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): August 7, 2002 ASHLAND INC. (Exact name of registrant as specified in its charter) Kentucky (State or other jurisdiction of incorporation) 1-2918 61-0122250 (Commission File Number) (I.R.S. Employer Identification No.) 50 E. RiverCenter Boulevard, Covington, Kentucky 41012-0391 (Address of principal executive offices) (Zip Code) P.O. Box 391, Covington, Kentucky 41012-0391 (Mailing Address) (Zip Code) Registrant's telephone number, including area code (859) 815-3333 -1-Item 7. Financial Statements and Exhibits ------ --------------------------------- (c) Exhibits 99.1 Statement under oath of Paul W. Chellgren, Chief Executive Officer of Ashland Inc. Regarding Facts and Circumstances Relating to Exchange Act Filings. 99.2 Statement under oath of J. Marvin Quin, Chief Financial Officer of Ashland Inc. Regarding Facts and Circumstances Relating to Exchange Act Filings. Item 9. Regulation FD Disclosure ------- ------------------------ On August 7, 2002, Ashland Inc. submitted to the Securities and Exchange Commission ("SEC") the Statements under Oath of the Principal Executive Officer and the Principal Financial Officer in accordance with the SEC's June 27, 2002 Order requiring the filing of sworn statements pursuant to Section 21(a)(1) of the Securities and Exchange Act of 1934. These statements are attached hereto as Exhibits 99.1 and 99.2. -2-
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. ASHLAND INC. ------------ (Registrant) Date: August 7, 2002 /s/ David L. Hausrath --------------------- Name: David L. Hausrath Title: Vice President and General Counsel -3-
EXHIBIT INDEX 99.1 Statement under oath of Paul W. Chellgren, Chief Executive Officer of Ashland Inc. Regarding Facts and Circumstances Relating to Exchange Act Filings. 99.2 Statement under oath of J. Marvin Quin, Chief Financial Officer of Ashland Inc. Regarding Facts and Circumstances Relating to Exchange Act Filings. -4-
Exhibit 99.1 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Paul W. Chellgren, Chief Executive Officer of Ashland Inc. ("Ashland"), state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Ashland, and except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with Ashland's Audit Committee of the Board of Directors; (3) In this statement under oath, each of the following, filed on or before the date of this statement, is a "covered report": o Annual Report on Form 10-K for fiscal year ended September 30, 2001, as amended by the Form 10-K/A Amendment No. 1 dated March 14, 2002; o Quarterly Reports on Form 10-Q for the quarters ended December 31, 2001, March 31, 2002, and June 30, 2002; o Definitive Proxy Statement dated December 13, 2001; and o Current Report on Form 8-K dated August 2, 2002. /s/ Paul W. Chellgren - -------------------------- Subscribed and sworn to Paul W. Chellgren before me this 7th day of Chief Executive Officer August, 2002. /s/ Mary Ellen Hardy ---------------------- Date: August 7, 2002 Notary Public My Commission Expires: July 14, 2003
Exhibit 99.2 Statement Under Oath of Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings I, J. Marvin Quin, Chief Financial Officer of Ashland Inc. ("Ashland"), state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of Ashland, and except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with Ashland's Audit Committee of the Board of Directors; (3) In this statement under oath, each of the following, filed on or before the date of this statement, is a "covered report": o Annual Report on Form 10-K for fiscal year ended September 30, 2001, as amended by the Form 10-K/A Amendment No. 1 dated March 14, 2002; o Quarterly Reports on Form 10-Q for the quarters ended December 31, 2001, March 31, 2002, and June 30, 2002; o Definitive Proxy Statement dated December 13, 2001; and o Current Report on Form 8-K dated August 2, 2002. /s/ J. Marvin Quin - ---------------------- Subscribed and sworn to J. Marvin Quin before me this 7th day of Chief Financial Officer August, 2002. /s/Mary Ellen Hardy --------------------- Date: August 7, 2002 Notary Public My Commission Expires: July 14, 2003