Imperial Chemical Industries (ICI)

The financial statements of the ICI Group are prepared in accordance with IFRS. IFRS differs in certain respects from US GAAP. Net income from continuing and discontinued operations and shareholders’ equity calculated in accordance with US GAAP are set out in the table below. “Notes relating to the Group accounts – Note 36 –Differences between IFRS and US accounting principles”, which appears on pages 121 to 129 under Item 18 “Financial Statements” of this Annual Report on Form 20-F, describes the significant differences between IFRS and US GAAP affecting the ICI Group’s net income and shareholders’ equity for the two years ended December 31, 2005.

The following tables present selected consolidated financial data of the Group in accordance with US GAAP for the periods indicated:

Under US GAAP, the net income in 2005 was £208m (2004 £105m) compared with net income of £390m (2004 £474m) under IFRS. Under US GAAP, shareholders’ equity at December 31, 2005 was £2,010m (December 31, 2004 was £2,279m) compared with a deficit balance of £(613)m at December 31, 2005 (December 31, 2004 £(332)m) under IFRS. These differences primarily result from the differing accounting treatment of post-retirement benefit expense, purchase accounting adjustments, derivative instruments and hedging activities, disposal accounting, restructuring costs and capitalisation of interest, and the tax effect of these differences. As discussed in the second paragraph under the heading “New Accounting Standards” on page 22, the Company changed its method of accounting for share-based payments upon adoption of SFAS No. 123(R) “Share-based Payment” effective January 1, 2005.