FREEDOM CHEMICAL CO S-1/A

AMENDMENT NO. 2 TO REGISTRATION STATEMENT

CERTIFICATE OF INCORPORATION OF FREEDOM

CERTIFICATE OF INCORPORATION OF HILTON DAVIS

BYLAWS OF HILTON DAVIS

ARTICLES OF INCORPORATION OF KALAMA CHEMICAL

BYLAWS OF KALAMA CHEMICAL

CERTIFICATE OF INCORPORATION OF FTCC

BY-LAWS OF FTCC

ARTICLES OF ASSOCIATION OF DIAMALT

CERTIFICATE OF INCORPORATION OF FTCC (SC)

BY-LAWS OF FTCC (SC)

ARTICLES OF INCORPORATION OF KALAMA

BYLAWS OF KALAMA SPECIALTY CHEMICALS

ARTICLES OF INCORPORATION OF KALAMA

BYLAWS OF KALAMA FOREIGN SALES

CERTIFICATE OF INCORPORATION OF FCC

BY-LAWS OF FCC ACQUISITION CORP.

INDENTURE

REGISTRATION RIGHTS AGREEMENT

AMENDED AND RESTATED CREDIT AGREEMENT

SHARE PLEDGE AGREEMENT

AMENDMENT TO THE SHARE PLEDGE AGREEMENT

SECURITY ASSIGNMENT AGREEMENT

AGREEMENT FOR THE PURCHASE AND SALE

EMPLOYMENT AGREEMENT RE: FRED P. RULLO

EMPLOYMENT AGREEMENT RE: HAROLD A. SORGENTI

EMPLOYMENT AGREEMENT RE: ROBERT A. KIRCHNER

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

AGREEMENT OF DECEMBER 7, 1994

FREEDOM CHEMICAL COMPANY 1994 MANAGEMENT

AMENDED AND RESTATED STOCK OPTION AGREEMENT

AMENDED AND RESTATED STOCK OPTION AGREEMENT

AMENDED AND RESTATED STOCK OPTION AGREEMENT

SUBSCRIPTION AGREEMENT OF JLL FUND

SUBSCRIPTION AGREEMENT OF JLL FUND II

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

SUBSIDIARIES OF FREEDOM CHEMICAL COMPANY

SUBSIDIARIES OF HILTON DAVIS CHEMICAL CO.

SUBSIDIARIES OF KALAMA CHEMICAL, INC.

SUBSIDIARIES OF FREEDOM TEXTILE CHEMICALS CO.

SUBSIDIARIES OF FREEDOM CHEMICAL DIAMALT GMBH

SUBSIDIARIES OF FREEDOM TEXTILE CHEMICAL

SUBSIDIARIES OF KALAMA SPECIALTY CHEMICALS, INC.

SUBSIDIARIES OF KALAMA FOREIGN SALES CORPORATION

SUBSIDIARIES OF FCC ACQUISITION CORP.

CONSENT OF COOPERS & LYBRAND L.L.P.

CONSENT OF KPMG PEAT MARWICK LLP

STATEMENT OF ELIGIBILITY UNDER THE

FINANCIAL DATA SCHEDULE

LETTER OF TRANSMITTAL RE: EXCHANGE OFFER

NOTICE OF GUARANTEED DELIVERY FOR

FORM OF LETTER TO CLIENTS

FORM OF LETTER TO BROKER, DEALERS