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)
                              January 21, 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



         Total number of sequentially numbered pages in this filing,
                         including exhibits thereto:    5




Item 5.  OTHER EVENTS.


         See the joint press release dated January 21, 2000 issued by
         Union Carbide Corporation and The Dow Chemical Company,
         accompanying this report as Exhibit 99.



Item 7.  FINANCIAL STATEMENTS AND EXHIBITS

         (C)  Exhibits.

              99.  Joint press release dated January 21, 2000
                   issued by Union Carbide Corporation and The Dow
                   Chemical Company.






































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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:  January 21, 2000



                                        UNION CARBIDE CORPORATION





                                        By:  /s/J. Macdonald
                                             J. Macdonald
                                             Assistant Secretary

















                                    - 3 -



                              EXHIBIT INDEX



Exhibits

99.  Joint press release dated January 21, 2000 issued by Union
     Carbide Corporation and The Dow Chemical Company.















































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