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•	Oral Care - Specialty Ingredients’ portfolio of oral care products delivers active ingredients in toothpaste and mouthwashes; provides bioadhesive functionality for dentures; delivers flavor, texture and other functional properties; and provides product binding to ensure form and function throughout product lifecycle.

•	Hair Care - Specialty Ingredients’ portfolio of hair care products includes advanced styling polymers, fixatives, conditioning polymers, emulsifiers, preservatives and rheology modifiers.

•	Skin Care - Specialty Ingredients’ portfolio of skin care products helps to firm, nourish, revitalize and smooth skin.  The Skin Care line also provides sun care products, including UV filters, water-resistant agents and thickeners.  Emulsifiers, emollients, preservatives and rheology modifiers complete the Skin Care product line.

•	Home Care - Specialty Ingredients’ portfolio of products and technologies is used in many types of cleaning applications, including fabric care, home care and dishwashing.  Specialty Ingredients’ products are used in a variety of applications for viscosity enhancement, particle suspension, rheology modification and stabilization.

•

Pharmaceutical - Specialty Ingredients is a leading supplier of excipients and tablet coating systems to the pharmaceutical and nutraceutical industries. Excipients include a comprehensive range of polymers for use as tablet binders, superdisintegrants, sustained-release agents and drug solubilizers, as well as a portfolio of fully formulated, one-step tablet coating systems for immediate-, sustained- and delayed-release applications.

•

Nutrition - Specialty Ingredients’ nutrition portfolio provides functional benefits in areas such as thickening, texture control, thermal gelation, structure enhancement, water binding, clarification and stabilization. Its core products include cellulose gums and vinyl pyrrolidone polymers which are used in a wide range of offerings for bakery, beverage, dairy, desserts, meat products, pet food, prepared foods, sauces and savory products.

•

Coatings - Coatings Specialties is a recognized leader in rheology solutions for waterborne architectural paint and coatings.  Products include hydroxyethylcellulose (HEC), which provides thickening and application properties for interior and exterior paints, and nonionic synthetic associative thickeners (NSATs), which are APEO-free liquid synthetics for high-performance paint and industrial coatings. The Coatings Specialties market complements its rheology offering with a broad portfolio of performance foam-control agents, surfactants and wetting agents, dispersants and pH neutralizers.

•	Construction - Construction Specialties is a major producer and supplier of cellulose ethers and companion products for the construction industry.  These products control properties such as water retention, open time, workability, adhesion, stabilization, pumping, sag resistance, rheology, strength, appearance and performance in dry-mortar formulations.

•	Energy - Energy Specialties is a leading global manufacturer of guar-, synthetic- and cellulosic-based products for drilling fluids, oil-well cement slurries, completion and workover fluids, fracturing fluids and production chemicals.  Specialty Ingredients offers the oil and gas industry solutions for drilling, stimulation, completion, cementing and production applications.

•	Adhesives - Adhesives Specialties manufactures and sells adhesive solutions to the packaging and converting, building and construction, and transportation markets and manufactures and markets specialty coatings and adhesive solutions for

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Performance - Performance Specialties provides products and services to over 30 industries.  Ashland offers a broad spectrum of organo- and water-soluble polymers that are derived from both natural and synthetic resources.  Product lines include derivatized cellulose polymers, synthetics, guar and guar derivatives that impart effective functionalities to serve a variety of industrial markets and specialized applications.   Many of the products within Performance Specialties function as performance additives that deliver high levels of end-user value in formulated products.  In other areas, such as plastics and textiles, Performance Specialties’ products function as a processing aid, improving the quality of end products and reducing manufacturing costs.

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•	requiring Ashland to dedicate a substantial portion of its cash flow from operations to pay principal and interest on its debt, which would reduce the availability of Ashland’s cash flow to fund working capital, capital expenditures, acquisitions, execution of its growth strategy and other general corporate purposes;

•	limiting Ashland’s ability to borrow additional amounts to fund working capital, capital expenditures, acquisitions, debt service requirements, execution of its growth strategy and other purposes;

•	making Ashland more vulnerable to adverse changes in general economic, industry and regulatory conditions and in its business by limiting Ashland’s flexibility in planning for, and making it more difficult for Ashland to react quickly to, changing conditions;

•	placing Ashland at a competitive disadvantage compared with those of its competitors that have less debt and lower debt service requirements;

•	making Ashland more vulnerable to increases in interest rates since some of its indebtedness is subject to variable rates of interest; and

•	making it more difficult for Ashland to satisfy its financial obligations.

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•	Peer Group – Materials:  S&P 500† Materials (large-cap) and S&P MidCap 400† Materials.  As of September 30, 2016, this peer group consisted of 54 companies.

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(1)

This figure includes 102 stock options outstanding under the Hercules Incorporated Amended and Restated Long Term Incentive Compensation Plan. This figure also includes 153,546 net shares that could be issued under stock-settled SARs under the 2006 Ashland Inc. Incentive Plan (“2006 Incentive Plan”), 255,845 net shares that could be issued under stock-settled SARs under the Amended and Restated 2011 Ashland Inc. Incentive Plan (“2011 Incentive Plan”) and 12,198 net shares that could be issued under stock-settled SARs and 97,950 shares that could be issued under stock-settled restricted stock units under the Amended and Restated 2015 Ashland Global Holdings Inc. Incentive Plan (“2015 Incentive Plan”), based upon the closing price of Ashland Common Stock on the NYSE as of September 30, 2016 of $115.95. Additionally, this figure includes 99,021 restricted shares granted under the Amended and Restated Ashland Inc. Incentive Plan (“Amended Plan”) and deferred, 69,914 performance share units for the fiscal 2014-2016 performance period payable in Ashland Common Stock under the 2011 Incentive Plan, 67,525 performance share units for the fiscal 2015-2017 performance period payable in Ashland Common Stock under the 2011 Incentive Plan, and 72,750 performance share units for the fiscal 2016-2018 performance period payable in Ashland Common Stock under the 2015 Incentive Plan, estimated assuming target performance is achieved. Also included in the figure are 25,754 shares to be issued under the pre-2005 Deferred Compensation Plan for Employees payable in Ashland Common Stock upon termination of employment or service with Ashland.

(2)	The weighted-average exercise price excludes shares in Ashland Common Stock which may be distributed under the deferred compensation plans and the deferred restricted stock, and performance share units and restricted stock units which may be distributed under the 2011 Incentive Plan and 2015 Incentive Plan, as described in footnotes (1) and (4) in this table.

(3)

This figure includes 1,336,956 shares available for issuance under the 2015 Incentive Plan, 108,985 shares available for issuance under the pre-2005 Deferred Compensation Plan for Employees and 248,570 shares available for issuance under the pre-2005 Deferred Compensation Plan for Non-Employee Directors. Under the 2015 Incentive Plan, full-value awards, which include all awards other than stock options and SARs, reduce the share reserve on a 2.75-to-1 basis. This figure also includes 5,604 shares available for issuance under the 2006 Incentive Plan and 1,365,644 shares available for issuance under the 2011 Incentive Plan; however, both of these plans are closed for new issuances and the only shares remaining to be issued are shares paid in lieu of dividends.

(4)

This figure includes 25,514 shares to be issued under the Deferred Compensation Plan for Employees (2005), which is described in the “Non-Qualified Deferred Compensation-Ashland Employees’ Deferral Plan” section of Ashland’s proxy statement, and 179,203 shares to be issued under the Deferred Compensation Plan for Non-Employee Directors (2005), which is described in the “Compensation of Directors-Annual Retainer” and “Compensation of Directors-Restricted Shares/Units” sections of Ashland’s proxy statement, payable in Ashland Common Stock upon termination of employment or service with Ashland. Because these plans are not equity compensation plans as defined by the rules of the NYSE, neither plan required approval by Ashland’s stockholders.

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(5)

This figure includes 381,630 shares available for issuance under the Deferred Compensation Plan for Employees (2005) and 295,389 shares available for issuance under the Deferred Compensation Plan for Non-Employee Directors (2005). Because these plans are not equity compensation plans as defined by the rules of the NYSE, neither plan required approval by Ashland’s stockholders. Ashland also granted Mr. Wulfsohn, its Chief Executive Officer, an employment inducement award, in compliance with Rule 303A.08 of The New York Stock Exchange Listed Company Manual (the “NYSE Manual”), consisting of a one-time grant of time-vested restricted stock in the amount of 50,000 shares (“2015 Inducement Award”). In 2016, Ashland also granted Mary Meixelsperger, the Chief Financial Officer of Valvoline Inc., an employment inducement award in compliance with Rule 303A.08 of the NYSE Manual, consisting of a one-time grant of time-vested restricted stock in the amount of 4,500 shares (“2016 Inducement Award”). Other than 473 shares registered to cover dividends that are paid in additional shares of restricted stock under the inducement awards, all shares under the 2015 Inducement Award and 2016 Inducement Award have been granted, are no longer available for future issuance and are not included in this figure.

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(a)	Ashland includes only U.S. and Canada in its North American designation.

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•

Ashland Global Holdings Inc. replaced Ashland Inc. as the publicly held corporation and that, through its subsidiaries, conducts all of the operations previously operated by Ashland Inc. Each outstanding share of Ashland Inc. common stock was converted into the right to receive one share of Ashland Global Holdings Inc. common stock. The exchange of Ashland Inc. common stock for shares of Ashland Global Holdings Inc. common stock was a tax-free transaction for Ashland shareholders.

•

On September 22, 2016, Ashland and Valvoline Inc. announced the pricing of an initial public offering (IPO) of 30 million shares of Valvoline Inc.’s common stock at a price to the public of $22.00 per share and closed the IPO on September 28, 2016. The underwriters exercised an option to purchase an additional 4.5 million shares of Valvoline Inc.’s common stock to cover over-allotments. After completing the IPO, Ashland now owns 170 million shares of Valvoline Inc.’s common stock, representing approximately 83% of the total outstanding shares of Valvoline Inc.’s common stock. Valvoline Inc.’s common stock is listed on the New York Stock Exchange under the symbol “VVV”.

•	The total net proceeds after deducting underwriters’ discount and other offering expenses received from the IPO were $712 million. These net proceeds were used primarily to repay debt incurred prior to the IPO and retained for Valvoline Inc.’s cash on hand.

•	Ashland presently intends to distribute the remaining Valvoline Inc. shares in 2017 following the release of March-quarter earnings results by both Ashland and Valvoline Inc.

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•	As a result of the remeasurement of the affected U.S. pension plans, Ashland recognized a curtailment gain of $65 million and actuarial loss of $123 million during 2016.

•	As a result of the remeasurement of other postretirement benefit plans, Ashland recognized a curtailment gain of $39 million and actuarial loss of $7 million during 2016. This remeasurement reduced the benefit obligations by $86 million, which will be amortized to income in future periods.

•	Ashland was also required to remeasure a non-U.S. pension plan during the March 2016 quarter and as a result recognized a curtailment gain of $6 million and actuarial loss of $3 million during 2016.

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•	EBITDA - net income (loss), plus income tax expense (benefit), net interest and other financing expenses, and depreciation and amortization.

•	Adjusted EBITDA - EBITDA adjusted for noncontrolling interests, discontinued operations, net gain (loss) on acquisitions and divestitures, other income and (expense) and key items (including the remeasurement gains and losses related to pension and other postretirement plans).

•	Adjusted EBITDA margin - Adjusted EBITDA, which can include pro forma adjustments, divided by sales.

•	Free cash flow - operating cash flows less capital expenditures and certain other adjustments as applicable.

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•	Ashland’s net income attributable to Ashland amounted to a loss of $29 million in 2016, and income of $309 million in 2015 and $233 million in 2014, or $(0.46), $4.48 and $3.00 diluted earnings (loss) per share, respectively.

•	Ashland’s net income attributable to noncontrolling interest amounted to $1 million in 2016 and reflects the noncontrolling interest of Valvoline Inc. for the three days between IPO close (September 28, 2016) and Ashland’s fiscal year end.

•	Discontinued operations, which are reported net of taxes, resulted in a loss of $31 million during 2016, and income of $118 million and $161 million during 2015 and 2014, respectively.

•	Income from continuing operations, which excludes results from discontinued operations, amounted to $3 million in 2016, $191 million in 2015 and $72 million in 2014.

•	The effective income tax expense rate of 98% for 2016, income tax benefit rate of 13% for 2015, and income tax benefit rate of 162% for 2014, were significantly affected by a number of discrete items.

•	Ashland incurred pretax net interest and other financing expense of $182 million, $174 million and $166 million during 2016, 2015 and 2014, respectively.  Certain charges associated with debt refinancing activity impacted 2016 and 2015.

•	Net gain (loss) on divestitures totaled losses of $9 million and $115 million during 2016 and 2015, respectively, and a gain of $4 million during 2014.

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•	Operating income was $327 million, $458 million and $46 million during 2016, 2015 and 2014, respectively.

•	$124 million, $255 million and $438 million related to pension and other postretirement plan remeasurement losses during 2016, 2015 and 2014, respectively, from the immediate recognition from the change in fair value of the plan assets and net actuarial gains and losses for defined benefit pension plans and other postretirement plans;

•	$181 million impairment related to Intermediates/Solvents within the Performance Materials reportable segment during 2016;

•	Separation, restructuring and other costs, net, include the following:

◦	$88 million of costs related to the separation of Valvoline during 2016, including $2 million of accelerated depreciation;

◦

$7 million of restructuring costs (including $4 million of accelerated depreciation, a $5 million income adjustment to the previously recorded accrual for a restructuring plan within an existing manufacturing facility, $4 million of charges related to the exit from a toller agreement and restructuring of a manufacturing facility, and $4 million of charges related to the restructuring of office buildings) during 2016;

◦	$27 million of restructuring costs (including $6 million of accelerated depreciation and $17 million related to the restructuring plan within an existing manufacturing facility) during 2015; and

◦	$147 million of restructuring and integration costs (including $17 million of accelerated depreciation and $19 million in asset impairment charges related to a foreign operation) during 2014.

•	$15 million, $12 million and $13 million net environmental charges during 2016, 2015 and 2014, respectively;

•	$11 million of income related to a legacy benefit for former directors during 2016;

•	$15 million and $5 million charges for legal reserves during 2016 and 2014, respectively;

•	a $14 million impairment related to the Valvoline joint venture equity investment within Venezuela during 2015 and a $50 million impairment charge related to the ASK joint venture equity investment during 2014;

•	$11 million and $13 million impairment charges related to certain in-process research and development (IPR&D) assets associated with the acquisition of International Specialty Products Inc. (ISP) in 2011 during 2015 and 2014, respectively;

•	$13 million charge related to a customer claim during 2015 and a subsequent $5 million income adjustment to the customer claim during 2016;

•	$16 million of tax indemnity income and a $7 million charge for a stock incentive plan award modification, each during 2015; and

•	a $5 million charge for a foreign tax indemnification receivable adjustment during 2014.

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(a)	Excludes $6 million, $6 million and $36 million of asset impairment charges and accelerated depreciation during 2016, 2015 and 2014, respectively.

(b)	For supplemental information on the components of this adjustment, see page M-35 within the MD&A - Critical Accounting Policies - Employee benefit obligations.

(c)

Includes $54 million, $27 million and $24 million during 2016, 2015 and 2014, respectively, of net periodic pension and other postretirement income recognized ratably through the fiscal year. This income is comprised of service cost, interest cost, expected return on plan assets, and amortization of prior service credit and is disclosed in further detail in Note N of the Notes to Consolidated Financial Statements.

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•	a $181 million impairment within the Performance Materials reportable segment related to Intermediates/Solvents;

•	$88 million of costs related to the separation of Valvoline and $4 million of restructuring charges related to office buildings during the current year; and

•	a $73 million decrease in expense compared to the prior year due to fluctuations in adjustments from the gains and losses for pension and postretirement benefit plans (costs of $82 million in 2016 and $155 million in 2015).

•

a $146 million decrease in expense compared to the prior year due to fluctuations in adjustments from the gains and losses for pension and postretirement benefit plans (costs of $155 million in 2015 and $301 million in 2014). As previously discussed within the cost of sales analysis, the 2015 remeasurement loss was driven primarily by a lower than expected return on pension plan assets (see “Critical Accounting Policies” for additional details);

•	Approximately $100 million of current year cost savings related to the 2014 global restructuring compared to approximately $40 million of cost savings in the prior year;

•	$98 million key item expense during 2014 for severance and other restructuring costs associated with the 2014 global restructuring;

•	Environmental reserve expense adjustments of $32 million and $29 million during 2015 and 2014, respectively;

•	Favorable foreign currency exchange of $36 million during 2015;

•	Increased employee related costs of approximately $22 million during 2015;

•	$21 million decrease in expense for certain divestitures, primarily the Elastomers division during 2015; and

•	Tax indemnification income of $16 million and a stock incentive award modification resulting in expense of $7 million during 2015.

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•

In 2016, other comprehensive income (loss), net of tax, from foreign currency translation adjustments was a loss of $14 million, compared to a loss of $369 million during 2015. The fluctuations in unrealized translation gains and losses are primarily due to translating foreign subsidiary financial statements from local currencies to U.S. Dollars. The prior year was significantly impacted by fluctuations in the Euro compared to the U.S. Dollar.

•

Pension and postretirement obligation adjustment was income of $14 million and loss of $18 million during 2016 and 2015, respectively. Of these amounts, $41 million and $17 million during the current and prior years, respectively, of unrecognized prior service credits, net of tax, relating to pension and other postretirement benefit plans were amortized and reclassified into net income. Additional unrecognized prior service credits, net of tax, of $55 million during 2016 and prior service cost, net of tax, of $1 million during 2015 were included in other comprehensive income (loss) as a result of the pension and other postretirement plan remeasurements.

•	$17 million of unrealized gains and $11 million of unrealized losses on available-for-sale securities, net of tax, related to restricted investments, was recognized within other comprehensive income (loss) during 2016 and 2015, respectively.

•

In 2015, other comprehensive loss, net of tax, from foreign currency translation adjustments was $369 million, compared to $160 million in 2014, mainly as a result of the strengthening of the U.S. Dollar against other global currencies, including the Euro and Australian dollar. The fluctuations in unrealized translation losses are primarily due to translating foreign subsidiary financial statements from local currencies to U.S. Dollars.

•

Pension and postretirement obligation adjustment was $18 million and $21 million in 2015 and 2014, respectively. Of these amounts, $17 million and $25 million during 2015 and 2014, respectively, of unrecognized prior service credits, net of tax, related to pension and other postretirement benefit plans were amortized and reclassified into net income, while cost of $1 million and credit of $4 million, respectively, of additional unrecognized prior service, net of tax, was included in other comprehensive loss.

•	$11 million of unrealized loss on available-for-sale securities, net of tax, related to the restricted investments, was recognized within other comprehensive loss during 2015.

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(a)	Sales are defined as sales and operating revenues.  Gross profit is defined as sales, less cost of sales.

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•	as part of a restructuring plan within an existing manufacturing facility, the current year included a net $1 million of restructuring income and $4 million of accelerated depreciation, while the prior year included severance and other costs of $17 million and accelerated depreciation of $6 million; and

•	the current year included $5 million of income related to a customer claim adjustment while the prior year included a $13 million charge related to a customer claim.

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(a)	Excludes $4 million, $6 million and $19 million of accelerated depreciation and asset impairment charges during 2016, 2015 and 2014, respectively.

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(a)	Excludes $17 million of accelerated depreciation during 2014.

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(a)	Amounts exclude service costs of $28 million, $27 million and $30 million during 2016, 2015 and 2014, respectively, which are allocated to Ashland’s reportable segments.

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(a)	Excludes changes resulting from operations acquired or sold.

(a)	Excludes changes resulting from operations acquired or sold.

•	Accounts receivable - Changes in accounts receivable resulted in a $55 million inflow of cash in 2016 compared to $261 million of cash inflows in 2015 and $16 million of cash outflows in 2014. Cash outflows in 2014 versus cash inflows in 2016 and 2015 were the result of sales of $6,121 million during 2014 compared to $4,948 million and

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•	Inventory - Changes in inventory resulted in cash inflows of $44 million in 2016 compared to cash inflows of $39 million in 2015 and cash outflows of $4 million in 2014, and were primarily a result of production management.

•

Trade and other payables - Changes in trade and other payables resulted in cash outflows of $59 million in 2016 and $229 million in 2015 compared to cash inflows of $64 million in 2014. During 2014, there were increased accruals for incentive compensation and severance related to the 2014 global restructuring which resulted in large cash outflows in 2015. Approximately $60 million of incentive compensation payments and $45 million of severance payments related to restructuring activities were made during 2015 compared to 2014 which had approximately $15 million of incentive compensation payments and $52 million of severance payments.

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(a)	The 2016 revolving credit facility was executed as part of the Valvoline Financing Activities discussed further within “Key Developments”.

(a)	Includes $29 million and $28 million of debt issuance cost discounts as of September 30, 2016 and 2015, respectively.

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(a)	Excludes the assets and liabilities classified within unallocated and other which primarily includes debt and other long-term liabilities such as asbestos and pension. The net liability in unallocated and other was $3,285 million, $3,529 million and $3,697 million as of September 30, 2016, 2015 and 2014, respectively.

(b)	Decline during 2015 is primarily due to sale of Elastomers.

(a)	Includes raw material and service contracts where minimal committed quantities and prices are fixed.

(b)	Includes estimated funding of Ashland’s qualified U.S. and non-U.S. pension plans for 2017, as well as projected benefit payments through 2026 under Ashland’s unfunded pension and other postretirement benefit plans. Excludes the benefit payments from the pension plan trust funds. See Note N of Notes to Consolidated Financial Statements for additional information.

(c)	Includes leases for office buildings, retail outlets, transportation equipment, warehouses and storage facilities and other equipment.  For further information, see Note L of Notes to Consolidated Financial Statements.

(d)	Capitalized lease obligations are not significant and are included within this caption.  For further information, see Note J of Notes to Consolidated Financial Statements.

(e)	Includes interest expense on both variable and fixed rate debt assuming no prepayments.  Variable interest rates have been assumed to remain constant through the end of the term at rates that existed as of September 30, 2016.

(f)	Due to uncertainties in the timing of the effective settlement of tax positions with respect to taxing authorities, Ashland is unable to determine the timing of payments related to noncurrent unrecognized tax benefits, including interest and penalties.  Therefore, these amounts were included in the “More than 5 years” column.

(g)	Ashland issues various types of letters of credit as part of its normal course of business.  For further information, see Note J of Notes to Consolidated Financial Statements.

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(a)	For additional information on key assumptions and actual plan asset performance in each year, see the “Actuarial assumptions” discussion within this section.

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(a)	During 2016, selling, general and administrative expense included an impairment charge of $181 million related to Intermediates/Solvents within the Performance Materials reportable segment. See Note I for more information.

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(a)	Accounts receivable includes an allowance for doubtful accounts of $14 million and $11 million at September 30, 2016 and 2015, respectively.

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(a)

At September 30, 2016 and 2015, the accumulated other comprehensive loss of $281 million and $291 million, respectively, was comprised of unrecognized prior service credits as a result of certain employee benefit plan amendments of $46 million and $41 million, respectively, net unrealized translation losses of $333 million and $321 million, respectively, and net unrealized gain and loss on available for sale securities of $6 million and $11 million, respectively. As of September 30, 2016, the unrecognized prior service credits and the net unrealized translation loss excluded amounts attributable to noncontrolling interest of $9 million and $2 million, respectively.

(b)	See Note B for discussion of Valvoline Inc. noncontrolling interest.

(c)	Includes income tax benefits resulting from the exercise of stock options of $4 million in 2016, $8 million in 2015 and $23 million in 2014.

(d)	Common shares issued were 417,584, 441,609 and 615,049 for 2016, 2015 and 2014, respectively.

(e)	Common shares repurchased were 5,049,911, 3,944,356 and 7,812,342 for 2016, 2015 and 2014, respectively.

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(a)	Excludes changes resulting from operations acquired or sold.

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(a)	The results in 2015 and 2014 include a $14 million and $50 million impairment on the Valvoline joint venture in Venezuela and the ASK joint venture, respectively.

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(a)	Included in restricted investments and $30 million within other current assets in the Consolidated Balance Sheets.

(b)	Included in other noncurrent assets in the Consolidated Balance Sheets.

(a)	Included in restricted investments and $30 million within other current assets in the Consolidated Balance Sheets.

(b)	Included in other noncurrent assets in the Consolidated Balance Sheets.

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(b)	Investment income relates to the demand deposit and includes interest income as well as dividend income transferred from the equity and corporate bond mutual funds.

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(a)	Fair values of $0 denote a value less than $1 million.

(a)	$0 denotes a value less than $1 million.

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(a)	As of September 30, 2016, accumulated depreciation included impairment charges to buildings and machinery and equipment of $1 million and $9 million, respectively, related to Intermediates/Solvents. See Note I for more information.

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(a)	As of September 30, 2016, goodwill was completely attributable to the Composites reporting unit due to the full impairment of the goodwill for the Intermediates/Solvents reporting unit during 2016. Accumulated impairment for the reportable segment was $171 million at September 30, 2016.

(b)	As of September 30, 2016, goodwill consisted of $89 million for the Core North America reporting unit, $135 million for the Quick Lubes reporting unit and $39 million for the International reporting unit.

(c)	Relates to $83 million for the acquisition of Oil Can Henry’s and $11 million for Valvoline Instant Oil ChangeSM center acquisitions during 2016. See Note B for more information on the acquisition of Oil Can Henry’s. Relates to Valvoline Instant Oil ChangeSM acquisitions during 2015.

(d)	Divestitures caption represents the amounts of goodwill related to the Specialty Ingredients joint venture during 2016 and the sale of Elastomers, Valvoline car care products and industrial biocides during 2015. See Notes B and C for additional information.

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(a)	Acquired trade names during 2016 had gross carrying amounts of $2 million for Oil Can Henry’s. See Note B for more information on the acquisition of Oil Can Henry’s.

(b)

Intangibles of the Specialty Ingredients joint venture were included in the loss to recognize the fair value less cost to sell during September 2016. These intangibles included customer relationships with a gross carrying amount of $9 million and accumulated amortization of $4 million that were impaired during 2016. See Note C for more information related to the Specialty Ingredients joint venture.

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(a)	These debt instruments were issued as part of the Valvoline Financing Activities discussed further within this Note.

(b)	The potential funding for qualified receivables was reduced from $275 million to $250 million during 2015 and from $250 million to $100 million during 2016.

(c)	Other includes $29 million and $28 million of debt issuance cost discounts as of September 30, 2016 and 2015, respectively.

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(a)	Includes $10 million and $4 million of accelerated amortization for debt issuance costs during 2016 and 2015, respectively.

(b)	Represents investment income related to the restricted investments discussed in Note G.

(c)	Includes $9 million related to the early redemption premium payments for the tender and redemption of the 2016 senior notes during 2015.

(a)

Accelerated amortization of $10 million for debt issuance costs during 2016 resulted from the combined Ashland and Valvoline financing activities, including the full repayment of the 2015 term loan facility and the $500 million repayment of the 2016 term loan facility. Accelerated amortization of $4 million for debt issuance costs during 2015 resulted from early redemption of the 2016 senior notes and the entrance into the 2015 Senior Credit Agreement.

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(a)	Gross net operating loss carryforwards of $263 million will expire in future years beyond 2018 or have no expiration.

(b)	Apportioned net operating loss carryforwards generated of $1.7 billion, will expire in future years as follows: $24 million in 2017, $72 million in 2018 and the remaining balance in other future years.

(c)	Credit carryforwards consist primarily of foreign tax credits of $62 million expiring in future years beyond 2018, research and development credits of $17 million expiring in future years beyond 2018 and alternative minimum tax credits of $18 million with no expiration date.

(d)	Valuation allowances primarily relate to certain state and foreign net operating loss carryforwards and certain domestic tax credit carryforwards.

(e)	The total gross amount of goodwill as of September 30, 2016 expected to be deductible for tax purposes is $32 million.

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(a)	A significant component of the fluctuations within this caption relates to the annual remeasurements of the U.S. pension and other postretirement plans.

(b)

For 2014, the United States and Foreign amounts for income (loss) from continuing operations before income taxes have been revised to reflect a change in the classification of the elimination of foreign intercompany dividends.  There was no impact on the total loss from continuing operations before income taxes or on the computation of income tax expense (benefit) for the year end September 30, 2014 and therefore Ashland does not believe that this revision is material to the previously filed financial information.

(c)	Related to foreign tax credit carryforward of $24 million and state deferred tax asset valuation allowances of $19 million during 2016.

(d)	2016 and 2015 includes a tax benefit related to credits signed into law on a retroactive basis.

(e)	2016 includes a $3 million benefit and 2014 includes an expense of $5 million recorded for deferred tax adjustments, primarily attributable to state rate changes.

(f)	2016 includes tax expense related to nondeductible goodwill impairment.

(g)	2014 includes a $168 million tax benefit related to the reversal of deferred tax liabilities for outside basis differences and other related matters and a $14 million expense recorded for a rate change in a foreign jurisdiction.

(h)	Other items principally includes permanent items in all periods presented, specifically, 2016 includes expense of $11 million for nondeductible transaction costs associated with the separation of Valvoline.

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(a)	Changes to the post-65 Ashland Medical plan resulted in negative plan amendments that were amortized within the other postretirement benefits caption during 2016, 2015 and 2014. Pension and other postretirement plan changes announced in March 2016 resulted in negative plan amendments that are being amortized within this caption during 2016.

(b)

The plan assumptions discussed are a blended weighted-average rate for Ashland’s U.S. and non-U.S. plans.  The U.S. pension plan represented approximately 88% of the projected benefit obligation at September 30, 2016.  Other postretirement benefit plans consist of U.S. and Canada, with the U.S. plan representing approximately 89% of the accumulated postretirement benefit obligation at September 30, 2016.  Non-U.S. plans use assumptions generally consistent with those of U.S. plans.

(c)	Weighted-average discount rates in 2016 reflect the adoption of the full yield curve approach.

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(a)	$0 denotes a value less than $1 million.

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(a)	Includes qualified U.S. and non-U.S. pension plans.

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(a)

Net expense of $2 million, $5 million and $4 million for the fiscal years ended September 30, 2016, 2015 and 2014, respectively, relates to divested businesses which qualified for treatment as discontinued operations and for which certain environmental liabilities were retained by Ashland.  These amounts are classified within the income from discontinued operations caption of the Statements of Consolidated Comprehensive Income.

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(a)	Amortization of unrecognized prior service credits are included in the calculation of net periodic benefit costs (income) for pension and other postretirement plans. For specific financial statement captions impacted by the amortization see the table below.

(b)	Losses from the translation adjustment included in net income are attributable to foreign Water Technologies subsidiaries sold with the divestiture. These adjustments are recorded in the discontinued operations caption of the Statements of Consolidated Comprehensive Income.

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(a)	The year ended September 30, 2016 included $4 million of expense related primarily to cash-settled nonvested restricted stock awards.

(b)	The year ended September 30, 2015 included a $7 million award modification within performance shares that was designated as a cash item (see table on F-55 for further information) and $1 million of expense related primarily to cash-settled nonvested restricted stock awards.

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(a)

Exercise prices per share for SARs outstanding at September 30, 2016 ranged from $9.49 to $37.69 for 104 thousand shares, from $51.86 to $69.15 for 287 thousand shares, from $70.37 to $89.69 for 525 thousand shares, and from $111.89 to $117.38 for 595 thousand shares.  The weighted-average remaining contractual life of outstanding SARs and stock options was 6.8 years and exercisable SARs and stock options was 5.7 years.

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(a)	At the end of the performance period, the actual number of shares issued can range from zero to 200% of the target shares granted, which is assumed to be 100%.

(a)	2015 includes 26 thousand additional shares from the fiscal 2012 through 2014 plan and 2014 includes 45 thousand additional shares from the fiscal 2011 through 2013 plan since a portion of each plans payout was in excess of the initial 100% target.

(b)	During the December 2014 quarter, Ashland modified certain awards of its performance shares. The awards were modified to provide that the instruments be paid in cash instead of stock. This change in payment designation caused Ashland to recognize $7 million in incremental stock-based compensation expense related to 84 thousand shares modified during 2015.

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(a)	Includes sales for Oil Can Henry’s starting February 1, 2016.

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(a)	Venezuela joint venture sold during 2015.

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(a)

Fourth quarter results for 2016 include a decrease in operating income of $181 million related to the impairment of Intermediates/Solvents, $101 million related to the loss on pension and postretirement benefit plan remeasurement ($33 million in cost of sales and $68 million in selling, general and administrative expenses) and a decrease of $42 million for separation costs. Income tax expense for the fourth quarter included $83 million of discrete tax expense items.

(b)

Fourth quarter results for 2015 include a decrease in operating income of $246 million related to the loss on pension and postretirement benefit plan remeasurement ($97 million in cost of sales and $149 million in selling, general and administrative expenses), a decrease of $13 million for a customer claim, a decrease of $11 million related to the impairment on IPR&D assets associated with the ISP acquisition, a decrease of $6 million related to restructuring and a decrease of $3 million for an environmental reserve adjustment. Income tax benefit for the fourth quarter included $6 million of discrete tax income items.

(c)	Basic and diluted earnings per share exclude net income attributable to the noncontrolling interest in Valvoline Inc.

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(a)	As a result of the retrospective adoption during 2016 of the new deferred tax guidance referenced in Note A, the September 30, 2012 through September 30, 2015 deferred tax balances have been reclassified from previous SEC filings to reflect the post-adoption presentation of current deferred tax assets and liabilities as noncurrent.

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1.	PURPOSE

2.	DEFINITIONS

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1.

there shall be consummated (A) any consolidation or merger of Ashland Global Holdings Inc. (a “Business Combination”), other than a consolidation or merger of Ashland Global Holdings Inc. into or with a direct or indirect wholly-owned subsidiary, as a result of which the shareholders of Ashland Global Holdings Inc. own (directly or indirectly), immediately after the Business Combination, less than fifty percent (50%) of the then outstanding shares of common stock that are entitled to vote generally for the election of directors of the corporation resulting from such Business Combination, or pursuant to which shares of Ashland Global Holdings Inc.’s Common Stock would be converted into cash, securities or other property, other than a Business Combination in which the holders of Ashland Global Holdings Inc.’s Common Stock immediately prior to the Business Combination have substantially the same proportionate ownership of common stock of the surviving corporation immediately after the Business Combination, or (B) any sale, lease, exchange or transfer (in one transaction or a series of related transactions) of all or substantially all the assets of Ashland Global Holdings Inc., provided, however, that no sale, lease, exchange or other transfer of all or substantially all the assets of Ashland Global Holdings Inc. shall be deemed to occur unless assets constituting at least eighty percent (80%) of the total assets of Ashland Global Holdings Inc. are transferred pursuant to such sale, lease, exchange or other transfer;

2.	the shareholders of Ashland Global Holdings Inc. shall approve any plan or proposal for the liquidation or dissolution of Ashland Global Holdings Inc.;

3.

any Person shall become the Beneficial Owner of securities of Ashland Global Holdings Inc. representing twenty percent (20%) or more of the combined voting power of Ashland Global Holdings Inc.’s then outstanding securities ordinarily (and apart from rights accruing in special circumstances) having the right to vote in the election of directors, as a result of a tender or exchange offer, open market purchases, privately-negotiated purchases or otherwise, without the approval of the Board; or

4.	at any time during a period of two (2) consecutive years, individuals who at the beginning of such period constituted the Board shall cease for any reason to constitute at least a majority thereof, unless the election or the nomination for election by Ashland Global Holdings Inc.’s shareholders of each new

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3.	SHARES; ADJUSTMENTS IN EVENT OF CHANGES IN CAPITALIZATION

4.	ELIGIBILITY

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5.	ADMINISTRATION

6.	PARTICIPANT COMPENSATION ACCOUNT(S)

7.	EARLY WITHDRAWAL

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8.	DEFERRAL ELECTIONS

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9.	DISTRIBUTION

1.	Upon a Participant’s Separation from Service as either a lump sum or in installments not exceeding fifteen (15) years; provided, however, that the distribution to a Participant who is a Specified Employee must not be made before the earliest of the date that is six (6) months after the Participant’s Separation from Service or the date of the Participant’s death;

2.	For Elections made prior to October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary as either a lump sum or in installments not exceeding fifteen (15) years from the date of the Participant’s death; or for Elections made on or after October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary in a lump sum; or

3.	At a specified time or under a fixed schedule not exceeding fifteen (15) years from the Participant’s Separation from Service.

1.	For Elections made prior to October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary as either a lump sum or in installments not exceeding fifteen (15) years; or for Elections made on or after October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary in a lump sum; or

2.	At a specified time or under a fixed schedule not less than two (2) years measured from the beginning of the Plan Year after the Plan Year in which the Election is made and not exceeding fifteen (15) years measured from the beginning of the Plan Year after the Plan Year in which the Election is made.

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1.

Upon a Participant’s Separation from Service and entitlement to a distribution under the Excess Plan and/or SERP, as applicable, as either a lump sum or in installments not exceeding fifteen (15) years from the date the Participant was entitled to a distribution under the Excess Plan and/or SERP, as applicable; provided, however, that the distribution to a Participant who is a Specified Employee must not be made before the earliest of the date that is six (6) months after the Participant was entitled to a distribution under the Excess Plan and/or SERP, as applicable or the date of the Participant’s death;

2.	For Elections made prior to October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary as either a lump sum or in installments not exceeding fifteen (15) years from the date of the Participant’s death; or for Elections made on or after October 1, 2016, upon or Participant’s death to Participant’s Beneficiary in a lump sum; or

3.	At a specified time or under a fixed schedule not exceeding fifteen (15) years from the date the Participant incurred a Separation from Service and was entitled to a distribution under the Excess Plan and/or SERP, as applicable.

1.	Such an Election may not take effect until at least twelve (12) months after it is made;

2.	Any delay to the distribution that would take effect because of the Election is at least to a date five (5) years after the date the distribution otherwise would have begun; and

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3.	Such an Election may not be made less than twelve (12) months before the date of the first scheduled payment.

1.	Distribution pursuant to a domestic relations order as described in Section 12;

2.	Distribution of a Participant’s or Beneficiary’s Compensation Accounts shall be made in a single lump sum payment as soon as possible provided the distribution will be of the entirety of the Participant’s or Beneficiary’s Compensation Accounts and the distribution does not exceed the adjusted Code section 402(g) limit; and

3.	Distribution or suspension of contributions may be made in the discretion of the Company for any other permitted purpose under Treas. Reg. section 1.409A-3(j)(4)(ii)-(xiv).

10.	BENEFICIARY

11.	CHANGE IN CONTROL

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12.	INALIENABILITY OF BENEFITS; UNFUNDED PLAN

13.	CLAIMS

1.	The reasons for the denial.

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2.	Reference to the Plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

3.	A description of additional materials or information needed to process the claim. It will also explain why those materials or information are needed.

4.	A description of the procedure to appeal the denial, including the time limits applicable to those procedures. It will also state that the claimant may file a civil action under section 502 of ERISA (ERISA — §29 U.S.C. 1132).

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1.	The reasons for the denial.

2.	Reference to the Plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

3.	A statement that the claimant may receive free of charge reasonable access to or copies of documents, records and other information relevant to the claim.

4.	A description of any voluntary procedure for an additional appeal, if there is such a procedure. It will also state that the claimant may file a civil action under section 502 of ERISA (ERISA — §29 U.S.C. 1132).

14.	GOVERNING LAW

15.	AMENDMENTS

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16.	COMPLIANCE WITH RULE 16b-3

17.	COMPLIANCE WITH 409A

18.	EFFECTIVE DATE

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I.	The following subsection (g) is added to Section 9 as follows:

II.	In all other respects the Plan shall remain unchanged.

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1)	Ashland Severance Pay Plan (bands 22, 23, 24 and band UNG);

2)	Ashland Severance Pay Plan (base salary grades 21 and below); and

3)	Ashland Salary Continuation Plan.

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•	You are a regular, full-time employee of the company; and

•	You are working in a group designated by the plan sponsor as eligible for this plan.

•	You are covered by a collective bargaining agreement, unless the collective bargaining agreement provides you are eligible for the plan.

•	You have an agreement with the company that provides severance payments for one or more of the conditions for severance payments described in this plan.

•	You are in a classification of one or more employees designated in advance by the plan sponsor as exempted from participating in the plan or, you are employed in a division or subsidiary of the company that opted out of participating in the plan.

•	You are employed by a non-U.S. subsidiary of the company.

•	You reside and work outside of the United States and you are subject to a statutory severance or similar obligation required under the law of the foreign jurisdiction in which you work.

1.	the permanent closing of a location or plant;

2.	job discontinuance; or

3.	any circumstances in which your active employment is terminated at the company's initiative for reasons not excluded under the plan and the company, in conjunction with the plan sponsor, elects to provide benefits for such circumstances.

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1.	If you are given advance notice, you must continue to work until you are officially released by the company; and

2.	You must sign and execute a Severance Agreement and General Release prepared by appropriate company legal counsel, and the Severance Agreement and General Release must become effective and irrevocable in accordance with its terms within 55 days after your termination of active employment.

•	your hire date;

•	your rehire date; or

•	your adjusted service date

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•	Two times your annual base pay for the prior calendar year (adjusted for any increase that occurred during that year and that was expected to last indefinitely, but for the termination); or

•	Two times the maximum Internal Revenue Code section 401(a)(17) limit for the year of the termination ($510,000 in 2013, which is two times the 2013 limit of $255,000).

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1.	Refusal to sign the Severance Agreement and General Release provided by the company;

2.	Discharge for less than effective performance, absenteeism or misconduct;

3.	Voluntary resignations;

4.	Declining an offer by the company of equivalent employment as an alternative to termination, provided that a transfer to a new geographic location shall not be considered to be “equivalent employment;"

5.	Accepting an offer of employment by the company of non-equivalent employment;

6.	The sale, exchange or transfer of company property to another employer who assumes the operations of a company facility or business, unless such sale, exchange or transfer results in unemployment caused by reasons other than the employee's refusal to accept or continue employment with the new employer, as determined by the plan sponsor;

7.	When an employee is entitled to benefits under the “Ashland Salary Continuation Plan;”

8.	Death;

9.	Retirement (except for retirements which result from situations outlined under the Condition of Severance Payments section of this plan);

10.	Entitlement to severance or severance-related benefits under an employment agreement;

11.	Terminations while on a personal unpaid leave of absence or when reinstatement attempts following the expiration of such leave are unsuccessful; and

12.	Subject to certain terminations (refer to the section entitled Deferred Terminations), when an employee does not return to work following a period of disability.

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•	The reasons for the denial.

•	Reference to the plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

•	A description of additional materials or information needed to process the claim. It will also explain why those materials or information are needed.

•	A description of the procedure to appeal the denial, including the time limits applicable to those procedures. It will also state that the claimant may file a civil action under Section 502 of the Employee Retirement Income Security Act of 1974 (ERISA - §29 U.S.C. 1132). The claimant must complete the plan's appeal procedure before filing a civil action in court.

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•	The reasons for the denial.

•	Reference to the plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

•	A statement that the claimant may receive free of charge reasonable access to or copies of documents, records and other information relevant to the claim.

•	A description of any voluntary procedure for an additional appeal, if there is such a procedure. It will also state that the claimant may file a civil action under Section 502 of the Employee Retirement Income Security Act of 1974 (ERISA - §29 U.S.C. 1132).

•	The Employer Identification Number assigned by the IRS to Ashland Inc. is 20-0865835.

•	The plan number assigned to the plan is 541.

•	Examine, without charge, at the plan administrator's office and at various work sites, all plan documents, including insurance contracts, collective bargaining agreements, and copies of all documents filed by the plan with the U.S. Department of Labor, such as annual reports and plan descriptions.

•	Obtain copies of all plan documents and other plan information upon written request to the plan administrator. There will be a charge of 10 cents per page for these documents, and you will be required to furnish a personal check payable to Ashland Inc. covering the photocopying cost before receiving any copies.

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•	Receive a summary of the plan's annual financial report. The plan administrator is required by law to furnish each participant with a copy of this summary financial report.

•	File suit in federal court, if any materials requested are not received within 30 days of your request, unless the materials were not sent because of matters beyond the control of the plan administrator. The court may require the plan administrator to pay you up to $110 for each day's delay until the materials are received.

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•	You are a regular, full-time employee of the company;

•	You have been working for the company for at least 12 weeks; and

•	You are working in a group designated by the plan sponsor as eligible for this plan.

•	You are covered by a collective bargaining agreement, unless the collective bargaining agreement provides you are eligible for the plan.

•	You have an agreement with the company that provides severance payments for one or more of the conditions for severance payments described in this plan.

•	You are in a classification of one or more employees designated in advance by the plan sponsor as exempted from participating in the plan or, you are employed in a division or subsidiary of the company that opted out of participating in the plan.

•	You are employed by a non-U.S. subsidiary of the company.

•	You reside and work outside of the United States and you are subject to a statutory severance or similar obligation required under the law of the foreign jurisdiction in which you work.

1.	the permanent closing of a location or plant;

2.	job discontinuance; or

3.	any circumstances in which your active employment is terminated at the company's initiative for reasons not excluded under the plan and the company, in conjunction with the plan sponsor, elects to provide benefits for such circumstances.

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1.	If you are given advance notice, you must continue to work until you are officially released by the company; and

2.	You must sign and execute a Severance Agreement and General Release prepared by appropriate company legal counsel, and the Severance Agreement and General Release must become effective and irrevocable in accordance with its terms within 55 days after your termination of active employment.

•	your hire date;

•	your rehire date; or

•	your adjusted service date

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1.	Refusal to sign the Severance Agreement and General Release provided by the company;

2.	Discharge for less than effective performance, absenteeism or misconduct;

3.	Voluntary resignations;

4.	Declining an offer by the company of equivalent employment as an alternative to termination, provided that a transfer to a new geographic location shall not be considered to be “equivalent employment;"

5.	Accepting an offer of employment by the company of non-equivalent employment;

6.	The sale, exchange or transfer of company property to another employer who assumes the operations of a company facility or business, unless such sale, exchange or transfer results in unemployment caused by reasons other than the employee's refusal to accept or continue employment with the new employer, as determined by the plan sponsor;

7.	When an employee is entitled to benefits under the “Ashland Salary Continuation Plan;”

8.	Death;

9.	Retirement (except for retirements which result from situations outlined under the Condition of Severance Payments section of this plan);

10.	Entitlement to severance or severance-related benefits under an employment agreement;

11.	Terminations while on a personal unpaid leave of absence or when reinstatement attempts following the expiration of such leave are unsuccessful; and

12.	Subject to certain terminations (refer to the section entitled Deferred Terminations), when an employee does not return to work following a period of disability.

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•	The reasons for the denial.

•	Reference to the plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

•	A description of additional materials or information needed to process the claim. It will also explain why those materials or information are needed.

•	A description of the procedure to appeal the denial, including the time limits applicable to those procedures. It will also state that the claimant may file a civil action under Section 502 of the Employee Retirement Income Security Act of 1974 (ERISA - §29 U.S.C. 1132). The claimant must complete the plan's appeal procedure before filing a civil action in court.

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•	The reasons for the denial.

•	Reference to the plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

•	A statement that the claimant may receive free of charge reasonable access to or copies of documents, records and other information relevant to the claim.

•	A description of any voluntary procedure for an additional appeal, if there is such a procedure. It will also state that the claimant may file a civil action under Section 502 of the Employee Retirement Income Security Act of 1974 (ERISA - §29 U.S.C. 1132).

•	The Employer Identification Number assigned by the IRS to Ashland Inc. is 20-0865835.

•	The plan number assigned to the plan is 541.

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•	Examine, without charge, at the plan administrator's office and at various work sites, all plan documents, including insurance contracts, collective bargaining agreements, and copies of all documents filed by the plan with the U.S. Department of Labor, such as annual reports and plan descriptions.

•	Obtain copies of all plan documents and other plan information upon written request to the plan administrator. There will be a charge of 10 cents per page for these documents, and you will be required to furnish a personal check payable to Ashland Inc. covering the photocopying cost before receiving any copies.

•	Receive a summary of the plan's annual financial report. The plan administrator is required by law to furnish each participant with a copy of this summary financial report.

•	File suit in federal court, if any materials requested are not received within 30 days of your request, unless the materials were not sent because of matters beyond the control of the plan administrator. The court may require the plan administrator to pay you up to $110 for each day's delay until the materials are received.

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(ii)	shall be written in a manner calculated to be understood by the participant, and (iii) shall contain

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1)	Ashland Severance Pay Plan (bands 22, 23, 24 and band UNG);

2)	Ashland Severance Pay Plan (base salary grades 21 and below); and

3)	Ashland Salary Continuation Plan.

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•	You are a regular, full-time employee of the company; and

•	You are working in a group designated by the plan sponsor as eligible for this plan.

•	You are covered by a collective bargaining agreement, unless the collective bargaining agreement provides you are eligible for the plan.

•	You have an agreement with the company that provides severance payments for one or more of the conditions for severance payments described in this plan.

•	You are in a classification of one or more employees designated in advance by the plan sponsor as exempted from participating in the plan or, you are employed in a division or subsidiary of the company that opted out of participating in the plan.

•	You are employed by a non-U.S. subsidiary of the company.

•	You reside and work outside of the United States and you are subject to a statutory severance or similar obligation required under the law of the foreign jurisdiction in which you work.

1.	the permanent closing of a location or plant;

2.	job discontinuance; or

3.	any circumstances in which your active employment is terminated at the company's initiative for reasons not excluded under the plan and the company, in conjunction with the plan sponsor, elects to provide benefits for such circumstances.

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1.	If you are given advance notice, you must continue to work until you are officially released by the company; and

2.	You must sign and execute a Severance Agreement and General Release prepared by appropriate company legal counsel, and the Severance Agreement and General Release must become effective and irrevocable in accordance with its terms within 55 days after your termination of employment.

•	your hire date;

•	your rehire date; or

•	your adjusted service date

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1.	Refusal to sign the Severance Agreement and General Release provided by the company;

2.	Discharge for less than effective performance, absenteeism or misconduct;

3.	Voluntary resignations;

4.	Declining an offer by the company of equivalent employment as an alternative to termination, provided that a transfer to a new geographic location shall not be considered to be “equivalent employment;"

5.	Accepting an offer of employment by the company of non-equivalent employment;

6.	The sale, exchange or transfer of company property to another employer who assumes the operations of a company facility or business, unless such sale, exchange or transfer results in unemployment caused by reasons other than the employee's refusal to accept or continue employment with the new employer, as determined by the plan sponsor;

7.	When an employee is entitled to benefits under the “Ashland Salary Continuation Plan;”

8.	Death;

9.	Retirement (except for retirements which result from situations outlined under the Condition of Severance Payments section of this plan);

10.	Entitlement to severance or severance-related benefits under an employment agreement;

11.	Terminations while on a personal unpaid leave of absence or when reinstatement attempts following the expiration of such leave are unsuccessful; and

12.	Subject to certain terminations (refer to the section entitled Deferred Terminations), when an employee does not return to work following a period of disability.

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•	The reasons for the denial.

•	Reference to the plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

•	A description of additional materials or information needed to process the claim. It will also explain why those materials or information are needed.

•	A description of the procedure to appeal the denial, including the time limits applicable to those procedures. It will also state that the claimant may file a civil action under Section 502 of the Employee Retirement Income Security Act of 1974 (ERISA - §29 U.S.C. 1132). The claimant must complete the plan's appeal procedure before filing a civil action in court.

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•	The reasons for the denial.

•	Reference to the plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

•	A statement that the claimant may receive free of charge reasonable access to or copies of documents, records and other information relevant to the claim.

•	A description of any voluntary procedure for an additional appeal, if there is such a procedure. It will also state that the claimant may file a civil action under Section 502 of the Employee Retirement Income Security Act of 1974 (ERISA - §29 U.S.C. 1132).

•	The Employer Identification Number assigned by the IRS to Ashland LLC is 20-0865835.

•	The plan number assigned to the plan is 541.

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•	Examine, without charge, at the plan administrator's office and at various work sites, all plan documents, including insurance contracts, collective bargaining agreements, and copies of all documents filed by the plan with the U.S. Department of Labor, such as annual reports and plan descriptions.

•	Obtain copies of all plan documents and other plan information upon written request to the plan administrator. There will be a charge of 10 cents per page for these documents, and you will be required to furnish a personal check payable to Ashland LLC covering the photocopying cost before receiving any copies.

•	Receive a summary of the plan's annual financial report. The plan administrator is required by law to furnish each participant with a copy of this summary financial report.

•	File suit in federal court, if any materials requested are not received within 30 days of your request, unless the materials were not sent because of matters beyond the control of the plan administrator. The court may require the plan administrator to pay you up to $110 for each day's delay until the materials are received.

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•	You are a regular, full-time employee of the company;

•	You have been working for the company for at least 12 weeks; and

•	You are working in a group designated by the plan sponsor as eligible for this plan.

•	You are covered by a collective bargaining agreement, unless the collective bargaining agreement provides you are eligible for the plan.

•	You have an agreement with the company that provides severance payments for one or more of the conditions for severance payments described in this plan.

•	You are in a classification of one or more employees designated in advance by the plan sponsor as exempted from participating in the plan or, you are employed in a division or subsidiary of the company that opted out of participating in the plan.

•	You are employed by a non-U.S. subsidiary of the company.

•	You reside and work outside of the United States and you are subject to a statutory severance or similar obligation required under the law of the foreign jurisdiction in which you work.

1.	the permanent closing of a location or plant;

2.	job discontinuance; or

3.	any circumstances in which your active employment is terminated at the company's initiative for reasons not excluded under the plan and the company, in conjunction with the plan sponsor, elects to provide benefits for such circumstances.

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1.	If you are given advance notice, you must continue to work until you are officially released by the company; and

2.	You must sign and execute a Severance Agreement and General Release prepared by appropriate company legal counsel, and the Severance Agreement and General Release must become effective and irrevocable in accordance with its terms within 55 days after your termination of employment.

•	your hire date;

•	your rehire date; or

•	your adjusted service date

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1.	Refusal to sign the Severance Agreement and General Release provided by the company;

2.	Discharge for less than effective performance, absenteeism or misconduct;

3.	Voluntary resignations;

4.	Declining an offer by the company of equivalent employment as an alternative to termination, provided that a transfer to a new geographic location shall not be considered to be “equivalent employment;"

5.	Accepting an offer of employment by the company of non-equivalent employment;

6.	The sale, exchange or transfer of company property to another employer who assumes the operations of a company facility or business, unless such sale, exchange or transfer results in unemployment caused by reasons other than the employee's refusal to accept or continue employment with the new employer, as determined by the plan sponsor;

7.	When an employee is entitled to benefits under the “Ashland Salary Continuation Plan;”

8.	Death;

9.	Retirement (except for retirements which result from situations outlined under the Condition of Severance Payments section of this plan);

10.	Entitlement to severance or severance-related benefits under an employment agreement;

11.	Terminations while on a personal unpaid leave of absence or when reinstatement attempts following the expiration of such leave are unsuccessful; and

12.	Subject to certain terminations (refer to the section entitled Deferred Terminations), when an employee does not return to work following a period of disability.

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•	The reasons for the denial.

•	Reference to the plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

•	A description of additional materials or information needed to process the claim. It will also explain why those materials or information are needed.

•	A description of the procedure to appeal the denial, including the time limits applicable to those procedures. It will also state that the claimant may file a civil action under Section 502 of the Employee Retirement Income Security Act of 1974 (ERISA - §29 U.S.C. 1132). The claimant must complete the plan's appeal procedure before filing a civil action in court.

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•	The reasons for the denial.

•	Reference to the plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

•	A statement that the claimant may receive free of charge reasonable access to or copies of documents, records and other information relevant to the claim.

•	A description of any voluntary procedure for an additional appeal, if there is such a procedure. It will also state that the claimant may file a civil action under Section 502 of the Employee Retirement Income Security Act of 1974 (ERISA - §29 U.S.C. 1132).

•	The Employer Identification Number assigned by the IRS to Ashland LLC is 20-0865835.

•	The plan number assigned to the plan is 541.

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•	Examine, without charge, at the plan administrator's office and at various work sites, all plan documents, including insurance contracts, collective bargaining agreements, and copies of all documents filed by the plan with the U.S. Department of Labor, such as annual reports and plan descriptions.

•	Obtain copies of all plan documents and other plan information upon written request to the plan administrator. There will be a charge of 10 cents per page for these documents, and you will be required to furnish a personal check payable to Ashland LLC covering the photocopying cost before receiving any copies.

•	Receive a summary of the plan's annual financial report. The plan administrator is required by law to furnish each participant with a copy of this summary financial report.

•	File suit in federal court, if any materials requested are not received within 30 days of your request, unless the materials were not sent because of matters beyond the control of the plan administrator. The court may require the plan administrator to pay you up to $110 for each day's delay until the materials are received.

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(f)

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(b)

At the sole expense of the Company, a participant shall be entitled to the continuation of his or her medical, dental, and group life benefits in effect at the time of such participant's termination of employment without Cause or for Good Reason for a period equal to the two (2) weeks for each for each completed 12 months of service, with a minimum benefit continuation period of 12 weeks and a maximum benefit continuation period of 52 weeks.

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(ii)	shall be written in a manner calculated to be understood by the participant, and (iii) shall contain

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1.	PURPOSE

2.	DEFINITIONS

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1.

there shall be consummated (A) any consolidation or merger of the Company (a “Business Combination”), other than a consolidation or merger of the Company into or with a direct or indirect wholly-owned subsidiary, as a result of which the shareholders of the Company own (directly or indirectly), immediately after the Business Combination, less than fifty percent (50%) of the then outstanding shares of common stock that are entitled to vote generally for the election of directors of the corporation resulting from such Business Combination, or pursuant to which shares of the Company’s Common Stock would be converted into cash, securities or other property, other than a Business Combination in which the holders of the Company’s Common Stock immediately prior to the Business Combination have substantially the same proportionate ownership of common stock of the surviving corporation immediately after the Business Combination, or (B)

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2.	the shareholders of the Company shall approve any plan or proposal for the liquidation or dissolution of the Company;

3.

any Person shall become the Beneficial Owner of securities of the Company representing twenty percent (20%) or more of the combined voting power of the Company’s then outstanding securities ordinarily (and apart from rights accruing in special circumstances) having the right to vote in the election of directors, as a result of a tender or exchange offer, open market purchases, privately-negotiated purchases or otherwise, without the approval of the Board; or

4.

at any time during a period of two (2) consecutive years, individuals who at the beginning of such period constituted the Board shall cease for any reason to constitute at least a majority thereof, unless the election or the nomination for election by the Company’s shareholders of each new director during such two- (2-) year period was approved by a vote of at least two-thirds (2/3) of the directors then still in office who were directors at the beginning of such two- (2-) year period.

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3.	SHARES; ADJUSTMENTS IN EVENT OF CHANGES IN CAPITALIZATION

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4.	ELIGIBILITY

5.	ADMINISTRATION

1.	PARTICIPANT’S ACCOUNT

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2.	EARLY PAYMENT/DISTRIBUTION

3.	ELECTIONS

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1.	Stock Units. Stock Units credited to a Participant’s Stock Account cannot be transferred to another hypothetical investment alternative under the Plan.

2.

Restricted Stock Units. Restricted Stock Units credited on an annual basis to a Participant’s Restricted Stock Account cannot be transferred to another hypothetical investment alternative under the Plan; provided, however, that if the Participant makes an election prior to a grant of Restricted Stock Units, then upon the Participant satisfying the Board’s Common Stock ownership guidelines, up to fifty percent (50%) of such Participant’s Restricted Stock Units that become non-forfeitable, as credited to such Participant’s Restricted Stock Account, may be transferred to another hypothetical investment alternative under the Plan.

3.	Ashland Stock Units. Ashland Stock Units (and, after the Separation Date, Stock Units) credited to an Ashland Participant’s Transferred Stock Subaccount cannot be transferred to another hypothetical investment alternative under the Plan.

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4.	PAYMENT/DISTRIBUTION

1.	Upon a Participant’s Termination, including death, as either a lump sum or in installments not exceeding fifteen (15) years; or

2.	At a specified time or under a fixed schedule not exceeding fifteen (15) years.

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1.	Such a subsequent Election may not take effect until at least twelve (12) months after it is made;

2.	Any delay to the payment/distribution that would take effect because of the subsequent Election is at least to a date five (5) years after the date the payment/distribution otherwise would have begun; and

3.	In the case of a payment/distribution that would be made under paragraph (a)2. of this Section 4, such a subsequent Election may not be made less than twelve (12) months before the date of the first scheduled payment.

5.	PAYMENT COMMENCEMENT DATE

6.	CHANGE IN CONTROL

1.	BENEFICIARY

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2.	INALIENABILITY; UNFUNDED PLAN

3.	GOVERNING LAW

4.	AMENDMENT AND TERMINATION

5.	COMPLIANCE WITH RULE 16b-3

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6.	COMPLIANCE WITH 409A

7.	EFFECTIVE DATE

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1.	PURPOSE

2.	DEFINITIONS

1.

there shall be consummated (A) any consolidation or merger of the Company (a “Business Combination”), other than a consolidation or merger of the Company into or with a direct or indirect wholly-owned subsidiary, as a result of which the shareholders of the Company own (directly or indirectly), immediately after the Business Combination, less than fifty percent (50%) of the then outstanding shares of common stock that are entitled to vote generally for the election of directors of the corporation resulting from such Business Combination, or pursuant to which shares of the Company’s Common Stock would be converted into cash, securities or other property, other than a Business Combination in which the holders of the Company’s

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2.	the shareholders of the Company shall approve any plan or proposal for the liquidation or dissolution of the Company;

3.

any Person shall become the Beneficial Owner of securities of the Company representing twenty percent (20%) or more of the combined voting power of the Company’s then outstanding securities ordinarily (and apart from rights accruing in special circumstances) having the right to vote in the election of directors, as a result of a tender or exchange offer, open market purchases, privately-negotiated purchases or otherwise, without the approval of the Board; or

4.

at any time during a period of two (2) consecutive years, individuals who at the beginning of such period constituted the Board shall cease for any reason to constitute at least a majority thereof, unless the election or the nomination for election by the Company’s shareholders of each new director during such two- (2-) year period was approved by a vote of at least two-thirds (2/3) of the directors then still in office who were directors at the beginning of such two- (2-) year period.

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3.	SHARES; ADJUSTMENTS IN EVENT OF CHANGES IN CAPITALIZATION

4.	ELIGIBILITY

5.	ADMINISTRATION

6.	PARTICIPANT COMPENSATION ACCOUNT(S)

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7.	EARLY WITHDRAWAL

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8.	DEFERRAL ELECTIONS

9.	DISTRIBUTION

1.	Upon a Participant’s Separation from Service as either a lump sum or in installments not exceeding fifteen (15) years; provided, however, that the distribution to a Participant who is a Specified Employee must not be made before the earliest of the date that is six (6) months after the Participant’s Separation from Service or the date of the Participant’s death;

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2.	For Elections made prior to October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary as either a lump sum or in installments not exceeding fifteen (15) years from the date of the Participant’s death; or for Elections made on or after October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary in a lump sum; or

3.	At a specified time or under a fixed schedule not exceeding fifteen (15) years from the Participant’s Separation from Service.

1.	For Elections made prior to October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary as either a lump sum or in installments not exceeding fifteen (15) years; or for Elections made on or after October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary in a lump sum; or

2.	At a specified time or under a fixed schedule not less than two (2) years measured from the beginning of the Plan Year after the Plan Year in which the Election is made and not exceeding fifteen (15) years measured from the beginning of the Plan Year after the Plan Year in which the Election is made.

1.

Upon a Participant's Separation from Service and entitlement to a distribution under the Transferred Excess Plan and/or Transferred SERP, as applicable, as either a lump sum or in installments not exceeding 15 years from the date the Participant was entitled to a distribution under the Transferred Excess Plan and/or Transferred SERP, as applicable; provided, however, that the distribution to a Participant who is a Specified Employee must not be made before the earliest of the date that is six (6) months after the Participant was entitled to a distribution under the Transferred Excess Plan and/or Transferred SERP, as applicable or the date of the Participant's death;

2.	For Elections made prior to October 1, 2016, upon a Participant's death to the Participant's Beneficiary as either a lump sum or in installments not exceeding fifteen (15) years from the date of the Participant's death; or for Elections made on or after October 1, 2016, upon a Participant’s death to the Participant’s Beneficiary in a lump sum; or

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3.	At a specified time or under a fixed schedule not exceeding fifteen (15) years from the date the Participant incurred a Separation from Service and was entitled to a distribution under the Transferred Excess Plan and/or Transferred SERP, as applicable.

1.	Such an Election may not take effect until at least twelve (12) months after it is made;

2.	Any delay to the distribution that would take effect because of the Election is at least to a date five (5) years after the date the distribution otherwise would have begun; and

3.	Such an Election may not be made less than twelve (12) months before the date of the first scheduled payment.

1.	Distribution pursuant to a domestic relations order as described in Section 12;

2.	Distribution of a Participant’s or Beneficiary’s Compensation Account(s) shall be made in a single lump sum payment as soon as possible provided the distribution will be of the entirety of the Participant’s or Beneficiary’s Compensation Account(s) and the distribution does not exceed the adjusted Code section 402(g) limit; and

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3.	Distribution or suspension of contributions may be made in the discretion of the Company for any other permitted purpose under Treasury Regulation section 1.409A-3(j)(4)(ii)-(xiv).

10.	BENEFICIARY

11.	CHANGE IN CONTROL

12.	INALIENABILITY; UNFUNDED PLAN

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13.	CLAIMS

1.	The reasons for the denial.

2.	Reference to the Plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

3.	A description of additional materials or information needed to process the claim. It will also explain why those materials or information are needed.

4.	A description of the procedure to appeal the denial, including the time limits applicable to those procedures. It will also state that the claimant may file a civil action under section 502 of ERISA (ERISA — §29 U.S.C. 1132). The claimant must complete the Plan’s appeal procedure before filing a civil action in court.

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1.	The reasons for the denial.

2.	Reference to the Plan provisions on which the denial is based. The reference need not be to page numbers or to section headings or titles. The reference only needs to sufficiently describe the provisions so that the provisions could be identified based on that description.

3.	A statement that the claimant may receive free of charge reasonable access to or copies of documents, records and other information relevant to the claim.

4.	A description of any voluntary procedure for an additional appeal, if there is such a procedure. It will also state that the claimant may file a civil action under section 502 of ERISA (ERISA — §29 U.S.C. 1132).

14.	GOVERNING LAW

15.	AMENDMENTS

16.	COMPLIANCE WITH RULE 16b-3

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17.	COMPLIANCE WITH 409A

18.	EFFECTIVE DATE

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(B)	Restricted Periods.

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(C)	Certain Restricted Stock Unit (RSU) Award Provisions.

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(B)	Terms and Conditions.

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(C)	Payment.

(B)	Designation and Price.

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(D)	Payment.

(E)	Expiration or Termination of Awards.

(1)	Participants.

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(1)

there shall be consummated (A) any consolidation or merger of the Company (a "Business Combination"), other than a consolidation or merger of the Company into or with a direct or indirect wholly-owned subsidiary, as a result of which the shareholders of the Company own (directly or indirectly), immediately after the Business Combination, less than fifty percent (50%) of the then outstanding shares of common stock that are entitled to vote generally for the election of directors of the corporation resulting from such

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(2)	the shareholders of the Company shall approve any plan or proposal for the liquidation or dissolution of the Company;

(3)

any Person shall become the Beneficial Owner of securities of the Company representing twenty percent (20%) or more of the combined voting power of the Company's then outstanding securities ordinarily (and apart from rights accruing in special circumstances) having the right to vote in the election of directors, as a result of a tender or exchange offer, open market purchases, privately-negotiated purchases or otherwise, without the approval of the Board; or

(4)

at any time during a period of two (2) consecutive years, individuals who at the beginning of such period constituted the Board shall cease for any reason to constitute at least a majority thereof, unless the election or the nomination for election by the Company's shareholders of each new director during such two- (2-) year period was approved by a vote of at least two-thirds (2/3) of the directors then still in office who were directors at the beginning of such two- (2-) year period.

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I.	The following sentence is added after the first sentence of Section 1:

II.	All references to “Ashland” and “Ashland Inc.” in the Plan after the recitals are hereinafter changed to “Valvoline” and “Valvoline LLC” respectively.

III.	In all other respects the Plan shall remain unchanged.

I.	The following sentence is added to Section 1.01 of the Plan:

II.	All references in the Plan to “Ashland” and “Ashland Inc.” after Section 1.01 are hereinafter changed to “Valvoline” and “Valvoline LLC” respectively.

III.	In all other respects the Plan shall remain unchanged.

I.	The following sentence is added to the end of the paragraph under Section 2, titled "Type of Plan":

II.	The following subsection (i) is added to Section 3 as follows:

III.	In all other respects the Plan shall remain unchanged.

Three-Year Performance Period:	_______________________

Date of Award:	_______________________

Vesting Date of Award:	_______________________

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I.	The following paragraph is added to end of the section of the Plan titled “Distributions” as follows:

II.	In all other respects the Plan shall remain unchanged.

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(i)	after giving effect to this Amendment and the transactions contemplated hereby, no Termination Event or Potential Termination Event shall exist;

(ii)	the representations and warranties of such Person set forth in the Transaction Documents to which it is a party (as amended hereby) are true and correct as of the date hereof (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date); and

(iii)

this Amendment constitutes the legal, valid and binding obligations of such Person enforceable against such Person in accordance with their respective terms, subject to the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar law affecting creditors’ rights generally and to the effect of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

(i)	receipt by the Agent of counterparts of this Amendment duly executed by each of the parties hereto;

(ii)	effectiveness of the Joinder in accordance with its terms;

(iii)	receipt by the Agent of counterparts of the First Tier Amendment duly executed by each of the parties thereto.

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1.	Registration Statement on Form S-8 (No. 333-131792-01) pertaining to the 2006 Ashland Inc. Incentive Plan,

2.	Registration Statements on Form S-8 (Nos. 333-172019-01 and 333-186408-01) pertaining to the Amended and Restated 2011 Ashland Inc. Incentive Plan,

3.	Registration Statement on Form S-8 (No. 333-201895-01) pertaining to the Amended and Restated 2015 Ashland Inc. Incentive Plan,

4.	Registration Statement on Form S-8 (No. 333-201053-01) pertaining to the Inducement Restricted Stock Award (Wulfsohn),

5.	Registration Statement on Form S-8 (No. 33-62091-01) pertaining to the Ashland Inc. Deferred Compensation Plan,

6.	Registration Statement on Form S-8 (No. 33-52125-01) pertaining to the Ashland Inc. Deferred Compensation Plan for Non-Employee Directors (Formerly known as Ashland Oil, Inc. Deferred Compensation and Stock Incentive Plan for Non-Employee Directors),

7.	Registration Statement on Form S-8 (No. 333-122269-01) pertaining to the Ashland Inc. Deferred Compensation Plan for Employees (2005),

8.	Registration Statement on Form S-8 (No. 333-122270-01) pertaining to the Ashland Inc. Deferred Compensation Plan for Non-Employee Directors (2005),

9.	Registration Statements on Form S-8 (Nos. 33-32612-100, 333-157040-01 and 333-203840-01) pertaining to the Ashland Inc. Employee Savings Plan,

10.	Registration Statement on Form S-8 (No. 33-49907-100) pertaining to the Ashland Inc. Leveraged Employee Stock Ownership Plan,

11.	Registration Statement on Form S-8 (No. 333-155386-01) pertaining to the Hercules Incorporated Amended and Restated Long Term Incentive Compensation Plan and the Hercules Incorporated Omnibus Equity Compensation Plan for Non-Employee Directors and the Hercules Incorporated 1993 Non-Employee Director Stock Accumulation Deferred Compensation Plan,

12.	Registration Statements on Form S-8 (Nos. 333-155396-01 and 333-203840-01) pertaining to the Ashland Inc. Union Employee Savings Plan (Formerly known as the Hercules Incorporated Savings and Investment Plan),

13.	Registration Statements on Form S-8 (Nos. 333-184109-01 and 333-203840-01) pertaining to the International Specialty Products Inc. 401(k) Plan,

14.	Registration Statement on Form S-8 (No. 333-212773-01) pertaining to the Inducement Restricted Stock Award (Wulfsohn) and the Inducement Restricted Stock Award (Meixelsperger),

15.	Registration Statement on Form S-8 (No. 333-212127-01) pertaining to the Inducement Restricted Stock Award (Meixelsperger),

16.	Registration Statement on Form S-3ASR (No. 333-214069) of Ashland Global Holdings Inc.

1.	Registration Statement on Form S-8 (No. 333-131792-01) pertaining to the 2006 Ashland Inc. Incentive Plan,

2.	Registration Statements on Form S-8 (Nos. 333-172019-01 and 333-186408-01) pertaining to the Amended and Restated 2011 Ashland Inc. Incentive Plan,

3.	Registration Statement on Form S-8 (No. 333-201895-01) pertaining to the Amended and Restated 2015 Ashland Inc. Incentive Plan,

4.	Registration Statement on Form S-8 (No. 333-201053-01) pertaining to the Inducement Restricted Stock Award (Wulfsohn),

5.	Registration Statement on Form S-8 (No. 33-62091-01) pertaining to the Ashland Inc. Deferred Compensation Plan,

6.	Registration Statement on Form S-8 (No. 33-52125-01) pertaining to the Ashland Inc. Deferred Compensation Plan for Non-Employee Directors (Formerly known as Ashland Oil, Inc. Deferred Compensation and Stock Incentive Plan for Non-Employee Directors),

7.	Registration Statement on Form S-8 (No. 333-122269-01) pertaining to the Ashland Inc. Deferred Compensation Plan for Employees (2005),

8.	Registration Statement on Form S-8 (No. 333-122270-01) pertaining to the Ashland Inc. Deferred Compensation Plan for Non-Employee Directors (2005),

9.	Registration Statements on Form S-8 (Nos. 33-32612-100, 333-157040-01 and 333-203840-01) pertaining to the Ashland Inc. Employee Savings Plan,

10.	Registration Statement on Form S-8 (No. 33-49907-100) pertaining to the Ashland Inc. Leveraged Employee Stock Ownership Plan,

11.	Registration Statement on Form S-8 (No. 333-155386-01) pertaining to the Hercules Incorporated Amended and Restated Long Term Incentive Compensation Plan and the Hercules Incorporated Omnibus Equity Compensation Plan for Non-Employee Directors and the Hercules Incorporated 1993 Non-Employee Director Stock Accumulation Deferred Compensation Plan,

12.	Registration Statements on Form S-8 (Nos. 333-155396-01 and 333-203840-01) pertaining to the Ashland Inc. Union Employee Savings Plan (Formerly known as the Hercules Incorporated Savings and Investment Plan),

13.	Registration Statements on Form S-8 (Nos. 333-184109-01 and 333-203840-01) pertaining to the International Specialty Products Inc. 401(k) Plan,

14.	Registration Statement on Form S-8 (No. 333-212773-01) pertaining to the Inducement Restricted Stock Award (Wulfsohn) and the Inducement Restricted Stock Award (Meixelsperger),

15.	Registration Statement on Form S-8 (No. 333-212127-01) pertaining to the Inducement Restricted Stock Award (Meixelsperger),

16.	Registration Statement on Form S-3ASR (No. 333-214069) of Ashland Global Holdings Inc.

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1.	I have reviewed this annual report on Form 10-K of Ashland Global Holdings Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the Audit Committee of the registrant’s Board of Directors (or persons performing the equivalent functions):

a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

1.	I have reviewed this annual report on Form 10-K of Ashland Global Holdings Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the Audit Committee of the registrant’s Board of Directors (or persons performing the equivalent functions):

a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

(1)	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.