BENEFICIAL OWNERSHIP OF COMPANY STOCK

Proxy Table of Contents: Notice of the Annual Meeting Voting Procedures Corporate Governance Agenda Item 1 Compensation Committee Report Compensation Discussion and Analysis Compensation Tables and Narrative Equity Compensation Plan Information Beneficial Ownership of Company Stock Agenda Item 2 Agenda Item 3 Agenda Item 4 Agenda Item 5 Agenda Item 6 Audit Committee Report Other Governance Matters Appendix A Map to Annual Meeting of Stockholders Dow Proxy Statement Home

The following table presents the beneficial ownership of Dow’s Common Stock as of February 19, 2008, except as noted, for (i) each Director of the Company, (ii) each executive officer of the Company listed in the Summary Compensation Table, (iii) all Directors and executive officers as a group, and (iv) each person beneficially owning more than 5% of the outstanding shares of Dow’s Common Stock.

Name Current Shares Beneficially Owned (a) Rights to Acquire Beneficial Ownership of Shares (b) Total Percent of Shares Beneficially Owned A. A. Allemang 349,161.4 127,500.0 476,661.4 * W. F. Banholzer 3,550.2 135,272.0 138,822.2 * J. K. Barton 16,010.0 38,566.0 54,576.0 * J. A. Bell 5,570.0 10,950.0 16,520.0 * J. M. Fettig 11,070.0 19,650.0 30,720.0 * B. H. Franklin 18,154.2 39,850.0 58,004.2 * M. R. Gambrell (c) 91,030.4 286,843.0 377,873.4 * J. B. Hess 51,370.0 6,050.0 57,420.0 * D. E. Kepler 92,316.0 314,896.0 407,212.0 * A. N. Liveris 185,786.7 888,499.0 1,074,285.7 * G. E. Merszei 30,683.1 362,792.0 393,475.1 * D. H. Reilley 8,420.0 0.0 8,420.0 * J. M. Ringler 15,080.9 39,166.0 54,246.9 * R. G. Shaw 6,690.0 10,950.0 17,640.0 * P. G. Stern 23,660.0 39,850.0 63,510.0 * Group Total 908,552.9 2,320,834.0 3,229,386.9 0.33% All Directors and Executive Officers as a Group (21 persons) 1,172,629.3 2,912,450.0 4,085,079.3 0.42% Certain Other Owners:         AXA 66,763,997.0(d) — 66,763,997.0 7.07% Dodge & Cox 58,454,402.0(e) — 58,454,402.0 6.19%

 

(a)	In addition to shares held in sole name, this column includes all shares held by a spouse and other members of the person’s immediate family who share a household with the named person. This column also includes all shares held in trust for the benefit of the named party in The Dow Chemical Company Employees’ Savings Plan. Beneficial ownership of some or all of the shares listed may be disclaimed.
(b)	This column includes any shares that the person could acquire through 4/19/2008, by (1) exercise of an option granted by Dow; (2) Performance Shares granted by Dow to be delivered prior to 4/19/2008; or (3) payment of any balance due under a subscription in The Dow Chemical Company 2003-2013 Employees’ Stock Purchase Plan. To the extent that these shares have not been issued as of the record date, they cannot be voted at the Meeting.
(c)	Mr. Gambrell has 10,000 shares of Dow Common Stock in a margin account. There is an outstanding extension of credit against this account.
(d)	Based on a Schedule 13G filed by AXA Financial, Inc., AXA Assurances I.A.R.D. Mutuelle, AXA Assurances Vie Mutuelle, AXA Courtage Assurance Mutuelle (collectively, “AXA”) on February 14, 2008 with the U.S. Securities and Exchange Commission reporting beneficial ownership as of December 31, 2007. AXA has sole voting power over 50,893,431 shares, shared voting power with respect to 6,789,714 shares, sole dispositive power with respect to 66,763,936 shares and shared dispositive power with respect to 61 shares. AXA’s address is 1290 Avenue of the Americas, New York, NY 10104.
(e)	Based on a Schedule 13G filed by Dodge & Cox on February 13, 2008 with the U.S. Securities and Exchange Commission reporting beneficial ownership as of December 31, 2007. Dodge & Cox has sole voting power over 55,507,627 shares, shared voting power with respect to 118,828 shares and sole dispositive power with respect to all such shares. Dodge & Cox’s address is 555 California Street, 40th Floor, San Francisco, CA 94104.
*	Less than 0.11% of the total shares of Dow Common Stock issued and outstanding.

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