Quarterly report pursuant to Section 13 or 15(d)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Millions
 9 Months Ended
Sep. 30, 2011
Sep. 30, 2010
Operating Activities:    
Net (loss) income $ 159  
Adjustments to reconcile net income to net cash provided by (used in) operating activities:    
Gain on the consolidation of a variable interest entity (12)  
Equity in income of investment in unconsolidated affiliates (6) (20)
Depreciation and amortization 327 295
(Gain) loss on disposal of businesses/assets, net (5) 8
Loss on early extinguishment of debt 5 169
Noncash interest expense 28 12
Noncash impairment charge 53  
Deferred income taxes (4) 72
Noncash (gain) loss on foreign currency transactions (15) 8
Stock-based compensation 19 19
Portion of insurance settlement representing cash provided by investing activities   (34)
Other, net   9
Changes in operating assets and liabilities:    
Accounts and notes receivable (314) (318)
Accounts receivable from A/R Programs   (254)
Inventories (273) (184)
Prepaid expenses (15) (15)
Other current assets (150) (36)
Other noncurrent assets 20 (69)
Accounts payable 81 61
Accrued liabilities 123 (15)
Other noncurrent liabilities 4 (58)
Net cash provided by (used in) operating activities 25 (350)
Investing Activities:    
Capital expenditures (217) (132)
Proceeds from settlements treated as reimbursement of capital expenditures 3 34
Cash assumed in connection with the initial consolidation of a variable interest entity 28 11
Cash paid for acquisition of a business (23)  
Proceeds from sale of business/assets 7  
Investment in unconsolidated affiliates (17) (4)
Cash received from unconsolidated affiliates 19 5
Other, net   1
Net cash used in investing activities (200) (85)
Financing Activities:    
Net repayments under revolving loan facilities   (7)
Revolving loan facility from A/R Programs   254
Net borrowings on overdraft facilities 10 6
Repayments of short-term debt (151) (153)
Borrowings on short-term debt 126 188
Repayments of long-term debt (287) (1,073)
Proceeds from issuance of long-term debt 89 725
Repayments of notes payable (24) (36)
Borrowings on notes payable 35 38
Debt issuance costs paid (7) (25)
Call premiums related to early extinguishment of debt (5) (159)
Dividends paid to common stockholders (72) (72)
Dividends paid to noncontrolling interest (5)  
Repurchase and cancellation of stock awards (9) (6)
Repurchase of common stock (50)  
Proceeds from issuance of common stock 4 2
Excess tax benefit related to stock-based compensation 10 4
Other, net 1  
Net cash (used in) provided by financing activities (335) (314)
Effect of exchange rate changes on cash (3) 7
Decrease in cash and cash equivalents (513) (742)
Cash and cash equivalents at beginning of period 966 [1] 1,745
Cash and cash equivalents at end of period 453 [1] 1,003
Supplemental cash flow information:    
Cash paid for interest 178 142
Cash paid for income taxes 84 19
HUNTSMAN INTERNATIONAL LLC AND SUBSIDIARIES
    
Operating Activities:    
Net (loss) income 166 152
Adjustments to reconcile net income to net cash provided by (used in) operating activities:    
Gain on the consolidation of a variable interest entity (12)  
Equity in income of investment in unconsolidated affiliates (6) (20)
Depreciation and amortization 310 279
(Gain) loss on disposal of businesses/assets, net (5) 8
Loss on early extinguishment of debt 5 23
Noncash interest expense 38 26
Noncash impairment charge 53  
Deferred income taxes 47 66
Noncash (gain) loss on foreign currency transactions (15) 8
Noncash compensation 17 17
Portion of insurance settlement representing cash provided by investing activities   (34)
Other, net (1) 7
Changes in operating assets and liabilities:    
Accounts and notes receivable (314) (318)
Accounts receivable from A/R Programs   (254)
Inventories (273) (184)
Prepaid expenses (14) (14)
Other current assets (150) (26)
Other noncurrent assets 20 (69)
Accounts payable 72 60
Accrued liabilities 122 2
Other noncurrent liabilities 8 (54)
Net cash provided by (used in) operating activities 68 (325)
Investing Activities:    
Capital expenditures (217) (132)
Proceeds from settlements treated as reimbursement of capital expenditures 3 34
Cash assumed in connection with the initial consolidation of a variable interest entity 28 11
Cash paid for acquisition of a business (23)  
Proceeds from sale of business/assets 7  
Decrease in receivable from affiliate (35) (42)
Investment in unconsolidated affiliates (17) (4)
Cash received from unconsolidated affiliates 19 5
Other, net   1
Net cash used in investing activities (235) (127)
Financing Activities:    
Net repayments under revolving loan facilities   (7)
Revolving loan facility from A/R Programs   254
Net borrowings on overdraft facilities 10 6
Repayments of short-term debt (151) (153)
Borrowings on short-term debt 126 188
Repayments of long-term debt (287) (837)
Proceeds from issuance of long-term debt 89 725
Repayments of notes payable to affiliate   (125)
Proceeds from notes payable to affiliate 105 110
Repayments of notes payable (24) (36)
Borrowings on notes payable 35 38
Debt issuance costs paid (7) (25)
Call premiums related to early extinguishment of debt (5) (13)
Dividends paid to parent (56)  
Dividends paid to noncontrolling interest (5)  
Excess tax benefit related to stock-based compensation 10 4
Other, net 3  
Net cash (used in) provided by financing activities (157) 129
Effect of exchange rate changes on cash (3) 7
Decrease in cash and cash equivalents (327) (316)
Cash and cash equivalents at beginning of period 561 [1] 919
Cash and cash equivalents at end of period 234 603
Supplemental cash flow information:    
Cash paid for interest 179 133
Cash paid for income taxes $ 34 $ 17
[1] At September 30, 2011 and December 31, 2010, respectively, $61 and $7 of cash and cash equivalents, $2 and nil of restricted cash, $35 and $8 of accounts and notes receivable (net), $53 and $45 of inventories, $2 each of other current assets, $412 and $275 of property, plant and equipment (net), $24 and $7 of intangible assets (net), $21 and $18 of other noncurrent assets, $62 and $56 of accounts payable, $19 and $16 of accrued liabilities, $27 and $15 of current portion of debt, $279 and $185 of long-term debt, and $97 and $109 of other noncurrent liabilities from consolidated variable interest entities are included in the respective Balance Sheet captions above. See "Note 5. Variable Interest Entities."