8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported):  September 10, 2008

OLIN CORPORATION

(Exact name of registrant as specified in its charter)

Virginia	1-1070	13-1872319
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

	190 Carondelet Plaza, Suite 1530 Clayton, MO (Address of principal executive offices)	63105-3443 (Zip Code)
(314) 480-1400 (Registrant's telephone number, including area code)

 (Former name or former address, if changed since last report)

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

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

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

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

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

Item 7.01.                                Regulation FD Disclosure.

In accordance with General Instruction B.2. of Form 8-K, the following information shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. Olin disclaims any intention or obligation to update or revise this information.

Attached as Exhibit 99.1 and incorporated herein by reference, is a copy of the slides which will be presented at the KeyBanc Basic Materials & Packaging Conference to be held in Boston on September 11, 2008. Copies of the presentation slides for the conference will also be available prior to the presentation on Olin’s web site www.olin.com in the Investors section under Investor Presentations.

Attached as Exhibit 99.2 and incorporated herein by reference is a copy of the Company’s press release dated September 10, 2008, announcing that it has declared a force majeure for product shipments from its St. Gabriel, LA facility, until further notice.  The force majeure was declared due to the continuing impacts of Hurricane Gustav.  The products affected by this force majeure event are chlorine, caustic soda and hydrogen.

Item 9.01.                                Financial Statements and Exhibits.

Exhibit No.	Exhibit
99.1	Presentation slides for meeting on September 11, 2008
99.2	Press Release dated September 10, 2008

SIGNATURE

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

OLIN CORPORATION

By:           /s/ George H. Pain

          Name:      George H. Pain

     Title:        Vice President, General Counsel and Secretary

Date:  September 10, 2008

EXHIBIT INDEX

Exhibit No.	Exhibit
99.1	Presentation slides for meeting on September 11, 2008
99.2	Press Release dated September 10, 2008

EX-99.1

1

KeyBanc Basic Materials &
Packaging ConferenceSeptember 11, 2008

Exhibit 99.1

2

Olin Representatives

John E. Fischer

Vice President & Chief Financial Officer

John L. McIntosh

Vice President & President, Chlor Alkali Products

Larry P. Kromidas

Assistant Treasurer & Director, Investor Relations

lpkromidas@olin.com

(618) 258 - 3206

3

Investment Rationale

•Strong outlook based on:

–Historically high ECU prices

–Benefits from the Pioneer acquisition

–Increasing profitability from Winchester

•Strong balance sheet with no debt maturities until
2011

•Substantial cash flow supports 81+ year continuous
common dividend with above average yield

4

Olin Vision

To be a leading Basic Materials company delivering
attractive, sustainable shareholder returns

•Being low cost, high quality producer, and #1 or
#2 supplier in the markets we serve

•Providing excellent customer service and
advanced technological solutions

•Generating returns above the cost of capital over
the economic cycle

5

Total Return to Shareholders in Top Third of S&P Mid Cap 400

Return on Capital Employed Over Cost of Capital Through the Cycle

Olin Corporation Goal:Superior Shareholder Returns

Olin Corporate Strategy

1.Build on current leadership positions in Chlor-Alkali
and Ammunition

•Improve operating efficiency and profitability

•Integrate downstream selectively

2.Allocate resources to the businesses that can create the
most value

3.Manage financial resources to satisfy legacy liabilities

6

Impact of Strategic Actions
“The New Olin”

•Improved profitability

•Improved product mix with increased value-added
bleach and greater geographic diversity

•Stronger balance sheet with reduced working capital
investment and volatility

•$30 million per year lower legacy costs

7

Olin’s Chlor Alkali Strategy

•Be the preferred supplier to chlor alkali customers in
addition to being the low cost producer

•Goal is to increase the value of the Chlor Alkali
Division to Olin through:

–Optimizing capacity utilization

–Higher margin downstream products

–Cost reduction and financial discipline

8

ECU = Electrochemical Unit; a unit of measure reflecting the chlor-alkali process outputs of

1 ton of chlorine, 1.13 tons of 100% caustic soda and 0.3 tons of hydrogen.

2

2

9

Pioneer Acquisition

•Synergistic, bolt-on acquisition that enhances our
chlor-alkali franchise

–Immediately accretive to earnings and cash flow that
remains highly accretive throughout the cycle

–Improves profitability through synergies and capacity
optimization

–Provides platform for value-added growth

•#1 supplier of industrial bleach in North America

•St. Gabriel, LA conversion and expansion

10

Synergies & Cost Reductions

•Approximately $10 million of synergies realized in Q2

•Original synergy forecast increased from $35 million
annual rate to more than $40 million; about 10% of
purchase price

•Synergies of $8 to $10 million annually expected to be
realized from the Q2 Dalhousie, NB plant closing

•St. Gabriel, LA expansion/conversion expected to reduce
annual energy costs by approximately $25 million and
brine costs by approximately $5 million

11

Pioneer Acquisition moves Olin up to #3 Producer and…

Source: CMAI/Olin

Includes St. Gabriel conversion/expansion, Sunbelt joint venture and Dalhousie shutdown.

Presumes Shintech startup during 2008. Oxy includes OxyVinyls.

Chlorine Capacities

12

…

Enhances Olin

’

s Operational and Geographical Platform

39

Pioneer Chlorine Plants

Pioneer Bleach Plants

Source: /Olin

Tacoma, WA

Tracy, CA

Santa Fe Springs, CA

Henderson, NV

St. Gabriel, LA

McIntosh, AL

Augusta, GA

Charleston, TN

Niagara Falls, NY

Becancour

, Quebec

Olin Chlorine & Bleach Plants

1,955

Total

108

Augusta, GA

152

Henderson, NV

160

McIntosh, AL(50%

Sunbelt)

246

St. Gabriel, LA

(2)

248

Charleston, TN

286

Niagara Falls, NY

340

Becancour

, Quebec

(1)

415

McIntosh, AL

1,955

Total

108

Augusta, GA

152

Henderson, NV

160

Sunbelt)

246

St. Gabriel, LA

(2)

248

Charleston, TN

286

Niagara Falls, NY

340

Becancour

, Quebec

(1)

415

Chlorine Capacity

(

-

000 Short Tons)

Location

(1)

Pioneer

’

s

Becancour

Plant has 275,000 short tons

diaphragm and 65,000 short tons membrane capacity

(2)

Pioneer

’

s St. Gabriel plant includes the announced

49,000 short tons capacity expansion and conversion to

membrane cell

Plant Locations

13

•Industry pricing environment has improved through:

–Net capacity reductions of about 12% since 2000

–Higher natural gas prices have increased competitor
manufacturing costs by $25 to $30 an ECU for every
$1 increase in natural gas (the Olin system exposure to
natural gas is less than 25%)

–Weaker U.S. dollar and higher transportation costs
have significantly reduced caustic imports

–A $10 ECU change equals a $17 million change in
pretax income at full operating capacity, all other items
being unchanged, or $0.15/share at a 35% tax rate

* ECU Netback = ECU price - freight +/- customer premiums/discounts

ECU Netback* Environment

14

Olin ECU Netback Outlook

•1st half caustic price announcements totaling $490-495
per ECU are supported by tight caustic supply, expected
to be realized in Q3, Q4 and into 2009

•3rd quarter caustic price announcement of $130 is
expected to be realized in Q4 and Q1’09

•Higher ECU netbacks are driven by caustic pricing
offsetting lower chlorine prices and higher freight costs:

2006200720082008 Caustic Price

NetbackNetbackNetbackAnnouncements

Q1$590$500$580$ 80

Q2$560$510$590$410 - - $415

Q3$540$540$130

Q4$520$555

15

Capacity Rationalization: 2000-2012

Source: Olin Data

Technology Key: DIA=Diaphragm, HG=Mercury, MB=Membrane, STB=Salt-to-Bleach.

Chlor Alkali Capacity Reductions

Chlor Alkali CapacityExpansions

Company	Location	Tech	ECU
COMPLETED
Dow	Ft. Saskatchewan	DIA	526,000
Dow	Plaquemine, LA	DIA	375,000
Formosa Plastics	Baton Rouge, LA	DIA	201,000
La Roche	Gramercy, LA	DIA	198,000
Oxy Vinyls LP	Deer Park, TX	DIA/HG	395,000
Georgia Pacific	(3 locations)	DIA/HG	24,000
Pioneer	Tacoma, WA	DIA/MB	214,000
Atofina	Portland, OR	DIA/MB	187,000
St. Anne Chem	Nackawic, NB	MB	10,000
PPG	Lake Charles, LA	HG	280,000
Oxy (KOH)	Taft, LA	HG	210,000
OXY	Delaware City, DE	HG	145,000
Olin (KOH)	Charleston, TN	HG	110,000
Holtra Chem	Orrington, ME	HG	80,000
Holtra Chem	Acme, NC	HG	66,000
Mexichem	Santa Clara, Mex	HG	40,000
Cedar Chem	Vicksburg, MS	HG	40,000
Olin	Dalhousie, NB	HG	36,000
ANNOUNCED
Dow	Freeport, TX	DIA	2,675,000
Olin	St. Gabriel, LA	HG	197,000
Canexus	North Vancouver, BC	DIA	145,000
ERCO	Port Edwards, WI	HG	80,000
Reductions			6,234,000

Reductions(6,234,000)

Expansions5,121,000

Net Reduction(1,113,000)

Company	Location		Tech	ECU
COMPLETED
Dow	Freeport, TX		MB	500,000
PPG	Lake Charles, LA		MB	280,000
Oxy	Geismer, LA		MB	210,000
Equachlor	Longview, WA		MB	88,000
Westlake	Calvert City, KY		MB	80,000
SunBelt	McIntosh, AL		MB	70,000
Mexichem	Santa Clara, Mex		MB	45,000
Oxy	Various Sites		MB	22,000
AV Nackawic	Nackawic, NB		MB	10,000
Kuehne	Delaware City, DE		STB	40,000
Trinity	Hamlet, NC		STB	40,000
Odyssey	Tampa, FL		STB	30,000
BleachTech	Seville, OH		STB	20,000
ANNOUNCED
Dow1		Freeport, TX	MB	2,225,000
Shintech		Plaquemine, LA	MB	330,000
Shintech		Plaquemine, LA	MB	240,000
Westlake		Geismar, LA	MB	250,000
Olin		St. Gabriel	MB	246,000
Canexus		North Vancouver, BC	MB	180,000
ERCO		Port Edwards, WI	MB	80,000
Allied Universal		Fort Pierce, FL	STB	40,000
BleachTech		St. Petersburg, VA	STB	40,000
K2 Pure		Los Angeles, CA	STB	55,000
Expansions				5,121,000

Annual caustic demand growth: 0.8% or 110,000 Tons/Year

1 Dow’s supply agreement renewal with Shintech is expected to eliminate Shintech’s plans for a Chocolate Bayou plant.

16

Why Industrial Bleach

•Olin is the leading bleach producer with a current
capacity of 250 million gallons, or 160,000 equivalent
ECUs, in a 1 billion gallon market

•Bleach commands a $100 to $200 price premium over
ECU selling prices

•Utilizes both chlorine and caustic soda

•Regional nature of bleach business benefits Olin’s
geographic diversity

•Platform for future growth in fastest growing segment

17

Products

End Uses

Winchester ® sporting ammunition -- shot- shell, small caliber centerfire & rimfire ammunition	Hunters & recreational shooters, law enforcement agencies
Small caliber military ammunition	Infantry and mounted weapons
Industrial products -- 8 gauge loads & powder- actuated tool loads	Maintenance applications in power & concrete industries, powder-actuated tools in construction industry

Winchester Products

18

Winchester’s Strategy

•Leverage existing strengths

–Seek new opportunities to leverage the
legendary Winchester® brand name

–Investments that maintain Winchester as the
retail brand of choice, and lower costs

•Focus on product line growth

–Continue to develop new product offerings

•Provide returns in excess of Cost of Capital

19

Winchester

•Twelve price increases announced since beginning of
2004 to offset higher metal prices

•Other U.S. manufacturers, including Remington and
ATK, have implemented similar price increases

•Continued expansion of military and law enforcement
business now accounts for 25 - 30% of total revenue:

–Military awards of approximately $100 million in 2007

–FBI awards of $54 million each in 2007 and 2008

–3rd and 4th deliveries of Second Source contract secured
totaling approximately $60 million

20

Financial Highlights

•Strong Balance Sheet

–Gross Debt / EBITDA is less than 1x

–Ample liquidity with multi-year lines of credit
totaling $350 million and cash of $207 million

–Pension plan now over-funded

•Strong Profit Outlook

–ECU price trend is favorable due to strength of caustic
soda

–Winchester performance continues to improve

–Significant reduction in legacy costs

21

•Strong outlook based on:

–Historically high ECU prices

–Benefits from the Pioneer acquisition

–Increasing profitability from Winchester

•Strong balance sheet with no debt maturities until
2011

•Substantial cash flow supports 81+ year continuous
common dividend with above average yield

Investment Rationale

22

Forward-Looking Statements

This presentation contains estimates of future
performance, which are forward-looking
statements and actual results could differ
materially from those anticipated in the forward-
looking statements.Some of the factors that
could cause actual results to differ are described
in the business and outlook sections of Olin’s
Form 10-K for the year ended December 31, 2007
and in Olin’s Second Quarter 2008 Earnings
Release. These reports are filed with the U.S.
Securities and Exchange Commission.

23

1892 founded in East Alton, IL providing
blasting powder to Midwestern coal mines

1898 formed Westerner Cartridge Co to
manufacture small arms ammunition

1931 acquires Winchester Repeating Arms

1940s & 1950s acquires cellophane, paper,
lumber & powder-actuated tools businesses

1892 founded in Saltville, VA to produce
soda ash.

1896 builds first chlor-alkali plant in US

1909 introduces first commercial
production of liquefied chlorine

1940s & 1950s builds plants in Lake
Charles, LA & McIntosh, AL, buys Squibb

1954 Merger creates the Olin Mathieson Chemical Corporation

1950s & 1960 entered into phosphates, aluminum, urethanes, TDI, skis,
camping equipment, homebuilding and expanded paper and forestry businesses

1970s to 2000 consolidation back to core businesses, spin-offs included forest
products (Olinkraft), military ordinance (Primex) and specialty chemicals
(Arch) and sold aluminum, TDI, urethanes and Squibb businesses

2007 acquired Pioneer and sold the Metals business, resulting in a company
similar in businesses to that which existed in the late 1890s

Olin IndustriesMathieson Chemical Corp.

Appendix

24

(1) Olin production capacity includes Sunbelt & other joint ventures.Source: CMAI - May, 2008

North American ECU Capacity

25

Source: CMAI, 2008

“Organics” includes: MDI, TDI, polycarbonates, monosodium glutamate, and more.

“Inorganics” includes: titanium dioxide (TiO2), sodium silicates, sodium cyanide, and more.

North American Chlorine
Demand by End Use

26

Source: CMAI, 2008

“Organics” includes: MDI, TDI, polycarbonates, monosodium glutamate, and more.

“Inorganics” includes: titanium dioxide (TiO2), sodium silicates, sodium cyanide, and more.

North American Caustic Soda
Demand by End Use

EX-99.2