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, 2005

                                       OR

  [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d)OF THE SECURITIES EXCHANGE ACT
                                    OF 1934

              For transition period from __________ to ___________

                         Commission file number 1-13648

    A. Full title of the plan and the address of the plan, if different from
                         that of the issuer named below:

                 Balchem Corporation 401(k)/Profit Sharing Plan

   B. Name of the issuer of the securities held pursuant to the plan and the
                   address of its principal executive office:

                               Balchem Corporation
                              52 Sunrise Park Road
                                   PO Box 600
                              New Hampton, NY 10958



<PAGE>



                              REQUIRED INFORMATION

Financial Statements:

4. In lieu of  requirements  of Items  1-3,  audited  statements  and  schedules
prepared in accordance with the requirements of ERISA for the plan's fiscal year
ended December 31, 2005 are presented herein.

Exhibits:

Exhibit No. 23 - Consent of MCGLADREY & PULLEN, LLP, Independent Registered
Public Accounting Firm



<PAGE>



                                  EXHIBIT INDEX

Exhibit No.                                   Exhibit Description
-----------                                   -------------------

23                                            Consent of MCGLADREY & PULLEN, LLP




<PAGE>



                                   SIGNATURES


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.



Date: June 29, 2006                          BALCHEM CORPORATION
                                             401(k)/Profit Sharing Plan

                                             By:    Balchem Corporation,
                                                    Plan Administrator

                                             By:/s/ Dino A. Rossi
                                             -----------------------------------
                                                    Dino A. Rossi, President,
                                                    Chief Executive Officer

                                             By:/s/ Francis J. Fitzpatrick
                                             -----------------------------------
                                                    Francis J. Fitzpatrick,
                                                    Chief Financial Officer


<PAGE>






                               BALCHEM CORPORATION
                           401(k)/ PROFIT SHARING PLAN

                              Financial Statements
                            and Supplemental Schedule

                                December 31, 2005

         (With Report of Independent Registered Public Accounting Firm)






<PAGE>



                               BALCHEM CORPORATION
                           401(k)/PROFIT SHARING PLAN


                                Table of Contents


                                                                            Page

Report of Independent Registered Public Accounting Firm                      1

Statements of Net Assets Available for Benefits                              2

Statement of Changes in Net Assets Available for Benefits                    3

Notes to Financial Statements                                                4

Supplemental Information

Schedule H, Part IV, Line 4(i) - Schedule of Assets (Held at End of Year)    10



<PAGE>

             Report of Independent Registered Public Accounting Firm

To The Plan Administrator
Balchem Corporation 401(k)/Profit Sharing Plan:

We have audited the accompanying statements of net assets available for benefits
of Balchem Corporation  401(k)/Profit Sharing Plan (the Plan) as of December 31,
2005 and 2004, and the related  statement of changes in net assets available for
benefits for the year ended December 31, 2005.  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 audits.

We conducted our audit in accordance  with the auditing  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
audits provide 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 Plan as of
December 31, 2005 and 2004, and the changes in net assets available for benefits
for the year ended December 31, 2005 in conformity  with  accounting  principles
generally accepted in the United States of America.

Our audit was made for the purpose of forming an opinion on the basic  financial
statements taken as a whole. The supplemental  schedule of assets held at end of
year as of December 31, 2005 is presented for the purpose of additional analysis
and  is  not  a  required  part  of  the  basic  financial  statements,  but  is
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. This  supplemental  schedule is the  responsibility of the
Plan's management.  The supplemental schedule has been subjected to the auditing
procedures  applied in our audit of the 2005 basic financial  statements and, in
our opinion,  is fairly stated in all material  respects in relation to the 2005
basic financial statements taken as a whole.


/s/  McGladrey & Pullen, LLP
New York, NY
June 2, 2006


                                       1
<PAGE>
                               BALCHEM CORPORATION
                           401(k)/PROFIT SHARING PLAN
                 Statements of Net Assets Available for Benefits
                           December 31, 2005 and 2004

                                                         2005            2004
                                                     -----------     -----------
Assets:
     Investments at fair value (note 3)              $12,783,087     $10,604,777
     Receivables:
        Employer contribution                            326,090         320,378
        Participant contributions                             --          72,191
        Interest                                              --           2,207
                                                     -----------     -----------
                 Total assets                        $13,109,177     $10,999,553
                                                     ===========     ===========


See accompanying notes to financial statements.


                                       2
<PAGE>
                               BALCHEM CORPORATION
                           401(k)/PROFIT SHARING PLAN
            Statement of Changes in Net Assets Available for Benefits
                          Year ended December 31, 2005

Addition to net assets attributed to:
     Investment income:
        Interest                                                   $     99,953
        Dividends                                                         9,752
        Net appreciation in fair value of investments (note 3)        1,148,360
                                                                   ------------
                                                                      1,258,065
                                                                   ------------
     Contributions:
        Participant                                                   1,009,564
        Employer                                                        577,941
                                                                   ------------
                                                                      1,587,505
                                                                   ------------
               Total additions                                        2,845,570
                                                                   ------------
Deductions from net assets attributed to:
     Benefits paid to participants                                     (698,108)
     Fees                                                                (2,892)
     Other, net                                                         (34,946)
                                                                   ------------
               Total deductions                                        (735,946)
                                                                   ------------
               Net increase in net assets available for benefits      2,109,624
Net assets available for benefits at beginning of year               10,999,553
                                                                   ------------
Net assets available for benefits at end of year                   $ 13,109,177
                                                                   ============

See accompanying notes to financial statements.

                                       3
<PAGE>

                               BALCHEM CORPORATION
                           401(k)/PROFIT SHARING PLAN
                          Notes to Financial Statements

 Note 1 - Description of the Plan

         The  following  description  of the Balchem  Corporation  401(k)/Profit
         Sharing Plan (the Plan) provides only general information. Participants
         should refer to the Plan  agreement for a more complete  description of
         the Plan's provisions.

         General

         The Plan is principally a participant  directed,  defined  contribution
         plan covering all active employees of Balchem Corporation (the Company)
         who have 60 days of  service,  as  defined,  and are 18 years of age or
         older,  except  those  that  are  currently  covered  by  a  collective
         bargaining  agreement.  The Plan is  subject to the  provisions  of the
         Employee Retirement Income Security Act of 1974 (ERISA).

         The Company pays  administrative  and record keeping fees for the Plan.
         Plan  participants  are required to pay fees for participant  loans and
         certain  brokerage fees for  transactions  pertaining to investments in
         Balchem Corporation Common Stock.

         Contributions

         Each  year,  participants  may  contribute  up to 75% of pretax  annual
         compensation,  as defined in the Plan.  Such  amounts may be limited by
         the maximum amounts allowed under Internal Revenue Service regulations.
         Participants  may also contribute  amounts  representing  distributions
         from other  qualified  defined benefit or defined  contribution  plans.
         Participants  direct the investment of their contributions into various
         investment   options  offered  by  the  Plan.  The  employer   matching
         contributions equal 35% of each participant's elected contribution, and
         the Company may make discretionary  profit-sharing contributions at the
         option of the Company's Board of Directors.  Matching contributions are
         made in Balchem  Corporation Common Stock on a monthly basis based upon
         the  closing  price of the stock on the last  trading day of each month
         and are subject to the vesting schedule  described  below.  Included in
         employers'  contribution  receivable  as of December  31, 2005 and 2004
         were  discretionary   company  profit  sharing  contributions  made  in
         February  2006 and 2005 for the  2005  and  2004  plan  years  totaling
         $326,090 and $301,270, respectively.

         Participant Accounts

         Each   participant's   account  is  credited  with  the   participant's
         contribution  and allocations of the Company's  matching  contributions
         and plan  earnings  or  losses.  Allocations  are based on  participant
         account  balances,  as defined.  The benefit to which a participant  is
         entitled is the benefit  that can be  provided  from the  participant's
         vested account.

                                       4
<PAGE>

                               BALCHEM CORPORATION
                           401(k)/PROFIT SHARING PLAN
                          Notes to Financial Statements

         Vesting

         Participants  are  100%  vested  in  their  contributions  plus  actual
         earnings or losses thereon. Vesting in the Company contribution portion
         of their  accounts plus actual  earnings or losses  thereon is based on
         years of continuous  service,  as defined.  A participant  becomes 100%
         vested after two years of service,  except for employees  hired as part
         of the Company's  June 1, 2001  acquisition  of certain  assets of DCV,
         Inc. and its affiliate,  DuCoa L.P.,  whose prior  credited  service is
         used in determining the vested portion of such matching contributions.

         Investment Options

         Upon  enrollment  in  the  Plan,   participants   may  direct  employee
         contributions  to  the  various  investment  options   administered  by
         Prudential  Retirement  Insurance and Annuity  Company  ("PRIAC") and a
         maximum of 10% of a participant's  contribution to Balchem  Corporation
         Common Stock Fund. Employer matching  contributions are made in company
         stock and are  directed to the Balchem  Corporation  Common  Stock Fund
         (see  Schedule  1).  Discretionary  contributions  are  made  from  the
         Company's cash reserves.

         Participant Loans

         Participants may borrow from their fund accounts a minimum of $1,000 up
         to a maximum  equal to the  lesser of  $50,000  or 50% of their  vested
         account  balances.  Loan terms  extend up to five years or in excess of
         five  years  for the  purchase  of a primary  residence.  The loans are
         secured by the balance in the participants'  accounts and bear interest
         at a fixed  rate  based on the  prime  rate plus 2% at the time of loan
         origination and range from 6% to 10% at December 31, 2005.

         Payment of Benefits

         On termination of service,  a participant may receive a lump sum amount
         equal  to the  vested  value  of his or her  account,  or  upon  death,
         disability or retirement,  the  participant may elect to receive annual
         installments over a period not to exceed the participant's lifetime, or
         the joint lifetime of the participant and the participant's  spouse, or
         an annuity contract.

         Effective March 28, 2005, the threshold for involuntary distribution of
         vested accrued benefits was reduced from $5,000 to $1,000.

         Income (Loss) Allocations

         Investment income (loss) for an accounting period shall be allocated to
         participants'  accounts in proportion to the total of their  respective
         account  balances at the beginning of such  accounting  period plus any
         contributions  or loan  repayments  credited to the account  during the
         period.

                                       5
<PAGE>

                               BALCHEM CORPORATION
                           401(k)/PROFIT SHARING PLAN
                          Notes to Financial Statements

         Forfeited Accounts

         Forfeited balances of terminated  participants' non-vested accounts are
         allocated to all active participant  accounts as of the last day of the
         plan year.  Forfeited  non-vested accounts totaled $9,196 and $9,534 at
         December 31, 2005 and 2004, respectively.

Note 2 - Summary of Accounting Policies

         Basis of Accounting

         The financial statements of the Plan are presented on the accrual basis
         of accounting.

         Risks and Uncertainties

         The  assets of the Plan at  December  31,  2005 and 2004 are  primarily
         financial  instruments  which  are  monetary  in  nature.  Accordingly,
         interest rates and market  fluctuations have a more significant  impact
         on the  Plan's  performance  than the  effects  of  general  levels  of
         inflation. Interest rates do not necessarily move in the same direction
         or in the same  magnitude  as the  prices  of  goods  and  services  as
         measured by the consumer price index.

         The  investments  are  subject  to risk  conditions  of the  individual
         investments'  objectives,  the stock market,  interest rates,  economic
         conditions,  world affairs and, in the case of the Balchem  Corporation
         Common Stock Fund,  the results of operations  and other risks specific
         to Balchem Corporation.

         Investment Valuation and Income Recognition

         Except for the  Guaranteed  Income  Fund,  which is stated at  contract
         value,  investment  securities  held in the Plan's  funds are stated at
         fair value  determined from publicly quoted market prices.  Participant
         loans are valued at cost, which approximates fair value.  Purchases and
         sales of securities are recorded on a trade date basis. Interest income
         is recorded  on the accrual  basis.  Dividends  are  recorded on the ex
         dividend date.

         Payment of Benefits

         Benefits are recorded when paid.

         Use of Estimates

         The  preparation of financial  statements in conformity with accounting
         principles  generally accepted in the United States of America requires
         the plan  administrator  to make estimates and  assumptions  that could
         affect the reported  amounts of net assets at the date of the financial
         statements and the reported  amounts of changes in net assets available
         for benefits during the reporting  period.  Actual results could differ
         from those estimates.

                                       6
<PAGE>

                               BALCHEM CORPORATION
                           401(k)/PROFIT SHARING PLAN
                          Notes to Financial Statements

         New Accounting Pronouncement

         FASB Staff Position  ("FSP") AAG INV-1 and AICPA  Statement of Position
         ("SOP")  94-4-1.  SOP 94-4,  Reporting of Investment  Contracts Held by
         Health and Welfare Benefit Plans and Defined Contribution Pension Plans
         ("SOP 94-4"), is amended by FSP AAG INV-1 and SOP 94-4-1,  Reporting of
         Fully   Benefit-Responsive   Investment   Contracts   Held  by  Certain
         Investment  Companies Subject to the AICPA Investment Company Guide and
         Defined  Contribution  Health and Welfare  and Pension  Plans ("FSP AAG
         INV-1  and SOP  94-4-1").  The  financial  statement  presentation  and
         disclosure  guidance in paragraphs 8-11 of FSP AAG INV-1 and SOP 94-4-1
         is  effective  for  financial  statements  for plan years  ending after
         December 15, 2006. The revised  definition of fully  benefit-responsive
         in paragraph 7 of FSP AAG INV-1 and SOP 94-4-1  shall be effective  for
         all investment contracts as of the last day of the annual period ending
         after  December 15,  2006.  If  comparative  financial  statements  are
         presented,  the  guidance  in FSP AAG  INV-1  and SOP  94-4-1  shall be
         applied retroactively to all prior periods presented.  If an investment
         contract  is  considered  fully  benefit-responsive  under the  revised
         definition  as of the  last  day  of the  annual  period  ending  after
         December  15,  2006,   that   contract   shall  be   considered   fully
         benefit-responsive  for all periods  presented,  provided that contract
         would have been considered fully  benefit-responsive in accordance with
         the then existing  provisions of SOP 94-4. The Plan's  management is in
         the process of evaluating these recently issued  pronouncements and has
         not yet determined their impact on the Plan's financial statements.

Note 3 - Investments

         Investments at December 31, 2005 and 2004 consisted of:

                                                        2005          2004
                                                    -----------   -----------
         Cash equivalents, Guaranteed Income Fund   $ 2,509,546   $ 2,058,523
         Mutual funds                                 6,500,407     5,729,216
         Balchem Corporation Common Stock*            3,446,850     2,483,200
         Participant loans                              326,284       333,838
                                                    -----------   -----------
                                                    $12,783,087   $10,604,777
                                                    ===========   ===========

         * A portion of the Balchem  Corporation Common Stock is non-participant
         directed.

         The following  represents  investments that represent 5% or more of the
         Plan's net assets:

                                                 2005         2004
                                             ----------   ----------
         Balchem Corporation Common Stock*   $3,446,850   $2,483,200
         Guaranteed Income Fund               2,509,546    2,058,523
         S&P 500 Index Fund                   2,203,938    2,261,099
         Janus Adviser Balanced Account         942,314      873,746
         Prudential Lifetime 40                 867,206      703,083

         *  A portion of the Balchem Corporation Common Stock is non-participant
         directed.

                                       7
<PAGE>

                               BALCHEM CORPORATION
                           401(k)/PROFIT SHARING PLAN
                          Notes to Financial Statements

         During  the year  ended  December  31,  2005,  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:

         Mutual funds                       $  388,145
         Balchem Corporation Common Stock      760,215
                                            ----------
                                            $1,148,360
                                            ==========

Note 4 - Non-participant directed investments

         Information about the net assets and the significant  components of the
         changes  in  net  assets  relating  to  the  non-participant   directed
         investments is as follows:

                                                             2005        2004
                                                          ----------  ----------
         Net assets - Balchem Corporation Common Stock*   $3,446,850  $2,483,200
                                                          ==========  ==========

                                                              Year ended
                                                            December 31, 2005
                                                            ----------------
         Change in net assets:
              Contributions                                   $   332,522
              Dividends and interest                               12,064
              Net appreciation                                    760,215
              Benefits paid to participants                      (102,825)
              Fees                                                   (457)
              Transfers to participant-directed investments       (37,869)
                                                              -----------
                          Net increase                            963,650
         Net assets at beginning of year                        2,483,200
                                                              -----------
         Net assets at end of year                            $ 3,446,850
                                                              ===========

         * A portion of the  Balchem  Corporation  Common  Stock is  participant
         directed.

Note 5 - Related-Party Transactions

         As of  December  31, 2005 and 2004,  the Plan held  173,442 and 161,063
         shares of Balchem Corporation common stock, respectively, with a market
         value of  $3,446,850  and  $2,483,200  at  December  31, 2005 and 2004,
         respectively. The aforementioned share information has been adjusted to
         reflect the December 2005 and December 2004 three-for-two stock splits,
         which  were  effected  by means of stock  dividends,  initiated  by the
         Company.  Certain Plan  investments are shares of various funds managed
         by Prudential  Retirement Insurance & Annuity Company ("PRIAC").  PRIAC
         is the  trustee  of the Plan and,  therefore,  these  transactions  are
         considered related-party transactions.

                                       8
<PAGE>

                               BALCHEM CORPORATION
                           401(k)/PROFIT SHARING PLAN
                          Notes to Financial Statements

Note 6 - Plan Termination

         Although it has not  expressed any intent to do so, the Company has the
         right under the Plan to discontinue its  contributions  at any time and
         to terminate the Plan subject to the provisions of ERISA.  In the event
         of plan  termination,  participants  will  become  100% vested in their
         accounts.

Note 7 - Income Tax Status

         The Plan has received a favorable  determination letter dated March 22,
         1999 from the Internal  Revenue  Service  ruling that it is a qualified
         plan pursuant to the appropriate  section of the Internal  Revenue Code
         (IRC) and,  accordingly,  the earnings of the  underlying  trust of the
         Plan  are not  subject  to tax  under  present  income  tax  law.  Once
         qualified,  the Plan is required to operate in conformity  with the IRC
         to maintain  its  qualifications.  Although  the Plan has been  amended
         since receiving the determination  letter,  the Plan  administrator and
         the  Plan's  tax  counsel  believe  that  the Plan is  designed  and is
         currently being operated in compliance with the applicable requirements
         of the IRC.

 Note 8 - Trust Services

         Effective April 1, 2004, CIGNA Corporation  signed an agreement to sell
         its retirement business,  including CIGNA Bank & Trust Company, FSB, to
         Prudential  Financial.  As a result of the  transaction,  CIGNA  Bank &
         Trust Company,  FSB merged with a Prudential owned  institution to form
         Prudential Bank & Trust, FSB.

         With the completion of the merger,  trust services  previously provided
         by CIGNA Bank & Trust Company,  FSB are now provided by Prudential Bank
         & Trust,  FSB, and any investments  held by CIGNA Bank & Trust Company,
         FSB are now held by Prudential Bank & Trust, FSB.

Note 9 - Subsequent Event

         In February 2006, the Company acquired  Chelated  Minerals  Corporation
         based in Salt Lake City with 13 employees who were  grandfathered  into
         the Plan.


                                       9
<PAGE>
<TABLE>
<CAPTION>

                                                  Schedule 1 BALCHEM CORPORATION
                                                    401(k)/PROFIT SHARING PLAN

                            Schedule H, Part IV, Line 4(i) - Schedule of Assets (Held at End of Year)
                                                        December 31, 2005

           Identity of issue,                            Description of investments including maturity date,           Current
    borrower, lessor or similar party                    rate of interest, collateral, par or maturity value            value
----------------------------------------------   ----------------------------------------------------------------    -----------
<S>                                              <C>                                                                  <C>
Guaranteed Income Fund(1)                        Units of participation in Guaranteed Income Fund -
                                                   78,266 units, $32.06 per unit                                     $ 2,509,546
Small Cap Growth / Times Square                  Units of participation in Small Cap Growth / Times Square
                                                   15,906 units, $21.65 per unit                                         344,392
Oppenheimer Global Fund                          Units of participation in Oppenheimer Global Fund
                                                   5,806 units, $69.43 per unit                                          403,105
Mid-Cap Value / Well Management                  Units of participation in Mid-Cap Value / Well Management
                                                   1,440 units, $18.20 per unit                                           26,220
Mid-Cap Growth / Artisan                         Units of participation in Mid-Cap Growth / Artisan
                                                   35,090 units, $10.98 per unit                                         385,386
Prudential Lifetime 60(1)                        Units of participation in Prudential Lifetime 60 -
                                                   8,158 units, $15.06 per unit                                          122,871
Prudential Lifetime 50(1)                        Units of participation in Prudential Lifetime 50 -
                                                   5,893 units, $15.06 per unit                                           88,755
Prudential Lifetime 40(1)                        Units of participation in Prudential Lifetime 40 -
                                                   57,782 units, $15.00 per unit                                         867,206
Prudential Lifetime 30(1)                        Units of participation in Prudential Lifetime 30 -
                                                   18,729 units, $15.27 per unit                                         285,954
Prudential Lifetime 20(1)                        Units of participation in Prudential Lifetime 20 -
                                                   4,993 units, $15.23 per unit                                           76,030
Large Cap Growth/Turner Investment(1) Fund       Units of participation in Large Cap Growth/Turner Investment
                                                   22,133 units, $12.13 per unit                                         268,513
Large Cap Value/AJOFund(1)                       Units of participation in Large Cap Value/AJO Fund -
                                                   24,199 units, $13.58 per unit                                         328,518
Janus Adviser Balanced Fund(1)                   Units of participation in Janus Adviser Balanced Fund -
                                                   29,454 units, $31.99 per unit                                         942,314
Intern Equity / Julius Baer                      Units of participation in Intern Equity / Julius Baer
                                                   5,699 units, $19.20 per unit                                          109,430
Goldman Sachs Small Cap Value                    Units of participation in Goldman Sachs Small Cap Value
                                                   1,020 units, $46.84 per unit                                           47,775
Dryden S&P Index Fund(1)                         Units of participation in Dryden S&P Index Fund -
                                                   30,414 units, $72.46 per unit                                       2,203,938
Balchem Corporation Common Stock(1)(2)(3)        Shares of Balchem Common Stock -
                                                   173,442 shares, $19.87 per share                                    3,446,850
Participant loans(1)                             Interest rates range from 6.00% to 10.00%                               326,284
                                                                                                                     -----------
                                                            Total                                                    $12,783,087
                                                                                                                     ===========
</TABLE>

(1)      Parties-in-interest

(2)      The cost basis of the Balchem Corporation Common Stock Fund at December
         31, 2005 was $1,389,455.

(3)      All per share  information  has been  adjusted to reflect the  December
         2005 three-for-two  stock split (effected by means of a stock dividend)
         initiated by the Company.

See accompanying report of independent registered public accounting firm.


                                                                  10