Joinder Abl Security Agreement

Exhibit 10.1



Joinder Agreement



SUPPLEMENT NO. 1 dated as of May 5, 2008, to the Security Agreement (the " Security Agreement ") dated as of February 28, 2008, among SOLUTIA INC., a Delaware corporation (the " U.S. Borrower "), each Subsidiary of the U.S. Borrower listed on Schedule I thereto (collectively, together with each other Subsidiary that becomes a party thereto, the " Subsidiary Guarantors " and, together with U.S. Borrower, the " Grantors "), and CITIBANK, N.A., as collateral agent (in such capacity, together with its successors in such capacity, the " Collateral Agent ") on behalf of the Secured Parties (as defined in the Revolving Credit Agreement referred to below).



A. Reference is made to (a) the Revolving Credit Agreement dated as of February 28, 2008 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the " Revolving Credit Agreement "), among the Borrowers, the Collateral Agent, Citibank, N.A., as administrative agent (in such capacity and together with any successors in such capacity, the " Administrative Agent ") for the Lenders (as defined herein), the lending institutions from time to time party thereto (the " Lenders "), and the other agents party thereto, (b) the Guarantee Agreement, dated as of February 28, 2008, (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the " Guarantee Agreement "), made by the Subsidiary Guarantors in favor of the Collateral Agent, (c) the Pledge Agreement, dated February 28, 2008, made by certain Grantors in favor of the Collateral Agent (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the " Pledge Agreement ") and (d) the Indemnity, Subrogation, and Contribution Agreement, dated as of February 28, 2008, made by certain Obligors in favor of the Agents (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the " Indemnity, Subrogation, and Contribution Agreement " and, together with the Security Agreement, the Guarantee Agreement, and the Pledge Agreement, the " Collateral Documents ").



B. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Security Agreement.



C. Pursuant to Section 5.15 of the Revolving Credit Agreement, each Subsidiary (other than any Excluded Subsidiary) of the U.S. Borrower that was not in existence or not a Subsidiary on the date of the Revolving Credit Agreement is required to enter into the Collateral Documents upon becoming a Subsidiary. Each of the Collateral Documents provides that such Subsidiary may become a party to the Collateral Documents by execution and delivery of an instrument in the form of this Supplement. The undersigned Subsidiary (the " New Subsidiary ") is execut ...