Item 8.01 Other Events.

On November 5, 2008, Hercules Incorporated ("Hercules") issued a press release announcing that at its special shareholders meeting held on November 5, 2008, Hercules' shareholders adopted the Agreement and Plan of Merger, dated July 10, 2008, pursuant to which Ashland Inc. has agreed to acquire Hercules. The Merger Agreement was adopted by holders of more than two-thirds of Hercules' outstanding common stock, as required by Hercules' Certificate of Incorporation and the Merger Agreement. The terms of the Merger Agreement call for Hercules shareholders to receive, for each share of Hercules common stock, $18.60 in cash and 0.0930 of a share of Ashland common stock.

According to the final tally of shares voted, approximately 97 percent of the shares of Hercules' outstanding common stock present voted for the adoption of the Merger Agreement, representing approximately 81 percent of the total number of shares of common stock outstanding and entitled to vote.

Hercules and Ashland expect the transaction to close on November 13, 2008.

The press release is furnished as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

Exhibit No. Description

99.1 Press Release dated November 5, 2008

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