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): FEBRUARY 25, 2005
SOLUTIA INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
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(STATE OF INCORPORATION)
001-13255 43-1781797
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(COMMISSION (IRS EMPLOYER
FILE NUMBER) IDENTIFICATION NO.)
575 MARYVILLE CENTRE DRIVE, P.O. BOX 66760, ST. LOUIS, MISSOURI 63166-6760
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(314) 674-1000
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REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE
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 7.01. REGULATION FD DISCLOSURE
As previously reported, on December 17, 2003, Solutia Inc.
("Solutia") and its 14 U.S. subsidiaries filed voluntary petitions for
reorganization under Chapter 11 of the U.S. Bankruptcy Code (the "Bankruptcy
Code") in the U.S. Bankruptcy Court for the Southern District of New York
(the "Bankruptcy Court"). The cases were consolidated for the purpose of
joint administration and were assigned case number 03-17949 (PCB). Solutia's
subsidiaries outside the United States were not included in the Chapter 11
filing.
On February 25, 2005, Solutia filed with the Bankruptcy Court as
required by the Bankruptcy Code its monthly operating report for the period
January 1, 2005 through January 31, 2005 and its amended monthly operating
report for the period December 1, 2004 through December 31, 2004
(collectively, the "Monthly Operating Reports"). The required Monthly
Operating Reports are furnished hereunder as Exhibits 99.1 and 99.2,
respectively.
Cautionary Statements Regarding Financial and Operating Data
Solutia cautions investors and potential investors not to place
undue reliance upon the information contained in the Monthly Operating
Reports, and they were not prepared for the purpose of providing the basis
for an investment decision relating to any of the securities of any of
Solutia or its subsidiaries, or any other affiliate of Solutia. The Monthly
Operating Reports were not audited or reviewed by independent accountants,
are as prescribed by applicable bankruptcy laws, and are subject to future
adjustment and reconciliation. There can be no assurance that, from the
perspective of an investor or potential investor in Solutia's securities,
the Monthly Operating Reports are complete.
The Monthly Operating Reports also contain information for periods
which are shorter or otherwise different from those required in Solutia's
reports pursuant to the Exchange Act, and such information might not be
indicative of Solutia's financial condition or operating results for the
period that would be reflected in Solutia's financial statements or in its
reports pursuant to the Exchange Act. Results set forth in the Monthly
Operating Reports should not be viewed as indicative of future results.
Limitation on Incorporation by Reference
In accordance with General Instruction B.2 of Form 8-K, the
information in this Form 8-K furnished pursuant to Item 7.01 shall not be
deemed to be "filed" for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the
liabilities of that section, nor shall such information be deemed
incorporated by reference in any filing under the Exchange Act or Securities
Act of 1933, as amended, except as shall be expressly set forth by specific
reference in such a filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits:
Exhibit Number Description
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99.1 Monthly Operating Statement for the Month of January 2005
99.2 Amended Monthly Operating Statement for the Month of
December 2004
SIGNATURES
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, THEREUNTO DULY AUTHORIZED.
SOLUTIA INC.
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(Registrant)
/s/ Rosemary L. Klein
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Senior Vice President, General Counsel
and Secretary
DATE: February 25, 2005