Exhibit 10.8
                                            (Translated from Dutch into English)

 SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE


o    Staff Members and Delegated Administrators



         Cytec Surface Specialties S.A./N.V.








FORTIS EMPLOYEE BENEFITS,  E. Jacqmainlaan 53, B-1000 Brussel - Tel. +32(0)2 220
82 11 - Fax: +32(0)2 220 94 19 - http://www.fortisag.be

Fortis Employee  Benefits is part of Fortis AG s.a., E.  Jacqmainlaan 53, B-1000
Brussel- RPR  0404.494.849 - BTW : BE 404.494.849 - Firm  authorized  under code
no. 0079



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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG
1.       TABLE OF CONTENTS
1.       Table of contents .................................................. 2
2.       Object ............................................................. 4
3.       Date the code goes into effect ..................................... 4
4.       Subscription ....................................................... 4
   4.1      Personnel to subscribe........................................... 4
   4.2      Subscription conditions ......................................... 4
   4.3      Moment of subscription .......................................... 4
   4.4      Suspension of the employment agreement before subscription....... 5
   4.5      Changing categories ............................................. 5
   4.6      Calculating the subscriber's age ................................ 5

5.       Pension date anticipated by the code ............................... 5
6.       Characteristics of the pension system .............................. 6
7.       Insurances provided by the employer ................................ 6
8.       Insurance transactions ............................................. 8
9.       Financing .......................................................... 8
    9.1     Modalities of premium payment ................................... 9
         9.1.1    Taxes on contributions and premiums ....................... 9
         9.1.2    Periodicity of the contributions and premiums.............. 9
         9.1.3    Contribution by the subscriber to the
                    financing of the insurances.............................. 9
         9.1.4    Failure to pay the contributions and premiums.............. 9
10.Annual recalculation of the premiums and benefits......................... 9
11.Acquired rights and minimum guarantee ....................................10
   11.1     Acquired benefits ...............................................10
   11.2     Acquired reserves................................................11
   11.3     Minimum guarantee................................................12
   11.4     Financing .......................................................12
12. Benefit payments.........................................................12
   12.1      Benefit payment method .........................................12
13.Termination of the employment agreement ..................................13
   13.1     Termination of the employment agreement as a consequence of
               early retirement..............................................13
   13.2     Termination of the employment agreement as a consequence
               of the conventional interim pension...........................13
   13.3     Termination of the employment agreement for a reason
               other than death, retirement or a conventional
                  interim pension ...........................................13
14. Particulars with respect to the employment agreement ....................14
   14.1     Part-time work ..................................................14
   14.2     Suspension of the employment agreement during the subscription ..14
15.Options offered to the subscribers .......................................15
   15.1     Reception structure  ............................................15
   15.2     Surrender .......................................................15
   15.3     Individual supplementary deposits................................15
   15.4     Advances ........................................................15
   15.5     Object of the advance............................................15
16.Introduction, modification or cancellation of the pension system .........16
   16.1     Decision authorization ..........................................16
         16.1.1   Principle .................................................16
         16.1.2   Restriction of the exclusive authorization
                    to introduce, modify or cancel the pension system........16
   16.2     Modifications of the pension system .............................16
   16.3     Changing pension agencies .......................................16
   16.4     Cancellation of the pension system ..............................16
   16.5     Discontinuation of the employer's activities ....................17
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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG


 2.   OBJECT
 This code regulates the pension system of

 Cytec Surface Specialties S.A./N.V. Square Marie
 Curie 11 1070 Brussels


hereinafter  referred to as "the  employer" of the Staff  Members and  Delegated
Administrators.

The employer has entrusted  the  management of this code to an insurer with whom
it has  underwritten  a group  insurance.  The general  conditions of this group
insurance apply to this code.

This code is available to subscribers, who can obtain the text from the employer
by simple request.


3. DATE THE CODE GOES INTO EFFECT
The code goes into effect on March 1, 2005.


4. SUBSCRIPTION

4.1     Personnel to subscribe

Every  personnel  member with an employment  agreement of indefinite or definite
duration is required to subscribe to the pension  system,  with the exception of
personnel  members with

-    an  agreement  of  definite  duration  signed  within the  framework  of an
     educational,  work placement or retraining program especially  organized by
     the government or supported by it;

-    an agreement for employing  students,
     who are part of the Staff Member and Delegated Administrator category.

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4.2 Subscription conditions

The  subscription  for life  insurance goes into effect as soon as the personnel
member has reached the age of 25.


4.3 Moment of subscription

Employees  subscribe on the first day of the month  following the month in which
the  above-mentioned  conditions  were met or, if the conditions were met on the
first day of a month, on the first day of that month.


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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG


4.4 Suspension of the employment agreement before subscription

If the  employment  agreement  of a  personnel  member  of  the  above-mentioned
category is suspended and the personnel  member no longer  receives pay from the
employer,  either at the time the pension  system goes into effect or at a later
date,  subscription  only commences on the date the employment  agreement is put
into effect again and insofar as the  personnel  member  meets the  subscription
conditions at that time.

4.5     Changing categories

If an affiliate leaves a category referred to in this code and continues working
for the employer, the following stipulations apply:

If the subscriber  transfers to a category not referred to in this code, he will
no longer benefit from the stipulations provided in this code, but will maintain
his  rights  to  the  benefit  insured  by the  employer  at  the  pension  date
anticipated in the framework of his former  category  limited,  however,  to the
amount stipulated on the first day of the month following the month in which the
category  was  assigned  or, if the  change  took  place on the first day of the
month, on the first day of that month.

If a subscriber  leaves a category not referred to in this code while continuing
to work for the employee and transferring to a different category referred to in
this code, he will benefit from a pension system  according to the  stipulations
typical for his new category.

The benefits  insured by the  employer in the  framework of the new category are
supplementary  to those that remain  insured in the  framework  of the  previous
category.

4.6 Calculating the age of subscribers

The age of subscribers is calculated in years and months.  For the  calculation,
it is assumed that the  subscriber  was born on the last day of the month he was
born in.


5. PENSION DATE ANTICIPATED BY THE CODE

The  anticipated  pension date is the 1st day of the month  following the one in
which the subscriber reaches the age of 60.

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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG

6. CHARACTERISTICS OF THE PENSION SYSTEM

The  contributions  to be made by the  employer are  deposited in the  financing
fund. The financing fund is linked to an investment fund.

The premiums to be paid by the  subscribers  earn an interest rate for which the
duration of the insurance is defined in the management agreement.

The  reserves  are  managed  collectively  for  the  contributions  made  by the
employer.  The premiums  paid by the  subscriber  are deposited in an individual
account of the subscriber and managed individually.


7. INSURANCES PROVIDED BY THE EMPLOYER

A provision has been made for life insurance.

The life insurance is of the fixed benefits type.

FOR THE CATEGORY OF THE STAFF MEMBERS

a)   If the SUBSCRIBER is alive on the pension date anticipated,  he will be the
     recipient of a benefit equal to:

     (1.75 * S1 + 6.5 * S2) * n/35

     with a minimum of AS * n/35 + RW + K

     in   which

AS = the  annual  salary
     The  annual  salary is equal to 13 times the  gross  monthly  salary at the
     moment of subscription and later on March 1 of each year.

S  = the reference  salary necessary for calculation of the life insurance
     The reference salary is equal to the sum of the gross monthly salary,  plus
     the shift premiums and the thirteenth month at the time of subscription and
     later on March 1 of each year. The arithmetic  average of the 5 most recent
     reference salaries is taken into account.

     If the average reference salary (S), as defined above, is lower than 80% of
     the most recent annual salary (AS), the life insurance  shall be calculated
     on the basis of this percentage of 80% of the most recent annual salary.

     For those  subscribers with a work disability on the date the pension takes
     effect, the average of the five most recent annual salaries before the work
     disability  occurred  shall be taken into  account for  calculation  of the
     average reference salary (S).

S1 = the average  reference  salary (S),  limited to a fixed  ceiling equal to
     38,528.04 EUR on March 1, 2005.

     This ceiling is indexed  every year on March 1,  according to the evolution
     of the trigger index of wages that applies in the chemical sector.

S2 = the part of the average reference salary that exceeds S1.

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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG

n  = subscription period

     The  subscription  period  is  equal to the  number  of  years  and  months
     calculated  from the date of  subscription  until the  anticipated  pension
     date.  For  those  subscribers  employed  on March 1,  2005,  the  years of
     subscription to the previous precautionary plan signed with the UC8 pension
     fund are also taken into account.

RW =existing  reduction value (including  profit sharing),  which corresponds to
the acquired reserves of the subscribers accumulated in an individual account in
the framework of the UCB pension plan on February 28, 2005.

K  = capital on the anticipated  pension date accumulated by the life deposits
     starting  March  1,  2005,  insofar  as this  is  deposited  in  individual
     accounts,  and if the occasion arises by the associated profit sharing.

b)   The life benefits insured in this code are equal to:

     (1.75 * S1 + 6.5 * S2) * n/35 - RW

     with a minimum of AS * n/35 + K

FOR THE DELEGATED  ADMINISTRATOR CATEGORY The life benefits insured in this code
are equal to:

     (5 * S1 + 15 * S2) * n/35 - RW

     in which

AS = the annual salary
     The annual salary is equal to 13 times the gross monthly salary at the date
     of subscription and later on March 1 of each year.

S  = the reference  salary necessary for calculation of the life insurance
     The reference salary is equal to the sum of the gross monthly salary,  plus
     the shift premiums and the thirteenth  month at the moment of  subscription
     and later on March 1 of each  year.  The  arithmetic  average of the 5 most
     recent reference salaries is taken into account.

     If the average reference salary (S), as defined above, is lower than 80% of
     the most recent annual salary (AS), the life insurance  shall be calculated
     on the basis of this percentage of 80% of the most recent annual salary.

     For those  subscribers with a work disability on the date the pension takes
     effect, the average of the five most recent annual salaries before the work
     disability  occurred  shall be taken into  account for  calculation  of the
     average reference salary (S).

S1 = the average  reference  salary (S),  limited to a fixed  ceiling equal to
     38,528.04 EUR on March 1, 2005. This ceiling is indexed every year on March
     1, according to the evolution of the trigger index of wages that applies in
     the chemical sector.

S2 = the part of the average reference salary that exceeds S1.

n  = subscription  period The  subscription  period is equal to the number of
     years  and  months  calculated  from the  date of  subscription  until  the
     anticipated pension date.

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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG


     For those subscribers  employed on March 1, 2005, the years of subscription
     to the  previous  precautionary  plan signed with the UC8 pension  fund are
     also taken into account.

RW = existing reduction value (including profit sharing), which corresponds to
     the  acquired  reserves of the  subscribers  accumulated  in an  individual
     account in the framework of the UCB pension plan on February 28, 2005.

No  modification  of the  fixed  ceiling  may  result in  reduction  of the life
benefit.

Profit sharing related to the premiums paid for by the subscribers and deposited
beginning  March 1, 2005,  is included in the life  benefit.  This is taken into
account in financing the life insurance.

The increase in the reduction value as determined on February 28, 2005 ("RW") is
in addition to life benefit.

Allotting   fiscal   advantages  to  the  premiums  is  limited  by  the  fiscal
legislation.  When the occasion  arises,  life  benefit  shall be reduced to the
established  amount in order to take these limits into account.  If a payment in
interest is opted for, this can be  transferred  80% to the surviving  spouse or
the legal partner and indexed at 2% per year.

For staff members subscribing to the UCB plan before 12/31/2001 and younger than
60 on that  date,  the  above-mentioned  life  capital  is equal to the  capital
anticipated  for  retiring at 60  calculated  according to the code in effect on
12/31/2001.  This capital is adjusted in the event the employment  percentage is
changed.

The  above-mentioned  life capital minimum for service personnel  subscribing to
the UCB plan and  promoted to staff  member  after  12/31/2001,  is equal to the
capital  anticipated for retiring at 60 according to the code in applying to the
service  personnel,  and listed on the most  recent  information  card  received
before  promotion  to  staff  member.  This  capital  is  adjusted  in case  the
employment percentage is changed.


8. INSURANCE TRANSACTIONS

The life capital for the part of the life insurance that is financed by premiums
paid by the  subscriber  is  insured  by an  insurance  transaction  of the type
deferred capital without repayment.

The rates for the insurance  transactions  were  deposited by the insurer at the
Commission for Banking, Financing and Insurance.


9. FINANCING

The life  insurance  insured in this code is financed by the employer and by the
subscriber.

The financing  paid for by the employer is done by means of depositing  payments
in the  financing  fund.  The amount of the payments is set out in the financing
plan.

For the subscribers  employed on March 1, 2005, the reserves transferred related
to the contributions  deposited in the UCB pension fund for the years and months
of subscription to the UCB pension fund are also taken into account.

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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG




The  financing  paid for by  subscribers  is made by  depositing  premiums in an
individual  account.  For the subscriber the annual amount of the premiums,  not
including taxes, equals: 0.50% S1 + 5% S2,

in which:

S1 = the reference  salary,  limited to a fixed ceiling equal to 38,528.04 EUR
     on March 1, 2005.  This ceiling is indexed every year on March 1, according
     to the evolution of the trigger index of wages that applies in the chemical
     sector.


S2 = the part of the reference salary that exceeds S1.

The premium to be paid by the subscriber is due in full,  even if it exceeds the
amount necessary to finance the life benefit.  In that case, the life benefit is
adapted to this.


9.1 Modalities of premium payment


9.1.1 TAXES ON CONTRIBUTIONS AND PREMIUMS
The employer  finances the taxes on the  contributions and on the premiums to be
paid by the subscriber.

9.1.2  PERIODICITY  OF THE  CONTRIBUTIONS  AND PREMIUMS
The periodicity of the payment of the  contributions is set out in the financing
plan.

The premiums to be paid by the  subscriber  can be paid monthly on a certain due
date.

9.1.3 CONTRIBUTION BY THE SUBSCRIBER TO THE FINANCING OF THE INSURANCES
Premiums to be paid by the subscriber are withheld  monthly by the employer from
the salary  starting the 1st month  following or coinciding  with the moment the
subscriber  has  completed  6  months  of  employment,  and no  sooner  than the
subscriber's 25th birthday.

9.1.4 FAILURE TO PAY THE  CONTRIBUTIONS  AND PREMIUMS
The employer shall notify every  subscriber of failure to pay the  contributions
and premiums to the insurer and of the  consequences  ensuing from this no later
than three months after the expiration date of the first unpaid  contribution or
premium.


10. ANNUAL  RECALCULATION OF THE PREMIUMS AND BENEFITS
The insurer  recalculates  the  premiums and benefits on March 1 of each year on
the basis of the data provided by the employer at that time.

Any modification  related to the family status, the category,  employment system
or any  other  modification  related  to the  insurances  shall  be  taken  into
consideration  on the 1st of the month that follows or  coincides  with the time
the modification took effect.


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 SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE            FORTIS AG

11. ACQUIRED RIGHTS AND MINIMUM GUARANTEE

11.1 Acquired benefits

 a)  If the  subscriber  leaves the  employer  and leaves  his  reserves  to the
     insurers without  changing the pension system,  he shall be entitled to the
     acquired  benefits at the anticipated  pension date,  corresponding  to the
     highest of the  following  amounts,  plus the reduction  value  increase as
     decided on February 28, 2005:

     1. the sum of:

     o    the reduction value  calculated in accordance with the stipulations in
          the   insurer's   general    conditions,    corresponding   with   the
          capitalization,  on the  anticipated  pension  date,  of  the  reserve
          accumulated  since  March  1,  2005 by the life  premiums  at the time
          employment  was  discontinued,  insofar  as these  were  deposited  in
          individual  accounts  and, if the occasion  arose,  by the  associated
          profit sharing;

     o    the existing reduction value (including profit sharing)  corresponding
          with  the  acquired  reserves  of the  subscribers  accumulated  in an
          individual  account  in the  framework  of the  UCB  pension  plan  on
          February 28, 2005 ("RW").

2.  the benefit to be considered for  calculation of the minimum  reserve as set
    out in legislation and codes applying to the supplementary pensions (applied
    to point 7a);

3.  the benefit  established in correspondence  with this code (point 7a) taking
    into account the data at the moment of the  calculation  and on the basis of
    the past years of subscription or employment as recognized by the code.

The duration of the non-benefit notice period is included for calculation of the
years of subscription or employment.


 b) The acquired  benefits  insured in this code  correspond with the difference
between:

     o    the acquired benefits as described in point 11.1 a;

     o    the  existing   reduction  value   (including   profit  sharing)  that
          corresponds with the acquired reserves of the subscribers  accumulated
          in an  individual  account in the framework of the UCB pension plan on
          February  28,  2005  ("RW"),  plus  any  possible  accumulation  after
          February 28, 2005.

The  subscriber  who subscribes for less than one year to this or another of the
employer's  pension system can only assert  acquired rights on the benefits that
correspond with the premiums he is due.


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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG

11.2 Acquired reserves

 a)  The reserves  acquired by the subscriber are equal,  on the date employment
     is terminated,  to the highest of the following  amounts,  plus the reserve
     accumulated by life profit sharing allotted after February 28, 2008, to the
     subscribers' reserves accumulated in the framework of the UCB pension plan:

     1.   the sum of:

          o    the reserve  accumulated by the life premiums from March 1, 2005,
               insofar as these were  deposited in individual  accounts,  if the
               occasion  arose plus the reserve  accumulated  by the life profit
               sharing;

          o    the reserve accumulated by the life premiums before March 1, 2005
               (in the framework of the UCB pension plan), insofar as these were
               deposited in individual accounts;

     2.   the  reserve  taken into  account for the  calculation  of the minimum
          reserve as set out in the legislation  and  regulations  that apply to
          supplementary pensions (applied to point 11.1 a);

     3.   The sum of:

          o    the reserve  accumulated by the life premiums from March 1, 2005,
               insofar as these were  deposited in individual  accounts,  if the
               occasion  arose plus the reserve  accumulated  by the life profit
               sharing

          o    the reserve accumulated by the life premiums before March 1, 2005
               (in the framework of the UCB pension plan), insofar as these were
               deposited  in  individual  accounts;

          o    the current value of the benefits  referred to in points 11.1 a 2
               and 3 above,  calculated at the time  employment was  terminated,
               minus the sum of:

               o    the  reduction  value,  calculated  in  accordance  with the
                    stipulations   of   the   insurer's   general    conditions,
                    corresponding  with the  capitalization,  at the anticipated
                    pension date, of the reserve accumulated since March 1, 2005
                    by the life premiums at the time  employment was terminated,
                    insofar as these were deposited in individual  accounts and,
                    if the occasion arose, by the associated profit sharing;

               o    the existing reduction value (including profit sharing) that
                    corresponds  with the acquired  reserves of the  subscribers
                    accumulated in an individual account in the framework of the
                    UCB pension plan on February 28, 2005 ("RW").

b)   The acquired  reserves  insured in this code correspond with the highest of
     the following amounts:

     4.   the  reserve  accumulated  by the life  premiums  from  March 1, 2005,
          insofar  as  these  were  deposited  in  individual  accounts,  if the
          occasion  arose  plus  the  reserve  accumulated  by the  life  profit
          sharing;

     5.   the  reserve  taken into  account for the  calculation  of the minimum
          reserve  as  set  out in the  legislation  and  codes  that  apply  to
          supplementary pensions (applied to point 11.1 b);

     6.   the sum of:

          o    the reserve  accumulated by the life premiums from March 1, 2005,
               insofar as these were  deposited in individual  accounts,  if the
               occasion  arose plus the reserve  accumulated  by the life profit
               sharing;

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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG

          o    the  current  value,   calculated  at  the  time  employment  was
               terminated, of the benefits referred to in point 11.1 b minus:

               o    the  reduction  value,  calculated  in  accordance  with the
                    stipulations   of   the   insurer's   general    conditions,
                    corresponding  with the  capitalization,  at the anticipated
                    pension date, of the reserve accumulated since March 1, 2005
                    by the life premiums at the time  employment was terminated,
                    insofar as these were deposited in individual  accounts and,
                    if the occasion arose, by the associated profit sharing.

11.3 Minimum guarantee

On the day  employment  is  terminated,  the amount of the acquired  reserves is
supplemented,   should  the  occasion  arise,  to  the  amounts   guaranteed  in
application  of the  legislation  and  codes  that  apply  to the  supplementary
pensions.

11.4 Financing

If,  at  the  time  employment  is  terminated,   the  accumulated   reserve  is
insufficient  to finance  the  acquired  reserves,  should the  occasion  arise,
supplemented to the amounts of the minimum guarantee, the employer shall provide
the necessary  financing.  If there are not enough funds in the  financing  fund
that cover no other  obligations  of the employer,  the employer shall deposit a
one-time additional premium.


12. BENEFIT PAYMENTS

The life benefit is payable to the subscriber if he is alive on the  anticipated
pension date.

If  the  subscriber  remains  in  the  employment  of  the  employer  after  the
anticipated pension date, he may demand payment of the benefits.

12.1 Benefit payment method

Subscribers  may demand payment of the benefits from the employer in the form of
capital or interest.

The method of  calculating  the interest is  stipulated in the  legislation  and
codes that apply to supplementary pensions. If the annual amount of the interest
is initially  lower or equal to 500 EUR (indexed),  the benefits are paid in the
form of paid capital.

The  employer  shall inform the  subscriber  two months  before the  anticipated
pension date or within the two weeks after being informed of early retirement of
the right to convert into  interest.  In case of the decease of the  subscriber,
the employer  shall  inform the  beneficiaries  of this option  within two weeks
after being informed of the death.

On  condition  of signing a  management  agreement  between the employer and the
insurer  and the  conditions  stipulated  in this  agreement,  the  employer  is
entitled to charge the insurer with implementation of his information obligation
and possible interest payment.


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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG






13. TERMINATION OF THE EMPLOYMENT AGREEMENT

13.1  Termination  of  the  employment  agreement  as  a  consequence  of  early
retirement

If the employment  agreement is terminated as a consequence of early  retirement
by virtue of the July 20,  1990  legislation  related to flexible  pension  age,
payment of premiums stops in the month early  retirement  goes into effect.  The
insurer shall repay the employer the prorated premiums paid, if applicable.

The  subscriber  may either opt for  immediate  settlement  of the  benefits  he
acquired,   in  observation  of  the  legal  stipulations  that  apply,  or  for
maintaining the reduced life benefits until the anticipated pension date.

13.2   Termination  of  the  employment   agreement  as  a  consequence  of  the
conventional interim pension

If the employment  agreement is terminated as a consequence of the  conventional
interim  pension,  the premium payment is terminated on the 1st day of the month
in which the conventional interim retirement goes into effect. The insurer shall
repay the employer the prorated premiums paid, if applicable.

The subscriber  may opt for immediate  settlement of his acquired  reserves,  in
observation of the legal stipulations that apply, of for maintaining the reduced
life benefits until the anticipated pension date.

13.3  Terminating  the  employment  agreement  for a reason  other  than  death,
retirement or a conventional interim pension

If a  subscriber's  employment  agreement is terminated  for a reason other than
death, retirement or the subscriber's conventional interim pension, the employer
shall  pay the  premiums  until  the end of the  month in which  the  employment
agreement is terminated.

At that time, the life benefit is reduced.

At the time employment is terminated, subscribers are entitled to transfer their
acquired  reserves,  if the  occasion  arises  increased  to the  amounts of the
minimum  guarantee,  provided the terms stipulated in the general conditions are
observed.

If the  subscriber  does not inform the insurer in writing of his choice  within
thirty days, the acquired reserves continue to be insured with the latter,  with
no  modification  of the  pension  system and at the  amount of their  reduction
value,  calculated  according  to  the  stipulations  in the  insurer's  general
conditions.

If a subscriber opts for transfer, he can choose between:

     -   transfer to the pension agency of his new employer;

     -   transfer to a pension agency referred to in a royal decree with respect
         to the allotment of enhanced  advantages  for employees  referred to in
         royal decree no. 50 of October 24, 1967,  related to the retirement and
         survival pension for employees as extant at the insurer.

Transfer is limited to the part of the  reserves on which no advance or security
was  permitted,  or that was not  allotted in the  framework  of  reinstating  a
mortgage credit.









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SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE              FORTIS AG


The insurer  shall carry out the transfer  within the month  following  the one
when the subscriber gave notice.

 If a subscriber does not choose the option for transfer, he can:

               -    request  surrender  of  the  acquired   reserves,   possibly
                    increased  to the  amounts of the  minimum  guarantee.  This
                    right to surrender can only be exercised before  12/31/2009.
                    In this case, the subscription is terminated.

               -    opt for the reception structure.

Should the subscriber die within ninety days after terminating  employment,  and
insofar as he had not yet  informed  the  employer  in writing of his choice and
possible transfer had not yet taken place, benefits are paid that are at minimum
equal to the acquired reserves at the time employment was terminated.


14. PARTICULARS WITH RESPECT TO THE EMPLOYMENT AGREEMENT

14.1 Part-time work

Personnel members working part time who meet  subscription  conditions enjoy the
same  benefits as  personnel  members  working  full time,  however  taking into
account the reduction in working hours.

Life  benefits  are  calculated  on the basis of the  reference  salary that the
subscriber  would receive if he were to work full time. The periods in which the
subscriber  works  part-time are  multiplied by the working hours  percentage to
calculate the subscription period.

For calculation of the premiums to be paid by the subscriber,  the percentage of
the  premium is applied to the  full-time  reference  salary and the amount thus
obtained is multiplied by the working hours percentage.

14.2 Suspension of the employment agreement during the subscription

Should the  subscriber's  employment  agreement be suspended in case of economic
disablement as a consequence of an illness or an accident,  employment  will not
be  interrupted.  The period of absence is taken into account in the calculation
of the life benefit.

If  suspension  of the  subscriber's  employment  agreement can be attributed to
disablement,  covered by an agreement  underwritten by the insurer that provides
for  exemption  of the  premium,  the  life  premium  payment  to be made by the
subscriber is made by the insurer  according to the  conditions set forth in the
agreement mentioned above.

If the subscriber's employment agreement is suspended,  the subscriber no longer
receives  a salary  from  the  employer  and the  suspension  of the  employment
agreement is not covered by an agreement  providing for exemption of the premium
in case of  disablement,  the  payment  to be made by the  subscriber  shall  be
suspended  from the month  following the one in which the employer paid the last
salary, the life benefit is reduced.

Payment of premiums is resumed and the life  insurance goes into effect again on
the month in which the subscriber receives his salary.




<PAGE>



SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG


15. OPTIONS OFFERED TO SUBSCRIBERS

15.1 Reception structure

The employer shall underwrite a reception structure with the insurer,  for which
the  latter  submitted  the  rates  to  the  Banking,  Financing  and  Insurance
Commission and which is intended to receive reserves of supplementary pensions


     -    accumulated  by the  subscriber  in the  framework of another  pension
          system;

     -    which the subscriber wants to transfer when terminating  employment if
          he does not continue to subscribe to the employer's pension system.

The  reception  structure  consists of an  insurance  while alive and in case of
death in the form of a deferred  capital  with  repayment  of the  reserve.  The
insured amount is received by capitalizing the amount transferred. The death and
life amounts are increased by the allotted life profit sharing.

Subscribers   retain  the  opportunity  to  request   transformation   of  their
transferred  reserve to another insurance  transaction.  The reception structure
may take on a different insurance form than the one proposed by the insurer. The
subscriber  can  later  select  one of the  options  offered  to him in case his
employment is terminated.

Should  the  subscriber  opt  for  transferring  his  acquired  reserves  to the
reception  structure  at the time his  employment  is  terminated,  the acquired
reserves,  if applicable added to the amount of the minimum guarantee,  shall be
made up  immediately.  This relieves the employer from any  obligation  stemming
from the pension code.

15.2 Surrender

Subscribers  are not permitted to surrender  their  reserves as long as they are
employed by the employer.

15.3 Individual supplementary deposits

The subscriber has the opportunity to deposit individual  supplementary premiums
in  accordance  with the  conditions  set by the  insurer.  These  premiums  are
allocated to an individual contract.

15.4 Advances

The subscriber can be given an advance on the benefits  financed by the premiums
to be paid by him in  accordance  with the  conditions  and  within  the  limits
established by the insurer.

He can also be given an  advance  on the  benefits  financed  by his  individual
supplementary  premiums in accordance  with the conditions and within the limits
established by the insurer.

15.5 Object of the advance

Advances may only be granted for the purpose of allowing the  subscriber to own,
acquire,  construct,  improve, repair or remodel real estate that yields taxable
income and which Belgian tax  legislation  has  stipulated as in its  territory.
Advances must be repaid as soon as the real estate referred is no longer part of
the subscriber's capital.

This stipulation does not apply to individual supplementary deposits.

<PAGE>



SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE             FORTIS AG



16. INTRODUCTION, MODIFICATION OR CANCELLATION OF THE PENSION SYSTEM

16.1 Decision authorization


16.1.1 PRINCIPLE

The employer has the exclusive authorization to introduce,  modify or cancel the
pension system.

16.1.2   RESTRICTION OF THE EXCLUSIVE AUTHORIZATION TO INTRODUCE, MODIFY
         OR CANCEL THE PENSION SYSTEM

If the  pension  system  anticipates,  at its  introduction  or later,  that the
employee will  personally  contribute to its financing and the system applies to
all  employees,  the  authorization  is shared and the decision shall be made to
introduce, modify or cancel it:

     -    for a collective  employment  agreement if there is a works council, a
          committee  for  prevention  and  protection  on  the  job  or a  union
          representation at the employer's;

     -    in any other cases, due to modification of the employment code.

The employer  reserves the right to modify the pension  system or even cancel it
if the  economic,  financial  or social  conditions  of his firm or  institution
justify  this.  Modification  or  cancellation  occurs  in  observation  of  the
legislation and codes that apply to the supplementary pensions.

16.2 Modification of the pension system

Every  modification  of the  pension  system  that  causes  an  increase  in the
obligations  of the subscriber  shall relieve  subscribers,  upon request,  from
participating in the  modification of the system,  except if this was introduced
by means  of a  collective  employment  agreement  that  does  not  provide  the
opportunity  to refuse  subscription.  The subscriber who exercises his right of
refusal  remains   subscribed  to  the  pension  system  in  effect  before  the
modification.

A modification cannot in any case result in a reduction of the acquired benefits
or reserves.

All modifications in the pension system are set out in a supplement to the code.

16.3   Changing pension agencies

In case of changing pension  agencies and of possible  transfer of the reserves,
the  employer  shall  inform the  subscribers  and the  Banking,  Financing  and
Insurance  Commission  in advance.  These  parties can object to the transfer if
this could jeopardize the insurer's equilibrium.

This transfer is subject to the procedures provided in the legislation and codes
that apply to supplementary pensions.

16.4   Cancellation of the pension system

If the  pension  system is  terminated,  the  employer  shall  stop  paying  the
contributions and premiums.

At the moment of cancellation,  the acquired rights are calculated in accordance
with the stipulations of the "Acquired rights and minimum guarantee" heading.

<PAGE>



SUPPLEMENTARY PENSION FOR COLLECTIVE LIFE MANAGEMENT CODE              FORTIS AG

If the capital of the  financing  fund is  sufficient  to finance  the  acquired
reserves, if applicable supplemented to the amount of the minimum guarantee, the
necessary  reserves are made up. Any possible  balance of the financing  fund is
settled in accordance with the insurer's general conditions.

If the capital of the  financing  fund is  insufficient  to finance the acquired
reserves,  if applicable  supplemented  to the amount of the minimum  guarantee,
this capital is distributed for every subscriber in proportion to the difference
between his total acquired reserve, if applicable  supplemented to the amount of
the minimum guarantee,  and the reserve of his individual  accounts and the sum,
for all  subscribers,  of those  differences.  The  employer  shall  pay the sum
required to finance the acquired reserves.

Cancellation of the pension system is set out in a supplement to the code.

16.5 Discontinuation of the employer's activities

Should the employer  discontinue  its activities  and another  employer does not
assume its  obligations,  the pension  system is  cancelled.  In that case,  the
stipulations in the "canceling the pension system" heading and the  "terminating
the contract in a way other than by death or retirement" heading apply.

Drawn up in Brussels on November 24, 2005





(Employer's signature)





/s/ Shane D. Fleming

SHANE D. FLEMING
President of Cytec Specialty Chemicals