812701--3/17/2008--CALGON_CARBON

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Risks relating to our business Our pension plans are currently underfunded, and we expect to be subject to significant increases in pension contributions to our defined benefit pension plans, thereby restricting our cash flow. Our financial results could be adversely affected by an interruption of supply or an increase in coal prices. Our financial results could be adversely affected by shortages in energy supply or increases in energy costs. Increases in U.S. and European imports of Chinese or other foreign manufactured activated carbon could have an adverse effect on our financial results. Our inability to successfully negotiate new collective bargaining agreements upon expiration of the existing agreements could have an adverse effect on our financial results. We have operations in multiple foreign countries and, as a result, are subject to foreign exchange translation risk, which could have an adverse effect on our financial results. Our European and Japanese activated carbon businesses are sourced from both the United States and China, which subjects these businesses to foreign exchange transaction risk. Our business includes capital equipment sales which could have extreme fluctuations due to the cyclical nature of that type of business. We could find it difficult to fund the capital needed to complete our growth strategy due to borrowing restrictions under our current credit facility. Our required capital expenditures may exceed our estimates. Our financial results could be adversely affected by the continued idling of one of our reactivation facilities. Declines in the operating performance of one of our business segments could result in an impairment of the segment s goodwill. Delays in enactment of new state or federal regulations could restrict our ability to reach our strategic growth targets and lower our return on invested capital. Our industry is highly competitive. If we are unable to compete effectively with competitors having greater resources than we do, our financial results could be adversely affected. Encroachment into our markets by competitive technologies could adversely affect our financial results. Failure to innovate new products or applications could adversely affect our ability to meet our strategic growth targets. A planned or unplanned shutdown at one of our production facilities could have an adverse effect on our financial results. We hold a variety of patents that give us a competitive advantage in certain markets. An inability to defend those patents from competitive attack could have an adverse effect on both current results and future growth targets. Our products may infringe the intellectual property rights of others, which may cause us to pay unexpected litigation costs or damages or prevent us from selling our products. Environmental compliance and remediation could result in substantially increased capital requirements and operating costs. Our international operations expose us to political and economic uncertainties and risks from abroad, which could negatively affect our results of operations. We face risks in connection with compliance with Sarbanes-Oxley Section 404 and any other related remedial measures that we may undertake. We have significant domestic and foreign net operating tax loss and credit carryforwards which, if they are not utilized, would have an adverse effect on our financial results. Our ability to utilize our NOLs and certain other tax attributes may be limited. We may not have sufficient funds necessary to settle conversion of our convertible notes due in 2036 or to purchase the convertible notes upon a fundamental change or other purchase date, and our future debt may contain limitations on our ability to pay cash upon conversion or repurchase of the notes. The fundamental change provisions in our convertible notes may delay or prevent an otherwise beneficial takeover attempt of our company. Our stockholder rights plan and our certificate of incorporation and bylaws and Delaware law contain provisions that may delay or prevent an otherwise beneficial takeover attempt of our company.

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812701--3/17/2008--CALGON_CARBON_CORPORATION