**Exhibit 10.62**

 

CHEMTURACORPORATION

199 Benson Road

Middlebury, CT06749

 

February 13, 2009

 

**BY HAND DELIVERY**

 

Robert L. Wood

67 Tophet Road

Roxbury, CT 06783

 

Dear Bob:

 

Per our priordiscussions, this letter (the “Amendment”) memorializes our agreement to amend Paragraph6 of your separation agreement dated December 8, 2008 (your “Agreement”), asfollows:

 

6.             Restrictive Covenants.  You agree that for a two-year periodbeginning on your Separation Date (December 8, 2008, as defined in theAgreement) you will continue to abide by the restrictive covenants set forth inParagraphs 8, 9, and 10 of the Employment Agreement, *provided,however, that* the Company agrees to modify the definition of “CompetingBusiness” for purposes of Paragraphs 1(e) and 9(e) of your EmploymentAgreement, so that such definition now reads, in its entirety, as follows:

 

“Competing Business”shall include:

 

(a) any business thatengages in or plans to engage in any aspect (including development, production,marketing or sales) of the crop, pool chemicals or household chemicalsbusinesses, anywhere in the world;

 

(b) the followingbusinesses, wherever in the world, of the following companies, or any parent,subsidiary or affiliate of such company, and any respective successor to suchbusiness or such company:

 

·                  The polymer additives business of Albermarle,Israel Chemicals Ltd., BASF/Ciba, SongWon, or Clariant;

 

·                  The petroleum additives business of Lubrizol,Afton, Chevron, or Exxon-Mobil;

 

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·                  The urethanes business of Dow, BASF, Bayer, Arch,Air Products or COIM; and

 

·                  Any business of Akzo or Arkema;

 

(c) any business forwhich you take or plan to take any position or otherwise perform or plan toperform any services, in any geographic region, that is  reasonably likely to result in the use ordisclosure of Confidential Information, whether intentional or inadvertent.

 

Except as set forth inthis Amendment, all other terms, conditions and provisions of your Agreementshall remain unchanged and in full force and effect.

 
|   | Sincerely,                                                  |
|--------|-------------------------------------------------------------|
|   | CHEMTURA CORPORATION                                        |
|   |                                                        |
|   |                                                        |
|   |  /s/ Roger L.  Headrick                                |
|   | Roger L. Headrick                                           |
|   | Chairman                                                    |
|   | Organization,  Compensation & Governance Committee |

 

I hereby agree to the terms and conditions set forth above and agreethat my separation agreement dated December 8, 2008 shall beamended and modified accordingly.

 

Accepted andagreed:

 

 
| Signature: |  /s/ Robert  L. Wood |   |
|------------|---------------------------|--------|
|       | Robert L. Wood            |   |
|       |                      |   |
|       |                      |   |
| Date:      | February 20,  2009   |   |

 

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