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- S-4/A Registration of securities issued in business combination transactions
- 3.1 Certificate of Incorporation of Hexion U.S. Finance Corp.
- 3.2 Bylaws of Hexion U.S. Finance Corp.
- 3.3 Memorandum of Association of Hexion Nova Scotia Finance, Ulc
- 3.4 Articles of Association of Hexion Nova Scotia Finance, Ulc
- 3.5 Certificate of Incorporation of Hexion Specialty Chemicals
- 3.7 Certificate of Incorporation of BDS Two, Inc.
- 3.8 Bylaws of BDS Two, Inc.
- 3.9 Certificate of Incorporation of Borden Chemical Investments, Inc.
- 3.10 Bylaws of Borden Chemical Investments, Inc.
- 3.11 Certificate of Incorporation of Borden Chemical Foundry, Inc.
- 3.12 Bylaws of Borden Chemical Foundry, Inc.
- 3.13 Certificate of Incorporation of HSC Capital Corporation
- 3.14 Bylaws of HSC Capital Corporation
- 3.15 Certificate of Incorporation of Lawter International Inc.
- 3.16 Bylaws of Lawter International Inc.
- 3.17 Certificate of Incorporation of Borden Chemical International, Inc.
- 3.18 Bylaws of Borden Chemical International, Inc.
- 3.19 Certificate of Incorporation of Bakelite North America Holding Company
- 3.20 Bylaws of Bakelite North America Holding Company
- 3.21 Certificate of Incorporation of Bakelite Epoxy Polymers Corporation
- 3.22 Bylaws of Bakelite Epoxy Polymers Corporation
- 3.23 Certificate of Incorporation of Oilfield Technology Group, Inc.
- 3.24 Bylaws of Oilfield Technology Group, Inc.
- 3.25 Certificate of Formation of Hexion Ci Holding Company
- 3.26 Limited Liability Company Agreement of Hexion Ci Holding Company
- 4.27 Second Supplemental Indenture
- 4.28 Second Supplemental Indenture
- 4.29 Third Supplemental Indenture
- 4.30 Third Supplemental Indenture
- 4.31 Third Supplemental Indenture
- 5.1 Opinion of O'melveny & Myers LLP
- 5.2 Opinion of Connell Foley LLP
- 5.3 Opinion of Stewart Mckelvey Stirling Scales
- 12.1 Statement Regarding Computation of Ratios
- 21.1 List of Subsidiaries of the Registrant
- 23.1 Consent of Deloitte & Touche LLP
- 23.2 Consent of Pricewaterhousecoopers LLP
- 23.3 Consent of Pricewaterhousecoopers LLP
- 23.4 Consent of Pricewaterhousecoopers Aktiengesellschaft
- 25.1 Form T-1
- 99.1 Consent of Nigel D.T. Andrews
- 99.2 Consent of David C. House
- 99.3 Letter of Transmittal
- 99.4 Notice of Guaranteed Delivery
- 99.5 Letter to Brokers
- 99.6 Letter to Clients
- 30 Mar 10 Registration of securities issued in business combination transactions
- 17 Apr 07 Registration of securities issued in business combination transactions
- 30 Jun 06 Registration of securities issued in business combination transactions
- 28 Dec 05 Registration of securities issued in business combination transactions (amended)
Exhibit 99.2
David C. House
c/o HEXION SPECIALTY CHEMICALS, INC.
180 East Broad Street
Columbus, Ohio 43215
December 16, 2005
William H. Carter
Hexion Specialty Chemicals, Inc.
180 East Broad Street
Columbus, Ohio 43215
Dear Mr. Carter:
As we have discussed, I have agreed to serve as a member of the Board of Directors of Hexion Specialty Chemicals, Inc., a New Jersey corporation (the “Company”). I understand I may be elected as a director of the Company prior to the Company’s initial public offering of its common stock. I consent to being named as a future Board member of the Company in the Form S-4 registration statement and any amendments thereto filed in connection with the Company’s offer to exchange up to $150,000,000 aggregate principal amount of its registered Second-Priority Senior Secured Floating Rate Notes Due 2010 for a like principal amount of its outstanding Second-Priority Senior Secured Floating Rate Notes Due 2010 and up to $325,000,000 aggregate principal amount of its registered 9% Second-Priority Senior Secured Notes Due 2014 for a like principal amount of its outstanding 9% Second-Priority Senior Secured Notes Due 2014.
Very truly yours,
/s/ David C. House
David C. House