Forward-Looking Statements
and Additional Information

This presentation contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. These statements include those that refer to Ashland’s operating performance and expectations about this
transaction, including those statements that refer to the expected benefits of the transaction to Ashland’s shareholders. Although Ashland believes
its expectations are based on reasonable assumptions, it cannot assure the expectations reflected herein will be achieved. These forward-looking
statements are based upon internal forecasts and analyses of current and future market conditions and trends, management plans and strategies,
weather, operating efficiencies and economic conditions, such as prices, supply and demand, cost of raw materials, and legal proceedings and
claims (including environmental and asbestos matters) and are subject to a number of risks, uncertainties, and assumptions that could cause
actual results to differ materially from those we describe in the forward-looking statements. The risks, uncertainties and assumptions include the
possibility that Ashland will be unable to fully realize the  benefits anticipated from the transaction; the possibility of failing to receive a favorable
ruling from the Internal Revenue Service; the possibility that Ashland fails to obtain the approval of its shareholders; the possibility that the
transaction may not close or that Ashland may be required to modify some aspect of the transaction to obtain regulatory approvals; and other
risks that are described from time to time in the Securities and Exchange Commission reports of Ashland. Other factors and risks affecting Ashland
are contained in Ashland’s Form 10-K for the fiscal year ended Sept. 30, 2003, filed with the Securities and Exchange Commission (SEC) and
available in Ashland’s Investor Relations website at www.Ashland.com/investors or the SEC’s website at www.sec.gov. Ashland undertakes no
obligation to subsequently update or revise the forward-looking statements made in this presentation to reflect events or circumstances after the
date of this presentation.

Additional Information About This Transaction

Investors and security holders are urged to read the proxy statement/prospectus regarding the proposed transaction when it becomes available
because it will contain important information. The proxy statement/prospectus will be filed with the SEC by Ashland, and security holders may
obtain a free copy of the proxy statement/prospectus when it becomes available, and other documents filed with the SEC by Ashland, at the
SEC’s website at www.sec.gov. The proxy statement/prospectus, and other documents filed with the SEC by Ashland, may also be obtained for
free in the SEC filings section on Ashland’s Investor Relations website at www.Ashland.com/investors, or by directing a request to Ashland at 50
E. RiverCenter Blvd., Covington, KY 41012. The respective directors and executive officers of Ashland and other persons may be deemed to be
participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Ashland’s directors and executive officers
is available in its proxy statement filed with the SEC by Ashland on December 8, 2003. Investors may obtain information regarding the interests
of participants in the solicitation of proxies in connection with the transaction referenced in the following information by reading the proxy statement/
prospectus when it becomes available.

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