UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) SEPTEMBER 13, 2005 ISP CHEMCO INC. - ------------------------------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) DELAWARE - ------------------------------------------------------------------------------ (State or Other Jurisdiction of Incorporation) 333-17827-01 51-0382622 - ------------------------------------------------------------------------------ (Commission File Number) (IRS Employer Identification No.) 300 DELAWARE AVENUE SUITE 303 WILMINGTON, DELAWARE 19801 - ------------------------------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) (302) 427-5818 - ------------------------------------------------------------------------------ (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE - ------------------------------------------------------------------------------ (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ADDITIONAL REGISTRANTS Address, including zip code and telephone State or other number, including area jurisdiction of Registration No./I.R.S. code, of registrant's Exact name of registrant as incorporation or Employer Identification principal executive as specified in its charter organization No. offices - --------------------------- ----------------- ----------------------- ---------------------- ISP Chemicals Inc. Delaware 333-70144-08/ Route 95 Industrial Area 22-3807357 P.O. Box 37 Calvert City, KY 42029 (270) 395-4165 ISP Minerals Inc. Delaware 333-70144-07/ 34 Charles Street 22-3807370 Hagerstown, MD 21740 (301) 733-4000 ISP Technologies Inc. Delaware 333-70144-09/ 4501 Attwater Avenue and 22-3807372 State Highway 146 Texas City, TX 77590 (409) 945-3411 ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS (b) On September 13, 2005, Mr. Peter J. Ganz resigned from the board of directors of ISP Chemco Inc. (the "Company"), effective September 23, 2005. ITEM 8.01. OTHER EVENTS On September 13, 2005, Mr. Ganz resigned his positions as Senior Vice President, General Counsel and Secretary of the Company, effective September 23, 2005, after ten years of service with the Company in various positions, in order to pursue another opportunity. Mr. Ganz also resigned his positions and directorships from all other affiliated companies, including International Specialty Holdings Inc. Mr. Marc J. Kurzman, who has frequently acted as outside counsel to the Company over the past several years, will serve as Acting General Counsel and will take over Mr. Ganz's duties until a new General Counsel is hired by the Company. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. ISP CHEMCO INC. ISP CHEMICALS INC. ISP MINERALS INC. ISP TECHNOLOGIES INC. Dated: September 19, 2005 By: /s/ Kenneth M. McHugh --------------------- Name: Kenneth M. McHugh Title: Vice President and Controller