in) financing activities	(321)	(19)
Exchange rate effects on cash and cash equivalents	0	0
Net increase (decrease) in cash and cash equivalents	0	0
Cash and cash equivalents as of beginning of period	0	0
Cash and cash equivalents as of end of period	0	0
Subsidiary Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	(1)	79
Investing Activities
Capital expenditures on property, plant and equipment	(38)	(39)
Acquisitions, net of cash acquired	0	0
Proceeds from sale of businesses and assets, net	0	0
Capital expenditures related to Fairway Methanol LLC	0	(5)
Return of capital from subsidiary	734	0
Contributions to subsidiary	0	(16)
Intercompany loan receipts (disbursements)	3	(21)
Other, net	(3)	(9)
Net cash provided by (used in) investing activities	696	(90)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	6	5
Proceeds from short-term borrowings	0	0
Repayments of short-term borrowings	0	0
Proceeds from long-term debt	325	0
Repayments of long-term debt	(634)	(1)
Purchases of treasury stock, including related fees	0	0
Dividends to parent	(68)	(38)
Contributions from parent	0	0
Stock option exercises	0	0
Series A common stock dividends	0	0
Return of capital to parent	0	0
Contributions from noncontrolling interests	0	0
Other, net	0	(9)
Net cash provided by (used in) financing activities	(371)	(43)
Exchange rate effects on cash and cash equivalents	0	0
Net increase (decrease) in cash and cash equivalents	324	(54)
Cash and cash equivalents as of beginning of period	21	110
Cash and cash equivalents as of end of period	345	56
Non-Guarantors [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	309	211
Investing Activities
Capital expenditures on property, plant and equipment	(32)	(25)
Acquisitions, net of cash acquired	0	0
Proceeds from sale of businesses and assets, net	0	0
Capital expenditures related to Fairway Methanol LLC	0	(93)
Return of capital from subsidiary	0	0
Contributions to subsidiary	0	0
Intercompany loan receipts (disbursements)	90	0
Other, net	(2)	(2)
Net cash provided by (used in) investing activities	56	(120)
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	0	(1)
Proceeds from short-term borrowings	8	16
Repayments of short-term borrowings	(63)	(29)
Proceeds from long-term debt	0	0
Repayments of long-term debt	(4)	(4)
Purchases of treasury stock, including related fees	0	0
Dividends to parent	0	0
Contributions from parent	0	16
Stock option exercises	0	0
Series A common stock dividends	0	0
Return of capital to parent	(870)	0
Contributions from noncontrolling interests	0	80
Other, net	(22)	(1)
Net cash provided by (used in) financing activities	(951)	77
Exchange rate effects on cash and cash equivalents	10	(43)
Net increase (decrease) in cash and cash equivalents	(576)	125
Cash and cash equivalents as of beginning of period	946	670
Cash and cash equivalents as of end of period	370	795
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	(112)	(76)
Investing Activities
Capital expenditures on property, plant and equipment	0	0
Acquisitions, net of cash acquired	0	0
Proceeds from sale of businesses and assets, net	0	0
Capital expenditures related to Fairway Methanol LLC	0	0
Return of capital from subsidiary	(870)	0
Contributions to subsidiary	0	16
Intercompany loan receipts (disbursements)	(231)	20
Other, net	0	0
Net cash provided by (used in) investing activities	(1,101)	36
Financing Activities
Net change in short-term borrowings with maturities of 3 months or less	3	(21)
Proceeds from short-term borrowings	0	0
Repayments of short-term borrowings	0	0
Proceeds from long-term debt	(405)	0
Repayments of long-term debt	633	1
Purchases of treasury stock, including related fees	0	0
Dividends to parent	112	76
Contributions from parent	0	(16)
Stock option exercises	0	0
Series A common stock dividends	0	0
Return of capital to parent	870	0
Contributions from noncontrolling interests	0	0
Other, net	0	0
Net cash provided by (used in) financing activities	1,213	40
Exchange rate effects on cash and cash equivalents	0	0
Net increase (decrease) in cash and cash equivalents	0	0
Cash and cash equivalents as of beginning of period	0	0
Cash and cash equivalents as of end of period	$ 0	$ 0