UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2004
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission file number 1-12372
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
Cytec Employees' Savings and Profit Sharing Plan.
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Cytec Industries Inc.
Five Garret Mountain Plaza
West Paterson, New Jersey 07424
This Annual Report, including exhibits, contains 20 pages, numbered
sequentially, including this cover page. The exhibit index is on page 18.
Item 4. REQUIRED INFORMATION
Financial Statements
Page
Report of Independent Registered Public Accounting Firm (2004) 3
Report of Independent Registered Public Accounting Firm (2003) 4
Financial Statements:
Statements of Net Assets Available for Benefits
as of December 31, 2004 and 2003 5
Statements of Changes in Net Assets Available for Benefits
for the years ended December 31, 2004 and 2003 6
Notes to Financial Statements 7
Supplemental Schedules:
Schedule H, Line 4 (i) - Schedule of Assets Held for Investment
Purposes as of December 31, 2004 15
Schedule H, Line 4 (j) - Schedule of 5% Reportable Transactions
for the year ended December 31, 2004 16
2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To Members and Plan Administrator of the
Cytec Employees' Savings and Profit Sharing Plan
We have audited the accompanying statement of net assets available for benefits
of the Cytec Employees' Savings and Profit Sharing Plan as of December 31, 2004
and the related statement of changes in net assets available for benefits for
the year then ended. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Cytec
Employees' Savings and Profit Sharing Plan as of December 31, 2004, and the
changes in net assets available for benefits for the year then ended in
conformity with accounting principles generally accepted in the United States of
America.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes as of December 31, 2004 and 5% reportable transactions
for the year ended December 31, 2004 are presented for the purpose of additional
analysis and are not required parts of the basic financial statements but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. These supplemental schedules are the responsibility of the
Plan's management. These supplemental schedules have been subjected to the
auditing procedures applied in the audit of the basic financial statements and,
in our opinion, are fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
Amper, Politziner & Mattia, P.C.
Flemington, New Jersey
May 31, 2005
3
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Plan Administrator
Cytec Employees' Savings and Profit Sharing Plan
We have audited the accompanying statement of net assets available for benefits
of the Cytec Employees' Savings and Profit Sharing Plan as of December 31, 2003
and the related statement of changes in net assets available for benefits for
the year then ended. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Plan is not required to have,
nor were we engaged to perform an audit of its internal control over financial
reporting. Our audit included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plan's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Cytec
Employees' Savings and Profit Sharing Plan as of December 31, 2003, and the
changes in net assets available for benefits for the year then ended in
conformity with accounting principles generally accepted in the United States of
America.
Grant Thornton LLP
Edison, New Jersey
June 15, 2004
4
CYTEC EMPLOYEES' SAVINGS AND PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
As of
December 31,
------------
2004 2003
---- ----
Investments, at Fair Value $442,759,566 $382,422,930
Loans to Members 5,932,239 5,458,943
Receivables:
Members' Contributions 1,406,450 1,302,491
Company Contributions 9,428,886 5,597,120
------------- -------------
Total Receivables 10,835,336 6,899,611
------------- -------------
Total Net Assets Available for Benefits $459,527,141 $394,781,484
============= =============
The accompanying Notes are an integral part of these statements.
5
CYTEC EMPLOYEES' SAVINGS AND PROFIT SHARING PLAN
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
Years Ended December 31,
------------------------
2004 2003
---- ----
Additions:
Member Contributions $ 16,663,777 $ 15,406,456
Company Contributions 15,743,088 11,137,357
Rollover Contributions from Members 477,987 659,633
Asset Transfer in from members in the
Avecia Investments Ltd. Plan - 15,573,080
Interest on Loans to Members 298,880 307,120
Interest and Dividends 9,415,906 7,613,342
Net appreciation in Fair Value of
Investments 51,420,438 62,427,372
Miscellaneous - 214
------------- -------------
Total additions 94,020,076 113,124,574
Deduction:
Benefit Payments to Members 29,274,419 22,475,251
------------- -------------
Net increase (decrease) 64,745,657 90,649,323
Net Assets Available for Benefits:
Beginning of Year 394,781,484 304,132,161
------------- -------------
End of Year $459,527,141 $394,781,484
============= =============
The accompanying Notes are an integral part of these statements.
6
CYTEC EMPLOYEES' SAVINGS AND PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 2004 and 2003
(1) Summary of Accounting Policies
------------------------------
(a) Basis of Presentation and Accounting Estimates
----------------------------------------------
The accompanying financial statements have been prepared on the accrual
basis in conformity with accounting principles generally accepted in the
United States of America ("GAAP") as applied to defined contribution plans
and in accordance with the terms of the trust agreement. GAAP requires
management to make significant estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosures of contingent
assets and liabilities as of the date of the financial statements and the
reported amounts of additions and deductions during the reporting periods.
These significant estimates include the market values of investments.
Actual results could materially differ from those estimates.
(b) Investment Valuation and Income Recognition
-------------------------------------------
Investments are stated at fair value. Shares of mutual funds are valued at
the quoted net asset value of shares held at year-end. The Cytec Stock Fund
is valued at its year-end unit closing price (comprised of the year-end
market price of shares of Cytec common stock owned by the Cytec Stock Fund
plus 0.44% and 0.71% as of December 31, 2004 and 2003, respectively, of
cash invested in money market fund assets). Loans are valued at cost which
approximates fair value.
The contracts underlying the Interest Income Fund are valued at fair value,
which approximates contract value. Contract value represents contributions
made plus interest accrued at the respective contract rate, less
withdrawals. The contracts are nontransferable, but provide for benefit
responsive withdrawals in accordance with SOP No. 94-4, Reporting of
Investment Contracts Held by Health and Welfare Plans and Defined
Contribution Pension Plans. In determining fair value, the Board of
Directors of Vanguard Fiduciary Trust Company considers such factors as the
benefit-responsiveness of the investment contracts, the ability of the
parties to perform in accordance with the terms of the contracts, and the
likelihood that withdrawals would cause payment to be at amounts other than
contract value. There are no limitations to liquidity guarantees and no
valuation reserves are being recorded to adjust contract amounts.
Purchases and sales of investments are recorded on a trade-date basis.
Interest income is accrued when earned. Dividend income is recorded on the
ex-dividend date. Capital gain distributions are included in dividend
income.
(c) Payment of Benefits
-------------------
Benefits are recorded when paid.
7
(2) Plan Description
----------------
(a) Organization
------------
The Cytec Employees' Savings and Profit Sharing Plan (the "Plan") is a
defined contribution plan and was established effective January 1, 1994 for
the benefit of employees of Cytec Industries Inc. ("Cytec" or "the
Company") and employees of its participating subsidiaries. The following is
some general information regarding the Plan:
The purpose of the Plan is to provide eligible employees with the
opportunity to accumulate personal savings and to share in the growth and
ownership of Cytec through receipt of profit sharing contributions and the
allocations of Cytec common stock. The Plan is subject to the provisions of
the Employee Retirement Income Security Act of 1974, (as amended).
For a more complete description of the Plan provisions, refer to the
Summary Plan Description and Plan Document.
(b) Members' Contributions
----------------------
Participating employees ("Members") may contribute to the Plan after the
first of the month following their one month anniversary (as defined in the
Plan). Contributions are made through payroll deductions which may range
from 1% to 25% (subject to IRS limitations) of such Member's earnings (as
defined), on a before-tax basis, an after-tax basis or a combination
thereof. Members who are at least age 50 or older during a Plan year may
make an additional "catch-up contribution" equal to a specified dollar
amount on a before tax basis. An employee, who is covered by a collective
bargaining agreement which allows for participation in the Plan, may be
eligible to become a Member.
Members may elect to make before-tax contributions which defers federal
income taxes (and, generally, similar local and/or state income taxes) on
their contributions (subject to IRS limitations) until the withdrawal or
distribution of those contributions from the Plan.
The Plan accepts eligible rollover contributions from Members. If a Member
has been a participant in a plan subject to the provisions of Section 403
(b), 457 or 401(a) of the Internal Revenue Code of 1986, as amended, such
Member may, within sixty days of receiving a distribution from that
previous employer's plan, transfer his or her eligible account balance into
the Plan without tax implications.
(c) Company Contributions
---------------------
To be eligible for a Company matching contribution, a Member must have
completed one year of service, as defined in the Plan.
8
With respect to members who are not covered by a collective bargaining
agreement, matching contributions made by the Company are equal to 100% of such
Members' contributions up to the first 3% of the Member's earnings, and 50% of
Members' contributions up to the next 2% of the Member's earnings.
Effective January 1, 2004, the same matching contribution formula applies to
Members subject to a collective bargaining agreement. Prior to January 1, 2004,
matching contributions made by the Company on behalf of Members subject to a
collective bargaining agreement were equal to 75% of such bargained Members'
contributions on the first 4% of the Member's earnings, as defined.
For purposes of employee contributions and matched contributions, earnings are
defined by the Plan.
In addition to matching contributions, at the discretion of the Executive
Committee, for Plan years ending December 31, 2004 and 2003, the Company may
make a profit sharing contribution equal to a percentage of each Member's
earnings which percentage is determined by a defined formula based on the
percentage growth in the Company's earnings per share. To be eligible for a
profit sharing contribution, the Member must have been an active employee on
December 31 of the respective Plan year and completed at least one year of
service. Profit sharing contributions of $8,822,067 and $5,086,722 were made in
2004 and 2003, respectively. The Company can also make an additional
discretionary profit sharing contribution to Members who are employed on
December 31 of the respective Plan year and who have completed at least one year
of service, generally excluding those Members who are corporate officers. The
additional discretionary profit sharing contribution is allocated based on each
such Members' earnings to the earnings of all such Members. No such additional
discretionary profit sharing contributions were made in 2004 or 2003. Profit
sharing contributions are recorded by the Plan in the year such contributions
are earned, and are credited to the accounts of Members in the early part of the
following year. For purposes of each profit sharing contribution, earnings are
the annualized base pay on September 1 in the year for which the contribution is
being made.
All Company matching contributions for Members are invested in the Cytec Stock
Fund, which invests in the common stock of Cytec Industries Inc. Profit sharing
contributions are invested in the Interest Income Fund, unless specified
differently by the Member, (participant directed).
The Plan was amended effective May 4, 2004 to designate the portion of the Plan
invested in the Cytec Stock Fund as of May 3, 2004, and all subsequent
contributions made thereto, as an employee stock ownership plan ("ESOP"). The
portion of the Members account invested in the Cytec Stock Fund plus all
contributions made thereafter are held in the ESOP Account ("ESOP Account").
Prior to May 4, 2004, a Member who had attained age 55 could only elect to
transfer up to 20% of the number of shares of Company Stock credited to his
matching account to any other Funds offered under the Plan. Effective May 4,
2004, a Member who has attained the age of 55 may elect to transfer up to 25% of
the number of shares of Company Stock credited to his ESOP Account to any other
fund offered by the Plan. Each year thereafter, the Member may annually transfer
an additional 25% of the number of shares of Company Stock credited to his ESOP
Account to any other Funds offered under the Plan. If a Member who is eligible
to make this diversification election decides not to transfer, or to transfer
less than the maximum percentage available for transfer in any particular
calendar year, the amount which the Member can transfer in the following
calendar year shall be increased by the percentage of the transfer foregone in
the previous year. Notwithstanding the foregoing, a Member who attains age 60
may elect to transfer 100% of the number of shares of Company Stock in his ESOP
Account to one or more other funds. Prior to May 4, 2004, a Member who had
attained age 62 could elect to transfer 100% of the value in his matching
account to one or more other funds.
9
(d) Vesting
-------
All units representing employee contributions, Company match and profit
sharing contributions, and earnings or losses thereon are fully vested at
all times.
(e) Withdrawals
-----------
During employment, a Member may make withdrawals in cash (or common stock
of the Company in the case of withdrawals from the Cytec Stock Fund) of
amounts applicable to employee and employer contributions and earnings or
losses thereon, subject to certain restrictions. A Member can make hardship
withdrawals of employee before-tax contributions which will preclude the
Member from making additional employee before-tax contributions to the Plan
for a six-month period. Employee before-tax contributions and matching
contributions can be withdrawn after attainment of age 59 1/1/2. Company
matching contributions made before January 1, 2001 and employee after-tax
contributions can also be withdrawn.
(f) Benefit Payments
----------------
A Member's account balance under the Plan may be distributed in any one of
two ways: lump-sum distribution, or in monthly installments over a period
of 60, 120, 180, 240, 300, or 360 months, as elected (subject to limits
imposed by the Internal Revenue Code). Prior to September 1, 2004 a Member
could also elect to take a distribution as a single life annuity or 50%
joint and survivor annuity.
Minimum distributions are required to begin by April 1 of the calendar year
following the later of:
o The calendar year in which the Member attains 70 1/2 years of age; or
o The calendar year in which the Member terminates employment from the
Company.
(g) Loan Provisions
---------------
An eligible Member may borrow up to fifty percent of the value of his
before-tax and after-tax account balance, subject to a minimum of $1,000
and a maximum of $50,000 reduced by the highest loan balance outstanding
during the prior twelve months. Loans for the purchase of a "principal
residence" must be repaid in one to fifteen years, at the Member's option.
Loans for all other purposes must be repaid in one to five years, at the
Member's option. These loans are made at the prevailing market interest
rates equal to prime rate plus one percent. In 2004, the applicable loan
rates ranged from 4.75% to 10.50% and in 2003, the applicable loan rates
ranged from 4.00% to 10.50%. No more than one loan from the Plan to a
Member shall be permitted at any time. All principal and interest payments
made by the Member are credited back to the Member's account.
10
(3) Fund Management
---------------
Under the terms of a trust agreement the Plan assets are held and managed
by the Vanguard Fiduciary Trust Company (the "Trustee"), which has full
discretionary power over investments in the Funds subject to the
limitations thereon imposed by the investment objectives of the various
funds and the provisions of the Employee Retirement Income Security Act of
1974, (as amended).
The Plan Administrator, who is an officer of the Company and the Named
Fiduciary, has full authority to control and manage the operation and
administration of the Plan.
(4) Party-in-Interest Transactions
------------------------------
The Plan invests in mutual funds managed by an affiliate of Vanguard
Fiduciary Trust Company. Vanguard Fiduciary Trust Company is a trustee and
thus transactions qualify as party-in-interest transactions.
(5) Non-Participant Directed Funds
------------------------------
All funds are Member directed with the exception of Cytec matching
contributions which are solely invested in, and remain in, the Cytec Stock
Fund; provided, however, those Members who are at least age 55 may elect an
investment change with regards to their ESOP account (which includes all
matching contributions), subject to certain restrictions (see Note 2c).
Additionally, profit sharing contributions are invested in a Member's
Interest Income Fund in the event that Member has not specified into which
fund the contribution should be directed.
Information about the net assets and the significant components of the
changes in net assets relating to the nonparticipant-directed investments
is as follows:
December 31,
------------
2004 2003
---- ----
Cytec Stock Fund $68,231,598 $48,878,544
Year Ended
December 31,
------------
2004 2003
---- ----
Balance at Beginning of Year $48,878,544 $32,855,154
Changes in Net Assets Available for Benefits:
Contributions 6,788,459 6,042,689
Net Appreciation 17,341,179 13,752,449
Benefits Paid to Participants (3,026,331) (2,716,379)
Transfer to Participant Directed
Investments (2,145,257) (1,062,067)
Miscellaneous 395,004 6,698
------------ ------------
Balance at End of Year $68,231,598 $48,878,544
============ ============
11
(6) Plan Expenses
-------------
Administrative expenses of the Plan are currently paid by the Company.
However, the Company has the right to charge future expenses to the Trust.
Investment advisory fees for portfolio management of Vanguard funds are
paid directly from fund earnings. Investment expenses related to the
investment contracts in the Interest Income Fund are deducted from the
assets in the fund.
(7) Plan Termination
----------------
The Plan has no termination date and it is the Company's current intention
to continue the Plan indefinitely. However, the Company may terminate,
amend, modify or suspend the Plan at any time.
(8) Tax Status of the Plan
----------------------
The Internal Revenue Service issued a determination letter on May 20, 2004
which stated that the Plan and its underlying Trust qualify under the
provisions of Section 401(a) of the Internal Revenue Code and therefore,
are exempt from federal income taxes under provisions of Section 501(a) of
the Internal Revenue Code. The Plan has been amended since receiving the
determination letter, however the Company believes that the Plan is
designed and is currently being operated in compliance with applicable
requirements of the Internal Revenue Code.
(9) Risks and Uncertainties
-----------------------
The Plan provides for investments in various investment securities, which
in general, investment securities are exposed to various risks, such as
interest rate, credit, and overall market volatility risks. Due to the
level of risk associated with certain investment securities, it is
reasonably possible that changes in the value of investment securities will
occur in the near term and that such changes could materially affect the
amounts reported in the statements of net assets available for benefits and
participant account balances.
(10) Investments
-----------
(a) Investment Holdings
-------------------
The Plan's investments, which exceed 5% of net assets available for Plan
benefits, consisted of the following at December 31:
2004 2003
---- ----
Cytec Stock Fund* $138,626,178 $107,305,651
Interest Income Fund 122,456,493 116,857,971
Vanguard Balanced Index Fund 30,920,927 28,435,974
Vanguard 500 Index Fund 77,901,918 72,779,667
* Includes participant and non-participant directed funds.
12
(b) Interest Income Fund
--------------------
The Interest Income Fund is intended to provide fixed income with minimal
risk. Contributions to the Interest Income Fund are invested primarily in
contracts with insurance companies and other financial institutions at the
discretion of Vanguard. The Interest Income Fund's average yield was 4.09%
and 4.89% for 2004 and 2003, respectively. The range of crediting interest
rate was 1.93% to 5.41% and 0.76% to 7.57% for 2004 and 2003, respectively.
The interest rate paid by the issuer or contract may be fixed over the life
of the contract or adjusted periodically. Contract rates should not fall
below -0-%.
Investments in the Interest Income Fund at December 31, 2004 and 2003 were:
2004 2003
---- ----
AIG Financial $10,615,522 $10,742,577
American International Life Assurance -- 1,824,524
IXIS (formerly CDC Capital) 2,500,855 2,500,758
Massachusetts Mutual Life Insurance -- 2,569,499
NatWest Markets -- 1,320,164
New York Life Insurance -- 6,453,607
Rabobank 4,336,234 4,109,532
State Street Bank -- 4,551,070
UBS AG 19,699,330 18,824,217
Vanguard Federal Money Market 2,829,829 3,997,635
Vanguard Retirement Savings Trust 82,474,723 59,964,388
------------- -------------
$122,456,493 $116,857,971
============= =============
(c) Net appreciation (depreciation) in Fair Value of Investments
------------------------------------------------------------
During 2004 and 2003, the Plan's investments (including gains and losses on
investments bought and sold, as well as held during the year), appreciated
in value as follows:
2004 2003
---- ----
Cytec Stock Fund $35,739,123 $32,323,834
Mutual Funds 15,681,315 30,103,538
------------- -------------
$51,420,438 $62,427,372
============= =============
(12) Mutual Fund Fees
----------------
Underlying investments in mutual funds are subject to sales charges in the
form of front-end loads, back-end loads or 12b-1 fees, which are allowable
under Section 12b-1 of the Investment Company Act of 1940 and which may be
deducted annually to pay marketing and distribution costs of mutual funds.
These fees are deducted prior to the allocation of the Plan's investment
earnings activity and thus not separately identifiable as an expense.
(12) Plan Merger
-----------
Certain business units of Avecia Investments Limited ("Avecia"), the plan
sponsor of the Avecia Deferred Compensation Plan were acquired by the
Company in July of 2003. The former employees of Avecia became eligible to
participate in the Plan on August 1, 2003. On September 30, 2003, the
Avecia Deferred Compensation Plan transferred $15,573,080 of participant
accounts to the Plan.
13
(13) Plan Amendment
--------------
On May 3, 2004, the management of the Company approved the designation of a
portion of the Plan assets as an Employee Stock Ownership Plan (ESOP).
Effective May 4, 2004, all future contributions and all existing money in
the Cytec Stock Fund as of May 3, 2004 were considered ESOP assets. Members
have the option to re-invest future cash dividends on ESOP assets or to
have the cash dividends distributed. If no election is made, cash dividends
are re-invested.
14
CYTEC EMPLOYEES' SAVINGS AND PROFIT SHARING PLAN
Schedule H, Line 4 (i)
Schedule of Assets Held for Investment Purposes
As of December 31, 2004
Description of
Identity of issuer, borrower, lessor, or similar party investment Cost Fair Value
------------------------------------------------------ ---------- ---- ----------
Vanguard 500 Index Fund* Mutual fund *** $77,901,918
Vanguard Balanced Index Fund* Mutual fund *** 30,920,927
Vanguard Explorer Fund* Mutual fund *** 22,606,224
Vanguard International Growth Fund* Mutual fund *** 10,362,542
Vanguard LifeStrategy Conservative Growth Fund* Mutual fund *** 7,001,076
Vanguard LifeStrategy Growth Fund* Mutual fund *** 14,937,814
Vanguard Prime Money Market* Money market fund *** 27,203
Vanguard PRIMECAP Fund* Mutual fund *** 12,931,771
Vanguard Total Bond Market Index Fund* Mutual fund *** 4,987,420
Cytec Stock Fund**** $70,554,812 138,626,178
Loan Fund** Participant loans *** 5,932,239
Interest Income Fund* Unallocated insurance ***
contract 122,456,493
-------------
$448,691,805
=============
* Party-in-interest
** Rates ranged from 4.75% to 10.50% for loans outstanding during 2004.
*** Cost of participant-directed investments is not required.
**** Party-in-interest and includes both participant and non-participant
directed funds.
15
CYTEC EMPLOYEES' SAVINGS AND PROFIT SHARING PLAN
Schedule H, Line 4 (j) Schedule of 5% Reportable Transactions
For the Year Ended December 31, 2004
Identity of Description Purchase Selling Cost of Net Gain
Party Involved of Assets Price Price Assets or (Loss)
-------------- --------- ----- ----- ------ ---------
The Vanguard Group Cytec Stock Fund 24,685,455 N/A N/A N/A
The Vanguard Group Cytec Stock Fund N/A 29,104,051 20,739,006 8,365,045
16
Signature
---------
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
Cytec Employees' Savings and Profit Sharing Plan
By: /s/ Joseph E. Marosits
--------------------------------
Joseph E. Marosits
Plan Administrator
June 17, 2005
17
EXHIBIT INDEX
-------------
23.1 Consent of Amper, Politziner & Mattia, P.C.
23.2 Consent of Grant Thornton LLP
18