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                                                               Exhibit 10(q)

                                  AGREEMENT
                                  ---------

This Agreement is entered into by and between Solutia Inc., a Delaware
corporation ("Solutia") and ______________ ("Employee"), and is dated as
of ________________, ______.

WHEREAS, Employee is employed by Solutia as ____________________.

WHEREAS, Solutia has determined that the continued employment of Employee
is critical to the success of Solutia;

WHEREAS, Solutia believes that establishing an incentive arrangement for
Employee will increase the likelihood that Solutia will continue to have
Employee's advice, counsel, leadership and dedication.

NOW, THEREFORE, for good and valuable consideration, Solutia and Employee,
intending to be bound, agree as set forth in this Agreement.

1)       EMPLOYMENT
         ----------

         a)   Employee's employment with Solutia during the Employment
              Period will be under the same terms and conditions as those
              that applied immediately prior to the date of this Agreement
              (or as subsequently amended from time to time). The
              "Employment Period" for purposes of this Agreement shall mean
              the period beginning on the date of this Agreement and ending
              December 31, 2004.

         b)   Nothing in this Agreement is intended, and nothing herein will
              be construed, to conflict with or supersede the terms of any
              prior agreement(s) between Employee and Solutia regarding
              Employee's employment with Solutia, or the ability of Employee
              or Solutia to terminate such employment; the obligations
              imposed herein are in addition to the obligations imposed by
              such agreement(s) and not in substitution therefor.

         c)   During the Employment Period, Employee will:

              i)   devote all business time to the duties of employment with
                   Solutia;

              ii)  perform all duties of employment with Solutia faithfully
                   and effectively and to the best of Employee's ability;



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              iii) act in the best interests of Solutia and its shareholders
                   and engage in no conflict of interest with Solutia.

2)       COMPENSATION; INCENTIVE AGREEMENT
         ---------------------------------

         a)   During the Employment Period, Solutia will compensate Employee
              in accordance with the terms and conditions in effect
              immediately prior to the date of this Agreement (as amended
              from time to time), including eligibility for an award under
              the terms of the Solutia Inc. Annual Incentive Plan ("AIP").
              Any awards under the AIP shall be made at the same time as
              awards are generally made to other Solutia employees under the
              AIP. Nothing in this Agreement shall be construed to provide
              Employee with the right to participate in the AIP or any other
              incentive or benefit plan as in effect immediately prior to
              the date of this Agreement if Solutia determines to change or
              terminate such plan and the change or termination is generally
              applicable to employees who are similarly situated to
              Employee.

         b)   In addition to the foregoing, subject to Section 2(c) below,
              Employee shall receive a special incentive award (the "Special
              Award"). The amount of the Special Award will be ________ % of
              Employee's base salary as of the date of the Special Award
              payment.

         c)   The Special Award will be paid in two (2) equal installments,
              less any required withholding, as soon as practicable on or
              after June 30, 2004 and December 31, 2004, provided that the
              following conditions have been met:

              i)   Employee is (1) continuously employed by Solutia from the
                   date of this Agreement; or (2) Employee was involuntarily
                   terminated without Cause at any time after the date of
                   this Agreement; or (3) in the event of Employee's death
                   or total and permanent disability or disability for any
                   occupation (as defined in the applicable Solutia
                   disability plan) ("Disability"); and

              ii)  Employee has fulfilled the obligations set forth in
                   Section 1 of this Agreement, in the judgment of the CEO
                   of Solutia or his designee.

         d)   Notwithstanding anything contained herein to the contrary:

              i)   If, prior to an applicable installment payment date
                   during the Employment Period, Employee (i) retires or
                   terminates employment with Solutia (other than as a
                   result of death or Disability); (ii) announces his intent
                   to so retire or terminate employment; or (iii) is
                   terminated by Solutia for Cause, Employee will not
                   receive any portion of the Special Award installment
                   payment applicable to that installment period. "Cause" as
                   used in this Agreement shall include willful misconduct,
                   dishonesty, insubordination, conviction of a felony or
                   its equivalent, gross negligence in the performance of
                   Employee's duties, the illegal use of drugs or controlled
                   substances and violation of Solutia's


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                   policies (including without limitation Solutia's
                   Guidelines for Employee Conduct) in such a manner as to
                   expose the employer to administrative, civil or criminal
                   liability;

              ii)  If Employee is not actively employed for the entire
                   installment period due to disability, sick leave, family
                   leave, or other approved leave of absence, but is
                   otherwise eligible for a Special Award, the Award will be
                   pro-rated to cover only the time actively employed plus
                   any qualifying leave (up to 12 weeks) under the federal
                   Family Medical Leave Act, but will not cover any other
                   disability or other leave. Employee must return to active
                   employment in order to qualify for the Special Award
                   installment, and will be paid only after he or she so
                   returns.

              iii) Payment of the Special Award terminates any and all
                   obligations of Solutia under this Agreement.

              iv)  If Employee is eligible for a retention award or bonus
                   under any other Solutia retention plan, agreement, or
                   arrangement, Employee must waive his or her rights to
                   such other retention award or bonus in order to be
                   eligible for the Special Award hereunder.

              v)   If Solutia files for relief under Chapter 11 of U.S.
                   Bankruptcy Code, then this Agreement will be subject to
                   approval by the U.S. Bankruptcy Court, and shall be
                   retroactively null and void if such approval is not
                   obtained.

              vi)  Solutia retains the right to condition payment of any
                   portion of the Special Award on Employee signing a waiver
                   and release, in a form acceptable to Solutia.

3)       GENERAL
         -------

         a)   Employee agrees not to disclose the existence of this
              Agreement or any of its terms to anyone other than Employee's
              spouse and a financial or legal advisor who agrees in writing
              to be bound not to make any such disclosure. Notwithstanding
              anything to the contrary in this Agreement, in the event this
              Agreement or its terms are disclosed by Employee, Employee's
              spouse or a legal or financial advisor, Employee will not
              receive any portion of the Special Award.

         b)   All amounts required by law to be withheld from any payment
              made pursuant to this Agreement, including any and all amounts
              required to be withheld by the Internal Revenue Code or by the
              Federal Insurance Contribution Act, any applicable state or
              foreign country's income tax act, any applicable city, county
              or municipality's earnings or income tax act, will be
              withheld.

         c)   This Agreement will be binding upon and inure to the benefit
              of Employee and Employee's estate, and Solutia and any
              successor, direct or indirect, of Solutia,


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              whether such succession, direct or indirect, of Solutia,
              results from a merger, consolidation, liquidation,
              reorganization, purchase of securities, acquisition of assets
              or otherwise.

         d)   The interests of Employee under this Agreement are not subject
              to the claims of Employee's creditors and may not be
              voluntarily or involuntarily sold, transferred, alienated,
              assigned, pledged, anticipated or encumbered. Any attempt by
              Employee or any other person or entity to sell, transfer,
              alienate, assign, pledge, anticipate, encumber, charge or
              otherwise dispose of any right to benefits payable hereunder
              will be void and shall terminate any obligation of Solutia
              hereunder to make payment. At no time will any interest or
              other charge be due or payable on any amounts owing hereunder.

         e)   The payment provided under this Agreement is not intended to
              qualify under Section 401 of the Internal Revenue Code and
              will be paid from the general assets of Solutia or a third
              party. Nothing contained herein shall require Solutia to
              segregate any monies from its general funds or to create any
              trusts, or to make any special deposits for amounts payable to
              Employee. In no case will any amounts paid under this
              Agreement be taken into account in determining any of
              Employee's Solutia benefits, including without limitation
              savings and investment plan contributions, pension, life
              insurance and disability or in determining any other incentive
              award or compensation.

         f)   Any provision in this Agreement which is prohibited or
              unenforceable in any jurisdiction will, as to such
              jurisdiction, be ineffective only to the extent of such
              prohibition or unenforceability without invalidating or
              affecting the remaining provisions hereof, and any such
              prohibition or unenforceability in any jurisdiction will not
              invalidate or render unenforceable such provision in any other
              jurisdiction.

         g)   Solutia has full power and authority in its sole discretion to
              construe, interpret, and administer this Agreement. Decisions
              of Solutia shall be final, conclusive, and binding on all
              parties hereto.

         h)   This Agreement will in all respects be governed by, and
              construed in accordance with, the laws of the State of
              Delaware, without reference to conflicts of law principles
              thereunder.

         i)   This Agreement constitutes the entire agreement between the
              parties with respect to the subject matter hereof and
              supersede all prior agreements, oral and written, between the
              parties hereto with respect to the subject matter hereof, if
              any.

         j)   In the event of any breach by Employee of any term or
              condition set forth in this Agreement, Employee's right to
              receive the Special Award shall immediately be forfeited.


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         k)   The Employee acknowledges that Employee has carefully read
              this Agreement in its entirety, fully understands its
              provisions and its final and binding effect, and that Employee
              is signing this Agreement voluntarily.

         IN WITNESS WHEREOF, the parties have duly executed and delivered
         this Agreement as of the date first written above.

                                        SOLUTIA INC.



                                        By:   _____________________________
                                               Susan E. Bevington

                                        Title: Vice President, Human Resources

Accepted and Agreed to

EMPLOYEE:


By:   ________________________________


      ________________________________
      Printed Name





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