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 27, 2000
UNION CARBIDE CORPORATION
(Exact name of registrant as specified in its charter)
New York 1-1463 13-1421730
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
39 Old Ridgebury Rd, Danbury, CT 06817-0001
(Address of principal executive offices) (Zip code)
Registrant's telephone number,
including area code 203-794-2000
Not applicable
(Former name or former address, if changed since last report)
<PAGE>
Item 5. OTHER EVENTS
With reference to the Agreement and Plan of Merger, dated as of
August 3, 1999, among Union Carbide Corporation, a New York
corporation ("Union Carbide"), The Dow Chemical Company, a Delaware
corporation ("Dow Chemical"), and Transition Sub Inc., a Delaware
corporation, Dow Chemical and Union Carbide have entered into a
letter agreement filed herewith as Exhibit 99, which letter agreement
was sent by Union Carbide to Dow Chemical on September 27, 2000 and
executed by Dow Chemical on September 27, 2000.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(C) Exhibits.
99. Letter Agreement, dated September 27, 2000, with reference
to the Agreement and Plan of Merger, dated as of August 3,
1999, among Union Carbide Corporation, a New York
corporation, The Dow Chemical Company, a Delaware
corporation, and Transition Sub Inc., a Delaware
corporation.
- 2 -
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: September 27, 2000
UNION CARBIDE CORPORATION
/s/ J. Macdonald
J. Macdonald
Assistant Secretary
- 3 -
<PAGE>
EXHIBIT INDEX
Exhibits
99. Letter Agreement, dated September 27, 2000, with reference to the
Agreement and Plan of Merger, dated as of August 3, 1999, among Union
Carbide Corporation, a New York corporation, The Dow Chemical Company,
a Delaware corporation, and Transition Sub Inc., a Delaware corporation.
- 4 -
<PAGE>
