Second Supplemental Indenture



 Exhibit 4.13 
 SECOND SUPPLEMENTAL INDENTURE, dated as of December 23, 2005 (this “Second Supplemental Indenture”), is by and among Hexion U.S. Finance Corp. (formerly known as Borden U.S. Finance Corp.,
and as successor to BCI US Finance Corp.), a Delaware corporation (“Hexion U.S.”), Hexion Nova Scotia Finance, ULC (formerly known as Borden Nova Scotia Finance, ULC, and as successor to Borden 2 Nova Scotia Finance, ULC), a Nova
Scotia unlimited liability company (“Hexion Nova Scotia”, and together with Hexion U.S., the “Issuers”), Hexion Specialty Chemicals, Inc. (formerly known as Borden Chemical, Inc. or its permitted successor), a New
Jersey corporation (“Holdings”), Hexion CI Holding Company (China) LLC, a Delaware limited liability company and an indirect subsidiary of Holdings (the “Additional Subsidiary Guarantor”) and Wilmington Trust
Company, as trustee (the “Trustee”). 
 WITNESSETH: 
 WHEREAS, the Issuers, Holdings and the Trustee are parties to an indenture dated as of May 20, 2005 (as amended by the First Supplemental
Indenture dated as of May 31, 2005, the “Indenture”), providing for the issuance of the Issuers’ Second-Priority Senior Secured Floating Rate Notes due 2010 (the “Notes”); 
 WHEREAS, pursuant to Section 4.11 and 10.06 of the Indenture, Holdings has agreed to cause the Additional Subsidiary Guarantor to execute and
deliver to the Trustee a supplemental indenture pursuant to which such Additional Subsidiary Guarantor will Guarantee payment on the Notes on the terms set forth in the Indenture; and 
 WHEREAS, pursuant to Section 9.01(iv) of the Indenture, the Trustee and the Issuers are authorized to execute and deliver this Second
Supplemental Indenture. 
 NOW, THEREFORE, in consideration of the foregoing and for good and valuable consideration, the receipt of
which is hereby acknowledged, the Issuers, the Additional Subsidiary Guarantor and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows: 
 1. Capitalized Terms. Capitalized terms used herein but not defined shall have the meanings assigned to them in the Indenture. 
 2. Guarantees. The Additional Subsidiary Guarantor hereby agrees, jointly and severally with all other Guarantors, to guarantee the Issuers’
obligations under the Notes on the terms and subject to the conditions set forth in Article 10 of the Indenture and to be bound by all other applicable provisions of the Indenture (including Article 11). 
 3. Ratification of Indenture; Supplemental Indentures Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects
ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Second Supplemental Indenture shall form a part of the Indenture for all purposes, and every holder of Notes heretofore or
hereafter authenticated and delivered shall be bound hereby. 
 4. Notices. For purposes of the Indenture, the address for notices to
Hexion U.S., Hexion Nova Scotia and the Additional Subsidiary Guarantor shall be the address for the Issuers and Guarantors set forth in Section 13.02 of the Indenture. 







 5. Governing Law. THIS SECOND SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. 
 6. Counterparts. The parties may sign any number of copies of this Second
Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. 
 7. Effect of
Headings. The section headings herein are for convenience only and shall not affect the construction hereof. 
 8. The Trustee.
The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Second Supplemental Indenture for or in respect of the recitals contained herein, all of which are made solely by Hexion U.S.,
Hexion Nova Scotia and the Additional Subsidiary Guarantor. The Trustee makes no representation as to the validity or sufficiency of this Second Supplemental Indenture. Except as otherwise expressly provided herein, no duties, responsibilities or
liabilities are assumed, or shall be construed to be assumed, by the Trustee by reason of this Second Supplemental Indenture. This Second Supplemental Indenture is executed and accepted by the Trustee subject to all the terms and conditions set
forth in the Indenture with the same force and effect as if those terms and conditions were repeated at length herein and made applicable to the Trustee with respect hereto. In entering into this Second Supplemental Indenture, the Trustee shall be
entitled to the benefit of every provision of the Indenture relating to the conduct or affecting the liability or affording protection to the Trustee, whether or not elsewhere herein so provided. 
  

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 IN WITNESS WHEREOF, the parties hereto have caused this Second Supplemental Indenture to be duly
executed, all as of the date first above written. 
  

			
	 ISSUERS
  
 HEXION U.S. FINANCE CORP.
  
 HEXION NOVA SCOTIA FINANCE, ULC

		
	 By:
	 	 /s/ George F. Knight

	 Name:
	 	 George F. Knight

	 Title:
	 	 Vice President

	
	 HOLDINGS
  
 HEXION SPECIALTY CHEMICALS, INC.

		
	By:	 	 /s/ William H. Carter

	 Name:
	 	 William H. Carter

	 Title:
	 	 Executive Vice President and Chief Financial Officer

	
	 SUBSIDIARY GUARANTOR
  
 HEXION CI HOLDING COMPANY (CHINA) LLC

		
	By:	 	 /s/ George F. Knight

	 Name:
	 	 George F. Knight

	 Title:
	 	 Vice President



 Second Supplemental Indenture 
 to Borden May 2005 Indenture 
  

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 IN WITNESS WHEREOF, the parties hereto have caused this Second Supplemental Indenture to be duly
executed, all as of the date first above written. 
  

			
	 TRUSTEE
  
 WILMINGTON TRUST COMPANY, as Trustee

		
	By:	 	 /s/ Mary St. Amand

		 	 
	Name:	 	Mary St. Amand
	Title:	 	Assistant Vice President


 Second Supplemental Indenture 
 to Borden May 2005 Indenture 
  

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