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): July 29, 2010

CELANESE CORPORATION

(Exact Name of Registrant as specified in its charter)

DELAWARE		001-32410		98-0420726
(State or other jurisdiction		(Commission File		(IRS Employer
of incorporation)		Number)		Identification No.)

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (972) 443-4000

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 (see General Instruction A.2. below):

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 2.02 Results of Operations and Financial Condition

     On July 29, 2010, Celanese Corporation (the “Company”) issued a press release reporting its financial results for the second quarter of 2010. A copy of the press release is attached to this Current Report on Form 8-K (“Current Report”) as Exhibit 99.1 and is incorporated herein by reference solely for purposes of this Item 2.02 disclosure.

Item 7.01 Regulation FD Disclosure

     On July 29, 2010, David N. Weidman, Chairman and Chief Executive Officer of the Company, and Steven M. Sterin, Senior Vice President and Chief Financial Officer of the Company, will make a presentation to investors and analysts via a webcast hosted by the Company at 10:00 a.m. ET (9:00 a.m. CT). The webcast and slide presentation may be accessed on our website at www.celanese.com under Investor/Presentations & Webcasts. A copy of the slide presentation posted during the webcast is attached to this Current Report as Exhibit 99.2 and is incorporated herein by reference solely for purposes of this Item 7.01 disclosure.

Item 9.01 Financial Statements and Exhibits.

     (d) Exhibits

Exhibit Number		Description
99.1		Press Release dated July 29, 2010*
99.2		Slide Show Presentation dated July 29, 2010*

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 hereunto duly authorized.

Date: July 29, 2010

Exhibit Index

Exhibit Number		Description
99.1		Press Release dated July 29, 2010*
99.2		Slide Show Presentation dated July 29, 2010*

Exhibit 99.1

Corporate News Release		Celanese Corporation Investor Relations 1601 West LBJ Freeway Dallas, Texas 75234

Celanese Corporation Reports Strong Second Quarter Results;
Raises Full Year Outlook

Second quarter highlights:

	•		Net sales were $1,517 million, up 22% from prior year period
	•		Operating profit was $156 million versus $89 million in prior year period
	•		Net earnings were $160 million versus $109 million in prior year period
	•		Operating EBITDA was $332 million versus $248 million in prior year period
	•		Diluted EPS from continuing operations was $1.03 versus $0.70 in prior year period
	•		Adjusted EPS was $1.12 versus $0.56 in prior year period

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in $ millions, except per share data) — Unaudited		2010				2009				2010				2009
						As adjusted								As adjusted
Net sales			1,517				1,244				2,905				2,390
Operating profit (loss)			156				89				142				116
Net earnings (loss) attributable to Celanese Corporation			160				109				174				94
Operating EBITDA 1			332				248				574				389
Diluted EPS — continuing operations		$	1.03			$	0.70			$	1.11			$	0.60
Diluted EPS — total		$	1.01			$	0.69			$	1.10			$	0.60
Adjusted EPS 2		$	1.12			$	0.56			$	1.76			$	0.67

1		Non-U.S. GAAP measure. See reconciliation in Table 1.
2		Non-U.S. GAAP measure. See reconciliation in Table 6.

Dallas, July 29, 2010: Celanese Corporation (NYSE: CE), a leading global technology and specialty materials company, today reported second quarter 2010 net sales of $1,517 million, a 22 percent increase from the same period last year. The increase was primarily driven by significantly higher volumes across its business lines as the global economic recovery continued in the period. Net sales in the quarter also benefited from higher pricing in the company’s Acetyl Intermediates and Industrial Specialties businesses. Operating profit was $156 million compared with $89 million in the prior year period as operating margins expanded versus the prior year. Net earnings were $160 million compared with $109 million in the same period last year. Equity in net earnings and dividend income from the company’s strategic affiliates were $117 million, a $29 million increase versus the prior year period.

Adjusted earnings per share in the second quarter of 2010 were $1.12 compared with $0.56 in the same period last year. Adjusted earnings per share in the period are based on an effective tax rate of 20 percent and a diluted share count of 158.4 million. Operating EBITDA in the second quarter of 2010 was $332 million compared with $248 million in the prior year period. Adjusted earnings per share and operating EBITDA excluded a $3 million net benefit of other charges and other adjustments.

“Celanese’s strong performance in the quarter further demonstrated the earnings power of our technology and specialty materials businesses,” said David Weidman, chairman and chief executive officer. “Product demand across all regions and industries remained strong and reflected an ongoing, modest global economic recovery. The significant benefits of our fixed spending reduction efforts are clearly evident in the sustainable improvements in our operating performance.”

Recent Highlights

	•		Concluded the formal consultation process with employees and their representatives and is continuing to consider a plan to close its acetate flake and tow manufacturing operations in Spondon, Derby, United Kingdom in the latter part of 2011.
	•		Acquired two product lines, Zenite® liquid crystal polymer (LCP) and Thermx® polycyclohexylene-dimethylene terephthalate (PCT), from DuPont Performance Polymers.
	•		Announced five-year Environmental Health and Safety sustainability goals for occupational safety performance, energy intensity, greenhouse gases and waste management for the year 2015.
	•		Received American Chemistry Council’s (ACC) 2010 Responsible Care Initiative of the Year Award. This award recognizes companies that demonstrate leadership in the areas of employee health and safety, security or environmental protection in the chemical industry.

Second Quarter Segment Overview

Presentation of Ibn Sina Results

In April 2010, the company significantly expanded its existing relationship with its Ibn Sina affiliate in Saudi Arabia, including plans to construct a 50,000 ton polyacetal (POM) production facility in the Middle East and an increased indirect economic interest in the venture. Beginning in the second quarter of 2010, results from the company’s Ibn Sina investment are reported in the Advanced Engineered Materials segment using the equity method of accounting. These results were previously reported in the Acetyl Intermediates segment using the cost method of accounting. All financial results presented reflect this adjustment.

Advanced Engineered Materials

Advanced Engineered Materials delivered strong financial performance as it continued to demonstrate the significant operating leverage of its specialty engineered polymers business model. Net sales for the second quarter of 2010 were $282 million compared with $184 million in the prior year period. The increase was driven by significantly higher volumes as demand across its end-use industries continued to improve with the global economic recovery, and continued success in the innovation and commercialization of new products and applications. Second quarter 2010 net sales also benefited from sales related to the Future Advanced Composites Technology (FACT) long-fiber reinforced thermoplastics (LFT) business acquired in December 2009. Operating profit increased to $40 million compared with $1 million in the same period last year, driven by the higher volumes and increased value-in-use pricing for its high performance polymers. Operating EBITDA was $98 million in the second quarter of 2010 compared with $36 million in the prior year period.

Equity earnings from the Ibn Sina affiliate, which are now included in the segment’s operating EBITDA, were $24 million in the second quarter of 2010 compared with $8 million in the prior year period. Ibn Sina’s improved performance was attributed to increased pricing for methanol and methyl tertiary-butyl ether (MTBE), as global demand significantly increased from the same period last year. Total equity earnings from the company’s Asian affiliates were $15 million, an increase of $11 million versus last year, reflecting increased global demand for the specialty engineered polymers. Overall earnings contributions from equity affiliates for the segment totaled $39 million in the current period compared with $12 million in the prior year period.

Consumer Specialties

Consumer Specialties continued to deliver stable earnings performance and realize the value of its strategic ventures in China. Net sales for the second quarter were $291 million compared with $280 million in the same period last year. The increase was driven by higher volumes, primarily associated with volume recovery from the electrical disruption and subsequent production outage at the company’s acetate manufacturing facility in Narrows, Virginia that occurred during the first quarter of 2010. Operating profit was $64 million compared with $66 million in the prior year period, as the higher volumes were unable to completely offset increased raw material and energy prices. Operating EBITDA was $149 million compared with $134 million in the same period last year, as dividends from the company’s acetate China ventures increased to $71 million, $18 million higher than the prior year period, reflecting improved performance in the region.

Industrial Specialties

Industrial Specialties delivered sustained results as its businesses continued to experience improved global demand. Net sales for the second quarter were $269 million compared with $267 million in the prior year period. The second quarter 2009 results included $48 million of sales associated with the polyvinyl alcohol (PVOH) business that the company divested in July 2009. Volumes improved across all of its businesses in North America and Europe as demand recovered. Vinyl acetate/ethylene emulsion production volumes at its Nanjing, China facility remained at full utilization on strong demand in the Asia Pacific region. As previously announced, the company plans to expand its production capacity in 2011 to support its continued success in new product development and application innovation. Operating profit was $16 million compared with $19 million in the same period last year, or compared with $6 million when excluding the second quarter 2009 results of the divested PVOH business, as the improved volume and pricing more than offset raw material price increases. Operating EBITDA in the second quarter of 2010 was $26 million compared with $35 million in the prior year period. The second quarter 2009 results included $14 million of operating EBITDA related to the divested PVOH business.

Acetyl Intermediates

Acetyl Intermediates delivered improved results, reflecting its leading acetyl technology position. Net sales were $782 million compared with $622 million in the same period last year, as improved global demand drove increased volumes and sustained operating margins throughout the acetyl chain. Pricing improved across all major acetyl derivative products on stronger global demand and higher raw material costs compared with the prior year. Industry utilization rates for acetic acid remained in the 80 percent range, while the company continued to operate its units at significantly higher rates. Operating profit improved to $68 million from $39 million in the same period last year, reflecting improved margins as well as lower manufacturing costs resulting from the closure of the company’s less advantaged acetic acid and vinyl acetate monomer (VAM) production operations in Pardies, France. Operating EBITDA was $96 million compared with $73 million in the prior year period.

Taxes

The tax rate for adjusted earnings per share was 20 percent in the first six months of 2010 compared with 29 percent in the first six months of 2009. The effective tax rate for continuing operations for the second quarter of 2010 was 27 percent versus 13 percent in the second quarter of 2009. The increase in the effective rate is primarily due to foreign losses not resulting in tax benefits in the current period. Cash taxes paid were $65 million in the first six months of 2010 compared with a net cash tax refund of less than $1 million in the first six months of 2009. The increase in cash taxes paid is primarily the result of a German tax refund in 2009 and the timing of cash taxes in certain jurisdictions.

Equity and Cost Investments

Earnings from equity investments and dividends from cost investments, which are reflected in the company’s adjusted earnings and operating EBITDA, were $117 million compared with $88 million in the same period last year. Equity and cost investment dividends, which are included in cash flows, were $107 million compared with $67 million in the same period last year. Dividends from the company’s acetate China ventures were $71 million in the second quarter of 2010, an $18 million increase from the prior year’s results.

The Ticona strategic affiliates in Asia reported earnings in equity investments of $15 million in the second quarter of 2010 compared with $4 million in the prior year period. Proportional affiliate EBITDA for the Asian affiliates was $38 million in the same period, a $25 million increase from second quarter 2009 results, as volumes increased significantly with improved global demand across the affiliates’ end-use applications.

Equity in net earnings for Ticona’s Middle Eastern affiliates, which includes the company’s Ibn Sina affiliate, were $24 million in the second quarter of 2010 compared with $8 million in the prior year period. Proportional affiliate EBITDA for the Middle Eastern affiliates was $32 million compared with $11 million in the prior year, due to increased profitability of its methanol and MTBE products associated with higher pricing on stronger global demand.

The company’s total proportional affiliate EBITDA was $86 million in the second quarter of 2010, $41 million more than reported in the company’s operating EBITDA. The company’s total proportional net debt of affiliates was approximately $87 million as of June 30, 2010.

Cash Flow

The company continued to generate positive cash flow, reflecting its specialty materials business model and sustained improvements in its cost structure. During the first six months of 2010, the company generated $219 million in cash from operating activities compared with $299 million in the prior year period. The increased earnings were offset by higher trade working capital and higher cash taxes, as well as cash outflows to fund previously announced and implemented productivity projects.

During the first six months of 2010, net cash used in investing activities was $275 million, compared with a cash inflow of $183 million in the same period last year. The 2010 results include $151 million of capital expenditures related to the relocation of Ticona’s business in Kelsterbach, Germany, and a cash outflow of $46 million related to the company’s acquisition of the Zenite® LCP and Thermx® PCT product lines from DuPont Performance Polymers. The 2009 results include $412 million of cash received and $147 million of capital expenditures related to the Ticona Kelsterbach plant relocation.

Net cash used in financing activities was $78 million compared with $59 million in the prior year. Second quarter 2010 results include a cash outflow of $20 million associated with the company’s share repurchase program.

Net debt at the end of the second quarter of 2010 was $2,346 million, a $6 million decrease from the end of the first quarter of 2010.

Outlook

Based on its strong performance during the first half of 2010 and expectations for a continued, modest economic recovery, the company raised its outlook for the full year. It now expects full year 2010 adjusted earnings per share to be at least $1.40 higher than its full year 2009 performance and its 2010 operating EBITDA to be at least $260 million higher than the previous year. The company had previously expected 2010 adjusted earnings per share and operating EBITDA to be at least $1.25 and $250 million higher than 2009, respectively.

“Based on our current customer order activity, we now expect 2010 results to be better than our previous outlook,” said Weidman. “While we remain cautious for the remainder of the year, based more on macroeconomic indicators than company-specific trends, the strength of our current business environment is expected to mitigate much of the seasonality we typically experience in the second half of the year.”

Contacts:
Investor Relations		Media — U.S.		Media — Europe
Mark Oberle		Jacqueline Terry		Jens Kurth
Phone: +1 972 443 4464		Phone: +1 972 443 4417		Phone: +49 (0)6107 772 1574
Telefax: +1 972 443 8519		Telefax: +1 972 443 8519		Telefax: +49 (0)6107 772 7231
Mark.Oberle@celanese.com		Jacqueline.Terry@celanese.com		J.Kurth@celanese.com

Celanese Corporation is a global technology leader in the production of specialty materials and chemical products which are used in most major industries and consumer applications. Our products, essential to everyday living, are manufactured in North America, Europe and Asia. Known for operational excellence, sustainability and premier safety performance, Celanese delivers value to customers around the globe with best-in-class technologies. Based in Dallas, Texas, the company employs approximately 7,400 employees worldwide and had 2009 net sales of $5.1 billion, with approximately 73% generated outside of North America. For more information about Celanese Corporation and its global product offerings, visit www.celanese.com.

Forward-Looking Statements

This release may contain “forward-looking statements,” which include information concerning the company’s plans, objectives, goals, strategies, future revenues or performance, capital expenditures, financing needs and other information that is not historical information. When used in this release, the words “outlook,” “forecast,” “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements are based upon current expectations and beliefs and various assumptions. There can be no assurance that the company will realize these expectations or that these beliefs will prove correct.

There are a number of risks and uncertainties that could cause actual results to differ materially from the results expressed or implied in the forward-looking statements contained in this release. These risks and uncertainties include, among other things: changes in general economic, business, political and regulatory conditions in the countries or regions in which we operate; the length and depth of business cycles, particularly in the automotive, electrical, electronics and construction industries; changes in the price and availability of raw materials; the ability to pass increases in raw material prices on to customers or otherwise improve margins through price increases; the ability to maintain plant utilization rates and to implement planned capacity additions and expansions; the ability to improve productivity by implementing technological improvements to existing plants; increased price competition and the introduction of competing products by other companies; changes in the degree of intellectual property and other legal protection afforded to our products; compliance costs and potential disruption of production due to accidents or other unforeseen events or delays in construction of facilities; potential liability for remedial actions and increased costs under existing or future environmental regulations, including those relates to climate change; potential liability resulting from pending or future litigation, or from changes in the laws, regulations or policies of governments or other governmental activities in the countries in which we operate; changes in currency exchange rates and interest rates; and various other factors discussed from time to time in the company’s filings with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it is made, and the company undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances.

Reconciliation of Non-U.S. GAAP Measures to U.S. GAAP

This release reflects the following performance measures: operating EBITDA, business operating EBITDA, proportional affiliate EBITDA, adjusted earnings per share, net debt and adjusted free cash flow, as non-U.S. GAAP measures. These measurements are not recognized in accordance with U.S. GAAP and should not be viewed as an alternative to U.S. GAAP measures of performance. The most directly comparable financial measure presented in accordance with U.S. GAAP in our consolidated financial statements for operating EBITDA and business operating EBITDA is operating profit; for proportional affiliate EBITDA is equity in net earnings of affiliates; for adjusted earnings per share is earnings per common share-diluted; for net debt is total debt; and for adjusted free cash flow is cash flow from operations.

Use of Non-U.S. GAAP Financial Information

	•		Operating EBITDA, a measure used by management to measure performance, is defined by the company as operating profit from continuing operations, plus equity in net earnings from affiliates, cost dividend income, other income and depreciation and amortization, and further adjusted for other charges and adjustments. We may provide guidance on operating EBITDA and are unable to reconcile forecasted operating EBITDA to a U.S. GAAP financial measure because a forecast of Other Charges and Adjustments is not practical. Our management believes operating EBITDA is useful to investors because it is one of the primary measures our management uses for its planning and budgeting processes and to monitor and evaluate financial and operating results.
	•		Business operating EBITDA, a measure used by management to measure performance of its internal operations, is defined by the company as operating profit from continuing operations, plus depreciation and amortization, and further adjusted for other charges and adjustments. This reflects the operating results of the company’s operations without regard to its equity and cost investments. The company believes that investors should consider business operating EBITDA when evaluating the company’s internal operations.
	•		Proportional affiliate EBITDA, a measure used by management to measure performance of its equity investments, is defined by the company as the proportional operating profit plus the proportional depreciation and amortization of its equity investments. The company has determined that it does not have sufficient ownership for operating control of these investments to consider their results on a consolidated basis. The company believes that investors should consider proportional affiliate EBITDA as an additional measure of operating results.
	•		Adjusted earnings per share is a measure used by management to measure performance. It is defined by the company as net earnings (loss) available to common shareholders plus preferred dividends, adjusted for other charges and adjustments, and divided by the number of basic common shares, diluted preferred shares, and options valued using the treasury method. We may provide guidance on an adjusted earnings per share basis and are unable to reconcile forecasted adjusted earnings per share to a U.S. GAAP financial measure without unreasonable effort because a forecast of Other Items is not practical. We believe that the presentation of this non-U.S. GAAP measure provides useful information to management and investors regarding various financial and business trends relating to our financial condition and results of operations, and that when U.S. GAAP information is viewed in conjunction with non-U.S. GAAP information, investors are provided with a more meaningful understanding of our ongoing operating performance. Note: The tax rate used for adjusted earnings per share approximates the midpoint in a range of forecasted tax rates for the year, excluding changes in uncertain tax positions, discrete items and other material items adjusted out of our U.S. GAAP earnings for adjusted earnings per share purposes, and changes in management’s assessments regarding the ability to realize deferred tax assets. We analyze this rate quarterly and adjust if there is a material change in the range of forecasted tax rates; an updated forecast would not necessarily result in a change to our tax rate used for adjusted earnings per share. The adjusted tax rate is an estimate and may differ significantly from the tax rate used for U.S. GAAP reporting in any given reporting period. It is not practical to reconcile our prospective adjusted tax rate to the actual U.S. GAAP tax rate in any future period.
	•		Net debt is defined by the company as total debt less cash and cash equivalents. We believe that the presentation of this non-U.S. GAAP measure provides useful information to management and investors regarding changes to the company’s capital structure. Our management and credit analysts use net debt to evaluate the company’s capital structure and assess credit quality. Proportional net debt is defined as our proportionate share of our affiliates’ net debt.
	•		Adjusted free cash flow is defined by the company as cash flow from operations less capital expenditures, other productive asset purchases, operating cash from discontinued operations and certain other charges and adjustments. We believe that the presentation of this non-U.S. GAAP measure provides useful information to management and investors regarding changes to the company’s cash flow. Our management and credit analysts use adjusted free cash flow to evaluate the company’s liquidity and assess credit quality.

Results Unaudited

The results presented in this release, together with the adjustments made to present the results on a comparable basis, have not been audited and are based on internal financial data furnished to management. Quarterly results should not be taken as an indication of the results of operations to be reported for any subsequent period or for the full fiscal year.

Preliminary Consolidated Statements of Operations — Unaudited

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in $ millions, except per share data)		2010				2009				2010				2009
						As adjusted								As adjusted
Net sales			1,517				1,244				2,905				2,390
Cost of sales			(1,214	)			(996	)			(2,384	)			(1,942	)
Gross profit			303				248				521				448
Selling, general and administrative expenses			(123	)			(114	)			(246	)			(228	)
Amortization of Intangible assets			(15	)			(21	)			(30	)			(38	)
Research and development expenses			(18	)			(18	)			(37	)			(38	)
Other (charges) gains, net			(6	)			(6	)			(83	)			(27	)
Foreign exchange gain (loss), net			—				1				2				3
Gain (loss) on disposition of businesses and assets, net			15				(1	)			15				(4	)
Operating profit (loss)			156				89				142				116
Equity in net earnings (loss) of affiliates			45				35				94				41
Interest expense			(49	)			(54	)			(98	)			(105	)
Interest income			1				2				2				5
Dividend income — cost investments			72				53				72				56
Other income (expense), net			(1	)			2				5				3
Earnings (loss) from continuing operations before tax			224				127				217				116
Income tax (provision) benefit			(61	)			(17	)			(41	)			(22	)
Earnings (loss) from continuing operations			163				110				176				94
Earnings (loss) from operation of discontinued operations			(5	)			(1	)			(5	)			—
Gain on disposal of discontinued operations			—				—				2				—
Income tax (provision) benefit, discontinued operations			2				—				1				—
Earnings (loss) from discontinued operations			(3	)			(1	)			(2	)			—
Net earnings (loss)			160				109				174				94
Less: Net earnings (loss) attributable to noncontrolling interests			—				—				—				—
Net earnings (loss) attributable to Celanese Corporation			160				109				174				94
Cumulative preferred stock dividend			—				(2	)			(3	)			(5	)
Net earnings (loss) available to common shareholders			160				107				171				89
Amounts attributable to Celanese Corporation
Earnings (loss) per common share — basic
Continuing operations		$	1.04			$	0.75			$	1.13			$	0.62
Discontinued operations			(0.02	)			(0.01	)			(0.01	)			—
Net earnings (loss) — basic		$	1.02			$	0.74			$	1.12			$	0.62
Earnings (loss) per common share — diluted
Continuing operations		$	1.03			$	0.70			$	1.11			$	0.60
Discontinued operations			(0.02	)			(0.01	)			(0.01	)			—
Net earnings (loss) — diluted		$	1.01			$	0.69			$	1.10			$	0.60
Weighted average shares (millions)
Basic			156.3				143.5				153.3				143.5
Diluted			158.4				157.1				158.7				156.4

Preliminary Consolidated Balance Sheets — Unaudited

		June 30,				December 31,
(in $ millions)		2010				2009
						As adjusted
ASSETS
Current assets
Cash & cash equivalents			1,081				1,254
Trade receivables — third party and affiliates, net			862				721
Non-trade receivables			244				262
Inventories			522				522
Deferred income taxes			41				42
Marketable securities, at fair value			2				3
Assets held for sale			—				2
Other assets			70				50
Total current assets			2,822				2,856
Investments in affiliates			769				792
Property, plant and equipment, net			2,676				2,797
Deferred income taxes			485				484
Marketable securities, at fair value			75				80
Other assets			273				311
Goodwill			736				798
Intangible assets, net			269				294
Total assets			8,105				8,412
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Short-term borrowings and current installments of long-term debt — third party and affiliates			265				242
Trade payables — third party and affiliates			607				649
Other liabilities			532				611
Deferred income taxes			30				33
Income taxes payable			76				72
Total current liabilities			1,510				1,607
Long-term debt			3,162				3,259
Deferred income taxes			121				137
Uncertain tax positions			224				229
Benefit obligations			1,260				1,288
Other liabilities			1,139				1,306
Commitments and contingencies
Shareholders’ equity
Preferred stock			—				—
Common stock			—				—
Treasury stock, at cost			(801	)			(781	)
Additional paid-in capital			535				522
Retained earnings			1,664				1,505
Accumulated other comprehensive income (loss), net			(709	)			(660	)
Total Celanese Corporation shareholders’ equity			689				586
Noncontrolling interests			—				—
Total shareholders’ equity			689				586
Total liabilities and shareholders’ equity			8,105				8,412

Table 1

Segment Data and Reconciliation of Operating Profit (Loss) to Operating EBITDA — a Non-U.S. GAAP Measure — Unaudited

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in $ millions)		2010				2009				2010				2009
						As adjusted								As adjusted
Net Sales
Advanced Engineered Materials			282				184				564				349
Consumer Specialties			291				280				529				546
Industrial Specialties			269				267				511				509
Acetyl Intermediates			782				622				1,506				1,194
Other Activities 1			1				1				1				1
Intersegment eliminations			(108	)			(110	)			(206	)			(209	)
Total			1,517				1,244				2,905				2,390
Operating Profit (Loss)
Advanced Engineered Materials			40				1				88				(17	)
Consumer Specialties			64				66				34				132
Industrial Specialties			16				19				28				29
Acetyl Intermediates			68				39				68				50
Other Activities 1			(32	)			(36	)			(76	)			(78	)
Total			156				89				142				116
Other Charges and Other Adjustments 2
Advanced Engineered Materials			2				(14	)			—				(4	)
Consumer Specialties			3				3				83				3
Industrial Specialties			—				5				—				8
Acetyl Intermediates			2				4				54				9
Other Activities 1			(10	)			(1	)			(5	)			14
Total			(3	)			(3	)			132				30
Depreciation and Amortization Expense
Advanced Engineered Materials			17				19				34				36
Consumer Specialties			9				12				20				24
Industrial Specialties			10				11				20				24
Acetyl Intermediates			24				28				49				55
Other Activities 1			3				2				6				4
Total			63				72				129				143
Business Operating EBITDA
Advanced Engineered Materials			59				6				122				15
Consumer Specialties			76				81				137				159
Industrial Specialties			26				35				48				61
Acetyl Intermediates			94				71				171				114
Other Activities 1			(39	)			(35	)			(75	)			(60	)
Total			216				158				403				289
Equity Earnings, Cost — Dividend Income and Other Income (Expense)
Advanced Engineered Materials			39				30				83				30
Consumer Specialties			73				53				73				56
Industrial Specialties			—				—				—				—
Acetyl Intermediates			2				2				3				3
Other Activities 1			2				5				12				11
Total			116				90				171				100
Operating EBITDA
Advanced Engineered Materials			98				36				205				45
Consumer Specialties			149				134				210				215
Industrial Specialties			26				35				48				61
Acetyl Intermediates			96				73				174				117
Other Activities 1			(37	)			(30	)			(63	)			(49	)
Total			332				248				574				389

Table 2

Factors Affecting Second Quarter 2010 Segment Net Sales Compared to Second Quarter 2009 — Unaudited

		Volume				Price				Currency				Other1				Total
Advanced Engineered Materials			52	%			2	%			-5	%			4	%2			53	%
Consumer Specialties			6	%			-1	%			-1	%			0	%			4	%
Industrial Specialties			13	%			9	%			-3	%			-18	%3			1	%
Acetyl Intermediates			14	%			15	%			-3	%			0	%			26	%
Total Company			19	%			9	%			-3	%			-3	%			22	%

Factors Affecting Six Months 2010 Segment Net Sales Compared to Six Months 2009 — Unaudited

		Volume				Price				Currency				Other1				Total
Advanced Engineered Materials			61	%			-4	%			0	%			5	%2			62	%
Consumer Specialties			-3	%			0	%			0	%			0	%			-3	%
Industrial Specialties			14	%			3	%			0	%			-17	%3			0	%
Acetyl Intermediates			14	%			12	%			0	%			0	%			26	%
Total Company			19	%			6	%			0	%			-3	%			22	%

Table 3

Cash Flow Information — Unaudited

		Six Months Ended
		June 30,
(in $ millions)		2010				2009
Net cash provided by operating activities			219				299
Net cash provided by (used in) investing activities 1			(275	)			183
Net cash used in financing activities			(78	)			(59	)
Exchange rate effects on cash			(39	)			46
Cash and cash equivalents at beginning of period			1,254				676
Cash and cash equivalents at end of period			1,081				1,145

Table 4

Cash Dividends Received — Unaudited

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in $ millions)		2010				2009				2010				2009
						As adjusted								As adjusted
Dividends from equity investments			35				14				92				35
Dividends from cost investments			72				53				72				56
Total			107				67				164				91

Table 5

Net Debt — Reconciliation of a Non-U.S. GAAP Measure — Unaudited

		June 30,				December 31,
(in $ millions)		2010				2009
Short-term borrowings and current installments of long-term debt — third party and affiliates			265				242
Long-term debt			3,162				3,259
Total debt			3,427				3,501
Less: Cash and cash equivalents			1,081				1,254
Net Debt			2,346				2,247

Table 6

Adjusted Earnings (Loss) Per Share — Reconciliation of a Non-U.S. GAAP Measure — Unaudited

		Three Months Ended																Six Months Ended
		June 30,																June 30,
(in $ millions, except per share data)		2010								2009								2010								2009
										As adjusted																As adjusted
						per								per								per								per
						share								share								share								share
Earnings (loss) from continuing operations			163				1.03				110				0.70				176				1.11				94				0.60
Deduct Income tax (provision) benefit			(61	)							(17	)							(41	)							(22	)
Earnings (loss) from continuing operations before tax			224								127								217								116
Other charges and other adjustments 1			(3	)							(3	)							132								30
Adjusted earnings (loss) from continuing operations before tax			221								124								349								146
Income tax (provision) benefit on adjusted earnings 2			(44	)							(36	)							(70	)							(42	)
Less: Noncontrolling interests			—								—								—								—
Adjusted earnings (loss) from continuing operations			177				1.12				88				0.56				279				1.76				104				0.67
Diluted shares (in millions) 3
Weighted average shares outstanding							156.3								143.5								153.3								143.5
Assumed conversion of preferred stock							—								12.1								3.1								12.1
Dilutive restricted stock units							0.3								0.5								0.4								0.3
Dilutive stock options							1.8								1.0								1.9								0.5
Total diluted shares							158.4								157.1								158.7								156.4

1		See Table 7 for details.
2		The adjusted effective tax rate is 20% and 29% for the three and six months ended June 30, 2010 and 2009, respectively.
3		Potentially dilutive shares are included in the adjusted earnings per share calculation when adjusted earnings are positive.

Table 7

Reconciliation of Other Charges and Other Adjustments — Unaudited

Other Charges:

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in $ millions)		2010				2009				2010				2009
Employee termination benefits			4				5				9				29
Plant/office closures			—				—				6				—
Ticona Kelsterbach plant relocation			4				3				10				6
Clear Lake insurance recoveries			—				—				—				(6	)
Plumbing actions			(2	)			(2	)			(14	)			(3	)
Asset impairments			—				—				72				1
Total			6				6				83				27

Other Adjustments: ¹

		Three Months Ended								Six Months Ended								Income
		June 30,								June 30,								Statement
(in $ millions)		2010				2009				2010				2009				Classification
Business optimization			3				1				7				3			SG&A
Ticona Kelsterbach plant relocation			(2	)			1				(2	)			2			Cost of sales
Plant closures			—				4				9				8			Cost of sales / SG&A
Contract termination			—				—				22				—			Cost of sales
Gain on sale of building			(14	)			—				(14	)			—			(Gain) loss on disposition
Write-off of other productive assets			—				—				17				—			Cost of sales
Other2			4				(15	)			10				(10	)		Various
Total			(9	)			(9	)			49				3
Total other charges and other adjustments			(3	)			(3	)			132				30

1		These items are included in net earnings but not included in other charges.
2		The three and six months ended June 30, 2009 includes a one-time adjustment to Equity in net earnings (loss) of affiliates of $19 million.

Table 8

Equity Affiliate Preliminary Results — Total — Unaudited

		Three Months Ended								Six Months Ended
(in $ millions)		June 30,								June 30,
		2010				2009				2010				2009
		As adjusted												As adjusted
Net Sales
Ticona Affiliates — Asia1			379				267				750				439
Ticona Affiliates — Middle East2			245				110				502				245
Infraserv Affiliates3			488				487				1,018				997
Total			1,112				864				2,270				1,681
Operating Profit
Ticona Affiliates — Asia1			63				9				128				(10	)
Ticona Affiliates — Middle East2			118				35				232				77
Infraserv Affiliates3			27				26				47				51
Total			208				70				407				118
Depreciation and Amortization
Ticona Affiliates — Asia1			20				19				41				46
Ticona Affiliates — Middle East2			10				8				16				12
Infraserv Affiliates3			24				24				50				47
Total			54				51				107				105
Affiliate EBITDA4
Ticona Affiliates — Asia1			83				28				169				36
Ticona Affiliates — Middle East2			128				43				248				89
Infraserv Affiliates3			51				50				97				98
Total			262				121				514				223
Net Income
Ticona Affiliates — Asia1			31				7				75				(9	)
Ticona Affiliates — Middle East2			104				31				208				68
Infraserv Affiliates3			20				16				35				35
Total			155				54				318				94
Net Debt
Ticona Affiliates — Asia1			94				245				94				245
Ticona Affiliates — Middle East2			(89	)			(50	)			(89	)			(50	)
Infraserv Affiliates3			200				482				200				482
Total			205				677				205				677

1		Ticona Affiliates — Asia accounted for using the equity method includes Polyplastics (45%), Korean Engineering Plastics (50%), Fortron Industries (50%), Una SA (50%).
2		Ticona Affiliates — Middle East accounted for using the equity method includes National Methanol Company (IBN Sina) (25%).
3		Infraserv Affiliates accounted for using the equity method includes Infraserv Hoechst (32%), Infraserv Gendorf (39%) and Infraserv Knapsack (27%).
4		Affiliate EBITDA, a non-U.S. GAAP measure, is the sum of Operating Profit and Depreciation and Amortization.

Table 8 (continued)

Equity Affiliate Preliminary Results — Celanese Proportional Share — Unaudited⁵

		Three Months Ended								Six Months Ended
(in $ millions)		June 30,								June 30,
		2010				2009				2010				2009
						As adjusted								As adjusted
Proportional Net Sales
Ticona Affiliates — Asia1			176				123				347				203
Ticona Affiliates — Middle East2			61				28				126				61
Infraserv Affiliates3			160				155				334				318
Total			397				306				807				582
Proportional Operating Profit
Ticona Affiliates — Asia1			29				4				59				(4	)
Ticona Affiliates — Middle East2			30				9				58				19
Infraserv Affiliates3			8				8				15				16
Total			67				21				132				31
Proportional Depreciation and Amortization
Ticona Affiliates — Asia1			9				9				19				21
Ticona Affiliates — Middle East2			2				2				4				3
Infraserv Affiliates3			8				8				16				15
Total			19				19				39				39
Proportional Affiliate EBITDA4
Ticona Affiliates — Asia1			38				13				78				17
Ticona Affiliates — Middle East2			32				11				62				22
Infraserv Affiliates3			16				16				31				31
Total			86				40				171				70
Equity in net earnings of affiliates (as reported on the Income Statement)
Ticona Affiliates — Asia1, 7			15				4				36				(4	)
Ticona Affiliates — Middle East2			24				8				47				16
Infraserv Affiliates3			6				4				11				10
Total			45				16				94				22
Proportional Affiliate EBITDA in excess of Equity in net earnings of affiliates6
Ticona Affiliates — Asia1			23				9				42				21
Ticona Affiliates — Middle East2			8				3				15				6
Infraserv Affiliates3			10				12				20				21
Total			41				24				77				48
Proportional Net Debt
Ticona Affiliates — Asia1			43				111				43				111
Ticona Affiliates — Middle East2			(22	)			(13	)			(22	)			(13	)
Infraserv Affiliates3			66				152				66				152
Total			87				250				87				250