<PAGE>   1
 
    AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 28, 1997
 
                                      REGISTRATION STATEMENT FILE NO. 333-
================================================================================
 
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
 
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933
 
                                  SOLUTIA INC.
             (Exact name of registrant as specified in its charter)
 
<TABLE>
<C>                                            <C>
                  DELAWARE                                      43-1781797
(State or other jurisdiction of incorporation      (I.R.S. Employer Indemnification No.)
              or organization)
 
              10300 OLIVE BLVD.                                 63166-6760
             ST. LOUIS, MISSOURI                                (Zip Code)
  (Address of Principal Executive Offices)
</TABLE>
 
             SOLUTIA INC. ERISA PARITY SAVINGS AND INVESTMENT PLAN
                            (Full title of the plan)
 
                            KARL R. BARNICKOL, ESQ.
                                General Counsel
                                  Solutia Inc.
                               10300 Olive Blvd.
                                 P.O. Box 66760
                         St. Louis, Missouri 63166-6760
                    (Name and address of agent for service)
 
                                 (314) 674-1000
         (Telephone number, including area code, of agent for service)
 
                        CALCULATION OF REGISTRATION FEE
 
<TABLE>
<CAPTION>
=======================================================================================================================
                                                       PROPOSED MAXIMUM       PROPOSED MAXIMUM
    TITLE OF SECURITIES           AMOUNT TO BE          OFFERING PRICE       AGGREGATE OFFERING          AMOUNT OF
     TO BE REGISTERED              REGISTERED              PER UNIT               PRICE(1)           REGISTRATION FEE
<S>                            <C>                    <C>                    <C>                    <C>
-----------------------------------------------------------------------------------------------------------------------
Savings and Investment Plan
  Obligations(2)...........        $2,250,000                100%                $2,250,000               $681.82
=======================================================================================================================
</TABLE>
 
(1) Estimated solely for the purpose of determining the registration fee.
 
(2) The ERISA Parity Savings and Investment Plan Obligations (the "Obligations")
    are unsecured obligations of Solutia Inc. to pay deferred compensation in
    the future in accordance with the terms of the Solutia Inc. ERISA Parity
    Savings and Investment Plan (the "Plan").
 
================================================================================
<PAGE>   2
 
                                     PART I
 
              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS
 
     The documents containing the information specified in Part I of Form S-8
will be sent or given to participating employees as specified by Rule 428 (b)
(1) of the Securities Act of 1933, as amended (the "Securities Act"). Such
documents are not being filed with or included in this Registration Statement
(by incorporation by reference or otherwise) in accordance with the rules and
regulations of the Securities and Exchange Commission (the "SEC"). These
documents and the documents incorporated by reference into this Registration
Statement pursuant to Item 3 of Part II of this Registration Statement, taken
together, constitute a prospectus that meets the requirements of Section 10(a)
of the Securities Act.
 
                                    PART II
 
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
 
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.
 
     The documents listed in (a) through (c) below of Solutia Inc. (hereinafter
referred to as the "Company" or "registrant") and all such other documents or
portions of documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934 (the "Exchange
Act"), prior to the filing of a post-effective amendment which indicates that
all securities offered hereby have been sold or which deregisters all securities
then remaining unsold, shall be deemed to be incorporated by reference herein
and to be a part hereof from the date of the filing of such documents.
 
          (a) The Company's latest annual report, filed pursuant to Sections
              13(a) or 15(d) of the Exchange Act, or either (1) the Company's
              latest prospectus filed pursuant to Rule 424(b) under the
              Securities Act which contains, either directly or by incorporation
              by reference, audited financial statements for the Company's
              latest fiscal year for which such statements have been filed, or
              (2) the Company's effective registration statement on Form 10 or
              20-F filed under the Exchange Act containing audited financial
              statements for the Company's latest fiscal year.
 
          (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
              Exchange Act since the end of the fiscal year covered by the
              annual reports or the prospectus or effective registration
              statement referred to in (a) above.
 
          (c) If the class of securities to be offered is registered under
              Section 12 of the Exchange Act, the description of such class of
              securities which is contained in a registration statement filed
              under such Act, including any amendment or report filed for the
              purpose of updating such description.
 
     Any statement contained in a document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Registration Statement to the extent that a statement
contained herein or in any subsequently filed document which also is or is
deemed to be incorporated by reference herein modifies or supersedes such
statement. Any such statement so modified or superseded shall not be deemed,
except as so modified or superseded, to constitute a part of this Registration
Statement.
 
ITEM 4. DESCRIPTION OF SECURITIES.
 
     Under the Solutia Inc. ERISA Parity Savings and Investment Plan (the
"Plan"), the Company will provide certain employees ("Participants") who are
prohibited from fully contributing to the Solutia Inc. Savings and Investment
Plan (the "Savings Plan") due to limitations imposed on the Savings Plan by the
Internal Revenue Code with the opportunity to defer a specified portion of their
compensation. The portion of compensation deferred under such elections are
referred to herein as "Obligations". The Obligations will be unsecured general
obligations of the Company to pay the deferred compensation in the future in
accordance with the terms of the Plan and will rank equally with other unsecured
and unsubordinated indebtedness of the Company.
 
                                        1
<PAGE>   3
 
     Compensation deferred by a Participant ("Employee Deferrals"), together
with any employer contribution ("Employer Match"), will be held in the general
funds of the Company. The Company will establish an individual bookkeeping
account for each Participant. Employee Deferrals will be allocated to
Participant accounts in accordance with investment alternatives they select and
the terms of the Plan. Investment alternatives include (i) a stock account
treated as though it were invested in Company common stock ("Stock Account") or
(ii) a mutual fund or similar account treated as though it were invested in
certain investment vehicles specified in the Plan. Employer Matches will
automatically be invested in the Stock Account, subject to certain exceptions.
Employee Deferrals and Employer Matches invested in the Stock Account will
accrue dividend equivalents and will be reinvested. A Participant's account will
in all other respects reflect share ownership for events such as a stock split,
but no voting rights will exist.
 
     All amounts in the Plan and the establishment of individual bookkeeping
accounts shall not be deemed to have created a trust, and no Participant shall
have an ownership interest in any such account. A Participant's rights to any
amounts credited to his account shall not be transferrable or assignable.
 
     Obligations are not subject to redemption, in whole or in part by
Participants, except upon termination of employment or death as specified in the
Plan. The Company reserves the right to amend, merge, consolidate or terminate
the Plan at any time, except that such action shall not adversely affect the
amount that any Participant is entitled to receive.
 
ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.
 
     The legality of the securities to be issued pursuant to the Plan will be
passed upon for the Company by Karl R. Barnickol, Senior Vice President, General
Counsel and Secretary of the Company. Mr. Barnickol is eligible to participate
in the Plan.
 
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.
 
     Section 145 of the General Corporation Law of the State of Delaware sets
forth provisions pursuant to which directors, officers, employees and agents of
the Company may be indemnified against any liabilities which they may incur in
their capacity as such.
 
     Article VIII of the Company's Restated Certificate of Incorporation will
provide for indemnification of directors and officers of the Company. Section
7.1 of the Company's By-Laws will provide for indemnification of directors,
officers and employees of the Company.
 
     In addition, the Company maintains directors' and officers' liability
insurance for the benefit of its directors and officers.
 
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.
 
     Not applicable.
 
ITEM 8. EXHIBITS.
 
     See Exhibit Index at page 6.
 
ITEM 9. UNDERTAKINGS.
 
     (a) The undersigned registrant hereby undertakes:
 
          (1) To file, during any period in which offers or sales are being
     made, a post-effective amendment to this registration statement:
 
             (i)   To include any prospectus required by Section 10(a)(3) of the
        Securities Act;
 
             (ii)  To reflect in the prospectus any facts or events arising
        after the effective date of this registration statement (or the most
        recent post-effective amendment thereof) which, individually or
 
                                        2
<PAGE>   4
 
        in the aggregate, represent a fundamental change in the information set
        forth in the registration statement;
 
             (iii) To include any material information with respect to the plan
        of distribution not previously disclosed in the registration statement
        or any material change to such information in the registration
        statement;
 
        provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) above do not
        apply if the information required to be included in a post-effective
        amendment by those paragraphs is contained in periodic reports filed by
        the registrant pursuant to Section 13 or Section 15(d) of the Exchange
        Act that are incorporated by reference in the registration statement.
 
          (2) That, for the purpose of determining any liability under the
     Securities Act, each such post-effective amendment shall be deemed to be a
     new registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to be the
     initial bona fide offering thereof.
 
          (3) To remove from registration by means of a post-effective amendment
     any of the securities being registered which remain unsold at the
     termination of the offering.
 
                                      ***
 
     (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.
 
                                      ***
 
     (h) Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.
 
                                        3
<PAGE>   5
 
                                   SIGNATURES
 
     Pursuant to the requirements of the Securities Act of 1933, as amended, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8, and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the County of St. Louis, and the State of Missouri, on this
28th day of August, 1997.
 
                                          SOLUTIA INC.
                                          (Registrant)
 
                                          By /s/ KARL R. BARNICKOL
 
                                            ------------------------------------
                                            Karl R. Barnickol
                                            Secretary
 
     Pursuant to the requirements of the Securities Act of 1933, as amended,
this registration statement has been signed by the following persons in the
capacities and on the dates indicated.
 
<TABLE>
<CAPTION>
                  SIGNATURE                                      TITLE                         DATE
                  ---------                                      -----                         ----
<C>                                              <S>                                      <C>
 
                      *                          Chairman, Chief Executive Officer and    August 28, 1997
---------------------------------------------    Director (Principal Executive
             (Robert G. Potter)                  Officer)
 
                      *                          President and Director                   August 28, 1997
---------------------------------------------
            (John C. Hunter III)
 
                      *                          Senior Vice President, Chief             August 28, 1997
---------------------------------------------    Financial Officer and Director
             (Robert A. Clausen)                 (Principal Financial Officer)
 
                      *                          Vice President and Controller            August 28, 1997
---------------------------------------------    (Principal Accounting Officer)
              (Roger S. Hoard)
</TABLE>
 
     *Karl R. Barnickol, by signing his name hereto, does sign this document on
behalf of the above noted individuals, pursuant to powers of attorney duly
executed by such individuals which have been filed as an Exhibit to this
Registration Statement.
 
                                          /s/ KARL R. BARNICKOL
 
                                          --------------------------------------
                                          Attorney-in-fact
 
                                        4
<PAGE>   6
 
                                 EXHIBIT INDEX
 
     These Exhibits are numbered in accordance with the Exhibit Table of Item
601 of Regulation S-K.
 
<TABLE>
<CAPTION>
EXHIBIT NO.                            DESCRIPTION
-----------                            -----------
<C>            <S>
        (5)    Opinion re legality of securities to be issued
       (15)    Omitted -- Inapplicable
       (23)    1. Consent of Deloitte & Touche LLP
               2. Consent of Company Counsel -- See Exhibit 5
       (24)    Powers of Attorney submitted by Robert G. Potter, John C.
               Hunter III, Robert A. Clausen, and Roger S. Hoard
</TABLE>
 
                                        5
[{"type": "S-8", "sequence": "1", "description": "FORM S-8 REGISTRATION STATEMENT", "secsgml_size_bytes": 17717}]
{"company-data": {"conformed-name": "SOLUTIA INC", "cik": "0001043382", "assigned-sic": "2800", "irs-number": "431781797", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-34591", "film-number": "97672333"}, "business-address": {"street1": "10300 OLIVE BLVD", "city": "ST LOUIS", "state": "MO", "zip": "63166-6760", "phone": "3146741000"}, "mail-address": {"street1": "10300 OLIVE BLVD", "city": "ST LOUIS", "state": "MO", "zip": "63166-6760"}, "former-company": {"former-conformed-name": "QUEENY CHEMICAL CO", "date-changed": "19970804"}}
1
 
    AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 28, 1997
 
                                      REGISTRATION STATEMENT FILE NO. 333-
================================================================================
 
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
 
                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933
 
                                  SOLUTIA INC.
             (Exact name of registrant as specified in its charter)
DELAWARE                                      43-1781797
(State or other jurisdiction of incorporation      (I.R.S. Employer Indemnification No.)
              or organization)
 
              10300 OLIVE BLVD.                                 63166-6760
             ST. LOUIS, MISSOURI                                (Zip Code)
  (Address of Principal Executive Offices)
SOLUTIA INC. ERISA PARITY SAVINGS AND INVESTMENT PLAN
                            (Full title of the plan)
 
                            KARL R. BARNICKOL, ESQ.
                                General Counsel
                                  Solutia Inc.
                               10300 Olive Blvd.
                                 P.O. Box 66760
                         St. Louis, Missouri 63166-6760
                    (Name and address of agent for service)
 
                                 (314) 674-1000
         (Telephone number, including area code, of agent for service)
 
                        CALCULATION OF REGISTRATION FEE
=======================================================================================================================
                                                       PROPOSED MAXIMUM       PROPOSED MAXIMUM
    TITLE OF SECURITIES           AMOUNT TO BE          OFFERING PRICE       AGGREGATE OFFERING          AMOUNT OF
     TO BE REGISTERED              REGISTERED              PER UNIT               PRICE(1)           REGISTRATION FEE
-----------------------------------------------------------------------------------------------------------------------
Savings and Investment Plan
  Obligations(2)...........        $2,250,000                100%                $2,250,000               $681.82
=======================================================================================================================
(1) Estimated solely for the purpose of determining the registration fee.
 
(2) The ERISA Parity Savings and Investment Plan Obligations (the "Obligations")
    are unsecured obligations of Solutia Inc. to pay deferred compensation in
    the future in accordance with the terms of the Solutia Inc. ERISA Parity
    Savings and Investment Plan (the "Plan").
 
================================================================================
2
 
                                     PART I
 
              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS
 
     The documents containing the information specified in Part I of Form S-8
will be sent or given to participating employees as specified by Rule 428 (b)
(1) of the Securities Act of 1933, as amended (the "Securities Act"). Such
documents are not being filed with or included in this Registration Statement
(by incorporation by reference or otherwise) in accordance with the rules and
regulations of the Securities and Exchange Commission (the "SEC"). These
documents and the documents incorporated by reference into this Registration
Statement pursuant to Item 3 of Part II of this Registration Statement, taken
together, constitute a prospectus that meets the requirements of Section 10(a)
of the Securities Act.
 
                                    PART II
 
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
 
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.
 
     The documents listed in (a) through (c) below of Solutia Inc. (hereinafter
referred to as the "Company" or "registrant") and all such other documents or
portions of documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934 (the "Exchange
Act"), prior to the filing of a post-effective amendment which indicates that
all securities offered hereby have been sold or which deregisters all securities
then remaining unsold, shall be deemed to be incorporated by reference herein
and to be a part hereof from the date of the filing of such documents.
 
          (a) The Company's latest annual report, filed pursuant to Sections
              13(a) or 15(d) of the Exchange Act, or either (1) the Company's
              latest prospectus filed pursuant to Rule 424(b) under the
              Securities Act which contains, either directly or by incorporation
              by reference, audited financial statements for the Company's
              latest fiscal year for which such statements have been filed, or
              (2) the Company's effective registration statement on Form 10 or
              20-F filed under the Exchange Act containing audited financial
              statements for the Company's latest fiscal year.
 
          (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
              Exchange Act since the end of the fiscal year covered by the
              annual reports or the prospectus or effective registration
              statement referred to in (a) above.
 
          (c) If the class of securities to be offered is registered under
              Section 12 of the Exchange Act, the description of such class of
              securities which is contained in a registration statement filed
              under such Act, including any amendment or report filed for the
              purpose of updating such description.
 
     Any statement contained in a document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Registration Statement to the extent that a statement
contained herein or in any subsequently filed document which also is or is
deemed to be incorporated by reference herein modifies or supersedes such
statement. Any such statement so modified or superseded shall not be deemed,
except as so modified or superseded, to constitute a part of this Registration
Statement.
 
ITEM 4. DESCRIPTION OF SECURITIES.
 
     Under the Solutia Inc. ERISA Parity Savings and Investment Plan (the
"Plan"), the Company will provide certain employees ("Participants") who are
prohibited from fully contributing to the Solutia Inc. Savings and Investment
Plan (the "Savings Plan") due to limitations imposed on the Savings Plan by the
Internal Revenue Code with the opportunity to defer a specified portion of their
compensation. The portion of compensation deferred under such elections are
referred to herein as "Obligations". The Obligations will be unsecured general
obligations of the Company to pay the deferred compensation in the future in
accordance with the terms of the Plan and will rank equally with other unsecured
and unsubordinated indebtedness of the Company.
 
                                        1
3
 
     Compensation deferred by a Participant ("Employee Deferrals"), together
with any employer contribution ("Employer Match"), will be held in the general
funds of the Company. The Company will establish an individual bookkeeping
account for each Participant. Employee Deferrals will be allocated to
Participant accounts in accordance with investment alternatives they select and
the terms of the Plan. Investment alternatives include (i) a stock account
treated as though it were invested in Company common stock ("Stock Account") or
(ii) a mutual fund or similar account treated as though it were invested in
certain investment vehicles specified in the Plan. Employer Matches will
automatically be invested in the Stock Account, subject to certain exceptions.
Employee Deferrals and Employer Matches invested in the Stock Account will
accrue dividend equivalents and will be reinvested. A Participant's account will
in all other respects reflect share ownership for events such as a stock split,
but no voting rights will exist.
 
     All amounts in the Plan and the establishment of individual bookkeeping
accounts shall not be deemed to have created a trust, and no Participant shall
have an ownership interest in any such account. A Participant's rights to any
amounts credited to his account shall not be transferrable or assignable.
 
     Obligations are not subject to redemption, in whole or in part by
Participants, except upon termination of employment or death as specified in the
Plan. The Company reserves the right to amend, merge, consolidate or terminate
the Plan at any time, except that such action shall not adversely affect the
amount that any Participant is entitled to receive.
 
ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.
 
     The legality of the securities to be issued pursuant to the Plan will be
passed upon for the Company by Karl R. Barnickol, Senior Vice President, General
Counsel and Secretary of the Company. Mr. Barnickol is eligible to participate
in the Plan.
 
ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.
 
     Section 145 of the General Corporation Law of the State of Delaware sets
forth provisions pursuant to which directors, officers, employees and agents of
the Company may be indemnified against any liabilities which they may incur in
their capacity as such.
 
     Article VIII of the Company's Restated Certificate of Incorporation will
provide for indemnification of directors and officers of the Company. Section
7.1 of the Company's By-Laws will provide for indemnification of directors,
officers and employees of the Company.
 
     In addition, the Company maintains directors' and officers' liability
insurance for the benefit of its directors and officers.
 
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.
 
     Not applicable.
 
ITEM 8. EXHIBITS.
 
     See Exhibit Index at page 6.
 
ITEM 9. UNDERTAKINGS.
 
     (a) The undersigned registrant hereby undertakes:
 
          (1) To file, during any period in which offers or sales are being
     made, a post-effective amendment to this registration statement:
 
             (i)   To include any prospectus required by Section 10(a)(3) of the
        Securities Act;
 
             (ii)  To reflect in the prospectus any facts or events arising
        after the effective date of this registration statement (or the most
        recent post-effective amendment thereof) which, individually or
 
                                        2
4
 
        in the aggregate, represent a fundamental change in the information set
        forth in the registration statement;
 
             (iii) To include any material information with respect to the plan
        of distribution not previously disclosed in the registration statement
        or any material change to such information in the registration
        statement;
 
        provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) above do not
        apply if the information required to be included in a post-effective
        amendment by those paragraphs is contained in periodic reports filed by
        the registrant pursuant to Section 13 or Section 15(d) of the Exchange
        Act that are incorporated by reference in the registration statement.
 
          (2) That, for the purpose of determining any liability under the
     Securities Act, each such post-effective amendment shall be deemed to be a
     new registration statement relating to the securities offered therein, and
     the offering of such securities at that time shall be deemed to be the
     initial bona fide offering thereof.
 
          (3) To remove from registration by means of a post-effective amendment
     any of the securities being registered which remain unsold at the
     termination of the offering.
 
                                      ***
 
     (b) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Exchange Act (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.
 
                                      ***
 
     (h) Insofar as indemnification for liabilities arising under the Securities
Act may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities Act
and is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.
 
                                        3
5
 
                                   SIGNATURES
 
     Pursuant to the requirements of the Securities Act of 1933, as amended, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8, and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the County of St. Louis, and the State of Missouri, on this
28th day of August, 1997.
 
                                          SOLUTIA INC.
                                          (Registrant)
 
                                          By /s/ KARL R. BARNICKOL
 
                                            ------------------------------------
                                            Karl R. Barnickol
                                            Secretary
 
     Pursuant to the requirements of the Securities Act of 1933, as amended,
this registration statement has been signed by the following persons in the
capacities and on the dates indicated.
SIGNATURE                                      TITLE                         DATE
                  ---------                                      -----                         ----
*                          Chairman, Chief Executive Officer and    August 28, 1997
---------------------------------------------    Director (Principal Executive
             (Robert G. Potter)                  Officer)
 
                      *                          President and Director                   August 28, 1997
---------------------------------------------
            (John C. Hunter III)
 
                      *                          Senior Vice President, Chief             August 28, 1997
---------------------------------------------    Financial Officer and Director
             (Robert A. Clausen)                 (Principal Financial Officer)
 
                      *                          Vice President and Controller            August 28, 1997
---------------------------------------------    (Principal Accounting Officer)
              (Roger S. Hoard)
*Karl R. Barnickol, by signing his name hereto, does sign this document on
behalf of the above noted individuals, pursuant to powers of attorney duly
executed by such individuals which have been filed as an Exhibit to this
Registration Statement.
 
                                          /s/ KARL R. BARNICKOL
 
                                          --------------------------------------
                                          Attorney-in-fact
 
                                        4
6
 
                                 EXHIBIT INDEX
 
     These Exhibits are numbered in accordance with the Exhibit Table of Item
601 of Regulation S-K.
EXHIBIT NO.                            DESCRIPTION
-----------                            -----------
(5)    Opinion re legality of securities to be issued
       (15)    Omitted -- Inapplicable
       (23)    1. Consent of Deloitte & Touche LLP
               2. Consent of Company Counsel -- See Exhibit 5
       (24)    Powers of Attorney submitted by Robert G. Potter, John C.
               Hunter III, Robert A. Clausen, and Roger S. Hoard
5