Recast 8-K Cover



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):
November 1, 2011


THE DOW CHEMICAL COMPANY
(Exact name of registrant as specified in its charter)
            
Delaware
(State or other jurisdiction of
incorporation)


1-3433
(Commission File Number)



38-1285128
(IRS Employer Identification No.)



2030 DOW CENTER, MIDLAND, MICHIGAN 48674
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 989-636-1000
Not applicable
(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:

[  ] 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 8.01 Other Events.

The Dow Chemical Company (“Dow” or the “Company”) is filing this Current Report on Form 8‑K to reflect a change in reportable segments described below with respect to the financial information contained in the Company's Annual Report on Form 10‑K for the year ended December 31, 2010, which was filed with the United States Securities and Exchange Commission (“SEC”) on February 18, 2011 (“2010 Form 10‑K”). In addition, a change to December 31, 2010 balance sheet amounts has been made to properly classify the current portion of "Deferred charges and other assets" of $349 million to "Other current assets." The information in this Current Report on Form 8‑K is not an amendment to or restatement of the 2010 Form 10‑K.

Beginning in the third quarter of 2011, The Dow Chemical Company (“Dow” or the “Company”) changed its reportable segments due to recent changes in the Company's organization. Following are the new segments along with key changes:

Electronic and Functional Materials
Formerly named Electronic and Specialty Materials
A portion of the Company's share of the results of Dow Corning Corporation, a joint venture of the Company, moved to Coatings and Infrastructure Solutions
Dow Water and Process Solutions moved to Coatings and Infrastructure Solutions

Coatings and Infrastructure Solutions
Formerly named Coatings and Infrastructure
Includes Dow Water and Process Solutions previously aligned with Electronic and Specialty Materials
Includes Performance Monomers previously aligned with Performance Products
Includes a portion of the Company's share of the results of Dow Corning Corporation previously aligned with Electronic and Specialty Materials
Dow Adhesives and Functional Polymers moved to Performance Plastics

Agricultural Sciences
Formerly named Health and Agricultural Sciences

Performance Materials
Reflects the combination of segments formerly named Performance Systems and Performance Products
Includes Chlorinated Organics previously aligned with Chemicals and Energy
Performance Monomers moved to Coatings and Infrastructure Solutions
Dow Elastomers and Dow Wire and Cable moved to Performance Plastics

Performance Plastics
Formerly named Plastics
Includes Dow Electrical and Telecommunications (formerly named Dow Wire and Cable) and Dow Elastomers previously aligned with Performance Systems
Includes Dow Adhesives and Functional Polymers previously aligned with Coatings and Infrastructure
Dow Adhesives and Functional Polymers and Dow Specialty Packaging and Films (previously part of Dow Elastomers) combined to form Dow Packaging and Converting

Feedstocks and Energy
Reflects the combination of segments formerly named Chemicals and Energy and Hydrocarbons
Chlorinated Organics moved to Performance Materials

The following Items of the 2010 Form 10‑K have been presented to retrospectively reflect the change in reportable segments as described above, and are attached as Exhibit 99.1 to this Current Report on Form 8‑K:
Part I, Item 1. Business.
Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Part II, Item 8. Financial Statements and Supplementary Data.






No other Items of the 2010 Form 10‑K other than those identified above are being revised by this filing. Information in the 2010 Form 10‑K is generally stated as of December 31, 2010 and this filing does not reflect any subsequent information or events other than the change in reportable segments described above. Without limiting the foregoing, this filing does not purport to update Management's Discussion and Analysis of Financial Condition and Results of Operations contained in the 2010 Form 10‑K for any information, uncertainties, transactions, risks, events or trends occurring, or known to management. More current information is contained in the Company's Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2011, June 30, 2011 and September 30, 2011 and other filings with the SEC. This Current Report on Form 8‑K should be read in conjunction with the 2010 Form 10‑K and such Quarterly Reports on Form 10‑Q and other filings. The Quarterly Reports on Form 10‑Q and other filings contain information regarding events, developments and updates to certain expectations of the Company that have occurred since the filing of the 2010 Form 10‑K.


Item 9.01 Financial Statements and Exhibits.

Exhibit No.
 
Description
 
 
 
23(a)
 
Consent of Independent Registered Public Accounting Firm.
 
 
 
23(b)
 
Analysis, Research & Planning Corporation's Consent.
 
 
 
99.1
 
As Adjusted Part I, Item 1. Business. As Adjusted Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. As Adjusted Part II, Item 8. Financial Statements and Supplementary Data.
 
 
 
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





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.

THE DOW CHEMICAL COMPANY
Registrant
Date: November 1, 2011

/s/ RONALD C. EDMONDS
Ronald C. Edmonds
Vice President and Controller







 
 
EXHIBIT INDEX
 
 
 
Exhibit No.
 
Description
 
 
 
23(a)
 
Consent of Independent Registered Public Accounting Firm.
 
 
 
23(b)
 
Analysis, Research & Planning Corporation's Consent.
 
 
 
99.1
 
As Adjusted Part I, Item 1. Business. As Adjusted Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. As Adjusted Part II, Item 8. Financial Statements and Supplementary Data.
 
 
 
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