Exhibit 99.1

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March 10, 2008

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NOVA Chemicals Corporation

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ANNUAL INFORMATION FORM

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TABLE OF CONTENTS

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|----------------------------------------------- | ------------------------------------------------------------------------ | ----
|TRADEMARKS                                      |                                                                          | 2   
|FORWARD-LOOKING INFORMATION                     |                                                                          | 3   
|THE CORPORATION                                 |                                                                          | 5   
|HISTORICAL DEVELOPMENT                          |                                                                          | 5   
|                                                | NOVA Chemicals Corporation                                               |     
|                                                | Development of NOVA Chemicals' Plastics and Chemical Businesses          |     
|                                                | Developments Since January 1, 2005                                       |     
|ANTICIPATED DEVELOPMENTS IN 2008                |                                                                          | 9   
|SUBSIDIARIES OF NOVA CHEMICALS                  |                                                                          | 11  
|BUSINESS                                        |                                                                          | 12  
|                                                | General                                                                  |     
|                                                | Properties and Production Facilities                                     |     
|                                                | Product Flow Chart                                                       |     
|                                                | Facility Profile (Olefins/Polyolefins)                                   |     
|                                                | Facility Profile (Performance Styrenics)                                 |     
|                                                | Facility Profile (INEOS NOVA)                                            |     
|                                                | Olefins/Polyolefins                                                      |     
|                                                | Performance Styrenics                                                    |     
|                                                | INEOS NOVA                                                               |     
|DISTRIBUTION OF PRODUCTS                        |                                                                          | 23  
|COMPETITION                                     |                                                                          | 24  
|CYCLICALITY                                     |                                                                          | 25  
|INTELLECTUAL PROPERTY                           |                                                                          | 25  
|                                                | Patents, Licenses and Trademarks                                         |     
|                                                | Technology and Licensing                                                 |     
|                                                | Research and Development                                                 |     
|RESPONSIBLE CARE® AND ENVIRONMENTAL REGULATIONS |                                                                          | 28  
|EMPLOYEE AND LABOR RELATIONS                    |                                                                          | 30  
|FOREIGN OPERATIONS                              |                                                                          | 31  
|LEGAL PROCEEDINGS                               |                                                                          | 31  
|RISK FACTORS                                    |                                                                          | 31  
|DIVIDENDS                                       |                                                                          | 37  
|DESCRIPTION OF CAPITAL STRUCTURE                |                                                                          | 38  
|                                                | Common Shares                                                            |     
|                                                | First Preferred Shares                                                   |     
|                                                | Second Preferred Shares                                                  |     
|CREDIT RATINGS                                  |                                                                          | 39  
|MARKET FOR SECURITIES                           |                                                                          | 40  
|                                                | Common Shares                                                            |     
|                                                | Transfer Agent and Registrar                                             |     
|DIRECTORS AND OFFICERS                          |                                                                          | 40  
|                                                | Directors                                                                |     
|                                                | Executive Officers                                                       |     
|REPORT OF THE AUDIT, FINANCE AND RISK COMMITTEE |                                                                          | 42  
|                                                | Fees Billed by Ernst & Young LLP                                         |     
|                                                | Additional Information Relating to the Audit, Finance and Risk Committee |     
|INTERESTS OF EXPERTS                            |                                                                          | 44  
|ADDITIONAL INFORMATION                          |                                                                          | 44  
|ANNEX 1                                         |                                                                          | A-1 

TRADEMARKS

|LOGO | ® is a registered trademark of NOVA Brands Ltd.; authorized use/utilisation autorisée.
|---- | --------------------------------------------------------------------------------------

Advanced
SCLAIRTECH and SCLAIRTECH are trademarks of NOVA Chemicals.

ARCEL®,
DYLARK® and DYLITE® are registered trademarks of NOVA Chemicals Inc. and COSMO, ELEMIX, IMx and NOVACAT
are trademarks of NOVA Chemicals Inc.

EPS
Silver® is a registered trademark of NOVA Chemicals (International) S.A. in the European Community and EPS Silver is a trademark of
NOVA Chemicals Inc. in North America.

SCLAIR®
is a registered trademark of NOVA Chemicals Corporation in Canada and of NOVA Chemicals (International) S.A. elsewhere; authorized use/utilisation
autorisée.

NAS®,
STYROSUN® and ZYLAR® are registered trademarks of INEOS NOVA.

SURPASS®
is a registered trademark of NOVA Chemicals Corporation in Canada and of NOVA Chemicals (International) S.A. elsewhere.

Responsible
Care® is a registered trademark of the Canadian Chemical Producers' Association in Canada and is a registered service mark of the American Chemistry Council, Inc. in the
United States.

Responsible
Care Management System® is a registered service mark of the American Chemistry Council, Inc.

accel-E
is a trademark of Accelerated Building Technologies, LLC.

TPF
ThermoPlastic Flowforming and Sheetless ThermoForming are trademarks of LRM Industries, LLC.

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INFORMATION CONTAINED IN THIS ANNUAL INFORMATION FORM IS GIVEN AS AT DECEMBER 31, 2007, EXCEPT AS SPECIFICALLY NOTED OTHERWISE.

ALL AMOUNTS IN THIS ANNUAL INFORMATION FORM ARE EXPRESSED IN UNITED STATES DOLLARS, EXCEPT AS SPECIFICALLY NOTED OTHERWISE.

FORWARD-LOOKING INFORMATION

This Annual Information Form contains forward-looking information with respect to NOVA Chemicals. By its nature, forward-looking information requires NOVA
Chemicals to make assumptions and is subject to inherent risks and uncertainties. There is significant risk that predictions, forecasts, conclusions and projections that constitute forward-looking
information will not prove to be accurate, that NOVA Chemicals' assumptions may not be correct and that actual results may vary from the forward-looking information. Forward-looking information for
the time periods beyond 2008 involves longer-term assumptions and estimates than forward-looking information for 2008 and is consequently subject to greater uncertainty. NOVA Chemicals
cautions readers of this Annual Information Form not to place undue reliance on its forward-looking information as a number of factors could cause actual results, conditions, actions or events to
differ materially from the targets, expectations, estimates or intentions expressed in the forward-looking information.

The
words "believe," "expect," "plan," "intend," "estimate," or "anticipate" and similar expressions, as well as future or conditional verbs such as "will," "should," "would," and
"could" often identify forward-looking information. Specific forward-looking information contained in this Annual Information Form includes, among others, statements regarding:
NOVA Chemicals' expectations with respect to cost savings and how such savings will be achieved; NOVA Chemicals' expectations and beliefs concerning its expanded joint venture with
INEOS, including the amount of potential synergies and NOVA Chemicals' beliefs regarding the joint venture's future actions; changes in the demand for NOVA Chemicals' products, including its
styrenic Performance Polymers; NOVA Chemicals' expectations with respect to its downstream businesses and ventures; its competitive advantages and ability to compete successfully;
NOVA Chemicals' expectations with respect to the timing and amounts of capacity expansions; its beliefs about expansion of ethane extraction capabilities in Alberta, including its expectations
concerning the potential processing and production capacities as well as the timing for completion of the proposed development of an ethane extraction plant with Aux Sable Canada Ltd. and its
expectations concerning its letter of intent with Williams Energy Canada to evaluate off-gas streams from the Alberta oil sands to extract ethane; NOVA Chemicals' expectations regarding
ethylene and styrene monomer chain capacity additions in North America and ethylene and polyethylene additions on a global basis; its environmental
capital expenditures; NOVA Chemicals' intentions with respect to paying dividends; its level of debt; and general economic conditions.

With
respect to forward-looking information contained in this Annual Information Form, NOVA Chemicals has made material assumptions regarding, among other things:
future oil, natural gas, natural gas liquids and benzene prices; its ability to obtain raw materials; its ability to market products successfully to its anticipated customers; the impact of increasing
competition; and its ability to obtain financing on acceptable terms. Some of NOVA Chemicals' assumptions are based upon internal estimates and analyses of current market conditions and trends,
management plans and strategies, economic conditions and other factors and are necessarily subject to risks and uncertainties inherent in projecting future conditions and results.

Some
of the risks that could affect NOVA Chemicals' future results and could cause results to differ materially from those expressed in NOVA Chemicals'
forward-looking information include: commodity chemicals price levels (which depend, among other things, on supply and demand for these products, capacity utilization and substitution
rates between these products and competing products); feedstock availability and prices; operating costs; terms and availability of financing; technology developments; currency exchange rate
fluctuations; starting up and operating facilities using new technology; realizing synergy and cost savings targets; NOVA Chemicals' ability to implement its business strategy; meeting time and
budget targets for significant capital investments; avoiding unplanned facility shutdowns; safety, health and environmental risks associated with the operation of chemical plants and marketing of
chemical products, including transportation of these products; public perception of chemicals and chemical end-use products; the impact of competition; changes in customer demand, including customer
acceptance of NOVA Chemicals' styrenic Performance Polymers and

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downstream
businesses and ventures; changes in, or the introduction of new laws and regulations relating to NOVA Chemicals' business, including environmental, competition and employment laws;
loss of the services of any of NOVA Chemicals' executive officers; uncertainties associated with the North American, South American, European and Asian economies; terrorist attacks; severe
weather and other risks detailed from time to time in the publicly filed disclosure documents and securities commission reports of NOVA Chemicals. The information contained in this Annual
Information Form, including the information provided under the heading "Risk Factors," identifies additional factors that could affect NOVA Chemicals' operating results and performance.

NOVA Chemicals'
forward-looking information is expressly qualified in its entirety by this cautionary statement. In addition, the forward-looking information is made
only as of the date of this Annual Information Form, and except as required by applicable law, NOVA Chemicals undertakes no obligation to update publicly this forward-looking
information to reflect new information, subsequent events or otherwise.

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THE CORPORATION

NOVA Chemicals' principal business is the production and marketing of plastics and chemicals. NOVA Chemicals operates an Olefins/Polyolefins
business unit that produces and markets ethylene, polyethylene, higher-value polyethylene and a variety of chemical and energy products (commonly known as co-products). NOVA Chemicals also
operates a Performance Styrenics business unit that produces and markets Expandable Polystyrene ("EPS") in North America as well as higher-value styrenic polymers, which it refers to as its styrenic
Performance Polymers. NOVA Chemicals' Performance Styrenics business unit also includes its interests in EPS-based downstream businesses and ventures for end-use
consumer and industrial applications.

Until
September 30, 2007, NOVA Chemicals operated a commodity styrenics business unit known as STYRENIX. STYRENIX produced and marketed styrene monomer and solid
polystyrene ("SPS") in North America and, through NOVA Chemicals' European styrenic polymer 50:50 joint venture with INEOS Group Limited ("INEOS"), SPS and EPS in Europe. Effective
October 1, 2007, NOVA Chemicals and INEOS expanded the 50:50 joint venture to include NOVA Chemicals' STYRENIX assets and other North American styrenic polymer assets and
INEOS' North American styrene monomer and styrenic polymer assets. The expanded joint venture is known as INEOS NOVA.

NOVA Chemicals'
polymer products are used in a wide range of applications, including rigid and flexible packaging, containers, plastic bags, plastic pipe, consumer electronics,
building and construction materials, automotive components, housewares and other industrial and consumer goods. Including its minority interest in LyondellBasell Industries' ("LyondellBasell")
propylene oxide/styrene monomer ("PO/SM") facility, NOVA Chemicals manufactures its products at seven sites in North America. As of the date hereof, NOVA Chemicals' expanded joint
venture with INEOS has six facilities in North America and five facilities in Europe.

NOVA Chemicals
is a global company organized under the federal laws of Canada, with its registered office and Canadian operating center located at
1000 - 7th Avenue S.W., Calgary, Alberta, Canada T2P 5L5, and an executive office and United States operating center located at 1555 Coraopolis Heights
Road, Moon Township, Pennsylvania, United States 15108. NOVA Chemicals maintains a website at www.novachemicals.com. The information on NOVA Chemicals' website is
not a part of this Annual Information Form.

Where
used in this Annual Information Form, "NOVA Chemicals" or the "Corporation" means NOVA Chemicals Corporation alone or together with its subsidiaries and affiliates,
depending on the context in which such terms are used.

HISTORICAL DEVELOPMENT

NOVA Chemicals Corporation

NOVA Chemicals' predecessor, NOVA Corporation of Alberta, was incorporated in 1954 by Special Act of the Legislative Assembly of the Province of
Alberta. On May 10, 1994, NOVA Corporation of Alberta filed articles of arrangement under the Business Corporations Act of Alberta (the "Act") to complete a reorganization pursuant to
which it became a wholly owned subsidiary of NOVA Corporation ("NOVA"), changed its name to NOVA Gas Transmission Ltd. and its common shareholders became the common shareholders of NOVA.
At the same time, NOVA also became the parent corporation of Novacor Chemicals Ltd. and NOVA Gas International Ltd. Novacor Chemicals Ltd.'s name was changed to
NOVA Chemicals Ltd. in March 1996.

On
July 2, 1998, NOVA and TransCanada PipeLines Limited ("TransCanada") completed a merger of equals by way of a plan of arrangement (the "Arrangement") under the Act. Under the
terms of the Arrangement, shareholders of NOVA exchanged each NOVA common share for 0.52 of a TransCanada common share. As part of the Arrangement, TransCanada distributed to its common shareholders,
including all of the former common shareholders of NOVA, all of the common shares of NOVA on the basis of 0.2 of a NOVA common share for each TransCanada common share. At the time of the distribution
of NOVA common shares, the only material asset of NOVA was all of the common shares of NOVA Chemicals Ltd.

As
a result of the Arrangement, NOVA continued to conduct the commodity plastics and chemical businesses through NOVA Chemicals Ltd., and TransCanada began to conduct the energy
services businesses

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formerly
carried on by NOVA, through NOVA's former subsidiaries, NOVA Gas Transmission Ltd. and NOVA Gas International Ltd. The disclosure in this Annual Information Form relates only to
the plastics and chemical businesses currently conducted by NOVA Chemicals and formerly conducted by NOVA.

On
December 31, 1998, NOVA Chemicals Ltd. changed its name to NOVA Chemicals Corporation. Effective January 1, 1999, NOVA Chemicals Corporation
amalgamated with NOVA under the Act and the resulting corporation adopted the name NOVA Chemicals Corporation.

On
April 14, 2004, NOVA Chemicals Corporation was continued under the Canada Business Corporations Act.

Development of NOVA Chemicals' Plastics and Chemical Businesses



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Developments Since January 1, 2005



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ANTICIPATED DEVELOPMENTS IN 2008



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SUBSIDIARIES OF NOVA CHEMICALS

The following list includes all material subsidiaries of NOVA Chemicals and indicates their respective jurisdictions of incorporation, continuance or
organization. All of the voting securities of each material subsidiary are held directly or indirectly by NOVA Chemicals:

|Name                                                    |  | Jurisdiction    
|------------------------------------------------------- |  | ----------------
|NOVA Chemicals (Canada) Ltd./NOVA Chimie (Canada) Ltée. |  | Canada          
|NOVA Chemicals Inc.(1)                                  |  | Delaware, U.S.A.
|NOVA Chemicals (International) S.A.                     |  | Switzerland     
|Novacor Chemicals Investments B.V.                      |  | The Netherlands 
|NOVA Chemicals Quimica Holdings, S.L.                   |  | Spain           
|NOVA Petrochemicals Ltd.                                |  | Alberta, Canada 

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The following chart summarizes NOVA Chemicals' simplified corporate structure showing principal operating entities and jurisdictions of
incorporation, continuance or organization (dotted lines signify an indirect holding):

LOGO

NOVA
Chemicals 50% equity interest in its expanded joint venture with INEOS is held as follows. In North America, NOVA Chemicals' subsidiary, NOVA Chemicals Inc., holds a 50%
equity interest in INEOS NOVA LLC (a Delaware limited liability company). North American joint venture operations are conducted either through INEOS NOVA LLC or INEOS
NOVA Ltd. (a corporation governed by the laws of Canada that is wholly owned by INEOS NOVA LLC). In Europe, NOVA Chemicals' subsidiary, NOVA Chemicals
(International) S.A., owns a 50% equity interest in each of INEOS NOVA European Holdings B.V. (a corporation governed by the laws of the Netherlands) and INEOS NOVA
International SA (a corporation governed by the laws of Switzerland). European joint venture operations are conducted through INEOS NOVA International SA and subsidiaries of INEOS
NOVA European Holdings B.V.

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BUSINESS

General

NOVA Chemicals' principal business is the production and marketing of plastics and chemicals. NOVA Chemicals operates an Olefins/Polyolefins
business unit that produces and markets ethylene, polyethylene, higher-value polyethylene manufactured using NOVA Chemicals' Advanced SCLAIRTECH
technology, and a variety of chemical and energy products (commonly known as co-products). NOVA Chemicals also operates a Performance Styrenics business unit that produces and
markets EPS as well as higher-value styrenic polymers, which it refers to as its styrenic Performance Polymers. NOVA Chemicals' Performance Styrenics business unit also includes its interests
in EPS-based downstream businesses and ventures for end-use consumer and industrial applications. NOVA Chemicals holds a 50% interest in INEOS NOVA, a joint venture with
INEOS that produces and markets styrene monomer and SPS in North America and SPS and EPS in Europe.

Ethylene
and styrene monomer are basic chemicals used to manufacture a wide variety of polymers and other chemical products. In North America, NOVA Chemicals produces polyethylene
and INEOS NOVA produces styrenic polymers, primarily from their respective internal ethylene and styrene monomer production. NOVA Chemicals has a minority interest in LyondellBasell's
PO/SM facility in Channelview, Texas and an associated long-term styrene monomer processing agreement to acquire styrene monomer from LyondellBasell on the U.S. Gulf Coast that provides
sufficient styrene monomer supply for the operation of NOVA Chemicals' Performance Styrenics business unit. Ethylene and styrene monomer production in excess of NOVA Chemicals' or
INEOS NOVA's internal consumption requirements is sold to third parties. In addition, NOVA Chemicals
and/or INEOS NOVA are engaged in various swap transactions with other producers of ethylene and styrene monomer where they have limited or no ethylene or styrene monomer production capability.

NOVA Chemicals
produces the following varieties of polyethylene: high-density polyethylene ("HDPE"), low-density polyethylene ("LDPE") and linear low-density polyethylene
("LLDPE"). NOVA Chemicals produces EPS styrenic polymers in North America and INEOS NOVA produces SPS and EPS styrenic polymers in Europe. In addition, NOVA Chemicals develops and
markets higher-value LLDPE and HDPE manufactured using NOVA Chemicals' Advanced SCLAIRTECH technology, including SURPASS® and some SCLAIR® polyethylene resins, and its
Performance Styrenics business unit develops, manufactures and markets styrenic Performance Polymers such as ARCEL and DYLARK® resins. Polyethylene and styrenic polymers are used in a wide
range of applications including rigid and flexible packaging, containers, plastic bags, plastic pipe, consumer electronics, building and construction materials, automotive components, housewares and
other industrial and consumer goods.

In
addition to its principal business of producing and marketing plastics and chemicals, NOVA Chemicals has a valuable licensing business. The Corporation offers for license its
proprietary polyethylene SCLAIRTECH and Advanced SCLAIRTECH process technology and catalyst technology. NOVA Chemicals also licenses its Performance Styrenics business unit's technology such as
its in-mold labeled cup and container technology.

Properties and Production Facilities

Including its minority interest in LyondellBasell's PO/SM facility, NOVA Chemicals' products are manufactured at seven sites in North America. All
production facilities are owned by NOVA Chemicals (except the Channelview, Texas facility, in which NOVA Chemicals has a minority interest, and the E3 manufacturing plant at Joffre,
Alberta, in respect of which NOVA Chemicals and Dow each own 50%). With the exception of the Channelview facility, NOVA Chemicals owns the land on which its production facilities
are located. INEOS NOVA produces styrene monomer at three facilities in North America, SPS at three facilities in North America and styrenic polymers at five sites
in Europe.

In
addition to its production facilities, NOVA Chemicals leases or owns approximately 564,000 square feet of office space in numerous locations, mostly in North America.
Its registered office and Canadian operating center is located in Calgary, Alberta. Its executive offices and United States operating center are located in Moon Township, Pennsylvania.

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The
following charts and tables show NOVA Chemicals' and INEOS NOVA's plastics and chemical product flow and production facilities as at the date hereof.

Product Flow Chart

GRAPHIC

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Facility Profile (Olefins/Polyolefins)

|                                                       |  |                                   |  |                                                                    |   |                      |  | Rated Capacity |       
|------------------------------------------------------ |  | --------------------------------- |  | ------------------------------------------------------------------ | - | -------------------- |  | -------------- | ------
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|1.                                                     |  | Joffre, Alberta                   |  | Ethane/Propane                                                     |   | Ethylene (E1)        |  | 1,600          |       
|                                                       |  |                                   |  | Ethane/Propane                                                     |   | Ethylene (E2)        |  | 1,800          |       
|                                                       |  |                                   |  | Ethane                                                             |   | Ethylene (E3)(1)     |  | 1,400          |       
|                                                       |  |                                   |  |                                                                    |   | Co-products          |  | 830            | (2)   
|                                                       |  |                                   |  | Ethylene                                                           |   | LLDPE (PE1)          |  | 1,450          |       
|                                                       |  |                                   |  |                                                                    |   | LLDPE &
HDPE (PE2)   |  | 900            |       
|2.                                                     |  | Corunna, Ontario                  |  | Crude Oil, Condensates, Ethane, Butane, Propane, Naphtha, Gas Oils |   | Ethylene
Co-products |  | 1,850
4,700    | (3)(3)
|3.                                                     |  | St. Clair River,
Corunna, Ontario |  | Ethylene                                                           |   | HDPE                 |  | 410            |       
|4.                                                     |  | Mooretown, Ontario                |  | Ethylene                                                           |   | HDPE                 |  | 505            |       
|                                                       |  |                                   |  |                                                                    |   | LDPE                 |  | 310            |       
|TOTAL ETHYLENE PRODUCTION CAPACITY (Design Production) |  | 6,650                             |  | 3,020                                                              | *
|TOTAL POLYETHYLENE PRODUCTION CAPACITY                 |  | 3,575                             |  | 1,620                                                              | *

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Facility Profile (Performance Styrenics)

|                                            |    |     |                       |     |                   |  |                       | Rated Capacity
|------------------------------------------- | -- | --- | --------------------- | --- | ----------------- |  | --------------------- | --------------
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|Styrene Monomer                             |    |     |                       |     |                   | 
|                                            | 1. |     | Channelview, Texas(1) |     | Benzene, Ethylene |  | Styrene Monomer       |               
|TOTAL STYRENE MONOMER PRODUCTION CAPACITY   |    | 400 |                       | 180
|Styrenic Polymers                           |    |     |                       |     |                   |  |                       |               
|                                            | 1. |     | Monaca, Pennsylvania  |     | Styrene Monomer   |  | ARCEL, EPS and DYLARK |               
|                                            | 2. |     | Painesville, Ohio     |     | Styrene Monomer   |  | EPS                   |               
|TOTAL STYRENIC POLYMERS PRODUCTION CAPACITY |    | 560 |                       | 255

|Note:
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Facility Profile (INEOS NOVA(1))

|                                            |    |       |                            |       |                   |  |                       | Rated Capacity
|------------------------------------------- | -- | ----- | -------------------------- | ----- | ----------------- |  | --------------------- | --------------
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|Styrene Monomer                             |    |       |                            |       |                   | 
|                                            | 1. |       | Bayport, Texas             |       | Benzene, Ethylene |  | Styrene Monomer       |               
|                                            | 2. |       | Sarnia, Ontario            |       | Benzene, Ethylene |  | Styrene Monomer       |               
|                                            | 3. |       | Texas City, Texas          |       | Benzene, Ethylene |  | Styrene Monomer       |               
|TOTAL STYRENE MONOMER PRODUCTION CAPACITY   |    | 3,720 |                            | 1,685
|Styrenic Polymers(3)                        |    |       |                            |      
|                                            | 1. |       | Breda, The Netherlands     |       | Styrene Monomer   |  | EPS, SPS and STYROSUN |               
|                                            | 2. |       | Decatur, Alabama           |       | Styrene Monomer   |  | SPS                   |               
|                                            | 3. |       | Joliet, Illinois           |       | Styrene Monomer   |  | SPS                   |               
|                                            | 4. |       | Marl, Germany              |       | Styrene Monomer   |  | EPS and SPS           |               
|                                            | 5. |       | Ribécourt, France          |       | Styrene Monomer   |  | EPS and EPS Silver    |               
|                                            | 6. |       | Springfield, Massachusetts |       | Styrene Monomer   |  | SPS and NAS           |               
|                                            | 7. |       | Trelleborg, Sweden         |       | Styrene Monomer   |  | SPS                   |               
|                                            | 8. |       | Wingles, France            |       | Styrene Monomer   |  | EPS and SPS           |               
|TOTAL STYRENIC POLYMERS PRODUCTION CAPACITY |    | 3,710 |                            | 1,680

|Notes:
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Olefins/Polyolefins

NOVA Chemicals' Olefins/Polyolefins business unit produces ethylene and polyethylene. As part of the ethylene production process, and in the preparation of
feedstocks for this process, NOVA Chemicals also produces a number of co-products.

The
Joffre, Alberta site is integrated with AEGS, which connects large-scale ethane extraction plants to NOVA Chemicals' ethylene crackers. The Joffre feedstock pipeline is also
integrated with the Joffre site and connects natural gas liquids production and storage facilities in Fort Saskatchewan, Alberta to the Joffre site. Taylor completed construction of the Joffre
feedstock pipeline in early 2005 and NOVA Chemicals operates and is the sole shipper on this pipeline. Ethylene is fed directly to onsite polyethylene production at Joffre, as well as to
storage and customers at Joffre, Prentiss and Fort Saskatchewan, Alberta.

The
Corunna, Ontario ethylene facility is connected to multiple pipeline systems that, in conjunction with the facility's flexi-cracker capabilities, enable
NOVA Chemicals to optimize its feedstock slate. In addition, NOVA Chemicals utilizes rail and marine transport to transport feedstocks. The Corunna facility provides ethylene by pipeline
to NOVA Chemicals' polyethylene production facilities in Mooretown, Ontario and its St. Clair River site in Corunna, Ontario. The Corunna facility also provides ethylene to customers in
the Sarnia, Ontario area.

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For
financial reporting purposes, NOVA Chemicals has three reportable segments as part of its Olefins/Polyolefins business unit: Joffre Olefins, Corunna Olefins and Polyethylene.

|                                               |  | Revenue/Approximate Percentage of NOVA Chemicals' Total Revenue
(before intersegment eliminations)
Year Ended December 31,
|---------------------------------------------- |  | --------------------------------------------------------------------------------------------------------------------------
|
|Consolidated Olefins/Polyolefins Business Unit |  | $4.5 billion/64%                                                                                                          

|                |  | Revenue/Approximate Percentage of Consolidated Olefins/Polyolefins Business Unit Revenue
(before intersegment eliminations)
Year Ended December 31,
|--------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------
|
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|Joffre Olefins  |  | $1.8 billion/31%                                                                                                                                   
|Corunna Olefins |  | $2.1 billion/35%                                                                                                                                   
|Polyethylene    |  | $2.0 billion/34%                                                                                                                                   



NOVA Chemicals has annual production capacity of approximately 6,700 mmlbs of ethylene (excluding Dow's share of E3). Ethylene is a commodity
chemical that NOVA Chemicals produces through thermal cracking of various feedstocks, a process that uses high temperatures to break down the carbon chains. The feedstocks used to produce
ethylene are natural gas liquids and crude oil derived feedstocks including ethane, naphtha, propane, butane and gas oils. The two most common feedstocks used by NOVA Chemicals are ethane and,
to a lesser extent, crude oil. Ethylene is used in the manufacture of polyethylene, styrene monomer, styrenic polymers and polyvinyl chloride, as well as chemical intermediates such as ethylene oxide,
ethylene glycol, ethylene dichloride and vinyl acetate.

NOVA Chemicals
produces ethylene at two locations, Joffre, Alberta and Corunna, Ontario.



NOVA Chemicals has three ethylene production facilities at Joffre, Alberta: E1, E2 and E3 (E3 is 50% owned by Dow). These three plants have an annual
production capacity of approximately 1,600, 1,800 and 2,800 mmlbs of ethylene (including Dow's share of E3 production capacity), respectively, for a total combined capacity of
6,200 mmlbs. The combined co-product production capacity of E1, E2 and E3 is approximately 830 mmlbs per year.

Approximately
47% of the ethylene production capacity at these facilities (excluding Dow's share of E3 production capacity) is used internally to support NOVA Chemicals' Joffre
polyethylene production and the rest is sold to third parties. Third party sales are facilitated through a variety of medium to long-term contracts. These contracts typically contain
pricing mechanisms that include a cost recovery component and a market-based component. A tolling arrangement permits a third party to use a portion of E1 ethylene production capacity
until the end of 2008.

All
of the ethylene plants at the Joffre site use ethane as their primary feedstock. Ethane is typically supplied under contracts with the owners of natural gas liquids extraction and
fractionation plants located in Alberta. Most of these supply agreements have 10 to 20 years remaining on their terms with the possibility of renewal by the parties. The price
NOVA Chemicals pays under these agreements consists of two components: (1) a fee to cover an agreed upon portion of the costs of plant operation and return on invested capital
(this component may be fixed or vary with production) and (2) the cost to replace the energy content of the ethane extracted from the gas stream (this component varies with the price of natural
gas; NOVA Chemicals may pay the owner for replacement natural gas or purchase or swap natural gas to physically replace the energy content of the ethane). NOVA Chemicals supplements its
ethane supplies through spot purchases.

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NOVA Chemicals
has enhanced its ethane feedstock availability through the development of third-party sources. One third-party source of ethane is from the
ethane extraction facility adjacent to the Joffre site, which extracts natural gas liquids from the natural gas used as fuel for both NOVA Chemicals' Joffre site and Dow's Prentiss, Alberta
site. A second source of incremental ethane is from modifications made to existing extraction plants. These modifications enable the extraction of additional volumes of ethane from the same volume of
natural gas.

Virtually
all of the ethane requirements for the Joffre site are transported via AEGS. Under a transportation agreement, NOVA Chemicals has the right to ship ethane on AEGS.
NOVA Chemicals has also entered into an operating agreement with Fort Chicago, the owner of AEGS, under which NOVA Chemicals is responsible for the physical operation of AEGS,
while Fort Chicago has responsibility for all commercial aspects of AEGS operations.

NOVA Chemicals
has the flexibility to use propane in addition to ethane for a portion of the Joffre feedstock requirements. Propane can be transported to Joffre by the Joffre
feedstock pipeline owned by Taylor.

NOVA Chemicals
continuously looks for opportunities to expand feedstock flexibility and supply to enhance operational flexibility and support longer-term growth
opportunities. In July 2007, the Alberta government released details of its "incremental ethane extraction policy" that provides incentives for value-added production and use of ethane in the
province. NOVA Chemicals intends to take advantage of this policy to increase the utilization of its existing ethylene crackers at its Joffre manufacturing facility and potentially build a new
polyethylene reactor at Joffre. To this end, NOVA Chemicals plans to continue to work with Aux Sable and Williams on the ethane-related initiatives announced in March and July, 2007,
respectively, and also to explore other opportunities to add future ethane supplies.

In
June 2007, the Alberta Energy and Utilities Board (the "EUB") issued notice of its intention to hold an inquiry (the "Inquiry") into matters related to Natural
Gas Liquids ("NGL") extraction from the common natural gas stream transported through pipelines or processed by facilities that are regulated by the EUB. The Inquiry will examine issues
related to NGL extraction from the perspective of maximizing the economic, orderly and efficient development of Alberta's natural resources in the public interest. The evolution of the Alberta natural
gas pipeline, extraction and petrochemical industries and anticipated future developments,
including the use of the EUB regulated pipelines to transport increasing amounts of natural gas sourced outside of Alberta and natural gas sourced from coal bed methane, as well as the growing market
for gas within Alberta convinced the EUB that there was a need to review historical conventions and practices. The policies that could emerge from the Inquiry may be critical to NOVA Chemicals'
business and NOVA Chemicals plans to participate fully in the Inquiry. NOVA Chemicals anticipates there will be a full range of perspectives for the EUB's consideration going forward;
particularly regarding "equity" in relation to the value of ethane. The Inquiry is expected to conclude during 2008.

As
part of the ethylene production process at Joffre, NOVA Chemicals produces approximately 830 mmlbs of co-products per year. Co-products, other
than hydrogen and carbon dioxide, are shipped by railcar to markets in Alberta, Ontario and the U.S. Gulf Coast.



The Corunna, Ontario olefins facility, located near Sarnia, Ontario, has an annual production capacity of approximately 1,850 mmlbs of ethylene and
900 mmlbs of propylene. In both cases, capacity is dependent on feedstock mix. The Corunna olefins facility has the flexibility to process a wide range of hydrocarbon feedstocks including crude
oil, condensates, ethane, propane, butane, naphtha and gas oils to produce primary chemicals for use by NOVA Chemicals' downstream operations and for sale to third parties. The feedstock chosen
depends on market conditions and is determined by using a model that calculates the optimal feedstock mix to produce the most profitable mix of products. The majority of ethylene production from the
Corunna olefins facility is used internally by NOVA Chemicals to produce polyethylene or sold to INEOS NOVA for its styrene monomer production.

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The
blend of feedstocks processed in the Corunna, Ontario olefins facility determines the range of co-products obtained, with heavier feedstocks such as naphtha producing
more co-products. The facility has a production capacity of approximately 4,700 mmlbs of co-products per year.

Feedstocks
for the Corunna, Ontario olefins facility are obtained from a wide variety of sources. Crude oil is the main feedstock processed at the facility. Condensate, a lighter
feedstock than crude oil that yields a higher proportion of olefins versus fuel oil co-products, as well as propane, butane and naphtha are also processed at the Corunna facility. All crude oil and
the majority of condensate is delivered via Enbridge Inc. ("Enbridge") pipeline systems. NOVA Chemicals sources crude oil and condensate feedstocks from western Canada and the United
States. In addition, NOVA Chemicals is sourcing an increasing proportion of crude oil and condensate offshore with delivery into Portland, Maine and ultimately to the Corunna facility via a
pipeline connection into Enbridge's Line 9 pipeline system at Montréal providing the Corunna facility with purchasing flexibility and less reliance on western Canadian crude oil
and condensate feedstock. Propane, butane and naphtha are sourced from western Canadian and local producers as well as United States sources, principally by pipeline.



Co-products are produced in the ethylene manufacturing process and can be grouped into two categories: chemical co-products and energy
co-products. Chemical co-products include propylene, benzene, and butadiene  building blocks that are used to make items such as tires,
carpet and clothing fibers, or household goods. Energy co-products include gasoline additives and fuel oil. The profitability of co-products depends on energy prices and the
supply and demand balance for each co-product. Co-product production depends on the feedstock mix. Total capacity volumes of co-products are approximately
5,500 mmlbs per year. The majority of co-products produced at NOVA Chemicals' Joffre, Alberta and Corunna, Ontario facilities is sold to third parties. However, some
co-products are consumed internally by NOVA Chemicals or sold to INEOS NOVA either as fuel or for the production of other products (for example, benzene, a
co-product produced at NOVA Chemicals' Corunna flexi-cracker is transported by pipeline from this facility to INEOS NOVA's Sarnia, Ontario styrene monomer facility and is
used in the production of styrene monomer by INEOS NOVA).



NOVA Chemicals has annual production capacity of approximately 3,600 mmlbs of polyethylene. Polyethylene is produced through the polymerization of
ethylene. NOVA Chemicals produces polyethylene from ethylene supplied from its Joffre, Alberta and Corunna, Ontario facilities at three locations in Canada: Joffre, Alberta; St. Clair
River, Corunna, Ontario; and Mooretown, Ontario.

NOVA Chemicals'
has two polyethylene plants located at Joffre, Alberta, PE1 and PE2. PE1 has annual production capacity of approximately 1,450 mmlbs and produces LLDPE from
ethylene supplied from E1, E2 and E3. NOVA Chemicals plans to make operational improvements to increase capacity at PE1. The expansion, which NOVA Chemicals anticipates will be
completed during 2008, is expected to increase annual capacity by approximately 50 mmlbs to 1,500 mmlbs. PE1 utilizes gas-phase process technology originally licensed from UCC. The
licenses from UCC are fully paid and the obligations of confidence and non-use pursuant to these licenses have expired. Accordingly, NOVA Chemicals pays no royalties for the use of
this technology and independently sustains and develops this technology as used in NOVA Chemicals' facilities. PE2 has annual production capacity of approximately 900 mmlbs.
PE2 uses Advanced SCLAIRTECH technology to produce NOVA Chemicals' SURPASS and some SCLAIR polyethylene resins. NOVA Chemicals has commenced operational improvements to increase
capacity at PE2. The expansion, which NOVA Chemicals anticipates will be completed during 2009, is expected to increase annual capacity by approximately 100 mmlbs to
1,000 mmlbs.

NOVA Chemicals
has a polyethylene plant located at the St. Clair River site in Corunna, Ontario, which has annual production capacity of approximately 410 mmlbs.
NOVA Chemicals typically manufactures HDPE at
this plant but can also manufacture LLDPE at this plant. Ethylene feedstock for this plant is supplied from the Corunna olefins facility. During 2008 and 2009, NOVA Chemicals plans to
debottleneck this plant.

NOVA Chemicals'
polyethylene plant located near Mooretown, Ontario has an annual production capacity of approximately 815 mmlbs. Ethylene feedstock is supplied from
the Corunna, Ontario olefins facility. One of the lines at the plant uses the gas-phase process technology originally licensed from UCC to produce HDPE and

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the
other line at the plant uses high pressure process technology, also originally licensed from UCC, to produce LDPE. The license from UCC for the high pressure process technology is
fully paid and the obligations of confidence and non-use pursuant to these licenses have expired. NOVA Chemicals plans to upgrade products, improve reliability and expand the
LDPE line and to optimize the HDPE line to increase throughput rates and improve product quality.



After acquiring SCLAIRTECH technology in 1994, NOVA Chemicals further developed the technology and, in December 1996, announced that it had developed
Advanced SCLAIRTECH technology. Advanced SCLAIRTECH solution-phase technology yields higher-value polyethylene resins that NOVA Chemicals believes provide several advantages over
standard polyethylene resins, such as clarity and toughness in end-use products manufactured by NOVA Chemicals' customers.

Advanced
SCLAIRTECH technology used at PE2 includes two proprietary catalyst systems. The Ziegler-Natta ("Z-N") catalyst introduced in 2001 is used to make
NOVA Chemicals' SCLAIR line of polyethylene products. These are octene-based polyethylene grades primarily for film applications. In 2003, NOVA Chemicals commercialized a
single-site catalyst using Advanced SCLAIRTECH technology and introduced a series of new polyethylene products under the trademark SURPASS. SURPASS resins have been commercialized for
film, rotational molding and thin wall injection molding applications. Margins on sales of polyethylene manufactured using Advanced SCLAIRTECH technology expanded throughout 2007 due to continued
market penetration of these higher-value products and NOVA Chemicals ability to reduce the cost of production. NOVA Chemicals expects to continue to shift sales of its polyethylene
resins to higher-value polyethylene resins manufactured using Advanced SCLAIRTECH technology.



In the third quarter of 2001, a predecessor of INEOS Canada Partnership commissioned a linear alpha olefins plant on NOVA Chemicals' Joffre, Alberta site.
NOVA Chemicals supplies ethylene to the linear alpha olefins plant and receives linear alpha olefins for use by NOVA Chemicals' polyethylene facilities. This contract contains a pricing
mechanism that includes a cost recovery component and a market-based component, which results in NOVA Chemicals receiving linear alpha olefins at a competitive cost, which, in turn, contributes
to the cost efficiencies of the large-scale Joffre site.



In June 2000, ATCO Power Canada Ltd. ("ATCO"), an affiliate of EPCOR Utilities Inc. ("EPCOR") and NOVA Chemicals opened a natural gas-fired
cogeneration power plant with a nominal installed peak capacity of 450 megawatts at NOVA Chemicals' production site at Joffre, Alberta. The power plant supplies the electrical and steam
needs for the entire Joffre site, with excess power sold to Alberta's provincial power grid. The three companies jointly own the cogeneration facility, with ATCO serving as the facility operator. The
respective interests of the parties are 40% for each of ATCO and EPCOR and 20% for NOVA Chemicals.

Performance Styrenics

NOVA Chemicals' Performance Styrenics business unit includes NOVA Chemicals' EPS and styrenic Performance Polymers assets, its minority interest in
LyondellBasell's PO/SM facility in Channelview, Texas and NOVA Chemicals' interests in EPS-based downstream businesses and ventures for end-use consumer and industrial
applications.

The
long-term styrene monomer processing agreement associated with NOVA Chemicals' interest in LyondellBasell's PO/SM facility provides sufficient styrene monomer
supply for the operation of NOVA Chemicals' Performance Styrenics business unit. NOVA Chemicals and INEOS NOVA have an

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agreement
in place whereby INEOS NOVA provides NOVA Chemicals' required share of benzene to the LyondellBasell facility.

|                                    |  | Revenue/Approximate Percentage of NOVA Chemicals' Total Revenue
(before intersegment eliminations)
Year Ended December 31,
|----------------------------------- |  | --------------------------------------------------------------------------------------------------------------------------
|
|Performance Styrenics Business Unit |  | $412 million/6%                                                                                                           



NOVA Chemicals produces EPS at its Beaver Valley site at Monaca, Pennsylvania and at its Painesville, Ohio facility. Total rated production capacity of
370 mmlbs per year ranks NOVA Chemicals as the largest EPS producer in North America. EPS resins are used in applications such as foam cups, noodle bowls, takeout and ice cream
containers, insulation board and foam packaging. NOVA Chemicals' EPS cup and container resin is sold under the trademark DYLITE®.



NOVA Chemicals' Beaver Valley site in Monaca, Pennsylvania produces ARCEL resins, which contain polystyrene and polyethylene. This expandable bead is sold
into the protective packaging market. NOVA Chemicals expanded the capacity to produce ARCEL resin at its Beaver Valley site in 2006. In addition to producing ARCEL moldable foam resins at its
Beaver Valley site, in September 2005, NOVA Chemicals entered into an agreement with Ningbo Chang-Qiao Engineering Plastics Co., Ltd., an affiliate of Loyal, to
provide new finishing capacity for ARCEL moldable foam resin near Shanghai, China. The start up of this facility was announced during the third quarter of 2006.

The
Beaver Valley site also produces DYLARK resins that are modified, styrene-based polymers that provide ease of processing, performance at elevated temperatures and foam
adhesion for use in instrument panels and other parts for the global automotive industry. DYLARK resins are also sold for use in the food packaging and food services industry.



NOVA Chemicals attempts to leverage its intellectual property and market expertise by entering into downstream businesses and ventures, either directly or
by entering into strategic relationships with partners. These businesses and ventures are in the development or start-up stage. The strategic objective of these initiatives is to capture
value beyond the sale of plastic resin. Examples of these businesses and ventures include the following:



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In
addition to the sale of the finished products manufactured by these businesses and ventures, NOVA Chemicals has to a limited extent licensed certain of its proprietary
technology, such as its in-mold labeled cup and container technology.



As part of the Shell acquisition in January 2000, NOVA Chemicals acquired an EPS production plant and two EPS molding plants in Chile.
NOVA Chemicals ceased production of EPS at its Quilicura, Chile facility in January 2006. NOVA Chemicals still operates EPS molding plants in Quilicura and El Tepual, Chile, which
produce molded products for the South American fish packaging, housing and construction markets.

INEOS NOVA

Prior to October 1, 2007, NOVA Chemicals operated a commodity styrenics business unit known as STYRENIX. STYRENIX produced and marketed styrene
monomer and SPS in North America and, through NOVA Chemicals' European styrenic polymer 50:50 joint venture with INEOS, that was known as NOVA Innovene, SPS and EPS in Europe. Effective
October 1, 2007, NOVA Chemicals and INEOS expanded the 50:50 joint venture to include NOVA Chemicals' STYRENIX assets and other North American styrenic polymer assets and
INEOS' North American styrene monomer and styrenic polymer assets. The expanded joint venture is known as INEOS NOVA.

The
2007 annual INEOS NOVA Joint Venture results shown below are comprised of: (i) the results from the first nine months of the former NOVA Chemicals' STYRENIX business unit and
NAS and ZYLAR resins
that were formerly included in NOVA Chemicals' Performance Styrenics business unit and contributed to the expanded joint venture; and (ii) NOVA Chemicals' 50% share of INEOS
NOVA's results for the last three months of 2007. The 2006 annual INEOS NOVA Joint Venture results shown below are comprised of the former NOVA Chemicals' STYRENIX business unit and NAS and
ZYLAR resins.

|                         |  | Revenue/Approximate Percentage of NOVA Chemicals' Total Revenue
(before intersegment eliminations)
Year Ended December 31,
|------------------------ |  | --------------------------------------------------------------------------------------------------------------------------
|
|INEOS NOVA Joint Venture |  | $2.1 billion/30%                                                                                                          



INEOS NOVA has a total rated production capacity of approximately 3,720 mmlbs of styrene monomer per year at sites in Sarnia, Ontario (950 mmlbs),
Bayport, Texas (1,700 mmlbs) and Texas City, Texas (1,070 mmlbs).

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Styrene
monomer is produced from ethylene and benzene. INEOS NOVA produces styrene monomer by the process of alkylation of ethylene with benzene to produce ethylbenzene and then
dehydrogenation of ethylbenzene. As of the date hereof, INEOS NOVA ranks number one in North America and number five on a global basis in terms of annual styrene monomer production capacity.

In
connection with the expansion of the joint venture on October 1, 2007, NOVA Chemicals and an affiliate of INEOS (INEOS Olefins & Polymers USA, a division of INEOS
USA LLC) entered into a series of North American feedstock agreements with INEOS NOVA North American operating companies. All of the ethylene and approximately half of the benzene requirements
for the Sarnia, Ontario styrene monomer facility are supplied by pipeline from NOVA Chemicals' Corunna, Ontario olefins facility. The balance of benzene feedstock is obtained from nearby
third-party petroleum refineries. Each of NOVA
Chemicals and INEOS Olefins & Polymers USA entered into ethylene supply agreements with INEOS NOVA to supply the Bayport, Texas styrene monomer facility with the ethylene required for
that facility. All benzene for the Bayport, Texas facility is obtained from external sources. All of the ethylene for the joint venture's Texas City, Texas styrene monomer facility is obtained
from INEOS Olefins & Polymers USA and the benzene is obtained from nearby third party refineries as well as from merchant sources.

In
connection with the commencement of NOVA Innovene in October 2005, NOVA Chemicals entered into a contract to supply NOVA Innovene with 50% of its styrene monomer
requirements. When the joint venture was expanded in 2007, NOVA Chemicals' contributed its North American styrene monomer assets and its European styrene monomer purchase contracts to INEOS NOVA.
Accordingly, INEOS NOVA is now responsible for supplying 50% of its European styrene monomer requirements that was formerly supplied by NOVA Chemicals. INEOS NOVA has a contract with
INEOS pursuant to which it is responsible for supplying the joint venture with the remaining 50% of its European styrene monomer requirements.

While
INEOS NOVA does not produce styrene monomer in Europe, it obtains a portion of its styrene monomer feedstock requirement at a cost comparable with the local costs of production
through swap agreements with major European styrene monomer producers that have a requirement for styrene monomer feedstock in North America but do not have sufficient styrene monomer
production capabilities in North America. These swap agreements were transferred to INEOS NOVA from NOVA Chemicals as part of the expansion of their joint venture. INEOS NOVA obtains the
remainder of its 50% styrene monomer feedstock requirement in Europe from purchase agreements with third parties, supplemented by merchant purchases.

On
December 31, 2007, a purchase agreement with Shell for up to 500 mmlbs per year of styrene monomer expired. This agreement had been assigned to INEOS NOVA by
NOVA Chemicals. INEOS NOVA has indicated that it expects that the expiration of this contract will reduce its costs by approximately $8 million per year. In addition, the
expiration of this contract leaves INEOS NOVA's styrene monomer capacity approximately balanced with its styrenic polymer capacity.



INEOS NOVA produces SPS (which is sold in various grades, including crystal and high-impact) in North America and SPS and EPS in Europe.

INEOS
NOVA's styrenic polymer feedstock requirements can currently be satisfied through internal styrene monomer production and purchase agreements and the agreement with INEOS to
provide 50% of the joint venture's European styrene monomer requirements. Where styrene monomer is geographically dislocated, INEOS NOVA may use a series of swap arrangements with other
producers to position styrene monomer where it needs such styrene monomer. INEOS NOVA and BASF Corporation are parties to a medium-term styrene monomer swap arrangement. This contract
gives both producers secure supply of styrene monomer to their downstream businesses in both North America and Europe. INEOS NOVA meets its contractual supply requirement from its facilities in
North America. During 2005, NOVA Chemicals completed an expansion and modernization project at the Bayport styrene monomer facility
that resulted in approximately 450 mmlbs per year of additional production capacity. Approximately 220 mmlbs per year of this capacity is committed to BASF Corporation as part of a
capacity reservation arrangement. The Bayport styrene monomer facility was contributed to INEOS NOVA on October 1, 2007 as part of the expansion of the joint venture.

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As at the date hereof, INEOS NOVA has three SPS manufacturing facilities in North America: Decatur, Alabama; Joliet, Illinois, and Indian Orchard at
Springfield, Massachusetts. During 2007, NOVA Chemicals operated styrenic polymer plants in Montréal, PQ and Belpre Ohio. The Belpre plant was contributed to the expanded
INEOS NOVA joint venture on October 1, 2007. INEOS NOVA shut down this facility in early January 2008 and consolidated production of its styrenic polymers at its more efficient
facilities. In connection with the expansion of the joint venture, the production of SPS from NOVA Chemicals' Montréal facility was transferred to the joint venture.
NOVA Chemicals retained ownership of that plant for the benefit of the joint venture and toll manufactured SPS for INEOS NOVA until December 11, 2007, when INEOS NOVA
terminated the tolling agreement and production was shut down. INEOS NOVA ranks number three in annual SPS production capacity in North America and number four globally. Total SPS production capacity
for North America is 1,095 mmlbs per year, consisting of both crystal and impact polystyrene.

Crystal
polystyrene end-use applications include CD jewel boxes, food packaging, one-time-use foodservice ware (cups/plates/bowls/utensils), medical applications,
quick-service/convenience packaging and insulation. Impact polystyrene resins are used in applications such as office/desk supplies, small appliances, industrial spools, bathroom
accessories, electronics housings, food packaging and one-time-use foodservice ware.

As
part of the expansion of the joint venture, NOVA Chemicals contributed its NAS and ZYLAR resin assets to INEOS NOVA. NAS and ZYLAR (transparent styrenic co-polymers or
blends or alloys thereof, respectively) have excellent clarity, impact resistance and processing advantages and are used to create high quality functional plastic products. End use applications
include housewares, medical devices, office products, commercial dispensers, and commercial point of purchase products. INEOS NOVA considers NAS and ZYLAR resins to be part of its specialty SPS
resins. NAS resins were produced at the Belpre, Ohio facility until that facility was shut down in early January 2008, at which time production was transferred to INEOS NOVA's Indian Orchard
facility at Springfield, Massachusetts. INEOS NOVA has tolling arrangements with outside compounders for production of its ZYLAR resins.



INEOS NOVA has five facilities in Europe with total rated annual styrenic polymer production capacity of approximately 2,075 mmlbs. INEOS NOVA is the
second largest producer of SPS in Europe, with an aggregate capacity of 1,175 mmlbs per year produced at facilities in Breda, The Netherlands; Marl, Germany; Wingles, France; and Trelleborg,
Sweden.

INEOS
NOVA has the capability to produce EPS at four of its five European sites, with aggregate annual capacity of approximately 900 mmlbs, making it the number one ranked
European EPS producer (number four globally) on the basis of annual EPS production capacity.

DISTRIBUTION OF PRODUCTS

NOVA Chemicals' products are marketed primarily through its sales force, with support from established distributors, agents and traders. Canadian products
are sold into the United States primarily through NOVA Chemicals' subsidiary, NOVA Chemicals Inc., for resale through distribution arrangements. NOVA Chemicals'
subsidiary, NOVA Chemicals (International) S.A., sells in Europe, Asia, Africa, Australia, and Latin America either directly or through distribution arrangements. Distribution agreements
among NOVA Chemicals' affiliates provide for arm's length pricing.

The
following table summarizes, for the years ended December 31, 2007, 2006 and 2005, the geographic segments in which NOVA Chemicals sells its products and the percentage
of sales in each segment. The 2007 sales are comprised of: (i) the results from the first nine months of the former NOVA Chemicals' STYRENIX business unit and NAS and ZYLAR resins that
were formerly included in NOVA Chemicals' Performance Styrenics business unit and contributed to the expanded joint venture; and (ii) NOVA Chemicals' 50% share of

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INEOS
NOVA's sales for the last three months of 2007. The 2006 and 2005 sales are comprised of the former NOVA Chemicals' STYRENIX business unit and NAS and ZYLAR resins.

|                  |  | Percentage of Sales,
Year Ended December 31,
|----------------- |  | --------------------------------------------
|
|
|Canada            |  | 35%                                         
|United States     |  | 43%                                         
|Europe and Others |  | 22%                                         

No
significant portion of NOVA Chemicals' business is dependent upon a single customer. Sales to Canadian and United States federal, state, provincial and local governmental
bodies account for less than 1% of annual sales.

In
total, NOVA Chemicals has negotiated contracts that contain cost-recovery mechanisms and a market-indexed component, for the sale of approximately
2,000 mmlbs per year of ethylene.

As
part of NOVA Chemicals' ethylene production process, and in the preparation of feedstocks for this process, a number of co-products are also manufactured.
Co-products are shipped to markets in Alberta, Ontario and the U.S. Gulf Coast.

In
October 2007, NOVA Chemicals and INEOS expanded their European styrenic polymer joint venture to include North American styrene monomer and styrenic polymer assets. In
connection with the joint venture agreements, NOVA Chemicals and INEOS NOVA have entered into certain non-competition and distribution agreements. Pursuant to these agreements,
NOVA Chemicals distributes INEOS NOVA's European produced EPS in North America for INEOS NOVA and INEOS NOVA distributes NOVA Chemicals' ARCEL resins and EPS and also markets
NOVA Chemicals' IMx technology for producing in-mold labeled cups and containers for NOVA Chemicals in Europe. NOVA Chemicals is responsible for its own distribution
and sales of DYLARK resins in Europe.

NOVA Chemicals
leases approximately 5,700 rail hopper and tank cars from various companies for use in transportation and delivery of its polyethylene,
co-products and styrenic polymer products to customers in North America. Trucks are used for distributing products sold in bags and boxes and smaller loads of bulk products. Marine
vessels are used to transport bulk product and products sold in bags and boxes, mostly to Asia. NOVA Chemicals does not own or lease trucks or ships, but does pay transportation fees under
short-term arrangements.

COMPETITION

NOVA Chemicals competes with other chemical producers on the basis of price, service, product quality, performance and deliverability. Among
NOVA Chemicals' competitors are some of the world's largest plastics and chemical companies and major integrated oil companies that are larger and have greater financial resources. Some also
have their own raw material resources. The keys to competing successfully in this industry are scale of facilities, low-cost feedstocks and differentiated product and process technologies.

Prices
for NOVA Chemicals' standard chemical and polymer products are determined in part by market factors, such as supply/demand balances and feedstock costs, that are beyond
NOVA Chemicals' control. NOVA Chemicals generally sells these products at prevailing market prices but, on occasion, products are sold based on negotiated prices.

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CYCLICALITY

NOVA Chemicals' historical operating results reflect the cyclical and volatile nature of the plastics and chemical businesses. The markets for ethylene,
polyethylene, styrene monomer and styrenic polymers historically experience alternating periods of inadequate capacity and tight supply, causing prices and profit margins to increase, followed by
periods of oversupply resulting from capacity additions. Prolonged oversupply leads to declining capacity utilization rates, prices and profit margins. Because NOVA Chemicals derives nearly all
of its revenue from sales of these products, its operating results are more sensitive to this cyclical nature than many of its competitors that have more diversified businesses. Currently, known
ethylene and styrene monomer chain capacity additions in North America over the next several years are limited. On a global basis, while large ethylene and polyethylene additions in the Middle
East and Asia have been announced, these projects continue to experience delays due to shortness of labor and construction materials. Accordingly, NOVA Chemicals does not expect all new global
capacity to start up within the announced timeframes. The primary driver of cyclical upswings in the ethylene and styrenics sectors is generally the combination of limited supply growth and improved
demand growth, which is driven by sustained Gross Domestic Product and industrial production growth.

Cyclicality
is exacerbated by volatility in feedstock prices. In response to higher feedstock prices and other market factors, plastics and chemical producers will generally announce
price increases. However, the implementation of announced price increases depends on many factors, including market conditions, the supply/demand balance for a particular product and feedstock costs,
which may be beyond NOVA Chemicals' control.

INTELLECTUAL PROPERTY

Patents, Licenses and Trademarks

NOVA Chemicals owns directly, or licenses from affiliates, a large number of patents in Canada, the United States and other countries.
NOVA Chemicals also owns or licenses a number of trademarks, which are used to identify various chemical and plastic products. While these patents and trademarks constitute valuable assets,
NOVA Chemicals does not regard any single patent or trademark as being material to its operations as a whole.

During
2007, 183 patent applications were filed in the name of NOVA Chemicals worldwide, of which 47 were in the Olefins/Polyolefins business unit, 122 were
in the Performance Styrenics business unit and 14 were in the STYRENIX business unit. These include divisional and continuation patent applications as well as national and regional patent
applications (which may result in more than one issued patent). Worldwide, during 2007, 44 patents were issued to NOVA Chemicals, of which 29 were in the Olefins/Polyolefins business
unit, 14 were in the Performance Styrenics business unit and one was in the STYRENIX business unit. In connection with the expansion of the joint venture, NOVA Chemicals assigned
46 issued patents and 23 patent applications to INEOS NOVA.

In
connection with the commencement of the European styrenic polymer joint venture in October 2005, NOVA Chemicals entered into an "IP Agreement" with NOVA Innovene
pursuant to which it granted a royalty-free license to NOVA Innovene relative to all intellectual property required by NOVA Innovene to continue NOVA Chemicals' operations in
Europe. The license generally covered all of NOVA Chemicals' commodity SPS and EPS products manufactured or under development in Europe as of the closing date. With the exception of EPS Silver
resins and STYROSUN polystyrene, NOVA Chemicals' styrenic Performance Polymers were not licensed to INEOS NOVA.

On
October 1, 2007, in connection with the expansion of the joint venture to include certain of NOVA Chemicals' and INEOS' North American styrene monomer and styrenic
polymer assets, NOVA Chemicals assigned all of its intellectual property exclusively related to the manufacture of products contributed to the expanded joint venture in North America and Europe
by NOVA Chemicals. With respect to intellectual property associated with NOVA Chemicals' retained Performance Styrenics business unit, NOVA Chemicals entered into license
agreements with INEOS NOVA that granted INEOS NOVA royalty-free licenses to practice such intellectual property but not to compete with NOVA Chemicals' Performance Styrenics
business. NOVA Chemicals and INEOS NOVA also amended the original IP Agreement to reflect that certain

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intellectual
property that was previously licensed to INEOS NOVA was now assigned to the joint venture and that additional intellectual property was being licensed under that agreement.

Technology and Licensing

NOVA Chemicals actively supports all of its technologies to maintain its competitive position, including technologies developed by NOVA Chemicals
and those licensed from third parties. Some of the technologies licensed from third parties are subject to certain restrictions on use.

NOVA Chemicals
was initially a licensee of the technology used in its manufacturing operations. However, over time, NOVA Chemicals has acquired a variety of business units
with associated technology assets in areas including process and catalyst technology, as well as polymer technologies. In addition, NOVA Chemicals has expanded its research and development
activities. The result is a technology portfolio with more than 720 patents (excluding INEOS NOVA owned patents), new margin-enhancing polyethylene process technologies such as
Advanced SCLAIRTECH technology, new proprietary single-site catalyst positions and styrenic Performance Polymers such as ARCEL resins.



NOVA Chemicals owns two key technologies for the production of polyethylene  SCLAIRTECH technology and Advanced
SCLAIRTECH technology. In addition to these technologies, NOVA Chemicals conducts research and development on other polyethylene technologies including gas-phase and
high-pressure technology.

NOVA Chemicals
acquired its proprietary SCLAIRTECH technology and a global SCLAIRTECH technology licensing business from DuPont in 1994. NOVA Chemicals operates one
production facility utilizing SCLAIRTECH technology near Corunna, Ontario that produces SCLAIR HDPE resins. In addition, NOVA Chemicals licenses its SCLAIRTECH technology to numerous chemical
companies that currently utilize it at 10 plants worldwide.

In
2001, NOVA Chemicals began commercial operation of its new, proprietary Advanced SCLAIRTECH technology for the production of polyethylene. The first step in the introduction of
this technology was to utilize a proprietary Z-N catalyst to manufacture new polyethylene products. In 2002, a line of new, Z-N catalyzed, octene-based SCLAIR resins was
launched intended for higher-value polyethylene film applications.

In
April 2003, NOVA Chemicals announced the commercial introduction of its first polyethylene resins produced with Advanced SCLAIRTECH technology and utilizing its new
proprietary single-site catalyst. NOVA Chemicals manufactures and sells these polyethylene resins under the trademark SURPASS. SURPASS resins have been commercialized for film,
rotational molding and thin wall injection molding applications.

During
2007, NOVA Chemicals continued to focus on developing and commercializing higher-value polyethylene manufactured using Advanced SCLAIRTECH technology, including those used
in film, injection molding and rotational molding. In this regard, NOVA Chemicals introduced three new SURPASS resin grades in 2007.

In
2007, NOVA Chemicals announced that its COSMO container, the industry's first collapsible container for use in the rapidly growing portable storage and moving market, would
make its commercial debut in early 2008. The container's size (8'L × 5'W × 8'H) and collapsible design
can save storage and moving companies' time and money. The COSMO container, which will be manufactured using NOVA Chemicals' SURPASS resin, collapses to less than one-third of its
height when empty, maximizing available storage space and volume on trucks during repositioning.



NOVA Chemicals has developed three key proprietary families of catalyst technologies for polyethylene production. The first is a family of proprietary
single-site catalysts for Advanced SCLAIRTECH technology and other polymer technologies including gas-phase polyethylene. These single-site catalysts impart unique
properties and create products that compete with many metallocene-based polyethylene products.

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NOVA Chemicals
licensed its proprietary single-site catalyst technology to DSM Elastomers and, in March 2007, DSM Elastomers announced that in 2008 it would start producing
its next generation specialty Ethylene-Propylene-Diene Monomer products that are derived using this catalyst technology. The second family of catalysts includes proprietary Z-N catalysts
used for SCLAIRTECH technology and Advanced SCLAIRTECH technology. Finally, the NOVACAT family of catalysts was developed by NOVA Chemicals and its catalyst development partner,
INEOS, for use in gas-phase polyethylene. NOVACAT catalysts have been commercialized on NOVA Chemicals' gas-phase plant, PE1, in Joffre, Alberta. NOVACAT catalysts
provide enhanced throughput, product range and properties when compared to traditional Z-N catalysts in commercial gas-phase polyethylene production facilities. The NOVACAT
family of catalysts is currently being run on several different gas-phase technologies by NOVA Chemicals and licensees.

During
2006, NOVA Chemicals and INEOS completed their development work on the NOVACAT catalyst portfolio. Variants of the catalyst are now available for the manufacture of
conventional and higher-value LLDPE and narrow molecular weight HDPE. In 2007, NOVA Chemicals and INEOS concluded their joint technology polyethylene catalysts development program.



NOVA Chemicals and INEOS NOVA own or have the rights to a significant portfolio of styrenics technology, in the fields of both polymer production and
styrenic polymer applications. Prior to 1999, NOVA Chemicals licensed technology from a number of other companies and also developed its own technology for the polymerization of styrene
monomer. As part of the Huntsman and Shell acquisitions, NOVA Chemicals acquired additional access to a broad range of styrenic product and process technology, as well as knowledge in
polystyrene and styrenic Performance Polymers. The technologies acquired include the one-step Shell process technology for EPS and polystyrene manufacturing and compounding technology
relating to a number of styrenic Performance Polymers.

NOVA Chemicals'
key styrenic Performance Polymers include both foamed styrenic polymers and rigid styrenic polymers. The foamed styrenic polymers include ARCEL moldable foam
resins that are sold into the protective packaging market, EPS Silver resins that are sold primarily into the European construction and building marketplace and DYLITE premium cup and container
grade resins used for EPS cups and, with NOVA Chemicals' IMx technology, to make unique in-mold labeled cups with outstanding graphics. The rigid styrenic polymers include DYLARK resins for use
in the automotive industry and food packaging and food services industry.



During 2007, NOVA Chemicals continued its research and development work, including manufacturing trials, with Edmonton-based Quantiam
Technologies Inc. to develop coating and catalysts technologies for improved furnace operations in the hydrocarbon steam cracking manufacturing process. These technologies complement the
ANK400 anti-coking technology that NOVA Chemicals previously developed and licensed to Kubota Corporation in 2002 and which are now used in 12 manufacturing facilities
throughout the world.

During
2007, NOVA Chemicals, in collaboration with the University of Petroleum, China, the University of Stuttgart, Germany, and the Alberta Energy Research Institute, Canada,
continued development of two catalytic processes for the conversion of heavy oil fractions to lighter components such as olefins and paraffins. If commercialized, these technologies could
enable the transformation of low cost Alberta oil sands feedstock to chemical feedstock for olefins production. Success to date in this program has resulted in increased funding from the Alberta
Energy Research Institute.

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Research and Development

The following table summarizes, for the years ended December 31, 2007, 2006 and 2005, the amounts NOVA Chemicals spent on research and development
activities and technical support, including activities to improve existing products.

|                         |  | Year Ended December 31,
|------------------------ |  | -----------------------
|
|Research and Development |  | $                      
|Technical Support        |  | $                      

NOVA Chemicals'
operating budget for 2008 is $47 million for research and development (of which $5 million is conducted by INEOS NOVA) and $9 million for
technical support.



NOVA Chemicals' Olefins/Polyolefins business unit conducts research at the NOVA Chemicals Research & Technology Center ("NRTC") and the
NOVA Chemicals Technical Center, both located in Calgary, Alberta. Both centers are equipped with state of the art facilities for the development of new catalysts, olefin and polyolefin
processes as well as full scale testing of new products. The demonstration plant for Advanced SCLAIRTECH technology is located at the St. Clair River site in Corunna, Ontario and is capable of
testing new catalysts, new polyethylene products and reactor processes.



NOVA Chemicals' operates a technical center located at the Beaver Valley site in Monaca, Pennsylvania. The Performance Styrenics business unit also
operates a pilot plant at the Beaver Valley site. This pilot plant is capable of simulating mass and suspension polymerization, as well as synthesis of EPS and ARCEL resin. The technical center at the
Beaver Valley site also has equipment for the compounding of specialty blends and alloys. The Performance Styrenics business unit also has computer-aided design engineering resources in Southfield,
Michigan to support styrenic Performance Polymers, automotive applications and customers.

In
December 2003, NOVA Chemicals opened a styrenics research lab at NRTC. This research lab focuses on the development of new technology platforms for Performance Styrenics by
leveraging the skills and capabilities already in existence at NRTC.

RESPONSIBLE CARE AND ENVIRONMENTAL REGULATIONS

In 1985, NOVA Chemicals adopted the Responsible Care initiative as the basis for its overall safety, health, environment, security and risk program.
Responsible Care is a global chemical industry performance initiative created by the Canadian Chemical Producers' Association ("CCPA") in 1985 and adopted by the American Chemistry Council ("ACC") in
the United States in 1988. Responsible Care is currently practiced by chemical industry associations in 53 countries worldwide. Responsible Care requires participants to commit to the
responsible management of the total life cycle of their products.

Since
1990, NOVA Chemicals has utilized an internal environment, health and safety audit program to manage regulatory compliance at its operating facilities.
NOVA Chemicals' Responsible Care Audit Program was evaluated by a leading international environment, health and safety consulting firm in 1997, 2001, 2003 and most recently in
December 2007. Based on the 2007 assessment, the consulting firm concluded that the Responsible Care Audit Program is a top quartile program that has all of the hallmarks of an industry
leading program.

In
2004, NOVA Chemicals became one of the first ACC member companies to complete required audits of the Responsible Care Management System® ("RCMS"). The audit
was conducted by an external accredited audit firm and focused on corporate level (headquarters) Responsible Care systems, procedures and documentation. The audit concluded that NOVA Chemicals
is in compliance with corporate-level RCMS

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requirements
and NOVA Chemicals' U.S. Operating Center was officially certified as RCMS compliant in January 2005.

In
2006, the CCPA released its final report for the Responsible Care re-verification of NOVA Chemicals. According to the CCPA's final report, "environmental,
health and safety issues  are clearly visible, well understood and entrenched in NOVA Chemicals' management system".

Like
other companies in its industry, NOVA Chemicals is subject to extensive environmental laws and regulations at all levels of government. These laws and regulations concern the
manufacture, processing and importation of certain chemical substances, discharges or releases (whether to air, land or water) and the generation, handling, storage, transportation, treatment,
disposal and clean-up of regulated materials. NOVA Chemicals is exposed to costs arising from its environmental compliance. In December 2007, NOVA Chemicals was fined
Cdn. $550,000 in connection with one violation of the Environmental Protection Act (Ontario). The fine resulted from a guilty plea entered in connection with a charge related to an unplanned
release of hydrocarbon from the Corporation's Sarnia styrene monomer facility in September 2005. The Sarnia styrene monomer facility was contributed to INEOS NOVA on October 1, 2007 as part of
the expansion of the joint venture.

Although
NOVA Chemicals believes that its businesses, operations and facilities are being operated in material compliance with applicable environmental laws and regulations, the
operation of any petrochemical facility and the distribution of chemical products involve the risks of accidental discharges of hazardous materials, personal injury and property and
environmental damage.

In
2002, Canada ratified the Kyoto Protocol thereby committing it to legislating reductions in air emissions that contribute to climate change. On April 27, 2007, the Canadian
federal government released its plan for reducing industrial air emission reductions with its "Turning the Corner" plan, including an ultimate goal of reducing greenhouse gas emissions by 20% from
2006 levels by the year 2020 and by 60 to 70% by 2050. Existing facilities are anticipated to be required to reduce greenhouse gas emissions intensity by 18% from 2006 levels beginning
in the year 2010. The federal plan is proposed to be implemented through a series of amendments to existing regulations, which are expected to begin in the spring of 2008. As a result, legally
binding greenhouse gas emission reduction targets will be imposed on NOVA Chemicals' operations in Canada.

In
addition to the anticipated federal regulation, most of the Canadian provinces are also contemplating some form of greenhouse gas emissions reduction legislation. In Alberta, the Specified Gas Emitters
Regulationunder theClimate Change and Emissions Management Actcame into force
on July 1, 2007 imposing annual reductions targets on facilities that emit greenhouse gases. Established facilities are required to reduce carbon dioxide equivalent gases by 12% from a
2003-2006 average emissions intensity (baseline). Baseline emissions data were required to be submitted by each facility by December 31, 2007. Alberta's ultimate goal is to reduce
greenhouse gas emissions relative to gross domestic product by 50% from 1990 levels by 2020.

There
is no national greenhouse gas emission reduction program that imposes reduction targets in the United States, but some states have announced an intention to implement such
programs and NOVA Chemicals' operations in the United States could have targets imposed. INEOS NOVA's European operations are also located in countries where greenhouse gas emission targets are
currently being imposed.

NOVA Chemicals
is developing and implementing a variety of initiatives to reduce greenhouse gas emissions and improve energy efficiency across its operations.

United States
and Canadian generally accepted accounting principles require companies to record liabilities associated with future plant decommissioning and site restoration costs
on both active and inactive plants at their fair value based on a discounted value of the expected costs to be paid when the assets are retired. On December 31, 2007, NOVA Chemicals had
$23 million of accumulated reserve for activities anticipated to be required for the decommissioning and site restoration of currently active plant sites. As a result of the commencement of the
expanded INEOS NOVA joint venture on October 1, 2007, the asset retirement obligations associated with the plants that were contributed to the joint venture were removed from
NOVA Chemicals' liabilities. However, the joint venture was required to establish asset retirement obligations associated with the assets contributed by NOVA Chemicals and INEOS and
NOVA Chemicals included in its results 50% of this obligation.

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NOVA Chemicals
reviews its accumulated reserves for decommissioning and site restoration quarterly to determine if adjustments are required. The reserved amount for future
decommissioning and site restoration does not include any deduction for salvage or land value that may be realized, however these will be taken into consideration as the assets are depreciated.
Because these plants may be in operation in excess of 40 years, significant uncertainty exists concerning the nature of the decommissioning and site restoration activities that may be required.
Furthermore, significant judgment is involved in the estimation process because the degree of natural attenuation, evolution of new technologies and potential future land uses may mitigate future
environmental liabilities and potential costs.

Environmental
capital expenditures for NOVA Chemicals, including pollution abatement and remedial programs, were $19 million in 2007 (2006: $8 million; 2005:
$12 million) and are estimated to be $8 million in 2008. Operating expenses relating to environmental protection were $9 million in 2007 (2006: $15 million; 2005:
$13 million) and are estimated to be $7 million in 2008. Total remedial expenditures to dismantle and remediate discontinued facilities and sites totaled $2 million in 2007 (2006:
$1 million; 2005: $1 million). This figure is expected to be $1 million in 2008.

NOVA Chemicals
is active in a number of voluntary environmental initiatives to reduce emissions and wastes from its facilities, including participation in the CCPA's National
Emissions Reduction Masterplan. NOVA Chemicals is also directly involved in the Canadian Chemical Industry's Environmental Performance Memoranda of Understanding with the Federal, Ontario and
Alberta governments, which is a voluntary program designed to achieve reductions in air emissions from the chemical industry. Through a greenhouse gas emissions management program,
NOVA Chemicals is committed to economically viable solutions to climate change concerns. This includes NOVA Chemicals participation in the joint venture with ATCO and EPCOR to operate a
natural-gas-fired cogeneration power plant at its production site at Joffre, Alberta. This joint venture has substantially reduced greenhouse gas emissions when compared with
supplying the electrical needs of the Joffre site from Alberta's primarily coal-fired electrical generation facilities.

NOVA Chemicals
participates in the High Production Volume ("HPV") Challenge Program, launched in 1998 in cooperation with the U.S. Environmental Protection Agency and
Environmental Defense Fund. The HPV Challenge Program has greatly accelerated the public availability of hazard screening data and critical information used to evaluate the potential health and
environmental effects of HPV chemicals. This participation is consistent with NOVA Chemicals' Responsible Care commitment, and the resulting research will enable the chemical industry to
contribute to the scientific and public policy debate affecting the industry.

EMPLOYEE AND LABOR RELATIONS

NOVA Chemicals currently employs approximately 3,270 full-time employees globally. On April 1, 2008, approximately 450 of NOVA Chemicals'
employees who have been seconded to INEOS NOVA since the expansion of the joint venture on October 1, 2007 will become employees of INEOS NOVA.

Collective
bargaining agreements with various unions, covering approximately 400, or 14%, of the approximately 2,800 North American employees, are in place at certain plants
located in Ontario and Pennsylvania. A collective bargaining agreement involving approximately 235 employees at NOVA Chemicals' olefins plant in Corunna, Ontario was
re-negotiated in 2007 with an expiration date of March 31, 2010. A collective bargaining agreement involving approximately 170 employees at the polystyrene plant at the
Beaver Valley site in Monaca, Pennsylvania was re-negotiated in 2006 with an expiration date of May 12, 2009. NOVA Chemicals engages in continuous dialogue with the
unions to address current issues and proactively address potential bargaining items.

NOVA Chemicals
provides medical, health, life insurance, retirement plans and other benefits to its employees, which are comparable with other companies in the chemical industry
where its operations are located.

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FOREIGN OPERATIONS

Foreign operations are subject to various risks differing from those in Canada and the United States including political events, tax changes, labor difficulties,
price controls and other governmental actions. NOVA Chemicals actively addresses these risks as part of its risk management system.

NOVA Chemicals
sells its products worldwide. NOVA Chemicals has established its international commercial headquarters in Switzerland to coordinate commercial activities
outside of North America and maintains sales support operations globally.

LEGAL PROCEEDINGS

NOVA Chemicals is involved in litigation from time to time in the ordinary course of its business. In management's opinion, none of the litigation that
NOVA Chemicals is currently involved in is material to NOVA Chemicals' financial condition or results of operations.

RISK FACTORS

The cyclicality of plastics and chemical businesses may cause significant fluctuation in NOVA Chemicals' income and cash flow.

NOVA Chemicals' historical operating results reflect the cyclical and volatile nature of plastics and chemical businesses. NOVA Chemicals' businesses
historically experience alternating periods of inadequate capacity and tight supply, causing prices and profit margins to increase, followed by periods of oversupply, resulting from capacity
additions. Prolonged oversupply leads to declining capacity utilization rates, prices and profit margins. The markets for ethylene, polyethylene, styrene monomer and styrenic polymers are also highly
cyclical, resulting in volatile profits and cash flow over the business cycle. Because NOVA Chemicals derives nearly all of its revenue from sales of these products, its operating results are
more sensitive to this cyclical nature than many of its competitors who have more diversified businesses. This cyclicality is exacerbated by volatility in feedstock prices. NOVA Chemicals
cannot provide assurance that pricing or profitability in the future will be comparable to any particular historical period, including the most recent period shown in its operating results.

Excess
industry capacity, especially at times when demand is weak, has in the past and may in the future cause NOVA Chemicals and other industry participants to lower production
rates, which can reduce its margins, income and cash flow.

Rising costs of energy and raw materials may result in increased operating expenses and reduced results of operations.

NOVA Chemicals purchases large amounts of energy and raw materials, including natural gas and crude oil, for its businesses, representing a substantial
portion of its operating expenses. The prices of energy and raw materials have historically been highly volatile and cyclical, and NOVA Chemicals' energy and raw material costs have fluctuated
significantly in recent years. Although certain of NOVA Chemicals' customer contracts are tied to changes in feedstock costs or provide for surcharges if feedstock costs change, many contracts
are tied to market prices. NOVA Chemicals cannot predict whether and to what extent energy and/or raw materials prices will rise in the future or whether and to what extent it will be able to
pass on such cost increases to its customers. Any significant energy and/or raw materials cost increase could have a material adverse effect on NOVA Chemicals' business, results of operations,
financial condition or cash flow.

Interruptions in NOVA Chemicals' supply of raw materials could adversely affect NOVA Chemicals' business.

NOVA Chemicals purchases large amounts of raw materials, including crude oil and natural gas for its businesses. If temporary shortages due to disruptions
in supply caused by weather, transportation, production delays or other factors require NOVA Chemicals to secure its raw materials from sources other than its current suppliers,
NOVA Chemicals cannot provide assurance that it will be able to do so on terms as favorable as its current terms or at all.

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NOVA Chemicals sells its products in highly competitive markets and faces significant price pressure.

NOVA Chemicals sells its products in highly competitive markets. Due to the commodity nature of a majority of its products, and to a lesser degree for
styrenic Performance Polymers, competition in these markets is based primarily on price and to a lesser extent on product performance, product quality, product deliverability and customer service. As
a result, NOVA Chemicals may not be able to protect its market position by product differentiation or pass on cost increases to its customers. Accordingly, increases in raw material costs and
other costs may not necessarily correlate with changes in product prices, either in the direction of the price change or in magnitude. Although NOVA Chemicals strives to maintain or increase
its profitability by reducing costs through improving production efficiency, emphasizing higher margin products and controlling selling and administration expenses, NOVA Chemicals cannot
provide assurance that these efforts will be sufficient to offset fully the effect of any pricing changes on its operating results.

Among
NOVA Chemicals' competitors are some of the world's largest chemical companies and major integrated petroleum companies that have their own raw material resources. Some of
these companies may
be able to produce products more economically than NOVA Chemicals. In addition, some of NOVA Chemicals' competitors are larger and have greater financial resources, which may enable them
to invest significant capital into their businesses, including expenditures for research and development. If any of NOVA Chemicals' current or future competitors develop proprietary technology
that enables them to produce products that compete with those of NOVA Chemicals at a significantly lower cost, segments of NOVA Chemicals' technology could be rendered over time
uneconomical or obsolete. The entrance of new competitors into the industry may reduce NOVA Chemicals' ability to capture profit margins in circumstances where capacity utilization in the
industry is decreasing. Further, production from low-cost producers in petroleum-rich countries is increasing in the chemical industry and may expand significantly in the
future. Any of these developments could affect NOVA Chemicals' ability to enjoy higher profit margins during periods of increased demand.

External factors beyond NOVA Chemicals' control can cause fluctuations in demand for NOVA Chemicals' products and in its prices and
margins, which may negatively affect income and cash flow.

External factors can cause significant fluctuations in demand for NOVA Chemicals' products and volatility in the price of raw materials and other operating
costs. Examples of external factors include general economic conditions, including a prolonged economic downturn, competitor actions, technological developments, unplanned facility shutdowns,
international events and circumstances, and governmental regulation.

Demand
for NOVA Chemicals' products is influenced by general economic conditions. A number of NOVA Chemicals' products are highly dependent on durable goods markets, which
are themselves particularly cyclical. If the global economy does not improve, demand for NOVA Chemicals' products and its income and cash flow would be adversely affected.

NOVA Chemicals
may reduce production, idle a facility for an extended period of time, or discontinue certain products because of high raw material prices, an oversupply of a
particular product, feedstock unavailability and/or lack of demand for that particular product. When NOVA Chemicals decides to reduce or idle production, reduced operating rates are often
necessary for several quarters or, in certain cases, longer and cause NOVA Chemicals to incur costs, including the expenses of the outages and the restart of these facilities.

NOVA Chemicals has a significant amount of debt, which could adversely affect its financial condition.

NOVA Chemicals has a significant amount of indebtedness. As of December 31, 2007, NOVA Chemicals had total indebtedness of approximately
$1.8 billion, including amounts drawn under its credit facilities. NOVA Chemicals has maximum borrowing capacity of $590 million under its four credit facilities, subject to
customary conditions. As of December 31, 2007, NOVA Chemicals had utilized $156 million of the credit facilities, of which $50 million was in the form of letters of credit.

The
level of indebtedness could have important consequences, such as limiting cash flow available for general corporate purposes due to debt service requirements, limiting
NOVA Chemicals' ability to obtain additional debt financing, feedstock, materials or services on advantageous terms in the future due to debt levels or changes in credit ratings, limiting
NOVA Chemicals' flexibility in addressing competitive and other changes in

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its
industry and economic conditions generally due to cash flow restrictions, exposing NOVA Chemicals to risks inherent in interest rate fluctuations, and increasing NOVA Chemicals'
vulnerability to general economic downturns and adverse competitive and industry conditions. These risks, if realized, could place NOVA Chemicals at a competitive disadvantage compared to any
of its competitors that are less leveraged.

In
addition, subject to the restrictions in its credit facilities and indentures, NOVA Chemicals may incur significant additional indebtedness from time to time. If new
debt is added to current debt levels, the related risks described above would intensify. If such debt financing is not available when required or is not available on acceptable terms,
NOVA Chemicals may be unable to grow its business, take advantage of business opportunities, respond to competitive pressures or refinance maturing debt, any of which could have a material
adverse effect on its operating results and financial condition.

A downgrade in the ratings of the Corporation's debt securities could result in increased interest and other financial expenses related to future
borrowings and could restrict NOVA Chemicals' access to additional capital or trade credit.

Standard & Poor's Corporation, Moody's Investor Service, Inc., DBRS Limited and Fitch Ratings Ltd. maintain credit ratings for NOVA
Chemicals' debt securities. Each of these ratings is currently below investment grade. Any decision by these or other ratings agencies to downgrade such ratings in the future could result in increased
interest and other financial expenses relating to NOVA Chemicals' future borrowings and could restrict its ability to obtain additional financing on satisfactory terms. In addition, any downgrade
could restrict the Corporation's access to, and negatively impact the terms of, trade credit extended by its suppliers of raw materials.

Operating problems in NOVA Chemicals' business may adversely affect NOVA Chemicals' income and cash flow.

The occurrence of material operating problems at NOVA Chemicals' facilities may have a material adverse effect on the productivity and profitability of a
particular manufacturing facility, or on NOVA Chemicals' operations as a whole. NOVA Chemicals' income and cash flow are dependent on the continued operation of its various production
facilities. NOVA Chemicals' operations are subject to the usual hazards associated with chemical manufacturing and the related storage and transportation of raw materials, products and wastes,
including pipeline, storage tank and other leaks and ruptures; fires; mechanical failure; labor difficulties; remediation complications; discharges or releases of pollutants, contaminants or toxic or
hazardous substances or gases and other environmental risks; explosions; chemical spills; unscheduled downtime; transportation interruptions; and inclement weather and natural disasters.

Some
of these hazards may cause personal injury and loss of life, severe damage to or destruction of property and equipment and environmental damage, and may result in suspension of
operations and the imposition of civil, regulatory or criminal penalties. Furthermore, NOVA Chemicals is also subject to present and future claims with respect to workplace exposure, workers'
compensation and other matters. NOVA Chemicals carries insurance against potential operating hazards which is consistent with industry norms. If NOVA Chemicals were to incur a
significant liability that was not covered by insurance, it could significantly affect NOVA Chemicals' productivity, profitability and financial position.

NOVA Chemicals conducts a significant portion of it operations through, and its consolidated results are materially dependent upon the performance of,
INEOS NOVA. NOVA Chemicals does not control this joint venture and actions taken by it could materially adversely affect NOVA Chemicals' business.

NOVA Chemicals' joint venture with INEOS, INEOS NOVA, is a 50:50 joint venture, meaning that NOVA Chemicals' ownership rights, funding
obligations and governance rights are equal with INEOS. While NOVA Chemicals has a certain amount of influence over INEOS NOVA, it does not control INEOS NOVA and is therefore
dependent on its joint venture partner, INEOS, to cooperate in making strategic and operational decisions regarding the joint venture. As with most joint venture arrangements, there is a significant
risk that, as a result of differing views and priorities, there will be occasions when the two parties do not agree on various matters and any such disagreements may result in delayed decisions or
disputes. Moreover, the day-to-day operation of INEOS NOVA's plants and business is the responsibility of the joint venture's management team.

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Therefore,
NOVA Chemicals' ability to influence INEOS NOVA's operations on a day-to-day basis is limited and it may be unable to prevent actions that it believes
are not in the best interests of INEOS NOVA or NOVA Chemicals. In addition, INEOS NOVA is not subject to the same requirements regarding internal controls and internal control over
financial reporting that NOVA Chemicals follows. As a result, internal control problems could arise with respect to the joint venture. Any such actions or internal control problems could
materially adversely affect NOVA Chemical's business, results of operations and financial condition.

As
a plastics and chemical producer, INEOS NOVA is exposed to many of the same risks to which NOVA Chemicals is exposed and which are discussed elsewhere in this "Risk Factors" section.

NOVA Chemicals' expanded joint venture with INEOS may not realize all of its intended benefits.

On October 1, 2007, NOVA Chemicals and INEOS expanded their European styrenic polymer joint venture to include North American styrene monomer and
styrenic polymer assets. In connection with the establishment of the expanded joint venture, NOVA Chemicals and/or INEOS NOVA may experience:



For
any of these reasons or as a result of other factors, NOVA Chemicals may not realize the anticipated benefits of the expanded joint venture, and cash flow or profits derived
from NOVA Chemicals' ownership interest in INEOS NOVA may be less than the cash flow or profits that could have been derived had NOVA Chemicals retained the transferred assets and
continued to operate the STYRENIX business unit itself.

In
addition, NOVA Chemicals and INEOS have agreed that at any time after the expiration of 18 months after October 1, 2007, either party is entitled to exercise a
put of all, but not less than all, of such party's interest in the joint venture to the other party or a call for all, but not less than all, of the other party's interest in the joint venture. If
either party exercises this put/call option, the other party has the right to present the exercising party with a reverse put or call, as applicable, on identical terms and the exercising party shall
be deemed to accept such reverse put or call. If the put/call option is exercised, NOVA Chemicals may be required to acquire INEOS' 50% ownership interest in the expanded joint venture, which
would require a significant investment by NOVA Chemicals that could adversely affect NOVA Chemicals' financial condition and result in NOVA Chemicals experiencing the same sort of
difficulties mentioned above with respect to integrating the entire joint venture business into its existing business. Alternatively, NOVA Chemicals could be required to sell its interest in the joint
venture to INEOS a time when such interest may be valuable to NOVA Chemicals.

NOVA Chemicals is exposed to costs arising from environmental compliance, cleanup and adverse litigation, which may have a substantial adverse
effect on NOVA Chemicals' business, financial condition, operating results and cash flow.

NOVA Chemicals is subject to extensive federal, provincial, state and local environmental laws and regulations concerning the manufacture, processing and
importation of certain chemical substances, air emissions, water discharges and the generation, handling, storage, transportation, treatment, disposal and clean up of regulated substances.
NOVA Chemicals' operations involve the risk of accidental discharges or
releases of toxic or hazardous materials, personal injury, property and environmental damage. Furthermore, applicable environmental laws and regulations are complex, change frequently and provide for
substantial fines, regulatory penalties and criminal sanctions in the event of non-compliance. In addition, substantial costs can sometimes result from orders that require rectification of
environmental conditions. NOVA Chemicals cannot provide assurance that it will not incur substantial costs or liabilities as a result of such occurrences or the enforcement of
environmental laws.

Risk
of substantial environmental costs and liabilities is inherent in NOVA Chemicals' business. Also, NOVA Chemicals has liabilities and obligations arising in connection
with discontinued operations, and has

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specific
contractual obligations with respect to pre-closing environmental conditions at certain facilities divested by predecessor companies. Environmental investigations and remedial
work have commenced at most locations and provision has been made in NOVA Chemicals' financial statements to cover the estimated costs of remediation of discontinued sites.
NOVA Chemicals has incurred, and may incur in the future, environmental costs and liabilities and has made provisions in its financial statements for known matters. Nevertheless,
NOVA Chemicals cannot provide assurance that it will not incur substantial costs and liabilities resulting from future events or unknown circumstances which exceed its reserves or will
be material.

From
time to time, NOVA Chemicals has entered into consent agreements or been subject to administrative orders for pollution abatement or remedial action. Under some environmental
laws, NOVA Chemicals may be subject to strict and under certain circumstances, joint and several liability for the costs of environmental contamination on or from its properties, and at
off-site locations where NOVA Chemicals disposed of or arranged for disposal or treatment of hazardous substances, and may also incur liability for related damages to natural resources.
NOVA Chemicals has been named as a potentially responsible party under the U.S. Comprehensive Environmental Response, Compensation and Liability Act of 1980, or its state equivalents, at
several third-party sites. NOVA Chemicals cannot provide assurance that significant costs will not be incurred.

NOVA Chemicals could incur costs to comply with greenhouse gas emission reduction requirements, which in turn could reduce NOVA Chemicals' operating
results and cash flow.

In 2002, Canada ratified the Kyoto Protocol thereby committing it to legislating reductions in air emissions that contribute to climate change.

On
April 27, 2007, the Canadian federal government released its plan for reducing industrial air emission reductions with its "Turning the Corner" plan, including an ultimate goal
of reducing greenhouse gas emissions by 20% from 2006 levels by the year 2020 and by 60 to 70% by 2050. Existing facilities are anticipated to be required to reduce greenhouse gas emissions intensity
by 18% from 2006 levels beginning in the year 2010. The federal plan is proposed to be implemented through a series of amendments to existing regulations, which are expected to begin in the spring of
2008. As a result, legally binding greenhouse gas emission reduction targets will be imposed on NOVA Chemicals' operations in Canada.

In
addition to the anticipated federal regulation, most of the Canadian provinces are also contemplating some form of greenhouse gas emissions reduction legislation. In Alberta, the Specified Gas Emitters
Regulationunder theClimate Change and Emissions Management Actcame into force
on July 1, 2007 imposing annual reductions targets on facilities that emit greenhouse gases. Established facilities are required to reduce carbon dioxide equivalent gases by 12% from a
2003-2006 average emissions intensity (baseline). Baseline emissions data were required to be submitted by each facility by December 31, 2007. Alberta's ultimate goal is to reduce
greenhouse gas emissions relative to gross domestic product by 50% from 1990 levels by 2020.

There
is no national greenhouse gas emission reduction program that imposes reduction targets in the United States, but some states have announced an intention to implement such programs
and NOVA Chemicals' operations in the United States could have targets imposed. INEOS NOVA's European operations are located in countries where greenhouse gas emission targets are currently
being imposed.

NOVA
Chemicals is developing and implementing a variety of initiatives to reduce greenhouse gas emissions and improve energy efficiency across its operations. Due to the uncertainty of
long term regulatory requirements, NOVA Chemicals cannot provide assurance that it will not incur substantial costs to meet greenhouse gas emission reduction requirements or whether they will
be material.

NOVA Chemicals' business may be adversely affected by currency exchange rates and other risks associated with international operations.

Although NOVA Chemicals reports its results in U.S. dollars, it conducts a significant portion of its business outside the United States, and is
subject to risks normally associated with international operations.

NOVA
Chemicals' financial results are impacted by both translation and transaction currency effects resulting from changes in currency exchange rates. Translation currency effects occur
when the financial results of NOVA Chemicals' subsidiaries outside of the United States, as measured in their non-U.S. dollar, local

35

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currencies,
are translated into U.S. dollars using the exchange rates prevailing during the relevant period. The resulting impact of such translation can affect results when compared to other
periods translated at different foreign exchange rates. Transaction currency effects occur when one of NOVA Chemicals' subsidiaries incurs costs or earns revenue in a currency different from its
functional currency. NOVA Chemicals has experienced translation and transaction effects from the depreciation of the U.S. dollar in relation to the Canadian dollar and other foreign currencies
over the course of the past year. Adverse translation and transaction effects may occur in the future. Fluctuations in exchange rates may also affect the relative competitive position of a particular
NOVA Chemicals' manufacturing facility, as well as NOVA Chemicals' ability to market its products successfully in other markets.

Other
risks of international operations include trade barriers, tariffs, exchange controls, national and regional labor strikes, social and political risks, general economic risks,
required compliance with a variety of foreign laws, including tax laws and the difficulty of enforcing agreements and collecting receivables through foreign legal systems.

NOVA Chemicals may be subject to losses that are not covered by insurance.

NOVA Chemicals carries comprehensive liability and property (including fire and extended perils) insurance on all of its facilities, with deductibles and
other policy specifications and insured limits customarily carried in NOVA Chemicals' industry for similar properties. NOVA Chemicals' insurance costs have increased recently. In
addition, some types of losses, such as losses resulting from war or acts of terrorism are not insured. NOVA Chemicals determines coverage limits based on what it believes to be a reasonable
maximum foreseeable loss scenario for its operations. In the event that an uninsured loss or a loss in excess of insured limits occurs, NOVA Chemicals may not be reimbursed for the cost to
replace capital invested in that property, nor insured for the anticipated future revenues derived from the manufacturing activities conducted at that property, while NOVA Chemicals could
remain obligated for any mortgage indebtedness or other financial obligations related to the property. Any such loss could adversely affect NOVA Chemicals' business, results of operations or
financial condition.

In addition to its joint venture with INEOS, NOVA Chemicals has made and may continue to make investments in entities that it does not control.

NOVA Chemicals has established joint ventures and made minority interest investments designed to increase its vertical integration, enhance customer
service and increase efficiencies in its marketing and distribution in the United States and other markets. NOVA Chemicals' principal joint ventures and minority investments include
INEOS NOVA, NOVIDESA, LRM, Accelerated Building Technologies, LLC, E3 and the Joffre Co-Generation Plant. NOVA Chemicals does not control these entities.

NOVA Chemicals'
inability to control entities in which it invests may affect its ability to receive distributions from those entities or to implement its business plan fully. The
incurrence of debt or entry into other agreements by an entity not under NOVA Chemicals' control may result in restrictions or prohibitions on that entity's ability to pay dividends or make
other distributions to NOVA Chemicals. Even where these entities are not restricted by contract or by law from making distributions to NOVA Chemicals, NOVA Chemicals may not be
able to influence the occurrence or timing of such distributions. In addition, if any of the other investors in a non-controlled entity fails to observe its commitments, that entity may
not be able to operate according to its business plan or NOVA Chemicals may be required to increase its level of commitment. If any of these events were to transpire, NOVA Chemicals'
business, results of operations or financial condition could be adversely affected.

Labor disputes could have an adverse effect on NOVA Chemicals' business.

As of December 31, 2007, NOVA Chemicals had approximately 3,270 employees globally. On April 1, 2008, approximately 450 of
NOVA Chemicals' employees who have been seconded to INEOS NOVA since the expansion of the joint venture on October 1, 2007 will become employees of INEOS NOVA. Approximately 400,
or 14%, of NOVA Chemicals' North American employees are represented by unions under two separate collective bargaining agreements. If NOVA Chemicals is unable to negotiate
acceptable contracts with these

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unions
upon expiration of an existing contract or other employees were to become unionized, NOVA Chemicals could experience work stoppages, a disruption in operations or higher labor costs,
which could have an adverse effect on business, financial condition, results of operations or cash flow.

NOVA Chemicals' business is dependent on its intellectual property. If NOVA Chemicals' patents are declared invalid or its trade secrets
become known to its competitors, its ability to compete may be adversely affected.

Proprietary protection of NOVA Chemicals' processes, apparatuses and other technology is important to NOVA Chemicals' business. Consequently,
NOVA Chemicals relies on judicial enforcement for protection of its patents. While a presumption of validity exists with respect to patents issued to NOVA Chemicals in the United States
and Canada, there can be no assurance that any of NOVA Chemicals' patents will not be challenged, invalidated or circumvented. Furthermore, if any pending patent application filed by
NOVA Chemicals does not result in an issued patent, then the use of any such intellectual property by NOVA Chemicals' competitors could have an adverse effect on NOVA Chemicals'
businesses, financial condition, results of operations or cash flow. Additionally, NOVA Chemicals' competitors or other third parties may obtain patents that restrict or preclude
NOVA Chemicals' ability to produce or sell its products lawfully in a competitive manner, which could have an adverse effect on business, financial condition, results of operations
or cash flow.

NOVA Chemicals
also relies upon unpatented proprietary know-how and continuing technological innovation and other trade secrets to develop and maintain its competitive
position. While it is NOVA Chemicals' policy to enter into confidentiality agreements with its employees and third parties to protect its intellectual property, these confidentiality agreements
may be breached and, consequently, may not provide meaningful protection for NOVA Chemicals' trade secrets or proprietary know-how, or adequate remedies may not be available in the
event of an unauthorized use or disclosure of such trade secrets and know-how. In addition, others could obtain knowledge of such trade secrets through independent development or other
access by legal means. Although NOVA Chemicals does not regard any single patent or trademark as being material to its operations as a whole, the failure of its patents or confidentiality
agreements to protect its processes, apparatuses, technology, trade secrets or proprietary know-how could have an adverse effect on its business, financial condition, results of operations
or cash flow.

DIVIDENDS

Historically, NOVA Chemicals has paid quarterly dividends on its common shares at the rate of Cdn. $0.10 per share, representing an aggregate of
Cdn. $0.40 per share annually. In 2007, NOVA Chemicals paid Cdn. $33 million in dividends on its common shares. There are currently no material contractual restrictions on
NOVA Chemicals' ability to declare and pay dividends on its common shares. The declaration and payment of dividends is at the discretion of the Board of Directors of NOVA Chemicals,
which will consider earnings, capital requirements, the financial condition of NOVA Chemicals and other relevant factors. It is, however, the Corporation's current intention to retain
most of its earnings to support current operations and reduce debt, and to continue to pay dividends at historic levels.

NOVA Chemicals
has paid the following dividends on its common shares during the preceding three years:

|              |      |  | Dividends per share
|------------- | ---- |  | -------------------
|
|Common Shares | Cdn. |  | $                  

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DESCRIPTION OF CAPITAL STRUCTURE

NOVA Chemicals is authorized to issue an unlimited number of common shares, first preferred shares and second preferred shares. Currently, only common
shares are issued and outstanding.

Common Shares

Each common share has one vote. The holders of the common shares are entitled to attend and vote at all meetings of shareholders except meetings of only the
holders of another class or series of shares of the Corporation. In addition, subject to the preferential rights attaching to any shares of the Corporation ranking in priority to the common shares,
the holders of the common shares are entitled to receive any dividends that may be declared by the Board of Directors on the common shares. Subject to the rights of the holders of shares of the
Corporation ranking in priority to the common shares, the holders of the common shares are entitled to participate rateably amongst themselves and rateably with the holders of any shares ranking on a
parity with the common shares in any distribution of the remaining property of the Corporation in the event of the dissolution, liquidation or winding-up of NOVA Chemicals or any
other distribution of its property amongst its shareholders for the purposes of winding-up its affairs.

In
May 1999, NOVA Chemicals' shareholders approved a shareholder rights plan where one right was issued for each outstanding common share. The rights remain attached to the shares
and are not exercisable until the commencement or announcement of a takeover bid for NOVA Chemicals' common shares or until a person acquires 20% or more of NOVA Chemicals' common
shares. The rights plan, as amended and restated, was reconfirmed by shareholders in April 2005. The plan expires in May 2009.

First Preferred Shares

Subject to the following and to applicable law, the first preferred shares as a class are not entitled to receive notice of, attend or vote at meetings of the
shareholders of the Corporation. The first preferred shares may
from time to time be issued in one or more series, and the Board of Directors may fix from time to time before such issue the number of first preferred shares that is to comprise each series and the
designation, rights, privileges, restrictions and conditions attaching to each series of first preferred shares, including any voting rights, the rate or amount of dividends or the method of
calculating dividends, the dates of payment thereof, the terms and conditions of redemption, purchase and conversion, if any, and any sinking fund or other provisions. If issued, the first preferred
shares of each series will, with respect to the payment of dividends and the distribution of assets on return of capital in the event of liquidation, dissolution or winding-up of
NOVA Chemicals, whether voluntary or involuntary, or any other return of capital or distribution of the assets of the Corporation amongst its shareholders for the purpose of
winding-up its affairs, have preference over the common shares, the second preferred shares and over any other shares of the Corporation ranking by their terms junior to the first
preferred shares of the series. The first preferred shares of any series may also be given such other preferences over the common shares, the second preferred shares and any other shares ranking
junior to such first preferred shares as may be established by the Board of Directors.

Second Preferred Shares

Subject to the following and to applicable law, the second preferred shares as a class are not entitled to receive notice of, attend or vote at meetings of the
shareholders of the Corporation. The second preferred shares may from time to time be issued in one or more series, and the Board of Directors may fix from time to time before such issue the number of
second preferred shares that is to comprise each series and the designation, rights, privileges, restrictions and conditions attaching to each series of second preferred shares, including any voting
rights, the rate or amount of dividends or the method of calculating dividends, the dates of payment thereof, the terms and conditions of redemption, purchase and conversion, if any, and any sinking
fund or other provisions. The second preferred shares of each series will, with respect to the payment of dividends and the distribution of assets on return of capital in the event of liquidation,
dissolution or winding-up of NOVA Chemicals, whether voluntary or involuntary, or any other return of capital or distribution of the assets of the Corporation amongst its
shareholders for the purpose of winding-up its affairs, have preference over the common shares and over any other shares of the Corporation ranking by their terms junior to the second

38

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preferred
shares of the series. The second preferred shares of any series may also be given such other preferences over the common shares and any other shares ranking junior to such second preferred
shares as may be established by the Board of Directors.

CREDIT RATINGS

NOVA Chemicals has outstanding 7.4% medium term notes due 2009, 7.85% senior notes due 2010, 6.5% senior notes due 2012, senior floating rate
(six-month LIBOR plus 3.125%) notes due 2013, 7.875% debentures due 2025 and 7.25% debentures due 2028. NOVA Chemicals' notes and debentures have been rated B+ (stable)
by Standard & Poor's Corporation ("S&P"), Ba3 (negative) by Moody's Investor Service, Inc. ("Moody's"), BB (negative) by DBRS Limited ("DBRS") and
BB- (stable) by Fitch Ratings Ltd. ("Fitch") (each a "Rating Agency").

Credit
ratings are intended to provide investors with an independent measure of credit quality of an issue of securities. Rating for debt instruments are presented in ranges by each of
the Rating Agencies. The highest quality of securities are rated AAA, in the case of S&P, DBRS and Fitch, or Aaa, in the case of Moody's. The lowest quality of securities are rated D, in the case of
S&P, DBRS and Fitch, or C, in the case of Moody's.

According
to the S&P rating system, notes rated BB, B, CCC, CC, and C are regarded as having significant speculative characteristics. BB indicates the least degree of speculation and C
the highest. While such notes will likely have some quality and protective characteristics, these may be outweighed by large uncertainties or major exposures to adverse conditions. Notes rated B are
more vulnerable to nonpayment than obligations rated BB, but the obligor currently has the capacity to meet its financial commitment on the obligation. Adverse business, financial or economic
conditions will likely impair the obligor's capacity or willingness to meet its financial commitment on the obligation. The ratings from AA to CCC may be modified by the addition of a plus (+)
or minus (-) sign to show relative standing within the major rating categories.

According
to the Moody's rating system, notes which are rated Ba are judged to have speculative elements; their future cannot be considered as well-assured. Often the
protection of interest and principal payments may be very moderate, and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this
class. Moody's applies numerical modifiers 1, 2, and 3 in each generic rating classification from Aa through Caa. The modifier 1 indicates that the obligation ranks in the higher end of its generic
rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category.

According
to the DBRS rating system, notes rated BB are speculative and non-investment grade, where the degree of protection afforded interest and principal is uncertain,
particularly during periods of economic recession. Entities in the BB range typically have limited access to capital markets and additional liquidity support. In many cases, deficiencies in critical
mass, diversification, and competitive strength are additional negative considerations. Each rating category from AA to C is denoted by the subcategories high and low. The absence of either a high or
low designation indicates the rating is in the middle of the category.

According
to the Fitch rating system, notes rated BB indicate that there is a possibility of credit risk developing, particularly as the result of adverse economic change over time.
However, business or financial alternatives may be available to allow financial commitments to be met. The ratings from AA to CCC may be modified by a plus (+) or minus (-)
sign to show relative standing within the major rating categories.

The
credit ratings accorded to the notes by the Rating Agencies are not recommendations to purchase, hold or sell the notes inasmuch as such ratings do not comment as to market price or
suitability for a particular investor. There is no assurance that any rating will remain in effect for any given period of time or that any rating will not be revised or withdrawn entirely by a Rating
Agency in the future if in its judgment circumstances so warrant.

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MARKET FOR SECURITIES

Common Shares

NOVA Chemicals' outstanding common shares are listed on the Toronto and New York stock exchanges ("TSX" and "NYSE", respectively). The following
table sets forth the price range and volume of securities traded on the TSX and NYSE for each month in 2007:

|               |  | TSX            |  | NYSE        
|-------------- |  | -------------- |  | ------------
|
|
|
|January 2007   |  | $32.53 - 36.25 |  | 7.8 million 
|February 2007  |  | $35.55 - 38.60 |  | 7.0 million 
|March 2007     |  | $34.32 - 38.50 |  | 9.1 million 
|April 2007     |  | $33.57 - 37.82 |  | 8.6 million 
|May 2007       |  | $35.75 - 40.00 |  | 8.7 million 
|June 2007      |  | $35.58 - 38.99 |  | 9.4 million 
|July 2007      |  | $37.80 - 43.70 |  | 14.0 million
|August 2007    |  | $33.60 - 40.92 |  | 9.7 million 
|September 2007 |  | $36.70 - 40.55 |  | 7.4 million 
|October 2007   |  | $33.52 - 38.64 |  | 14.5 million
|November 2007  |  | $30.13 - 34.51 |  | 13.3 million
|December 2007  |  | $31.02 - 35.51 |  | 6.3 million 

Transfer Agent and Registrar

The transfer agent and registrar for NOVA Chemicals' common shares is CIBC Mellon Trust Company at its principal office in Calgary, Alberta.

DIRECTORS AND OFFICERS

As a group, based on information provided to NOVA Chemicals by each director and executive officer, all directors and executive officers of
NOVA Chemicals beneficially owned, directly or indirectly, or exercised control or direction over 397,613 common shares of NOVA Chemicals as at February 11, 2008,
representing approximately 0.48% of the outstanding common shares.

Directors

The following table sets forth as of December 31, 2007, in alphabetical order, the name of each director of NOVA Chemicals, his or her residence,
principal occupation(s) during the five preceding years and the period during which he or she has served as a director of NOVA Chemicals or its predecessors. The terms of office of all of the
directors of NOVA Chemicals expire at the termination of the 2008 annual meeting, or until a successor is elected or appointed. Each of the directors has been nominated for
election to serve as a director for a further one year period ending at the termination of the 2009 annual meeting.

|Name and Residence                              |  | Period during which a director of NOVA Chemicals or its predecessor |  | Principal Occupation
During the Preceding Five Years(1)                                                          
|----------------------------------------------- |  | ------------------------------------------------------------------- |  | -----------------------------------------------------------------------------------------------------------------
|JERALD ALLEN BLUMBERG(2)(3)(4)
Colorado, U.S.A. |  | Since February 15, 2000                                             |  | Retired Executive Vice President of E.I. du Pont de Nemours and Company (science company)                        
|DR. FRANK PETER BOER(3)(5)
Florida, U.S.A.      |  | Since February 21, 1991                                             |  | President and Chief Executive Officer, Tiger Scientific Inc. (science and technology, consulting and investments)

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|JACQUES BOUGIE, O.C.(5)(6)(7)
Québec, Canada            |  | Since June 14, 2001     |  | Retired President and Chief Executive Officer, Alcan Inc. (international aluminum company)                                                                                                                                                                                                                 
|------------------------------------------------------- |  | ----------------------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|DR. JOANNE VANISH CREIGHTON(3)(5)
Massachusetts, U.S.A. |  | Since June 14, 2001     |  | President and Professor of English, Mount Holyoke College (higher education)                                                                                                                                                                                                                               
|ROBERT EMMET DINEEN, JR.(2)(6)
New York, U.S.A.         |  | Since July 2, 1998      |  | Of counsel, Shearman & Sterling LLP, Attorneys-at-Law. Prior to January 2006, Senior Partner, Shearman & Sterling LLP                                                                                                                                                                                      
|LOUIS YVES FORTIER, C.C., Q.C.(2)(5)
Québec, Canada     |  | Since July 2, 1998      |  | Chairman and Senior Partner, Ogilvy Renault, Barristers and Solicitors                                                                                                                                                                                                                                     
|KERRY LLOYD HAWKINS(3)(6)
Manitoba, Canada              |  | Since July 2, 1998      |  | Retired President of Cargill Limited and Chief Executive Officer of Canadian operations, Cargill Limited (grain handling, transportation and processing of agricultural products). Prior to December 2005, President of Cargill Limited and
Chief Executive Officer of Canadian Operations, Cargill Limited
|JEFFREY MARC LIPTON(8)
Pennsylvania, U.S.A.             |  | Since April 18, 1996    |  | President and Chief Executive Officer, NOVA Chemicals                                                                                                                                                                                                                                                      
|ARNOLD MARTIN LUDWICK(5)(6)
Québec, Canada              |  | Since February 15, 2000 |  | Retired Deputy Chairman, Claridge Inc. (investment holding company). Prior to December 2002, Deputy Chairman, Claridge Inc.                                                                                                                                                                                
|CHRISTOPHER DANIEL PAPPAS(8)
Pennsylvania, U.S.A.       |  | Since February 8, 2007  |  | Senior Vice President and Chief Operating Officer, NOVA Chemicals; prior to September 2006, Senior Vice President and President, Styrenics, NOVA Chemicals                                                                                                                                                 
|JAMES MARK STANFORD, O.C.(2)
Alberta, Canada            |  | Since December 3, 1999  |  | Chairman of the Board, NOVA Chemicals and President, Stanford Resource Management Inc. (investment management)                                                                                                                                                                                             

|Notes: |     |                                                                                                                                                                                                                                                                                                                                
|------ | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       | (1) | Information with respect to the principal occupations of each director is based on information furnished to NOVA Chemicals.                                                                                                                                                                                                    
|       | (2) | Member of the Corporate Governance Committee of the Board of Directors.                                                                                                                                                                                                                                                        
|       | (3) | Member of the Human Resources Committee of the Board of Directors.                                                                                                                                                                                                                                                             
|       | (4) | Mr. Blumberg was formerly a director of Burlington Industries, Inc., which declared bankruptcy under Chapter 11 of the U.S. Bankruptcy Code in 2001. Mr. Blumberg resigned in June 2000 as President and Chief Executive
Officer of Ambar, Inc., which declared bankruptcy under Chapter 7 of the U.S. Bankruptcy Code in 2001.
|       | (5) | Member of the Public Policy and Responsible Care Committee of the Board of Directors.                                                                                                                                                                                                                                          
|       | (6) | Member of the Audit, Finance and Risk Committee of the Board of Directors.                                                                                                                                                                                                                                                     

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| | (7) | Mr. Bougie served as a director of Novelis Inc. ("Novelis") during 2005 and for a portion of 2006. During 2006, Mr. Bougie did not stand for reelection. In his capacity as a director of Novelis, Mr. Bougie was subject to
management cease trade orders issued by certain of the Canadian provincial securities administrators against the directors and officers of Novelis by reason of Novelis' default in filing its interim unaudited financial statements for the period ended
September 30, 2005. The cease trade orders were issued in December 2005 and precluded Mr. Bougie from trading in securities of Novelis until the conditions in the orders were met. The conditions in the orders were met after the first
quarter of 2006.
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (8) | NOVA Chemicals appointed Mr. Pappas President and Chief Operating Officer effective January 1, 2008. Mr. Lipton continues to serve as Chief Executive Officer.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

Executive Officers

The following table sets forth, in alphabetical order, the name of each executive officer of NOVA Chemicals, his residence, present positions within
NOVA Chemicals and his principal occupations during the five preceding years.

|Name and Residence                                |  | Present Principal Occupation                                       |  | Principal Occupation
During The Preceding Five Years                                                                                                                                                                                                                                     
|------------------------------------------------- |  | ------------------------------------------------------------------ |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|JEFFREY MARC LIPTON(1)
Pennsylvania, U.S.A.       |  | President and Chief Executive Officer                              |  | President and Chief Executive Officer, NOVA Chemicals                                                                                                                                                                                                                                    
|LAWRENCE ALLAN MACDONALDPennsylvania, U.S.A.      |  | Senior Vice President and Chief Financial Officer                  |  | Senior Vice President and Chief Financial Officer, NOVA Chemicals                                                                                                                                                                                                                        
|JACK STEPHEN MUSTOEPennsylvania, U.S.A.           |  | Senior Vice President, Chief Legal Officer and Corporate Secretary |  | Senior Vice President, Chief Legal Officer and Corporate Secretary, NOVA Chemicals; prior to September 2006, Senior Vice President, Legal, General Counsel and Corporate Secretary, NOVA Chemicals; prior to April 2004, Senior Vice President,
Legal and General Counsel, NOVA Chemicals
|CHRISTOPHER DANIEL PAPPAS(1)
Pennsylvania, U.S.A. |  | Senior Vice President and Chief Operating Officer                  |  | Senior Vice President and Chief Operating Officer, NOVA Chemicals; prior to September 2006, Senior Vice President and President, Styrenics, NOVA Chemicals                                                                                                                               

|Note: |     |                                                                                                                                                               
|----- | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------
|      | (1) | NOVA Chemicals appointed Mr. Pappas President and Chief Operating Officer effective January 1, 2008. Mr. Lipton continues to serve as Chief Executive Officer.

REPORT OF THE AUDIT, FINANCE AND RISK COMMITTEE

The Audit, Finance and Risk Committee ("AFR Committee"), whose members are Messrs. Hawkins (Chairman), Bougie, Dineen and
Ludwick, is governed by a mandate, a copy of which is attached as Annex 1 to this Annual Information Form and which can also be accessed at www.novachemicals.com. NOVA Chemicals has also
adopted a Code of Ethics for the Chief Executive Officer and senior financial officers, including the Chief Financial Officer, which can be accessed at www.novachemicals.com. All of the
AFR Committee members are "independent" as that term is defined in the Canadian securities administrators' Multilateral Instrument
52-110  Audit Committees ("Multilateral Instrument 52-110"), and the U.S. Securities and Exchange Commission (the "SEC") rules and
the New York Stock Exchange listing standards. All members are considered to be "financially literate" for purposes of Multilateral Instrument 52-110, and each of
Messrs. Hawkins and Ludwick have been determined to be an "audit committee financial expert" in accordance with SEC rules.

The AFR Committee assists the Board of Directors in fulfilling its oversight responsibilities relating to: the integrity of the Corporation's financial
statements; the financial reporting process; the systems of internal accounting

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and financial controls; the independent auditor's qualifications and independence; the performance of the internal and external auditors; risk management processes; pension and savings plans; and
compliance by the Corporation with ethics policies and legal and regulatory requirements. In fulfilling its oversight responsibilities, the AFR Committee reviewed the audited financial
statements with management including a discussion of the quality, not just the acceptability, of the accounting principles, the reasonableness of significant judgments and the clarity of disclosures
in the financial statements. The AFR Committee reviewed with Ernst & Young LLP, the independent auditors, their judgments as to the quality, not just the acceptability, of
NOVA Chemicals' accounting principles and such other matters as are required to be discussed with the AFR Committee under generally accepted auditing standards and standards of the
Public Company Accounting Oversight Board, including the matters to be discussed in accordance with Statement of Auditing Standards No. 61. In addition, the AFR Committee has discussed with the
independent auditors the auditors' independence from management and NOVA Chemicals including the matters in the written disclosures required by the Independence Standards Board Standard
No. 1 and concluded that Ernst & Young LLP is independent in accordance with this standard and the Canadian standards for auditor independence.

The AFR Committee discussed with NOVA Chemicals' internal and independent auditors the overall scope and plans for their respective audits. The
AFR Committee meets with the internal and independent auditors, with and without management present, to discuss the results of their examinations, their evaluations of NOVA Chemicals'
internal controls, and the overall quality of NOVA Chemicals' financial reporting.

In reliance on the reviews and discussions referred to above, the AFR Committee recommended to the Board of Directors (and the Board of Directors has approved)
that the audited consolidated financial statements be included in the Annual Report on Form 40-F for the year ended December 31, 2007 for filing with
the SEC.

| | BY THE AUDIT, FINANCE AND RISK COMMITTEE
| | ----------------------------------------
| | K.L. Hawkins (Chairman)J. Bougie        

The
above report of the AFR Committee shall not be deemed incorporated by reference by any general statement incorporating by reference this Annual Information Form into any filing under
the U.S. Securities Act of 1933 or the U.S. Securities Exchange Act of 1934, except to the extent that NOVA Chemicals specifically incorporates this information by reference, and
shall not otherwise be deemed filed under such acts.

Fees Billed by Ernst & Young LLP

The following fees were billed to NOVA Chemicals by Ernst & Young LLP and approved by the Board of Directors during the prior two years:

|                   |  | 2007 |           | 2006
|------------------ |  | ---- | --------- | ----
|Audit Fees         |  | $    | 2,335,882 |     
|Audit-Related Fees |  |      | 243,990   |     
|Tax Fees           |  |      | 186,119   |     
|All Other Fees     |  |      | 0         |     
|                   |  |      |           |     
|Total Fees         |  | $    | 2,765,991 |     
|                   |  |      |           |     

Audit
fees include fees for the audit of the consolidated financial statements of NOVA Chemicals, the external auditor's reporting on the effectiveness of internal controls over
financial reporting, statutory audits of subsidiaries, review of quarterly reports, provision of consent letters and comfort letters in connection with certain regulatory matters, review of
prospectuses and French translation of the consolidated financial statements. Fee amounts for 2007 are based on invoices relating to the 2007 year end audit that have been received and those expected
to be billed.

Audit-related
fees include fees for services that are related to the audit of the consolidated financial statements. These services include the audit of financial statements for
NOVA Chemicals' pension plans and non-statutory audits of subsidiaries and affiliates, and consultation on accounting and disclosure matters.

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Tax
fees include fees for the preparation of income tax returns, value-added tax returns, and customs filings for NOVA Chemicals and its subsidiaries, preparation of income tax
returns and provision of tax advice to expatriate employees, and advice on tax-related matters.

All
other fees in 2006 consisted primarily of online data base services.

Additional Information Relating to the Audit, Finance and Risk Committee

As noted above, the AFR Committee is currently composed of Messrs. Hawkins, Bougie, Dineen and Ludwick. Mr. Hawkins, Chairman of the AFR Committee,
graduated from North Dakota State University with a degree in business economics. In December 2005, he retired as the President of Cargill Limited and Chief Executive Officer of its Canadian
operations. In his capacity at Cargill Limited, Mr. Hawkins had supervisory responsibility for the finance function. Mr. Bougie graduated from the University of Montréal
with a law degree and with a degree in business administration. Mr. Bougie is the past President and Chief Executive Officer of Alcan Inc. Mr. Dineen graduated cum laude from
Syracuse University with an LL.B. and from Brown University with a B.A. He is of counsel to the law firm of Shearman & Sterling LLP and has extensive expertise in public finance
transactions and specializes in U.S. and international private banking and financial transactions. Mr. Ludwick graduated from the University of Manitoba with a B.A., was a member of the
Institute of Chartered Accountants of Manitoba from 1962-2000, and earned his M.B.A. from the Harvard University Graduate School of Business Administration. Mr. Ludwick is the
retired President, Chief Executive Officer and Deputy Chairman of Claridge Inc.

The
Board of Directors approves, on the recommendation of the AFR Committee, all fees paid to the external auditors. In addition, in accordance with applicable rules regarding
audit committees, including Multilateral Instrument 52-110, the AFR Committee reviews and approves (in advance) the scope and related fees for all non-audit services
which are to be provided by the external auditors. In considering whether to approve non-audit services, the AFR Committee considers whether the provision of these non-audit
services may impact the objectivity and independence of the external auditor and, in respect of non-audit services provided by Ernst & Young LLP in 2007, the
AFR Committee has concluded that it does not.

INTERESTS OF EXPERTS

The audited consolidated financial statements of NOVA Chemicals as at and for the years ended December 31, 2007, 2006 and 2005 filed with Canadian
securities administrators were audited by Ernst & Young LLP, Chartered Accountants.

Ernst &
Young LLP, Chartered Accountants, are independent in accordance with the Rules of Professional Conduct of the Institute of Chartered Accountants of Alberta and have
complied with the SEC's rules on auditor independence.

ADDITIONAL INFORMATION

Additional information relating to NOVA Chemicals is filed with Canadian securities administrators. Additional information, including directors' and
officers' remuneration and indebtedness, principal holders of NOVA Chemicals' securities and securities authorized for issuance under equity compensation plans, is contained in
NOVA Chemicals' Management Proxy Circular with respect to the 2008 Annual Meeting of Shareholders. Additional financial information is provided in the audited consolidated financial
statements of NOVA Chemicals as at and for the years ended December 31, 2007, 2006 and 2005, together with the auditors' report thereon, and management's discussion and analysis included
in NOVA Chemicals' 2007 Annual Report. All of this information can be accessed through the System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com.

Copies
of Board and Committee mandates and other corporate governance documents are available at www.novachemicals.com. In addition, the AFR Committee Mandate is attached to this Annual
Information Form as Annex 1.

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ANNEX 1    AUDIT, FINANCE AND RISK COMMITTEE MANDATE

|Creation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Pursuant to Article Three of the General By-law of NOVA Chemicals Corporation (the "Corporation"), a committee of the directors to be known as the "Audit, Finance and Risk Committee" (the "Committee") is established.                                                                                                                                                                                                                                                                                                                   
|Purpose                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|The Committee is appointed by the Board to assist the Board in fulfilling its oversight responsibility relating to: the integrity of the Corporation's financial statements; the financial reporting process; the systems of internal accounting and
financial controls; the external auditor's qualifications and independence; the performance of the internal and external auditors; risk management processes; pension and savings plans; and compliance by the Corporation with ethics policies and legal
and regulatory requirements.
|Committee Membership                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|Composition of the Committee                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Appointment and Term of Members                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Financial Literacy                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|Independence                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

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|Appointment of Chairman and Secretary |  | e) |  | The Board or, if it does not do so, the members of the Committee, must appoint one of their members as a Chairman. If the Chairman of the Committee is not present at any meeting of the Committee, the Chairman of the meeting must be chosen by the
Committee from the Committee members present. The Chairman presiding at any meeting of the Committee has a deciding vote in case of deadlock. The Committee must also appoint a Secretary who need not be a director;
|------------------------------------- |  | -- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Use of Outside Experts                |  | f) |  | Where Committee members believe that, to properly discharge their fiduciary obligations to the Corporation, it is necessary to obtain the advice of independent legal, accounting, or other experts, the Chairman shall, at the request of the Committee,
engage the necessary experts at the Corporation's expense. The Board must be kept apprised of both the selection of the experts and the experts' findings through the Committee's regular reports to the Board;  
|Meetings                             
|Time, Place and Procedure of Meetings |  | a) |  | The time, place and procedure of Committee meetings shall be determined by Committee members, provided that:                                                                                                                                                                                                                                                                                                                                                               
|Quorum                                |  |    |  | i)                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|Quarterly Meetings                    |  |    |  | ii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|Notice of Meetings                    |  |    |  | iii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|Waiver of Notice                      |  |    |  | iv)                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|Attendance of External Auditors       |  |    |  | v)                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|Calling a Meeting                     |  |    |  | vi)                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|Committee Determines Attendees        |  |    |  | vii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|Reports to the Board                  |  | b) |  | The Committee shall make regular reports to the Board.                                                                                                                                                                                                                                                                                                                                                                                                                     

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|Duties and Responsibilities of the Committee
|--------------------------------------------
|1.                                          
|                                            
|                                            
|                                            
|                                            
|                                            
|                                            
|                                            
|                                            
|                                            
|                                            
|                                            
|                                            

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|2. |  | Risk Management and Internal Control
|-- |  | ------------------------------------
|   |  | Risk Management Policies*           
|   |  |                                     
|   |  |                                     
|   |  |                                     
|   |  |                                     
|   |  | Adequacy of Internal Controls       
|   |  |                                     
|   |  |                                     
|   |  | Risk Management Processes           
|   |  | Financial Risk Management           
|3. |  | External Auditors                   
|   |  | Appointment and Remuneration of     
|   |  | External Auditors*                  
|   |  |                                     
|   |  |                                     
|   |  |                                     
|   |  | Independence of External Auditors   
|   |  |                                     

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|   |  |                                                      |  |    |  | ii)                                                                                                                                                                                                                                                                                                                                                                                                      |  | any material issues raised by the most recent internal quality control review, peer review of the firm or any investigation by governmental or professional authorities within the preceding five years respecting one or more independent audits carried
out by the firm;
|-- |  | ---------------------------------------------------- |  | -- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |  |                                                      |  |    |  | iii)                                                                                                                                                                                                                                                                                                                                                                                                     |  | any steps taken to deal with any such issues; and                                                                                                                                                                                                                         
|   |  |                                                      |  |    |  | iv)                                                                                                                                                                                                                                                                                                                                                                                                      |  | all relationships between the external auditors and the Corporation;                                                                                                                                                                                                      
|   |  |                                                      |  |    |  | The Committee will actively engage in a dialogue with the external auditor with respect to whether the firm's quality controls are adequate, and whether any of the disclosed relationships or non-audit services may impact the objectivity and
independence of the external auditor. The Committee shall present its conclusion with respect to the independence of the external auditor to the Board;
|   |  | Rotation of Senior Audit Partner                     |  | e) |  | Ensure the rotation of senior audit personnel who have primary responsibility for the audit work, as required by law;                                                                                                                                                                                                                                                                                   
|   |  | Remuneration of External Auditors                    |  | f) |  | Review and approve (in advance) the scope and related fees for all auditing services and non-audit services permitted by regulation which are to be provided by the external auditor for non-audit services which are approved by the Committee prior to
completion of the audit;                                                                                                                       
|   |  |                                                      |  |    |  | The Committee may form and delegate authority to subcommittees consisting of one or more members when appropriate, including the authority to grant preapprovals of audit and permitted non-audit services, provided that decisions of such subcommittee
to grant preapprovals shall be presented to the full Committee at its next scheduled meeting;                                                  
|   |  | Restrictions on Hiring Employees of External Auditor |  | g) |  | Ensure the establishment of policies relating to the Corporation's hiring of employees or former employees of the external auditor, if such individuals have participated in the audit of the Corporation, as required by law;                                                                                                                                                                          
|   |  | Meeting with Auditors and Management                 |  | h) |  | The Committee should meet with the external and internal auditors without management present and discuss any issues related to performance of the audit work, any restrictions, and any significant disagreement with management. The Committee should
also meet separately with management to discuss any issues raised by the auditors;                                                               
|4. |  | Internal Audit                                       |  |    |  |                                                                                                                                                                                                                                                                                                                                                                                                          |  |                                                                                                                                                                                                                                                                           
|   |  | Mandate and Appointment of Internal Audit            |  | a) |  | i)                                                                                                                                                                                                                                                                                                                                                                                                       |  | review and approve the mandate of the internal audit function including internal audit's purpose, authority, and responsibility,                                                                                                                                          
|   |  |                                                      |  |    |  | ii)                                                                                                                                                                                                                                                                                                                                                                                                      |  | approve whether the internal audit activity should be outsourced and if outsourced approve the supplier, and                                                                                                                                                              
|   |  |                                                      |  |    |  | iii)                                                                                                                                                                                                                                                                                                                                                                                                     |  | review the appointment and replacement of the senior internal audit executive, if there is no outsourced provider;                                                                                                                                                        
|   |  | Internal Audit Plans                                 |  | b) |  | Review and approve the annual Internal Audit Plan and objectives, the degree of coordination with the external auditor, and the extent to which the planned audit scope can be relied upon to detect weaknesses in internal controls, fraud, and other
illegal acts;                                                                                                                                    
|   |  | Internal Audit Responsibilities                      |  | c) |  | Discuss with management and the external auditor the internal audit department's responsibilities, budget, and staffing and any recommended changes in the scope of internal audit;                                                                                                                                                                                                                     

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|   |  | Audit Findings and Recommendations                                             |  | d) |  | Review the significant control issues identified in internal audit reports issued to management and the responses and actions taken by management to address weaknesses in controls;                                                                                                                      
|-- |  | ------------------------------------------------------------------------------ |  | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|5. |  | Pension and Savings Plans                                                     
|   |  | Statements of Pension Investment Policy and Procedures                         |  | a) |  | Review and approve the Corporation's Statement of Investment Principles and Beliefs, and the Statements of Investment Procedures;                                                                                                                                                                         
|   |  | Pension Funding                                                                |  | b) |  | Approve funding decisions for the retirement plans in accordance with actuarial reports and legal requirements in the applicable jurisdictions;                                                                                                                                                           
|   |  | Amendments to Plans for Changes in Benefit Levels                              |  | c) |  | Review and approve amendments to savings and retirement plans for changes in benefits provided under the plans, other than administrative or legislative changes;                                                                                                                                         
|   |  | Appointment of Auditors, Actuaries, and Investment Managers                    |  | d) |  | Approve the recommendations of the officers of the Corporation regarding the reappointment or appointment of auditors and recommendations of the Pension and Savings Plan Committees regarding appointment of investment managers and actuaries of the
savings plans and retirement plans, as appropriate;
|   |  | Savings and Retirement Plan Financial Statements                               |  | e) |  | Receive confirmation from management that the annual financial statements of the savings plans, retirement plans, and related trust funds, have been prepared and filed as required by applicable regulations;                                                                                            
|   |  | Pension and Savings Plans Committees Reports*                                  |  | f) |  | Review and recommend for approval by the Board, the annual Pension Committee Reports on the operation and administration of savings and retirement plans and trust funds;                                                                                                                                 
|   |  | Mandates of the Pension and Savings Plan Committees and Appointment of Members |  | g) |  | Review and approve the mandates of the Pension and Savings Plans Committees (to be approved jointly with the Human Resources Committee of the Board), any amendments thereto, and the appointment or re-appointment of pension and savings plan committee
members as provided in the mandates;            
|   |  | Delegation to the Pension and Savings Plan Committees                          |  | h) |  | Approve the delegation of certain responsibilities to members of the Pension and Savings Plans Committees;                                                                                                                                                                                                
|   |  | Actuarial Reports and Funding Assumptions                                      |  | i) |  | Review the actuarial reports on retirement plans as required by applicable regulations, any special actuarial reports, and the funding assumptions to be used in preparing the reports;                                                                                                                   
|   |  | Accounting Assumptions                                                         |  | j) |  | Review and approve, at least annually, the accounting assumptions used for disclosure of liabilities for retirement plans and post-retirement liabilities;                                                                                                                                                
|6. |  | General Duties                                                                 |  |    |  |                                                                                                                                                                                                                                                                                                           
|   |  | Business Conduct Policy Compliance                                             |  | a) |  | Obtain reports at least annually from the Chief Compliance Officer on the Corporation's and its subsidiary/foreign affiliated entities' conformity with applicable legal and ethical compliance programs (e.g., the Corporation's Business Conduct
Policy);                                               
|   |  | Code of Ethics                                                                 |  | b) |  | Ensure that the Corporation has adopted a code of ethics for senior financial officers and review at least annually a report from the CEO and CFO of their assessment of the ethical culture and control environment in the finance function;                                                             

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| |  | Compliance Reporting Process  |  | c) |  | Ensure that a process and procedure has been established by the Corporation for receipt, retention and treatment of complaints regarding non-compliance with the Corporation's Business Conduct Policy, violations of laws or regulations, or concerns
regarding accounting, internal accounting controls or auditing matters. The Committee must ensure that procedures for receipt of complaints allow for confidential, anonymous submission of complaints from employees;
| |  | ----------------------------- |  | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Regulatory Matters            |  | d) |  | Discuss with management and the independent auditor any correspondence with regulators or governmental agencies and any published reports which raise material issues regarding the Corporation's compliance policies;                                                                                                                                                                                                                                                       
| |  | Mandate Review*               |  | e) |  | Review and recommend for approval changes considered advisable based on the Committee's assessment of the adequacy of this Mandate. Such review will occur on an annual basis and the recommendations, if any, will be made to the Board in accordance
with the procedure set out in the Corporate Governance Committee mandate;                                                                                                                                             
| |  | Annual Performance Evaluation |  | f) |  | The Committee will conduct an annual evaluation of its performance as a committee and report the results to the Board.                                                                                                                                                                                                                                                                                                                                                       

*
Board approval required

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