UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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): March 16, 2007

                               Balchem Corporation
             (Exact name of registrant as specified in its charter)

Maryland                                  1-13648            13-257-8432
(State or other jurisdiction of   (Commission File Number)   (IRS Employer
incorporation)                                               Identification No.)

                       P.O. Box 600, New Hampton, NY 10958
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (845) 326-5600

      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:

|_| 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))

<PAGE>

Item 1.01  Entry into a Material Definitive Agreement.

      Asset Purchase Agreement
      ------------------------

      On March 16,  2007,  Balchem  Corporation  ("Balchem"  or the  "Company"),
through its wholly-owned subsidiary BCP Ingredients,  Inc. ("BCP"), entered into
an asset purchase agreement (the "Asset Purchase Agreement") with Chinook Global
Limited ("Chinook"), a privately held Ontario corporation, pursuant to which BCP
acquired certain of Chinook's  choline  chloride  business assets for a purchase
price of $29,000,000, plus the value of certain product inventories estimated at
approximately  $1,840,000.  The acquisition  closed effective the same date. The
inventory  purchase price is subject to adjustment  based upon Chinook's  actual
finished  goods and raw materials  inventory as of the closing date. The parties
have  agreed to hold  approximately  $276,000  of the  purchase  price in a cash
escrow  account for a brief  period  after the  closing to secure such  purchase
price adjustment.

      The  assets  acquired  by BCP  pursuant  to the Asset  Purchase  Agreement
include Chinook's finished product and raw material  inventories and most of its
customer  accounts  (including  supply  contracts  and  goodwill),  which have a
significant  international  presence  in the  choline  and  choline  derivatives
markets.  The  addition  of the  Chinook  customer  accounts  is expected to add
approximately  $40,000,000  of new  revenue per annum to BCP and  contribute  in
excess of  $6,000,000  per annum to the  Company's  EBITDA  (defined as earnings
before  depreciation,  amortization,  interest  expenses and taxes).  The assets
acquired by BCP did not include  Chinook's choline  manufacturing  facilities in
Sombra and Morrisburg, Ontario; however, under the Asset Purchase Agreement, BCP
has a  three-month  right of  negotiation  for the  purchase  of the  Morrisburg
facility.  In addition,  BCP has a right to purchase  equipment  located at both
facilities and the cost of such is effectively included in the purchase price.

      The Asset  Purchase  Agreement  contains,  among other  things,  customary
representations and warranties of the parties, customary indemnities,  and other
customary provisions.  In addition to the Asset Purchase Agreement,  BCP entered
into a Tolling  Agreement of same date with  Chinook,  under which  Chinook will
manufacture dry choline chloride for Balchem for an interim period after closing
not to exceed one year. In connection  with the Asset Purchase  Agreement and as
an  inducement  for BCP to  enter  into the  transaction,  BCP  entered  into an
agreement  with  Chinook  and the  shareholders  of  Chinook  under  which  such
shareholders  and Chinook agreed not to compete with BCP in the choline chloride
industry   for  a  period  of  ten  years   following   the  closing  date  (the
"Non-Competition Agreement").

      The foregoing  description  of the Asset Purchase  Agreement,  the Tolling
Agreement and the Non-Competition  Agreement is qualified in its entirety by the
terms and provisions of the Asset Purchase Agreement,  the Tolling Agreement and
the Non-Competition  Agreement,  which are attached hereto as Exhibits 2.1, 10.1
and 10.2, respectively.

      On March 19, 2007, the Company issued a press release announcing the entry
into the Asset  Purchase  Agreement.  A copy of the press  release  is  attached
hereto as Exhibit 99.1.

<PAGE>

      Loan Agreement
      --------------

      On March 16, 2007,  Balchem and Bank of America,  N.A. entered into a Loan
Agreement (the "Loan  Agreement")  providing for a term loan of $29 million (the
"Term Loan"), the proceeds of which,  together with Balchem's cash on hand, were
used to fund the  acquisition  of  assets  from  Chinook  pursuant  to the Asset
Purchase  Agreement.  The Term Loan is payable in equal monthly  installments of
principal, each equal to 1/60th of the principal of the Term Loan, together with
accrued interest, with remaining principal and interest payable at maturity. The
Term Loan has a  maturity  date of March 16,  2010 and is  subject  to a monthly
interest rate equal to LIBOR plus 1%.

      The  Loan  Agreement  also  provides  for a  short-term  revolving  credit
facility of $6 million (the "Revolving Facility").  The Revolving Facility has a
maturity date of May 31, 2009.  The  Revolving  Facility is subject to a monthly
interest rate equal to LIBOR plus 1%, and accrued  interest in payable  monthly.
No amounts have been drawn on the Revolving Facility as of the date hereof.

      Material  affirmative  covenants  of  Balchem  under  the  Loan  Agreement
include:  payment  of all  fees  and  costs  associated  with  closing  the Loan
Agreement;  notification  of material  adverse  changes in  Balchem's  financial
condition;  notification  of any event of default  under any other  indebtedness
greater  than  $100,000;  proper  maintenance  of  Balchem's  books and records;
submission  of  financial  data;  maintenance  of a Current  Ratio (ratio of the
current assets to current  liabilities of Balchem and its  subsidiaries) of 1.25
to 1.00; maintenance of a maximum Funded Debt Ratio (defined as the ratio of (i)
the sum of the outstanding  principal of all interest bearing  indebtedness,  to
(ii)  EBITDA) of 2.00 to 1.00;  maintenance  of a Fixed  Charge  Coverage  Ratio
(defined  as the ratio of (i) EBITDA  less taxes paid less  dividends  paid less
non-financed  capital  expenditures,  to (ii)  required  payments  of term  debt
principal,  capital  lease  payments and interest  incurred  during the prior 12
month period of 1.50 to 1.00,  for the quarter ending March 31, 2007 and 1.25 to
1.00 for the  quarters  ending June 30, 2007 and,  1.50 to 1.00 for each quarter
thereafter; and maintenance of proper insurance.

      Under the Loan Agreement,  Balchem covenants (among other things):  not to
encumber its assets (except for permitted  encumbrances);  not to dispose of any
of its assets  used or useful in its  business  valued at more than  $500,000.00
(except  inventory or obsolete or unused  equipment  in the  ordinary  course of
business); not to make loans or advances in excess of $250,000.00 (except in the
ordinary  course  of  business);  not to incur or  assume  any debt in excess of
$1,000,000.00  (except for loans between the Balchem and its  subsidiaries;  and
not to engage in certain corporate transactions, such as mergers.

      Under  the Loan  Agreement,  in the  event of a  default  of its terms and
conditions  by Balchem,  including  a default in payment or under the  covenants
described  above,  and  provided  Balchem  does not cure the default as provided
therein,  if  applicable,  the Bank may  accelerate  the  principal  balance and
accrued  interest under the Loan Agreement and such becomes  immediately due and
payable.  In addition,  interest  will accrue at a default rate 2% over the rate
described above.

      BCP and Balchem Minerals Corporation, a wholly owed subsidiary of Balchem,
are each  guarantors  of Balchem's  obligations  under the Loan  Agreement.  For
further

<PAGE>

information with regard to the Loan Agreement and the agreements and instruments
related thereto, reference is made to Exhibits 10.3 through 10.7 hereto.

      The  description of the agreements and instruments  discussed,  as well as
the  Acquisition,  above are  qualified  in their  entirety by reference to such
agreements and instruments which are attached as exhibits hereto.

Item 2.01 Completion of Acquisition or Disposition of Assets.

      The  information  provided in Item 1.01 under the heading "Asset  Purchase
Agreement" is incorporated herein by reference.

Item 2.03 Creation of a Direct  Financial  Obligation or an Obligation  under an
Off-Balance Sheet Arrangement of a Registrant.

      The information  provided in Item 1.01 under the heading "Loan  Agreement"
is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

      (a) Financial Statements of Businesses Acquired

      The financial  statements required to be filed pursuant to Item 9.01(a) of
Form  8-K will be filed by  amendment  as soon as  practicable,  but in no event
later than 71 days after the date this Current Report on Form 8-K is required to
be filed.

      (b) Pro Forma Financial Information

      The pro forma financial  information required to be filed pursuant to Item
9.01(b) of Form 8-K will be filed by amendment as soon as practicable, but in no
event  later  than 71 days  after  the date this  Current  Report on Form 8-K is
required to be filed.

      (d)  Exhibits

      Exhibit 2.1       Asset  Purchase  Agreement  dated March 16, 2007, by and
                        between  BCP   Ingredients,   Inc.  and  Chinook  Global
                        Limited.

      Exhibit 10.1      Tolling  Agreement,  dated  March 16,  2007  between BCP
                        Ingredients, Inc. and Chinook Global Limited.

      Exhibit 10.2      Non-Competition  Agreement, dated March 16, 2007 between
                        BCP  Ingredients,   Inc.  and  Chinook  Global  Limited;
                        Chinook  Services,  LLC;  Chinook,  LLC;  Dean R.  Lacy;
                        Ronald Breen, and John N. Kennedy.

      Exhibit 10.3      Loan Agreement  dated March 16, 2007 by and between Bank
                        of America, N.A. and Balchem Corporation;

<PAGE>

      Exhibit 10.4      Promissory  Note (Term  Loan)  dated March 16, 2007 from
                        Balchem Corporation to Bank of America, N.A.;

      Exhibit 10.5      Promissory  Note  (Revolving Line of Credit) dated March
                        16, 2007 from  Balchem  Corporation  to Bank of America,
                        N.A.

      Exhibit 10.6      Guaranty dated March 16, 2007 from BCP Ingredients, Inc.
                        to Bank of America, N.A.;

      Exhibit 10.7      Guaranty  dated  March 16,  2007 from  Balchem  Minerals
                        Corporation to Bank of America, N.A.

      Exhibit 99.1      Press  Release of Balchem  Corporation  dated  March 19,
                        2007.

<PAGE>


                                    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.

                                              BALCHEM CORPORATION


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

Dated: March 21, 2007


<PAGE>

                                  Exhibit Index

Exhibit Number          Description
--------------          -----------

2.1                     Asset  Purchase  Agreement  dated March 16, 2007, by and
                        between  BCP   Ingredients,   Inc.  and  Chinook  Global
                        Limited.

10.1                    Tolling  Agreement,  dated  March 16,  2007  between BCP
                        Ingredients, Inc. and Chinook Global Limited.

10.2                    Non-Competition  Agreement, dated March 16, 2007 between
                        BCP  Ingredients,   Inc.  and  Chinook  Global  Limited;
                        Chinook  Services,  LLC;  Chinook,  LLC;  Dean R.  Lacy;
                        Ronald Breen, and John N. Kennedy.

10.3                    Loan Agreement  dated March 16, 2007 by and between Bank
                        of America, N.A. and Balchem Corporation;

10.4                    Promissory  Note (Term  Loan)  dated March 16, 2007 from
                        Balchem Corporation to Bank of America, N.A.;

10.5                    Promissory  Note  (Revolving Line of Credit) dated March
                        16, 2007 from  Balchem  Corporation  to Bank of America,
                        N.A.

10.6                    Guaranty dated March 16, 2007 from BCP Ingredients, Inc.
                        to Bank of America, N.A.;

10.7                    Guaranty  dated  March 16,  2007 from  Balchem  Minerals
                        Corporation to Bank of America, N.A.

99.1                    Press  Release of Balchem  Corporation  dated  March 19,
                        2007.