Salary and Annual Incentive Compensation to be Earned in 2006 and Long Term Incentive Compensation to be Earned in 2006-08

Exhibit 10.2

Salary and Annual Incentive Compensation to be Earned in 2006 and Long-Term Incentive Compensation to be Earned in 2006-08

Salary

Name		Salary (as of April 1, 2006)
Raj L. Gupta		$	1,005,000
Alan E. Barton		$	430,000
Pierre R. Brondeau		$	430,000
Jacques M. Croisetiere		$	430,000
Robert A. Lonergan		$	380,600

Annual Incentive Compensation to Be Earned in 2006. For 2006, the Executive Compensation Committee established a Return on Net Assets (RONA) goal as the performance criterion to be used in determining corporate awards under the Annual Incentive Plan. A graduated award schedule based on RONA performance will pay executive officers from 0 to 150% of base salary depending on RONA performance and job level.

Long-Term Incentive Compensation to Be Earned during 2006-08. For the 2006-08 performance cycle, the Executive Compensation Committee established performance standards for the executive officers under the Long-Term Performance Share Plan. Actual awards will be determined using three year average Return on Net Assets (RONA) and three year relative Total Shareholder Return (TSR) as the performance criteria. The payouts in number of shares shown in the Target column assume that Rohm and Haas’s performance matches both the RONA target and the TSR of a peer group of comparison companies. The payouts shown in the Threshold column indicate the lowest possible payout (other than zero), representing 12.5% of the target number of shares. The payouts shown in the Maximum column reflect the highest potential payouts of 162.5% of the target number of shares. Future payouts in the chart below are estimated using the average closing fair market share price for the month of January 2006. Actual dollar value of payouts (which will be paid half in stock and half in cash) will depend upon the average closing fair market share price for the month of December 2008.

										Estimated Future
						Performance or				Payouts Under
		Number of				Other Period				Performance Share Plan
		Shares, Units				Until Maturation				Threshold				Target				Maximum
Name		or Other Rights				or Payout				(# of shares)				(# of shares)				(# of shares)
R. L. Gupta		$	1,920,250				12/31/2008				4,883				39,063				63,477
A. E. Barton			445,000				12/31/2008				1,132				9,052				14,710
P. R. Brondeau			445,000				12/31/2008				1,132				9,052				14,710
J. M. Croisetiere			445,000				12/31/2008				1,132				9,052				14,710
R. A. Lonergan			390,000				12/31/2008				992				7,934				12,893